Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Sep. 30, 2020 | Oct. 31, 2020 | Mar. 31, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Sep. 30, 2020 | ||
Document Transition Report | false | ||
Entity File Number | 000-30205 | ||
Entity Registrant Name | CMC Materials, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 36-4324765 | ||
Entity Address, Address Line One | 870 North Commons Drive | ||
Entity Address, City or Town | Aurora | ||
Entity Address, State or Province | IL | ||
Entity Address, Postal Zip Code | 60504 | ||
City Area Code | 630 | ||
Local Phone Number | 375-6631 | ||
Title of 12(b) Security | Common Stock, $0.001 par value | ||
Trading Symbol | CCMP | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 3,301,374,488 | ||
Entity Common Stock, Shares Outstanding | 29,081,617 | ||
Documents Incorporated by Reference | Portions of the registrant's definitive Proxy Statement for the Annual Meeting of Stockholders to be held on March 3, 2021, are incorporated by reference in Part III of this Annual Report on Form 10-K to the extent stated herein. This Annual Report on Form 10-K includes statements that constitute "forward-looking statements" within the meaning of federal securities regulations. For more detail regarding "forward-looking statements" see Item 7 of Part II of this Annual Report on Form 10-K. | ||
Entity Central Index Key | 0001102934 | ||
Current Fiscal Year End Date | --09-30 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement [Abstract] | |||
Revenue | $ 1,116,270,000 | $ 1,037,696,000 | $ 590,123,000 |
Cost of sales | 627,669,000 | 595,043,000 | 276,018,000 |
Gross profit | 488,601,000 | 442,653,000 | 314,105,000 |
Operating expenses: | |||
Research, development and technical | 52,311,000 | 51,707,000 | 51,950,000 |
Selling, general and administrative | 217,071,000 | 213,078,000 | 102,037,000 |
Asset impairment charges | 2,314,000 | 67,372,000 | 0 |
Total operating expenses | 271,696,000 | 332,157,000 | 153,987,000 |
Operating income (loss) | 216,905,000 | 110,496,000 | 160,118,000 |
Interest expense | 42,510,000 | 45,681,000 | 2,905,000 |
Interest income | 670,000 | 2,346,000 | 4,409,000 |
Other income (expense), net | (1,718,000) | (4,055,000) | 89,000 |
Income before income taxes | 173,347,000 | 63,106,000 | 161,711,000 |
Provision for income taxes | 30,519,000 | 23,891,000 | 51,668,000 |
Net income | $ 142,828,000 | $ 39,215,000 | $ 110,043,000 |
Basic earnings per share (in dollars per share) | $ 4.90 | $ 1.37 | $ 4.31 |
Weighted average basic shares outstanding (in shares) | 29,136,000 | 28,571,000 | 25,518,000 |
Diluted earnings per share (in dollars per share) | $ 4.83 | $ 1.35 | $ 4.19 |
Weighted average diluted shares outstanding (in shares) | 29,580,000 | 29,094,000 | 26,243,000 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 142,828 | $ 39,215 | $ 110,043 |
Other comprehensive income (loss), net of tax: | |||
Foreign currency translation adjustments | 19,286 | (8,548) | 679 |
Minimum pension liability adjustment | 1,047 | (449) | (26) |
Net unrealized loss on cash flow hedges | (10,711) | (18,780) | (63) |
Other comprehensive income (loss), net of tax | 9,622 | (27,777) | 590 |
Comprehensive income | $ 152,450 | $ 11,438 | $ 110,633 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 257,354 | $ 188,495 |
Accounts receivable, less allowance for doubtful accounts of $583 at September 30, 2020, and $2,377 at September 30, 2019 | 134,023 | 146,113 |
Inventories | 159,134 | 145,278 |
Prepaid expenses and other current assets | 26,558 | 28,670 |
Total current assets | 577,069 | 508,556 |
Property, plant and equipment, net | 362,067 | 276,818 |
Goodwill | 718,647 | 710,071 |
Other intangible assets, net | 670,964 | 754,044 |
Deferred income taxes | 7,713 | 6,566 |
Other long-term assets | 40,007 | 5,711 |
Total assets | 2,376,467 | 2,261,766 |
Current liabilities: | ||
Accounts payable | 49,254 | 54,529 |
Current portion of long-term debt | 10,650 | 13,313 |
Accrued expenses, income taxes payable and other current liabilities | 121,442 | 103,618 |
Total current liabilities | 181,346 | 171,460 |
Long-term debt, net of current portion | 910,764 | 928,463 |
Deferred income taxes | 112,212 | 121,993 |
Other long-term liabilities | 97,832 | 59,473 |
Total liabilities | 1,302,154 | 1,281,389 |
Commitments and contingencies (Note 20) | ||
Stockholders’ equity: | ||
Common Stock Authorized: 200,000 shares, $0.001 par value; Issued: 39,914 shares at September 30, 2020 and 39,592 shares at September 30, 2019 | 40 | 40 |
Capital in excess of par value of common stock | 1,019,803 | 988,980 |
Retained earnings | 553,718 | 461,501 |
Accumulated other comprehensive loss | (14,104) | (23,238) |
Treasury stock at cost, 10,834 shares at September 30, 2020 and 10,491 shares at September 30, 2019 | (485,144) | (446,906) |
Total stockholders’ equity | 1,074,313 | 980,377 |
Total liabilities and stockholders’ equity | $ 2,376,467 | $ 2,261,766 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Current assets: | ||
Allowance for doubtful accounts | $ 583 | $ 2,377 |
Stockholders’ equity: | ||
Common stock, authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, issued (in shares) | 39,914,000 | 39,592,000 |
Treasury stock (in shares) | 10,834,000 | 10,491,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Cash flows from operating activities: | |||
Net income | $ 142,828 | $ 39,215 | $ 110,043 |
Adjustments to reconcile Net income to net cash provided by operating activities: | |||
Depreciation and amortization | 127,737 | 98,592 | 25,876 |
Accretion on Asset Retirement Obligations | 599 | 530 | 0 |
Provision for doubtful accounts | 443 | 432 | 185 |
Share-based compensation expense | 16,396 | 18,227 | 18,517 |
Deemed repatriation transition tax | 0 | 0 | 11,340 |
Deferred income tax expense (benefit) | (11,267) | (27,150) | 10,835 |
Non-cash foreign exchange (gain) loss | (266) | 839 | (873) |
(Gain) on sale of assets | (71) | (36) | (865) |
Impairment of assets | 2,314 | 67,372 | 0 |
Realized loss on the sale of available-for-sale securities | 0 | 0 | 96 |
Non-cash charge on inventory step up of acquired inventory sold | 0 | 14,869 | 0 |
Amortization of debt issuance costs | 3,123 | 2,884 | 0 |
Other | (1,239) | (1,362) | 1,666 |
Changes in operating assets and liabilities: | |||
Accounts receivable | 13,075 | (6,156) | (12,068) |
Inventories | (12,337) | (20,993) | (442) |
Prepaid expenses and other assets | 8,645 | 6,830 | (5,818) |
Accounts payable | (2,861) | 1,163 | 128 |
Accrued expenses, income taxes payable and other liabilities | 165 | (20,275) | 10,245 |
Net cash provided by operating activities | 287,284 | 174,981 | 168,865 |
Cash flows from investing activities: | |||
Additions to property, plant and equipment | (125,839) | (55,972) | (21,308) |
Proceeds from the sale of assets | 1,587 | 1,224 | 3,027 |
Acquisition of a business, net of cash acquired | 0 | (1,182,187) | 0 |
Cash settlement of life insurance policy | 0 | 3,959 | 0 |
Purchases of available-for-sale securities | 0 | 0 | (209,048) |
Proceeds from the sale and maturities of available-for-sale securities | 0 | 0 | 214,460 |
Settlement of net investment hedge | 0 | 0 | (9,882) |
Net cash used in investing activities | (124,252) | (1,232,976) | (22,751) |
Cash flows from financing activities: | |||
Repayment of long-term debt | (23,313) | (105,326) | (144,375) |
Dividends paid | (50,383) | (46,324) | (30,730) |
Repurchases of common stock | (38,238) | (14,720) | (44,288) |
Proceeds from issuance of stock | 14,427 | 17,210 | 23,031 |
Proceeds from issuance of long-term debt | 0 | 1,062,337 | 0 |
Proceeds from revolving line of credit | 150,000 | 0 | 0 |
Repayment on revolving line of credit | (150,000) | 0 | 0 |
Debt issuance costs | 0 | (18,745) | 0 |
Other financing activities | (149) | 0 | (1,200) |
Net cash provided by (used in) financing activities | (97,656) | 894,432 | (197,562) |
Effect of exchange rate changes on cash | 3,483 | (863) | 6,479 |
Increase (decrease) in cash and cash equivalents | 68,859 | (164,426) | (44,969) |
Cash and cash equivalents at beginning of year | 188,495 | 352,921 | 397,890 |
Cash and cash equivalents at end of year | 257,354 | 188,495 | 352,921 |
Supplemental disclosure of cash flow information: | |||
Cash paid for income taxes (net of refunds received) | 44,535 | 35,432 | 20,345 |
Cash paid for interest | 45,281 | 39,181 | 2,464 |
Purchases of property, plant and equipment in accrued liabilities and accounts payable at the end of the period | 5,365 | 8,690 | 1,975 |
Equity consideration related to the acquisition of KMG Chemicals, Inc | 0 | 331,048 | 0 |
Cash paid during the period for lease liabilities | 7,554 | 0 | 0 |
Right of use asset obtained in exchange for lease liabilities | $ 7,435 | $ 0 | $ 0 |
CONSOLIDATED STATEMENT OF CHANG
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Restricted Stock | Common Stock | Common Stock | Common StockRestricted Stock | Common StockCommon Stock | Treasury Stock | Capital In Excess of Par | Capital In Excess of ParRestricted Stock | Capital In Excess of ParCommon Stock | Retained Earnings | Accumulated Other Comprehensive Income (Loss) |
Beginning Balance (in shares) at Sep. 30, 2017 | 35,231,000 | |||||||||||
Beginning Balance, Treasury Stock (in shares) at Sep. 30, 2017 | 9,948,000 | |||||||||||
Beginning Balance at Sep. 30, 2017 | $ 595,037 | $ 35 | $ (387,766) | $ 580,938 | $ 397,881 | $ 3,949 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Share-based compensation expense | 18,518 | 18,518 | ||||||||||
Repurchase of common stock under Share Repurchase Program (in shares) | 370,000 | |||||||||||
Repurchases of common stock under Share Repurchase Program | (40,726) | $ (40,726) | ||||||||||
Repurchase of common stock - other (in shares) | 38,000 | |||||||||||
Repurchases of common stock - other | (3,562) | $ (3,562) | ||||||||||
Exercise of stock options (in shares) | 488,000 | |||||||||||
Exercise of stock options | 19,279 | $ 1 | 19,278 | |||||||||
Issuance of restricted stock under Deposit Share Program (in shares) | 50,000 | |||||||||||
Issuance of restricted stock under Deposit Share Program | $ 3,464 | $ 3,464 | ||||||||||
Issuance of stock under Employee Stock Purchase Program (in shares) | 93,000 | |||||||||||
Issuance of restricted stock under Deposit Share Program | $ 300 | $ 300 | ||||||||||
Issuance of stock under Employee Stock Purchase Plan | 300 | 300 | ||||||||||
Net income | 110,043 | 110,043 | ||||||||||
Dividends paid | (36,251) | (36,251) | ||||||||||
Foreign currency translation adjustments | 679 | 679 | ||||||||||
Cash flow hedges | (63) | (63) | ||||||||||
Cash flow hedges | (63) | |||||||||||
Minimum pension liability adjustment | (26) | (26) | ||||||||||
Ending Balance (in shares) at Sep. 30, 2018 | 35,862,000 | |||||||||||
Ending Balance, Treasure Stock (in shares) at Sep. 30, 2018 | 10,356,000 | |||||||||||
Ending Balance at Sep. 30, 2018 | 666,692 | $ 36 | $ (432,054) | 622,498 | 471,673 | 4,539 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Share-based compensation expense | 18,227 | 18,227 | ||||||||||
Repurchase of common stock under Share Repurchase Program (in shares) | 88,000 | |||||||||||
Repurchases of common stock under Share Repurchase Program | (10,002) | $ (10,002) | ||||||||||
Repurchase of common stock - other (in shares) | 47,000 | |||||||||||
Repurchases of common stock - other | (4,850) | $ (4,850) | ||||||||||
Exercise of stock options (in shares) | 313,000 | |||||||||||
Exercise of stock options | 13,195 | $ 1 | 13,194 | |||||||||
Issuance of common stock in connection with acquisition of KMG Chemicals, Inc (in shares) | 3,237,000 | |||||||||||
Issuance of restricted stock under Deposit Share Program (in shares) | 131,000 | |||||||||||
Issuance of restricted stock under Deposit Share Program | 75 | 75 | ||||||||||
Issuance of stock under Employee Stock Purchase Program (in shares) | 49,000 | |||||||||||
Issuance of restricted stock under Deposit Share Program | 3,941 | 3,941 | ||||||||||
Issuance of stock under Employee Stock Purchase Plan | 3,941 | 3,941 | ||||||||||
Net income | 39,215 | 39,215 | ||||||||||
Dividends paid | (48,454) | (48,454) | ||||||||||
Foreign currency translation adjustments | (8,548) | (8,548) | ||||||||||
Cash flow hedges | (18,780) | (18,780) | ||||||||||
Minimum pension liability adjustment | $ (449) | (449) | ||||||||||
Ending Balance (in shares) at Sep. 30, 2019 | 39,592,000 | |||||||||||
Ending Balance, Treasure Stock (in shares) at Sep. 30, 2019 | 10,491,000 | 10,491,000 | ||||||||||
Ending Balance at Sep. 30, 2019 | $ 980,377 | $ 40 | $ (446,906) | 988,980 | 461,501 | (23,238) | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Share-based compensation expense | 16,396 | 16,396 | ||||||||||
Repurchase of common stock under Share Repurchase Program (in shares) | 318,000 | |||||||||||
Repurchases of common stock under Share Repurchase Program | (35,009) | $ (35,009) | ||||||||||
Repurchase of common stock - other (in shares) | 25,000 | |||||||||||
Repurchases of common stock - other | (3,229) | $ (3,229) | ||||||||||
Exercise of stock options (in shares) | 181,000 | |||||||||||
Exercise of stock options | 9,491 | 9,491 | ||||||||||
Issuance of common stock in connection with acquisition of KMG Chemicals, Inc. | 331,048 | $ 3 | 331,045 | |||||||||
Issuance of restricted stock under Deposit Share Program (in shares) | 95,000 | |||||||||||
Issuance of restricted stock under Deposit Share Program | $ 150 | $ 150 | ||||||||||
Issuance of stock under Employee Stock Purchase Program (in shares) | 46,000 | |||||||||||
Issuance of restricted stock under Deposit Share Program | 4,786 | 4,786 | ||||||||||
Issuance of stock under Employee Stock Purchase Plan | $ 4,786 | $ 4,786 | ||||||||||
Net income | 142,828 | 142,828 | ||||||||||
Dividends paid | (51,099) | (51,099) | ||||||||||
Foreign currency translation adjustments | 19,286 | 19,286 | ||||||||||
Cash flow hedges | (10,711) | (10,711) | ||||||||||
Minimum pension liability adjustment | $ 1,047 | 1,047 | ||||||||||
Ending Balance (in shares) at Sep. 30, 2020 | 39,914,000 | |||||||||||
Ending Balance, Treasure Stock (in shares) at Sep. 30, 2020 | 10,834,000 | 10,834,000 | ||||||||||
Ending Balance at Sep. 30, 2020 | $ 1,074,313 | $ 40 | $ (485,144) | $ 1,019,803 | $ 553,718 | $ (14,104) |
CONSOLIDATED STATEMENT OF CHA_2
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY (Parenthetical) - $ / shares | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Stockholders' Equity [Abstract] | |||
Dividends (in dollars per share) | $ 1.74 | $ 1.66 | $ 1.40 |
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201802Member | us-gaap:AccountingStandardsUpdate201409Member |
BACKGROUND AND BASIS OF PRESENT
BACKGROUND AND BASIS OF PRESENTATION | 12 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BACKGROUND AND BASIS OF PRESENTATION | BACKGROUND AND BASIS OF PRESENTATION On October 1, 2020, Cabot Microelectronics Corporation changed its name to CMC Materials, Inc. (“CMC”, “the Company”, “us”, “we”, or “our”'). CMC is a leading global supplier of consumable materials to semiconductor manufacturers and pipeline companies. The Company's products play a critical role in the production of advanced semiconductor devices, helping to enable the manufacture of smaller, faster and more complex devices by its customers. The Consolidated Financial Statements included in this Annual Report on Form 10-K include the financial results of KMG Chemicals, Inc. (“KMG”) since the Company’s acquisition of 100% of the outstanding stock of KMG (the “Acquisition”) on November 15, 2018 (the “Acquisition Date”). Since the Acquisition, we operate our business within two reportable segments: Electronic Materials and Performance Materials. The Electronic Materials segment consists of our chemical mechanical planarization (“CMP”) slurries business, CMP pads business, and electronic chemicals business. The Performance Materials segment consists of our pipeline and industrial materials (“PIM”) business, wood treatment business and QED Technologies International, Inc. (“QED”) business. The audited consolidated financial statements have been prepared by CMC pursuant to the rules of the Securities and Exchange Commission (“SEC”) and accounting principles generally accepted in the United States of America (“U.S. GAAP” or “GAAP”). In Note 19. Income Taxes of this Annual Report on Form 10-K, the presentation for the table with the reconciliation between the Federal statutory rate and the Provision for income taxes at our effective tax rate has been updated for the fiscal year’s 2019 and 2018 to conform to the current year’s presentation. The amounts for those fiscal years that related to a change in reserve position and included in “U.S. benefits from research and experimentation activities” and “Other, net” previously, are now presented separately under “Change in reserve positions.” |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES PRINCIPLES OF CONSOLIDATION The Consolidated Financial Statements include the accounts of CMC Materials, Inc. and its subsidiaries. All intercompany transactions and balances between the companies have been eliminated. USE OF ESTIMATES The preparation of financial statements and related disclosures in conformity with U.S. GAAP requires management to make judgments, assumptions and estimates that affect the amounts reported in the consolidated financial statements and accompanying notes. We base our estimates on historical experience, current conditions, and on various other assumptions that we believe are reasonable under the circumstances. However, future events are subject to change and estimates and judgments routinely require adjustment. Actual results may differ from these estimates under different assumptions or conditions. CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS We consider investments in all highly liquid financial instruments with original maturities of three months or less to be cash equivalents. Short-term investments include securities generally having maturities of 90 days to one year. We did not own any securities that were considered short-term investments as of September 30, 2020 or 2019. ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS Trade accounts receivable are recorded at the invoiced amount and do not bear interest. We maintain an allowance for doubtful accounts for estimated losses resulting from the potential inability of our customers to make required payments. Our allowance for doubtful accounts is based on historical collection experience, adjusted for any specific known conditions or circumstances such as customer bankruptcies and increased risk due to economic conditions. Uncollectible account balances are charged against the allowance when we believe that it is probable that the receivable will not be recovered. Amounts charged to bad debt expense are recorded in Selling, general and administrative expenses. Our allowance for doubtful accounts changed during the fiscal year ended September 30, 2020 and 2019 as follows: 2020 2019 Beginning Balance $ 2,377 $ 1,900 Amount of charge (benefit) to expense (1,122) 432 Deductions and adjustments (672) 45 Ending Balance at September 30 $ 583 $ 2,377 CONCENTRATION OF CREDIT RISK Financial instruments that subject us to concentrations of credit risk consist principally of accounts receivable. We perform ongoing credit evaluations of our customers' financial conditions and generally do not require collateral to secure accounts receivable. Our exposure to credit risk associated with nonpayment is affected principally by conditions or occurrences within the semiconductor industry, pipeline and adjacent industries, and the global economy. We have not experienced significant losses relating to accounts receivable from individual customers or groups of customers. Customers who represented more than 10% of consolidated revenue, all of which are in the Electronic Materials segment, are as follows: Year Ended September 30, 2020 2019 2018 Intel 15 % 14 % * Samsung Group (Samsung) 11 % 11 % 18 % Taiwan Semiconductor Manufacturing Co. (TSMC) * * 12 % SK Hynix Inc. * * 10 % * Customer did not represent more than 10% of consolidated revenue. Of those customers who represented more than 10% of consolidated revenue, their net accounts receivable as a percentage of total net accounts receivable are as follows: September 30, 2020 2019 Intel 8.5 % 8.1 % Samsung Group (Samsung) 7.0 % 5.5 % FAIR VALUES OF FINANCIAL INSTRUMENTS The recorded amounts of cash, accounts receivable, and accounts payable approximate their fair values due to their short-term, highly liquid characteristics. Fair value is defined as the price that would be received from the sale of an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Financial Accounting Standards Board ("FASB") established a three-level hierarchy for disclosure based on the extent and level of judgment used to estimate fair value. Level 1 inputs consist of valuations based on quoted market prices in active markets for identical assets or liabilities. Level 2 inputs consist of valuations based on quoted prices for similar assets or liabilities, quoted prices for identical assets or liabilities in an inactive market, or other observable inputs. Level 3 inputs consist of valuations based on unobservable inputs that are supported by little or no market activity. INVENTORIES Inventories are recorded on the first-in, first-out (FIFO) basis and are stated at the lower of cost or net realizable value. Finished goods and work in process inventories include material, labor and manufacturing overhead costs. We regularly review and write down the value of inventory as required for estimated obsolescence or lack of marketability. PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment are recorded at cost. Depreciation is based on the following estimated useful lives of the assets using the straight-line method: Land Improvements 10-20 years Buildings 15-30 years Machinery and equipment 3-20 years Furniture and fixtures 5-10 years Vehicles 5-8 years Information systems 3-5 years Assets under financing leases The shorter of the term of the lease or estimated useful life Expenditures for repairs and maintenance are charged to expense as incurred. LEASES Effective October 1, 2019, the Company adopted the new lease accounting guidance which requires the recognition of a right of use asset and a corresponding lease liability for operating leases. The Company applies provisions of the guidance to operating leases with terms of more than twelve months for all lease classes except for real estate leases for which the guidance is applied to all leases. Additionally, the Company elected to account for non-lease components and lease components together as a single lease component for all asset classes. The Company’s lease transactions primarily consist of leases for facilities, equipment, and vehicles under operating leases. The Company does not have any material finance leases. Certain of the Company’s leases have an option to extend the lease term and the renewal period is included in determining the lease term for leases where the renewal option is reasonably certain to be exercised. The new standard was adopted in our first quarter of fiscal 2020 using the modified retrospective transition method; however, we applied the optional transition adjustment that permits us to continue applying Topic 840 within the comparative periods disclosed. ASSET RETIREMENT OBLIGATIONS Our asset retirement obligations (“AROs”) include reclamation requirements as regulated by government authorities or contractual obligations for the removal or storage of hazardous materials, decontamination or demolition of above ground storage tanks, and certain restoration and decommissioning obligations related to certain of our owned and leased properties. The Company recognizes an ARO in the period in which it is incurred, if a reasonable estimate can be made. The accounting for ARO requires estimates by management about when and how the assets will be retired, the cost of retirement obligations, discount and inflation rates used in determining fair values and the methods of remediation associated with our AROs. We generally use assumptions and estimates that reflect the most likely remediation method. Our estimated liability for AROs is revised annually, and whenever events or changes in circumstances indicate that a revision to the estimate is necessary. In subsequent periods, the Company recognizes accretion expense in Cost of sales increasing the ARO balances, such that the balance will ultimately equal the expected cash flows at the time of settlement. AROs are included in Other long-term liabilities on the Consolidated Balance Sheets. The Company has multiple production facilities with an indeterminate useful life and there is insufficient information available to estimate a range of potential settlement dates for the obligation. Therefore, the Company cannot reasonably estimate the fair value of the liability. When a reasonable estimate can be made, an asset retirement obligation will be recorded, and such amounts may be material to the consolidated financial statements in the period in which they are recorded. IMPAIRMENT OF LONG-LIVED ASSETS We assess the recoverability of the carrying value of long-lived assets to be held and used, whenever events or changes in circumstances indicate that the carrying value may not be recoverable. For purposes of recognition and measurement of an impairment loss, long-lived assets are either individually identified or grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. When a long-lived asset is considered impaired a loss is recognized based on the amount by which the carrying value exceeds the fair value of the long-lived asset. GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill represents the excess of the aggregate purchase price over the fair value of the net assets acquired in business combinations. Goodwill and Intangible assets that have indefinite lives are tested for impairment annually on September 30, or between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company’s reporting units are CMP slurries, CMP pads, electronic chemicals, PIM, wood treatment, and QED. Intangible assets that have finite lives are amortized over their respective useful lives of 2 to 20 years. Intangible assets are tested for impairment if an event occurs or circumstances change that indicates the carrying value may not be recoverable. For each reporting unit, the Company has the option to perform either the qualitative analysis ("step zero") or a quantitative analysis ("step one"). In the event a reporting unit fails the qualitative assessment, it is required to perform the quantitative test. The goodwill impairment assessment is performed by comparing the estimated fair value of the reporting units to their carrying amounts. Estimated fair values are determined using the average of a discounted cash flows model and a market approach based on earnings before interest, taxes, and depreciation for a group of guideline comparable companies. Factors requiring significant judgment include the selection of valuation approach and assumptions related to future revenue and gross margin, discount rates, and terminal growth rates. If the fair value of the reporting unit is less than its carrying value, the reporting unit will recognize an impairment for the lesser of either the amount by which the reporting unit's carrying amount exceeds the fair value of the reporting unit or the reporting unit’s goodwill carrying value. We used a step zero qualitative analysis for the CMP slurries reporting unit in fiscal 2018, 2019 and 2020, and for precision optics in fiscal 2019 and 2020. Aside from those previously noted, all other reporting units were assessed for goodwill impairment using a step one approach. The Flowchem LLC (“Flowchem”) trade name, an indefinite-lived intangible asset, was assessed for impairment using a relief from royalty approach. Factors requiring significant judgment include projected revenue, royalty rates, terminal growth rates, and discount rates. The Company provides disclosure of the potential risk of impairment when a reporting unit’s fair value exceeds its carrying value by less than ten percent. REVENUE RECOGNITION Performance Obligations and Material Rights The Company recognizes revenue using the five-step process of 1) identifying the contract, 2) identifying the performance obligation within the contract, 3) determining the transaction price, 4) allocating the transaction price to the performance obligations, and 5) recognizing the revenue as the performance obligations are satisfied through the transfer of control. A majority of the Company’s contracts have a single performance obligation which represents, in most cases, the products, equipment or services being sold to the customer. Some contracts include delivery of free product that we have concluded represents a material right. Contracts vary in length and payment terms vary depending on the products or services offered, however, the period of time between invoicing and when payment is due is typically not significant. As a result, we do not have significant financing components. Transaction price is determined upon establishment of the contract that contains the final terms of the sale, including the description, quantity, and price of goods or services purchased. In instances where we receive consideration from a customer prior to transferring goods or services to the customer under the terms of a sales contract, we record a contract liability until the performance obligation is satisfied. Contracts with prospective tiered price discounts require judgment in determining the transaction price. For sales contracts that contain multiple performance obligations, the Company allocates the transaction price to each performance obligation identified in the contract based on relative standalone selling prices or estimates of such prices. When we invoice for products shipped under contracts with multiple performance obligations, we defer a portion of the revenue associated with the material rights on the balance sheet as a contract liability. The Company recognizes revenue related to product sales at a point in time following the transfer of control of such products to the customer, which generally occurs upon shipment, or delivery depending on the terms of the underlying contracts. Revenue is recognized on consignment sales when control transfers to the customer, generally at the point of customer usage of the product. For services provided to customers in the pipeline and adjacent industries, including preventive maintenance, repair, and specialized isolation sealing on pipelines and training, revenue is recorded at a point in time when the services are completed as this is when right to payment and customer acceptance occurs. Costs to Obtain and Fulfill a Contract For certain contracts within the Performance Materials segment, commissions are paid to sales agents based upon a percentage of end-customer invoice value after funds are received by the Company from its customers. As a practical expedient, the Company does not capitalize commissions as the associated contracts are generally one year or less in duration. For shipping and handling activities performed after a customer obtains control of the goods, the Company has elected to account for these costs as activities to fulfill the promise to transfer the goods and included in Cost of sales. RESEARCH, DEVELOPMENT AND TECHNICAL Research, development and technical costs are expensed as incurred and consist primarily of staffing costs, materials and supplies, depreciation, utilities and other facilities costs. LEGAL COSTS Legal costs are expensed as incurred. INCOME TAXES Current income taxes are determined based on estimated taxes payable or refundable on tax returns for the current year. Deferred income taxes are determined using enacted tax rates for the effect of temporary differences between the book and tax bases of recorded assets and liabilities. The effect on deferred tax assets and liabilities of changes in tax rates is recognized in income in the period that includes the enactment date. Provisions are made for both U.S. and any foreign deferred income tax liability or benefit. We assess whether or not our deferred tax assets will ultimately be realized and record an estimated valuation allowance on those deferred tax assets that may not be realized. We recognize the tax benefit of an uncertain tax position only if it is more likely than not that the tax position will be sustained by the taxing authorities, based on the technical merits of the position. The Company recognizes interest and penalties related to unrecognized tax benefits within the Provision for income taxes. Accrued interest and penalties are included in Other long-term liabilities. DERIVATIVES AND HEDGING The Company is exposed to various market risks, including risks associated with interest rates and foreign currency exchange rates. We enter into certain derivative transactions to mitigate the volatility associated with these exposures. We have policies in place that define acceptable instrument types we may enter into and we have established controls to limit our market risk exposure. We do not use derivative financial instruments for trading or speculative purposes. In addition, all derivatives, whether designated in hedging relationships or not, are recorded on the Consolidated Balance Sheets at fair value on a gross basis. Interest Rate Swaps During the second quarter of fiscal 2019, we entered into a floating-to-fixed interest rate swap agreement to hedge the variability in London Inter-bank Offered Rate (“LIBOR”) based interest payments on a portion of our outstanding variable rate debt. The fair value of our interest rate swaps is estimated using standard valuation models using market-based observable inputs over the contractual term, including one-month LIBOR-based yield curves, among others. We consider the risk of nonperformance, including counterparty credit risk, in the calculation of the fair value. We have designated these swap agreements as cash flow hedges. As cash flow hedges, unrealized gains are recognized as assets and unrealized losses are recognized as liabilities. Unrealized gains and losses are designated as effective or ineffective based on a comparison of the changes in fair value of the interest rate swaps and changes in fair value of the underlying exposures being hedged. The effective portion is recorded as a component of accumulated other comprehensive income or loss, while the ineffective portion is recorded as a component of Interest expense. Changes in the method by which we pay interest from one-month LIBOR to another rate of interest could create ineffectiveness in the swaps, and result in amounts being reclassified from other comprehensive income into Net income. Hedge effectiveness is tested quarterly to determine if hedge treatment is appropriate. Realized gains and losses are recorded on the same financial statement line as the hedged item, which is Interest expense. Foreign Currency Contracts Not Designated as Hedges On a regular basis, we enter into forward foreign exchange contracts in an effort to mitigate the risks associated with currency fluctuations on certain foreign currency balance sheet exposures. These foreign exchange contracts do not qualify for hedge accounting; therefore, the gains and losses resulting from the impact of currency exchange rate movements on our forward foreign exchange contracts are recognized as Other income (expense), net in the accompanying Consolidated Statements of Income in the period in which the exchange rates change. SHARE-BASED COMPENSATION The Company’s long-term equity incentive plan authorizes the Compensation Committee of the Board of Directors to provide equity-based compensation in the form of stock options, restricted stock, restricted stock units (“RSUs”), and performance share units (“PSUs”) for the purpose of providing our employees, officers, and non-employee directors incentives and rewards for performance. We also have an employee stock purchase plan (“ESPP”). All grants under share-based payment plans are accounted for at fair value at the date of grant. We recognize expense on share-based awards to employees expected to vest over the service period, which is the shorter of the period until the employees’ retirement eligibility dates or the service period of the award. EARNINGS PER SHARE Basic earnings per share (“EPS”) is calculated by dividing Net income available to common stockholders by the weighted-average number of common shares outstanding during the period, excluding the effects of unvested restricted stock awards with a right to receive non-forfeitable dividends, which are considered participating securities and are included in the calculation using the two-class method. Diluted EPS is calculated in a similar manner, but the weighted-average number of common shares outstanding during the period is increased to include the weighted-average dilutive effect of "in-the-money" stock options and unvested restricted stock shares using the treasury stock method. EFFECTS OF RECENT ACCOUNTING PRONOUNCEMENTS Recently Adopted Accounting Pronouncements Accounting Standards Update ("ASU") 2016-02 “Leases” (Topic 842) changed the criteria for recognizing leasing transactions. The provisions of this guidance require a lessee to recognize a right of use asset and a corresponding lease liability for operating leases. Under this guidance, rental expense for operating leases, continues to be recognized on a straight-line basis over the non-cancelable lease term. As of October 1, 2019, the Company began applying the provisions of this standard prospectively for all lease transactions as of and after the effective date. The Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed the historical lease classification to carry forward. We did not elect the hindsight practical expedient. Upon adoption, the Company recorded a lease liability of $30,881 and a right of use asset of $30,115. The difference between the right of use asset and lease liability primarily relates to deferred rent recorded prior to adoption. The new guidance did not have a material impact on our results of operations or cash flows for the year ended September 30, 2020. Refer to Note 14 of this Annual Report on Form 10-K for additional information regarding the Company’s lease transactions. ASU No. 2018-02 “Income Statement – Reporting Comprehensive Income” (Topic 220) allows for an optional one-time reclassification of the stranded tax effects resulting from the change in the U.S. federal corporate income tax rate under the Tax Cuts and Jobs Act (the "Tax Act") from Accumulated other comprehensive income to Retained earnings. The Company adopted this standard effective October 1, 2019, which resulted in an increase of $488 to both Retained earnings and Accumulated other comprehensive loss. Accounting Pronouncements Issued But Not Yet Adopted ASU No. 2016-13, "Measurement of Credit Losses on Financial Instruments" (Topic 326) requires financial assets measured at amortized cost to be presented at the net amount expected to be collected using an allowance account and provides that credit losses relating to available-for-sale debt securities should be recorded through an allowance for credit losses. The guidance was amended through various ASU's subsequent to ASU 2016-13, all of which is effective for the Company beginning October 1, 2020. We are finalizing the impact of this standard on our financial statements and it is not expected to have a material impact to the Company’s results of operations or financial condition. ASU No. 2018-13 “Fair Value Measurement” (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement provides specific guidance on various disclosure requirements in Topic 820, including removal, modification and addition to current disclosure requirements. ASU 2018-13 will be effective for us beginning October 1, 2020. We are finalizing the impact of this standard on our disclosures and do not expect the adoption to have a material impact in our disclosures. ASU No. 2018-15 “Intangibles—Goodwill and Other—Internal-Use Software” (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (a consensus of the FASB Emerging Issues Task Force) requires an entity (customer) in a hosting arrangement that is a service contract to follow the guidance in Subtopic 350-40 to determine which implementation costs to capitalize as an asset related to the service contract and which costs to expense. ASU 2018-15 will be effective for us beginning October 1, 2020. We are finalizing the impact of this standard on our financial statements and do not expect the adoption to have a material impact. ASU No. 2019-12 “Income Taxes” (Topic 740): Simplifying the Accounting for Income Taxes was issued to simplify Topic 740 through improving consistency and removing certain exceptions to general principles. ASU 2019-12 will be effective for us beginning October 1, 2021. We are currently evaluating the impact of implementing this standard on our financial statements. ASU No. 2020-04 “Reference Rate Reform” (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting provides optional guidance for accounting for contracts, hedging relationships, and other transactions affected by the reference rate reform, if certain criteria are met. The provisions of this standard are available for election through December 31, 2022. We are currently evaluating the impact of the reference rate reform on our contracts and the resulting impact of adopting this standard on our financial statements. |
REVENUE FROM CONTRACTS WITH CUS
REVENUE FROM CONTRACTS WITH CUSTOMERS | 12 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE FROM CONTRACTS WITH CUSTOMERS | REVENUE FROM CONTRACTS WITH CUSTOMERS Disaggregated Revenue The Company disaggregates revenue by product area and segment as it best depicts the nature and amount of the Company’s revenue. See Note 23 of this Annual Report on Form 10-K for more information. Contract Balances The following table provides information about contract liability balances: Consolidated Balance Sheet Location September 30, 2020 September 30, 2019 Contract liabilities (current) Accrued expenses, income taxes payable and other current liabilities $ 8,501 $ 5,008 Contract liabilities (noncurrent) Other long-term liabilities 1,288 1,130 The amount of revenue recognized during the year ended September 30, 2020 and 2019 that was included in the opening current contract liability balances in our Performance Materials segment was $3,576 and $4,989, respectively. The amount of revenue recognized during the year ended September 30, 2020 and 2019 that was included in our opening contract liability balances in our Electronic Materials segment was not material. Transaction Price Allocated to Remaining Performance Obligations The table below discloses (1) the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) as of the end of the reporting period for contracts with an original duration of greater than one year and (2) when the Company expects to recognize this revenue. Less Than 1 Year 1-3 Years 3-5 Years Total Revenue expected to be recognized on contract liability amounts as of September 30, 2020 $ 1,446 $ 1,288 $ — $ 2,734 |
BUSINESS COMBINATION
BUSINESS COMBINATION | 12 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
BUSINESS COMBINATION | BUSINESS COMBINATION On the Acquisition Date, the Company completed the Acquisition, and KMG’s results of operations have been included in our Consolidated Statements of Income and Consolidated Statements of Comprehensive Income (Loss) from that date. The Acquisition was accounted for using the acquisition method of accounting and the total purchase consideration was $1,513,235, including consideration transferred of $1,536,452, less cash acquired of $23,217. See below for a summary of the different components that comprise the total consideration. Amount Total cash consideration paid for KMG outstanding common stock and equity awards $ 900,756 Cash provided to payoff KMG debt 304,648 Total cash consideration paid 1,205,404 Fair value of CMC common stock issued for KMG outstanding common stock and equity awards 331,048 Total consideration transferred $ 1,536,452 The following table sets forth the components of identifiable intangible assets acquired: Acquisition Date Fair Value Estimated Useful Life Customer relationships - Flowchem $ 315,000 20 Customer relationships - Electronic chemicals 280,000 19 Customer relationships - all other 109,000 15-16 Technology and know-how 85,500 9-11 Trade name - Flowchem 46,000 Indefinite Trade name - all other 7,000 1-15 EPA product registration rights 2,300 15 Total intangible assets $ 844,800 The intangible assets subject to amortization have a weighted average useful life of 17.9 years. For intangible assets related to the wood treatment business, the remaining useful lives were limited to the end of the calendar year 2021. The allocation of goodwill to each of the Electronic Materials and Performance Materials segments as a result of the Acquisition was $259,859 and $353,475, respectively. The following unaudited supplemental pro forma information summarizes the combined results of operations as if the Acquisition had occurred on October 1, 2017. Year Ended September 30, 2019 2018 Revenue $ 1,099,674 $ 1,063,563 Net income 67,722 50,055 Earnings per share - basic $ 2.34 $ 1.74 Earnings per share - diluted $ 2.30 $ 1.70 The following costs are included in the years ended September 30, 2019 and 2018: • Non-recurring transaction costs of $2,495 and $33,208, respectively. • Non-recurring transaction-related employee costs, such as accelerated stock compensation costs, retention and severance expense of $427 and $38,132, respectively. • Non-recurring charge for fair value write-up of inventory sold of $0 and $14,869, respectively. |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 12 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS The following table presents financial instruments, other than debt, that we measured at fair value on a recurring basis at September 30, 2020 and 2019. See Note 13 of this Annual Report on Form 10-K for a discussion of our debt. In instances where the inputs used to measure the fair value of an asset fall into more than one level of the hierarchy, we have classified them based on the lowest level input that is significant to the determination of the fair value. September 30, 2020 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents $ 257,354 $ — $ — $ 257,354 Other long-term investments 1,214 — — 1,214 Derivative financial instruments — 27 — 27 Liabilities: Derivative financial instruments $ — $ 38,157 $ — $ 38,157 September 30, 2019 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents $ 188,495 $ — $ — $ 188,495 Other long-term investments 980 — — 980 Liabilities: Derivative financial instruments $ — $ 24,244 $ — $ 24,244 Our cash and cash equivalents consist of various bank accounts used to support our operations and investments in institutional money-market funds that are traded in active markets. We invest only in AAA-rated, prime institutional money market funds, comprised of high quality, short-term fixed income securities. Our other long-term investments represent the fair value of investments under our supplemental employee retirement plan (“SERP”), which is a non-qualified supplemental savings plan. The fair value of the investments is determined through quoted market prices within actively traded markets. Although the investments are allocated to individual participants and investment decisions are made solely by those participants, the SERP is a non-qualified plan. Consequently, the Company owns the assets and the related offsetting liability for disbursement until such time as a participant makes a qualifying withdrawal. Our derivative financial instruments include foreign exchange contracts and an interest rate swap contract. During the second quarter of fiscal 2019, we entered into a floating-to-fixed interest rate swap contract to hedge the variability in LIBOR-based interest payments on a portion of our outstanding variable rate debt. The fair value of our derivative instruments is estimated using standard valuation models and market-based observable inputs over the contractual term, including one-month LIBOR-based yield curves for the interest rate swap, and forward rates and/or the Overnight Index Swap curve for forward foreign exchange contracts, among others. We consider the risk of nonperformance, including counterparty credit risk, in the calculation of the fair value of derivative financial instruments. See Note 15 of this Annual Report on Form 10-K for more information on our use of derivative financial instruments. |
INVENTORIES
INVENTORIES | 12 Months Ended |
Sep. 30, 2020 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories consisted of the following: September 30, 2020 2019 Raw materials $ 66,591 $ 60,157 Work in process 15,148 12,940 Finished goods 77,395 72,181 Total $ 159,134 $ 145,278 |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consisted of the following: September 30, 2020 2019 Land $ 36,775 $ 36,276 Buildings 166,907 142,585 Machinery and equipment 280,432 257,706 Vehicles 18,719 13,497 Furniture and fixtures 9,865 9,615 Information systems 56,573 46,516 Finance leases 2,514 1,200 Construction in progress 123,441 63,636 Total property, plant and equipment 695,226 571,031 Less: accumulated depreciation (333,159) (294,213) Net property, plant and equipment $ 362,067 $ 276,818 Depreciation expense was $39,929, $37,584 and $17,255 for the years ended September 30, 2020, 2019 and 2018, respectively. In fiscal 2020 and 2019, we recorded impairment charges of $450 and $4,063, respectively, of property, plant and equipment related to the wood treatment asset group, and adjusted the remaining useful lives such that they do not extend beyond the announced plant closures around the end of the calendar year 2021. See Note 10 of this Annual Report on Form 10-K for further information. We did not record any impairment expense on property, plant and equipment in fiscal 2018. |
ASSET RETIREMENT OBLIGATIONS
ASSET RETIREMENT OBLIGATIONS | 12 Months Ended |
Sep. 30, 2020 | |
Asset Retirement Obligation Disclosure [Abstract] | |
ASSET RETIREMENT OBLIGATIONS | ASSET RETIREMENT OBLIGATIONS The following table provides a roll-forward of the AROs reflected in the Company’s Consolidated Balance Sheets: 2020 2019 Beginning Balance $ 12,675 $ — Purchase Accounting in connection with the Acquisition (860) 12,145 Liabilities settled — — Accretion of discount 599 530 Estimate revision (655) — Ending Balance at September 30 $ 11,759 $ 12,675 |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 12 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill activity for each of the Company’s reportable segments for the years ended September 30, 2020 and 2019 is shown below: Electronic Materials Performance Materials Total Balance at September 30, 2018 $ 96,083 $ 5,000 $ 101,083 Foreign currency translation impact (3,145) 4 (3,141) Goodwill arising from the Acquisition 259,859 352,270 612,129 Balance at September 30, 2019 $ 352,797 $ 357,274 $ 710,071 Foreign currency translation impact 7,628 (257) 7,371 Other — 1,205 1,205 Balance at September 30, 2020 $ 360,425 $ 358,222 $ 718,647 The components of other intangible assets are as follows: September 30, 2020 September 30, 2019 Gross Carrying Accumulated Net Gross Carrying Accumulated Net Other intangible assets subject to amortization: Customer relationships, trade names, and distribution rights $ 690,716 $ 140,037 $ 550,679 $ 684,764 $ 64,471 $ 620,293 Product technology, trade secrets and know-how 122,135 49,228 72,907 123,948 37,993 85,955 Acquired patents and licenses 8,921 8,713 208 9,023 8,397 626 Total other intangible assets subject to amortization 821,772 197,978 623,794 817,735 110,861 706,874 Other intangible assets not subject to amortization: Other indefinite-lived intangibles* 47,170 — 47,170 47,170 — 47,170 Total other intangible assets not subject to amortization 47,170 — 47,170 47,170 — 47,170 Total other intangible assets $ 868,942 $ 197,978 $ 670,964 $ 864,905 $ 110,861 $ 754,044 * Other indefinite-lived intangibles not subject to amortization primarily consist of trade names. Gross Carrying Amount Balance at September 30, 2019 Impairment 1 FX and Other Balance at September 30, 2020 Accumulated Amortization Net at September 30, 2020 Other intangible assets subject to amortization: Customer relationships, trade names, and distribution rights $ 684,764 $ (1,419) $ 7,371 $ 690,716 $ 140,037 $ 550,679 Product technology, trade secrets and know-how 123,948 (343) (1,470) 122,135 49,228 72,907 Acquired patents and licenses 9,023 (102) — 8,921 8,713 208 Total other intangible assets subject to amortization 817,735 (1,864) 5,901 821,772 197,978 623,794 Other intangible assets not subject to amortization: Other indefinite-lived intangibles* 47,170 — — 47,170 — 47,170 Total other intangible assets not subject to amortization 47,170 — — 47,170 — 47,170 Total other intangible assets $ 864,905 $ (1,864) $ 5,901 $ 868,942 $ 197,978 $ 670,964 1 Refer to Note 10 of this Annual Report on Form 10-K for additional information regarding the impairment. Amortization expense was $85,557, $59,931 and $7,495 for fiscal 2020, 2019 and 2018, respectively. Estimated future amortization expense of intangible assets as of September 30, 2020 for the five succeeding fiscal years is as follows: Fiscal Year Estimated 2021 $81,985 2022 74,695 2023 62,879 2024 55,664 2025 50,526 As of September 30, 2020, the estimated fair value of the PIM reporting unit exceeded the carrying value by approximately 8% and no impairment was recognized. In estimating the fair value, the Company used the average of a discounted cash flows model and a market approach based on earnings before interest, taxes, and depreciation for a group of guideline comparable companies. The most significant estimates and assumptions inherent in the discounted cash flows model are the forecasted revenue growth rate, forecasted gross margin, the discount rate and the terminal growth rate. These assumptions are classified as level 3 inputs. The Company’s projections for revenue and gross margin are based on the Company’s multiyear forecast which reflects a recovery from the COVID-19 pandemic (“Pandemic”) during the forecast period. The discount rate was based on an estimated weighted average cost of capital (“WACC”) for the PIM reporting unit. The components of WACC are the cost of equity and the cost of debt, each of which requires judgment by management to estimate. The company developed its cost of equity estimate based on perceived risks and predictability of future cash flows. |
LONG-LIVED ASSET IMPAIRMENT -WO
LONG-LIVED ASSET IMPAIRMENT -WOOD TREATMENT | 12 Months Ended |
Sep. 30, 2020 | |
Long-Lived Asset Impairment [Abstract] | |
LONG-LIVED ASSET IMPAIRMENT -WOOD TREATMENT | LONG-LIVED ASSET IMPAIRMENT - WOOD TREATMENT As a result of to the previously announced planned closure of the Company's wood treatment business' facilities by approximately the end of calendar year 2021, the Company recognized non-cash pre-tax impairment charges in the Performance Materials segment of $2,314 and $67,372, for the years ending September 30, 2020 and 2019, respectively, for the wood treatment asset group which is also a reporting unit, and adjusted the remaining useful lives such that they do not extend beyond the announced plant closures. The Company recognized a tax benefit of $608 and $17,072, for the years ending September 30, 2020 and 2019, respectively in Provision for income taxes in the Consolidated Statements of Income. The Company tested the recoverability of its long-lived assets and determined the carrying amount of the assets exceeded the sum of the expected undiscounted future cash flows. The resulting impairment charge of $2,314 was recorded to reduce the carrying values of these assets to fair value and was allocated as follows: September 30, 2020 2019 Property, plant, and equipment, net $ 450 $ 4,063 Other intangible assets – Product technology 343 9,651 Other intangible assets – Acquired patents and licenses 102 1,689 Other intangible assets – Customer relationships, distribution rights, and other 1,419 51,969 Total $ 2,314 $ 67,372 Testing the assets for recoverability involves developing estimates of future cash flows directly associated with, and that are expected to arise as a direct result of, the use and eventual disposition of the assets. As the inputs for testing recoverability, including estimates of revenue and expenses, not generally observable in active markets, the Company considers such measurements to be Level 3 measurements in the fair value hierarchy. The duration of the revenue and expense estimates are limited to the period through the closure date. |
OTHER LONG-TERM ASSETS
OTHER LONG-TERM ASSETS | 12 Months Ended |
Sep. 30, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
OTHER LONG-TERM ASSETS | OTHER LONG-TERM ASSETS Other long-term assets consisted of the following: September 30, 2020 2019 Long-term right of use assets $ 30,999 $ — Long-term vendor contract assets 2,889 1,164 Long-term SERP investments 1,214 980 Prepaid unamortized debt issuance costs - revolver 537 709 Other long-term assets 4,368 2,858 Total $ 40,007 $ 5,711 |
ACCRUED EXPENSES, INCOME TAXES
ACCRUED EXPENSES, INCOME TAXES PAYABLE AND OTHER CURRENT LIABILITIES | 12 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES, INCOME TAXES PAYABLE AND OTHER CURRENT LIABILITIES | ACCRUED EXPENSES, INCOME TAXES PAYABLE AND OTHER CURRENT LIABILITIES Accrued expenses, income taxes payable and other current liabilities consisted of the following: September 30, 2020 2019 Accrued compensation $ 46,465 $ 33,809 Income taxes payable 16,216 15,725 Dividends payable 13,669 12,953 Interest rate swap liability 11,992 5,351 Contract liabilities (current) 8,501 5,008 Current portion of operating lease liability 6,513 — Taxes, other than income taxes 5,044 6,281 Goods and services received, not yet invoiced 3,957 3,075 Accrued interest 29 3,739 KMG - Bernuth warehouse fire-related (See Note 20) — 7,998 Other 9,056 9,679 Total $ 121,442 $ 103,618 |
DEBT
DEBT | 12 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Total debt consisted of the following: September 30, 2020 2019 Senior Secured Term Loan Facility, one-month LIBOR plus 2.00% and 2.25%, respectively $ 936,363 $ 959,676 Less: Unamortized debt issuance costs (14,949) (17,900) Total debt 921,414 941,776 Less: Current maturities and short-term debt (10,650) (13,313) Total long-term debt excluding current maturities $ 910,764 $ 928,463 Term Loan Facility In connection with the Acquisition, we entered into a credit agreement, which provides for senior secured financing of up to $1,265.0 million (“Credit Agreement”), which includes the Senior Secured Term Loan Facility ("Term Loan Facility") in an aggregate principal amount of $1,065.0 million. During the first quarter of fiscal 2020, the Company amended the Credit Agreement ("Amended Credit Agreement") to reduce the interest rate on the Term Loan Facility. Borrowings under the Term Loan Facility bear interest at a rate per annum equal to, at the Company’s option, either (a) a LIBOR, subject to a 0.00% floor, or (b) a base rate, in each case, plus an applicable margin of, in the case of borrowings under the Term Loan Facility, 2.00% for LIBOR loans and 1.00% for base rate loans. The borrowings are guaranteed by each of the Company’s wholly-owned domestic subsidiaries and are secured by substantially all assets of the Company and of each subsidiary guarantor, in each case subject to certain exceptions. The Term Loan Facility matures on November 15, 2025, and amortizes in equal quarterly installments of 0.25% of the initial principal amount beginning January 1, 2019. In addition, the Company is required to prepay outstanding loans under the Term Loan Facility, subject to certain exceptions, with up to 50% of the Company’s annual excess cash flow, as defined under the Amended Credit Agreement, and 100% of the net cash proceeds of certain recovery events and non-ordinary course asset sales. We made total prepayments on the Term Loan Facility of $10.0 million and $100.0 million during the fiscal years ended September 30, 2020 and 2019, respectively. At September 30, 2020, the fair value of the Term Loan Facility, using level 2 inputs, approximated its carrying value of $936,363 as the loan bears a floating market rate of interest. In the second quarter of fiscal 2019, we entered into a floating-to-fixed interest rate swap contract to hedge the variability in our LIBOR-based interest payments on our Term Loan Facility balance. See Note 15 of this Annual Report on Form 10-K for additional information. The Amended Credit Agreement contains certain affirmative and negative covenants that limit the ability of the Company, among other things and subject to certain significant exceptions, to incur debt or liens, make investments, enter into certain mergers, consolidations, asset sales and acquisitions, pay dividends and make other restricted payments and enter into transactions with affiliates. We believe we are in compliance with these covenants. The Amended Credit Agreement contains certain events of default, including relating to a change of control. If an event of default occurs, the lenders under the Credit Facilities will be entitled to take various actions, including the acceleration of amounts due under the Credit Facilities. As of September 30, 2020, scheduled principal repayments of the Term Loan Facility were: Fiscal Year Principal Repayments 2021 $ 10,650 2022 10,650 2023 10,650 2024 10,650 2025 10,650 Thereafter 883,113 $ 936,363 Revolving Credit Facility The Company has a revolving credit facility under the Amended Credit Agreement ("Revolving Credit Facility") with an aggregate principal amount of up to $200.0 million, including a letter of credit sub-facility of up to $50.0 million. Borrowings under the Revolving Credit Facility bear interest at a rate per annum equal to a base rate in each case, plus an applicable margin of 1.50% for LIBOR loans and 0.50% for base rate loans. The applicable margin for borrowings under the Revolving Credit Facility varies depending on the Company’s first lien secured net leverage ratio. The Revolving Facility matures on November 15, 2023, the five-year anniversary of the Acquisition Date. |
LEASES
LEASES | 12 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Leases | LEASES We lease certain vehicles, warehouse facilities, office space, machinery, and equipment under cancellable and noncancellable leases, most of which expire in five years and may be renewed at our option. The components of lease expense are as follows: Lease Components Year Ended September 30, 2020 Operating lease cost $ 7,871 Variable and short-term costs 1,637 Total lease cost $ 9,508 Lease expense for the years ended September 30, 2019 and 2018 totaled $7,975 and $4,307, respectively. Supplemental balance sheet information related to leases is as follows: Lease Components Consolidated Balance Sheet Location September 30, 2020 Lease right-of-use assets Other long-term assets $ 30,999 Lease liabilities - current Accrued expenses, income taxes payable and other current liabilities $ 6,513 Lease liabilities - non-current Other long-term liabilities 25,967 Total lease liabilities $ 32,480 Weighted-average remaining lease term (in years) 7 years Weighted-average discount rate 3.06 % Future maturities of operating lease liabilities for the years ended September 30 are as follows: Fiscal Year Amount 2021 $ 7,196 2022 6,672 2023 5,645 2024 4,242 2025 3,499 2026 and future years 8,261 Total future lease payments 35,515 Less: Imputed interest 3,035 Operating lease liability 32,480 Less: Current portion of operating lease liability 6,513 Long-term portion of operating lease liability $ 25,967 As of September 30, 2019, minimum lease payments under non-cancellable operating leases in excess of one year are as follows: Fiscal Year Amount 2020 $ 6,984 2021 4,941 2022 4,291 2023 4,122 2024 3,710 Thereafter 12,010 Total future minimum lease payments $ 36,058 |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 12 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS | DERIVATIVE FINANCIAL INSTRUMENTSWe are exposed to various market risks, including risks associated with interest rates and foreign currency exchange rates. We enter into certain derivative transactions to mitigate the volatility associated with these exposures. Cash Flow Hedges – Interest Rate Swap Contract We have a floating-to-fixed interest rate swap contract to hedge the variability in LIBOR-based interest payments on a portion of our outstanding variable rate debt. The notional amount is scheduled to decrease bi-annually and will expire on January 31, 2024. Based on certain quantitative and qualitative assessments, we have determined that the hedge is highly effective and qualifies for hedge accounting. Accordingly, unrealized gains and losses on the hedge are recorded in other comprehensive income. Realized gains and losses are recorded on the same financial statement line as the hedged item, which is Interest expense. Foreign Currency Contracts Not Designated as Hedges We enter into forward foreign exchange contracts in an effort to mitigate the risks associated with currency fluctuations on certain foreign currency balance sheet exposures. These foreign exchange contracts do not qualify for hedge accounting; therefore, the gains and losses resulting from the impact of currency exchange rate movements on our forward foreign exchange contracts are recognized as Other income (expense), net in the accompanying Consolidated Statements of Income in the period in which the exchange rates change. The notional amount of our derivative instruments are as follows: September 30, 2020 2019 Derivatives designated as hedging instruments Interest rate swap contract $ 571,000 $ 699,000 Derivatives not designated as hedging instruments Foreign exchange contracts to purchase U.S. dollars 8,054 6,239 Foreign exchange contracts to sell U.S. dollars 25,105 24,270 The fair value of our derivative instruments included in the Consolidated Balance Sheets was as follows: Derivative Assets Derivative Liabilities September 30, September 30, Consolidated Balance Sheets Location 2020 2019 2020 2019 Derivatives designated as hedging instruments Interest rate swap contract Accrued expenses, income taxes payable and other current liabilities $ — $ — $ 11,992 $ 5,351 Other long-term liabilities — — 26,000 18,841 Derivatives not designated as hedging instruments Foreign exchange contracts Prepaid expenses and other current assets 27 — — — Accrued expenses, income taxes payable and other current liabilities — — 165 52 The following table summarizes the effect of our derivative instrument on our Consolidated Statements of Income: Gain (Loss) Recognized in Consolidated Statements of Income Fiscal Year Ended September 30, Consolidated Statements of Income Location 2020 2019 2018 Derivatives designated as hedging instruments Interest rate swap contract Interest expense $ (9,360) $ 524 $ 515 Derivatives not designated as hedging instruments Foreign exchange contracts Other income (expense), net (222) 28 (1,569) The following table summarizes the effect of our derivative instrument on Accumulated other comprehensive income: Amount of Gain (Loss) Recognized in Other Comprehensive Income Fiscal Year Ended September 30, 2020 2019 2018 Derivatives designated as hedging instruments Interest rate swap contract $ (23,161) $ (23,667) $ 430 We expect approximately $11,992 to be reclassified from Accumulated other comprehensive (loss) income into Interest expense during the next twelve months related to our interest rate swap based on projected rates of the LIBOR forward curve as of September 30, 2020. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 12 Months Ended |
Sep. 30, 2020 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The table below summarizes the components of Accumulated other comprehensive income (loss), net of income tax expense (benefit). Year Ended September 30, 2020 2019 2018 Beginning Balance $ (23,238) $ 4,539 $ 3,949 Foreign currency translation adjustment 19,642 (7,957) (1,730) Income tax expense (benefit) (356) (591) 2,409 Foreign currency translation adjustment, net of tax 19,286 (8,548) 679 Pension and other postretirement 891 (479) (25) Income tax expense (benefit) 156 30 (1) Pension and other postretirement, net of tax 1,047 (449) (26) Unrealized gain (loss) on cash flow hedges: Change in fair value (23,161) (23,667) 430 Reclassification adjustment into earnings 9,360 (524) (515) Income tax expense 3,090 5,411 22 Unrealized loss on cash flow hedges, net of tax (10,711) (18,780) (63) Effect of the adoption of the stranded tax effect accounting standard (497) — — Income tax expense 9 — — Effect of the adoption of the stranded tax effect accounting standard, net of tax (488) — — Net Change 9,134 (27,777) 590 Ending Balance $ (14,104) $ (23,238) $ 4,539 During the first quarter of fiscal 2020, the Company adopted ASU No. 2018-02 |
SHARE-BASED COMPENSATION PLANS
SHARE-BASED COMPENSATION PLANS | 12 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
SHARE-BASED COMPENSATION PLANS | SHARE-BASED COMPENSATION PLANS We grant share-based compensation to eligible participants under our 2012 Omnibus Incentive Plan (the "OIP"), which was amended as of March 2017, and prior to that under our 2000 Equity Incentive Plan (the “EIP”). The OIP allows for the granting of six types of equity incentive awards: stock options, restricted stock, restricted stock units, stock appreciation rights (“SARs”), performance-based awards, and substitute awards in connection with an acquisition (in the case of the Acquisition, “Replacement Awards”). The OIP authorizes up to 4,978 shares of stock to be granted thereunder, including up to 2,074 shares of stock in the aggregate of awards other than options or SARs and up to 2,539 incentive stock options. In addition, shares that become available from awards under the EIP and the OIP because of events such as forfeitures, cancellations or expirations will also be available for issuance under the OIP. Shares issued under our share-based compensation plans are issued from new shares rather than from treasury shares. In fiscal 2019, in connection with the Acquisition, we awarded a total of 43,443 restricted stock unit awards to certain KMG employees in substitution for certain unvested restricted stock unit awards that KMG had awarded subsequent to the entry into the definitive agreement for the Acquisition, but prior to the Acquisition Date. The Replacement Awards vest in three equal installments on the first three anniversaries of the original award date. If the recipient was terminated without cause or resigned with good reason during the 18 months following the Acquisition Date, the Replacement Awards will have vested as of such termination date in a number of shares equal to 150% of the Replacement Award. STOCK OPTIONS Non-qualified stock options issued under the OIP are generally time-based and provide for a ten-year term, with options generally vesting equally over a four-year period. Non-qualified stock options granted to non-employee directors on an annual basis vest 100% on the first anniversary of the award date. Under the OIP employees may also be granted incentive stock options to purchase common stock at not less than the fair value on the date of the grant, but to date we have not granted incentive stock options. The fair value of our share-based awards, as shown below, was estimated using the Black-Scholes model with the following weighted-average assumptions: Year Ended September 30, 2020 2019 2018 Weighted-average grant date fair value $ 39.68 $ 27.34 $ 26.59 Expected term (in years) 6.96 6.86 6.68 Expected volatility 32 % 26 % 26 % Risk-free rate of return 1.6 % 2.8 % 2.4 % Dividend yield 1.3 % 1.6 % 1.0 % A summary of stock option activity is as follows: Stock Weighted Weighted Aggregate Outstanding at September 30, 2019 879 $ 63.44 Granted 121 129.60 Exercised (182) 51.50 Forfeited or canceled (11) 75.59 Outstanding at September 30, 2020 807 $ 75.87 6.2 $ 54,078 Exercisable at September 30, 2020 499 $ 58.27 5.1 $ 42,184 Expected to vest at September 30, 2020 308 $ 104.39 8.1 $ 11,836 Year Ended September 30, 2020 2019 2018 Intrinsic value of options exercised $ 19,077 $ 20,711 $ 30,345 Cash received from exercise of options 9,350 13,193 19,247 Tax benefit from exercise of options 3,629 4,449 7,503 Fair value of options vested 3,765 4,506 5,008 As of September 30, 2020, there was $5,267 of total unrecognized share-based compensation expense related to unvested stock options. That cost is expected to be recognized over a weighted-average period of 2.3 years. EMPLOYEE STOCK PURCHASE PLAN The ESPP allows all full-time, and certain part-time, employees of our Company and its designated subsidiaries to purchase shares of our common stock through payroll deductions, subject to a maximum number of shares that a participant may purchase and a maximum dollar expenditure in any six-month offering period, and certain other criteria. The provisions of the ESPP allow shares to be purchased at a price no less than the lower of 85% of the closing price at the beginning or end of each semi-annual stock purchase period. As of September 30, 2020, a total of 291 shares are available for purchase under the ESPP. The Black-Scholes model is primarily used in estimating the fair value of short-lived exchange traded options that have no vesting restrictions and are fully transferable. Because employee stock options and ESPP purchases have certain characteristics that are significantly different from traded options, and because changes in the subjective assumptions can materially affect the estimated value, our use of the Black-Scholes model for estimating the fair value of stock options and ESPP purchases may not provide an accurate measure. Although the value of our stock options and ESPP purchases are determined in accordance with applicable accounting standards using an option-pricing model, those values may not be indicative of the fair values observed in a willing buyer/willing seller market transaction. Year Ended September 30, 2020 2019 2018 Weighted-average grant date fair value $ 39.17 $ 25.16 $ 20.94 Shares issued 46 49 50 Expected term (in years) 0.5 0.5 0.5 Expected volatility 52 % 34 % 26 % Risk-free rate of return 1.7 % 2.3 % 1.5 % Dividend yield 1.3 % 1.6 % 1.1 % RESTRICTED STOCK, RESTRICTED STOCK UNITS, AND PERFORMANCE SHARE UNITS Under the OIP, employees and non-employees may be awarded shares of restricted stock or RSUs, which generally vest over a four-year period. Restricted shares under the OIP may be purchased and placed "on deposit" by executive officers pursuant to the 2001 Deposit Share Program. Shares purchased under this Deposit Share Program receive a 50% match in restricted shares that vest at the end of a three-year period, and are subject to forfeiture upon early withdrawal of the deposit shares. The fair value of our restricted stock and restricted stock unit awards represents the closing price of our common stock on the date of award. Share-based compensation expense related to restricted stock and RSU awards is recorded net of expected forfeitures. In December 2017, we began awarding PSU awards to certain employees on an annual basis. These PSUs fully vest upon certification of performance achieved with respect to the PSU following the third anniversary of the performance period tied to the PSU, according to the terms and conditions of the relevant PSU award agreement. Stock-based compensation for the awards is recognized over the requisite service period (three years) beginning on the date of award through the end of the performance period based on the number of PSUs expected to vest under the awards at the end of the performance period. The expected amount of vesting is determined using certain performance measures and is re-evaluated at the end of each fiscal year through the end of the performance period. In addition, the PSUs awarded may be subject to downward or upward adjustment depending on the total shareholder return achieved by the Company during the particular performance period related to the PSUs, relative to the total shareholder return of the S&P SmallCap 600 Index or the S&P MidCap 400 Index, as specified in the respective PSU award agreement. We estimate fair value of the PSUs at award date by using a Monte Carlo simulation model. This model simulates the stock price movements of the Company and relevant Index constituents using certain assumptions, including the stock price of our company and relevant Index constituents, the risk-free interest rate and stock price volatility. A summary of the activity of the restricted stock awards, RSU awards, and PSU awards is presented below: Restricted Stock Weighted Average Nonvested at September 30, 2019 275 $ 87.36 Granted 1 88 125.14 Vested (100) 74.65 Forfeited (6) 83.65 Nonvested at September 30, 2020 257 $ 104.83 1 Includes PSUs awarded Year Ended September 30, 2020 2019 2018 Weighted average grant date fair value $ 104.83 $ 87.36 $ 70.42 The total fair value of restricted stock awards and RSUs vested during fiscal years 2020, 2019 and 2018 was $7,481, $11,060 and $6,669, respectively. As of September 30, 2020, there was $14,256 of total unrecognized share-based compensation expense related to unvested restricted stock awards and RSUs, including PSUs, under the OIP. That cost is expected to be recognized over a weighted-average period of 2.09 years. SHARE-BASED COMPENSATION EXPENSE Total share-based compensation expense and the classification of that expense in the Consolidated Statements of Income for the years ended September 30, 2020, 2019 and 2018, is as follows: Year Ended September 30, 2020 2019 2018 Cost of sales $ 2,863 $ 2,727 $ 2,450 Research, development and technical 2,090 2,150 1,940 Selling, general and administrative 11,443 13,350 14,128 Tax benefit (3,162) (3,767) (4,306) Total share-based compensation expense, net of tax $ 13,234 $ 14,460 $ 14,212 Total gross share-based compensation expense is attributable to the following awards: Year Ended September 30, 2020 2019 2018 Stock Options $ 4,406 $ 4,267 $ 6,392 Restricted stock, restricted stock units, and replacement awards 8,259 11,400 9,186 Performance share units 1,957 1,279 2,056 ESPP 1,774 1,281 885 |
EMPLOYEE RETIREMENT PLANS
EMPLOYEE RETIREMENT PLANS | 12 Months Ended |
Sep. 30, 2020 | |
Retirement Benefits [Abstract] | |
EMPLOYEE RETIREMENT PLANS | EMPLOYEE RETIREMENT PLANS Defined Contribution Plans The Company has 401(k) defined contribution plans covering employees in the U.S., and the expense for the plans totaled $7,658, $6,698 and $5,562 for the fiscal years ended September 30, 2020, 2019 and 2018, respectively. The Company’s United Kingdom and Singapore subsidiaries make contributions to retirement plans that function as defined contribution retirement plans. The contributions to those plans were approximately $1,766 and $1,356 for the fiscal years ended September 30, 2020 and 2019, respectively. Pension Obligations in Foreign Jurisdictions The Company has defined benefit plans covering employees in Japan, South Korea, and France as required by local law. These plans are unfunded. A summary of these combined plans are: September 30, 2020 2019 Projected benefit obligation $ 11,627 $ 11,121 Accumulated benefit obligation 8,680 8,314 Pension cost included in Accumulated other comprehensive income (loss) (764) (1,811) Weighted average discount rate 1.32 % 0.73 % Weighted average rate of increases in future compensation levels 3.01 % 2.89 % Benefit costs for the combined plans were $1,403, $1,345 and $1,236 in fiscal years 2020, 2019 and 2018, respectively, consisting primarily of service costs. Net service costs are included in Cost of sales and Operating expenses, and all other costs are recorded in the Other income (expense), net in our Consolidated Statements of Income. Estimated future benefit payments are as follows: Fiscal Year Amount 2021 $ 519 2022 542 2023 641 2024 661 2025 1,209 2026 to 2030 5,172 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Income before income taxes was as follows: Year Ended September 30, 2020 2019 2018 Domestic $ 94,002 $ (45,364) $ 46,254 Foreign 79,345 108,470 115,457 Total $ 173,347 $ 63,106 $ 161,711 Taxes on income consisted of the following: Year Ended September 30, 2020 2019 2018 U.S. federal and state: Current $ 20,733 $ 23,461 $ 14,698 Deferred (7,048) (23,182) 10,347 Total 13,685 279 25,045 Foreign: Current 21,053 27,580 26,135 Deferred (4,219) (3,968) 488 Total 16,834 23,612 26,623 Total U.S. and foreign $ 30,519 $ 23,891 $ 51,668 The Provision for income taxes at our effective tax rate differed from the statutory rate as follows: Year Ended September 30, 2020 2019 2018 Federal statutory rate 21.0 % 21.0 % 24.5 % U.S. benefits from research and experimentation activities (1.5) (2.9) (0.8) State taxes, net of federal effect 1.1 (4.7) 0.1 Foreign income at other than U.S. rates 1.7 10.3 1.2 Excess compensation 0.4 6.4 0.4 Share-based compensation (2.2) (7.2) (4.3) U.S. tax reform — 14.1 11.2 Global Intangible Low Taxed Income ("GILTI") — 3.1 — Foreign derived intangible income (3.4) (3.9) — Change in reserve positions 1.9 0.3 (0.5) Other, net (1.4) 1.4 0.2 Provision for income taxes 17.6 % 37.9 % 32.0 % The decrease in the effective tax rate during fiscal 2020 was primarily attributable to the absence of a discrete charge recorded in fiscal 2019 related to the final regulations issued under the Tax Act and the absence of unfavorable tax treatment of certain non-deductible costs related to the Acquisition. Additionally, the tax rate was favorably impacted by the final tax regulations issued in July 2020, which provided for a high-tax exception for those jurisdictions subject to the GILTI tax, for which the Company qualified. The increase in the effective tax rate during fiscal 2019 was primarily due to increased tax expense related to the final regulations related to the Tax Act, which impacted our reserves for uncertain tax positions, and the unfavorable tax treatment of certain Acquisition-related costs. Partially offsetting these adverse items, the Tax Act reduced the corporate income tax rate to 21.0% effective January 1, 2018, resulting in a change in our blended tax rate of 24.5% in fiscal 2018 to 21.0% beginning with our fiscal 2019. The accounting guidance regarding uncertainty in income taxes prescribes a threshold for the financial statement recognition and measurement of tax positions taken or expected to be taken on a tax return. Under these standards, we may recognize the tax benefit of an uncertain tax position only if it is more likely than not that the tax position will be sustained by the taxing authorities, based on the technical merits of the position. The following table presents the changes in the balance of gross unrecognized tax benefits during the last three fiscal years: Balance September 30, 2017 $ 2,270 Additions for tax positions relating to the current fiscal year 263 Additions for tax positions relating to prior fiscal years 116 Lapse of statute of limitations (1,215) Balance September 30, 2018 1,434 Additions for tax positions relating to the current fiscal year 271 Additions for tax positions relating to prior fiscal years 9,839 Balance September 30, 2019 11,544 Additions for tax positions relating to the current fiscal year 4,691 Additions for tax positions relating to prior fiscal years 140 Reduction for tax positions relating to prior fiscal years (1,337) Balance September 30, 2020 $ 15,038 The entire balance of unrecognized tax benefits shown above as of September 30, 2020 and 2019, would affect our effective tax rate if recognized. Additions for tax positions of $4,691 recorded in the current fiscal year are mainly due to liabilities related to mix of jurisdictional earnings from intercompany transactions. Interest accrued on our Consolidated Balance Sheets was $233 and $281 at September 30, 2020 and 2019, respectively, and any interest and penalties charged to expense in fiscal years 2020, 2019 and 2018 was immaterial. At September 30, 2020, the tax periods open to examination by the U.S. federal, state and local governments include fiscal years 2013 through 2020, and the tax periods open to examination by foreign jurisdictions include fiscal years 2015 through 2020. We do not anticipate a significant change to the total amount of unrecognized tax benefits within the next 12 months. Significant components of net deferred tax assets and liabilities were as follows: September 30, 2020 2019 Deferred tax assets: Employee benefits $ 8,920 $ 5,719 Inventory 4,657 3,811 Accrued expenses 2,615 4,202 Share-based compensation expense 5,709 5,215 Credit and other carryforwards 5,803 9,743 Interest rate swap 8,506 5,412 Other 1,238 1,088 Valuation allowance (2,948) (2,574) Total deferred tax assets $ 34,500 $ 32,616 Deferred tax liabilities: Depreciation and amortization $ 131,237 $ 140,092 Withholding on transition taxes 4,156 6,026 Other 3,606 1,926 Total deferred tax liabilities $ 138,999 $ 148,044 As of September 30, 2020, the Company had foreign and domestic net operating loss carryforwards (“NOLs”) of $11,025, which will expire over the period between fiscal year 2021 and fiscal year 2040. We have recorded a tax-effected valuation allowance of $2,948 against the deferred tax assets related to certain foreign and U.S. federal and state NOLs, as well as on certain federal tax credit carryforwards. As of September 30, 2020, the Company had a U.S. federal and state tax credit carryforward of $1,131, which will expire beginning in fiscal years 2021 through 2030. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES LEGAL PROCEEDINGS AND OTHER CONTINGENCIES We periodically become a party to legal proceedings, arbitrations, regulatory proceedings, inquiries and investigations (“contingencies”) arising in the ordinary course of our business operations. The ultimate resolution of these contingencies is subject to significant uncertainty, and should we fail to prevail in any of them or should several of them be resolved against us in the same reporting period, these matters could, individually or in the aggregate, be material to our consolidated financial statements. One of these contingencies, related to Star Lake Canal, which we assumed in connection with the Acquisition, is discussed below. The ultimate outcome of these matters, however, cannot be determined at this time, nor can the amount of any potential loss be reasonably estimated, and as a result except where indicated no amounts have been recorded in our consolidated financial statements. On May 31, 2019, a fire occurred at the warehouse of the wood treatment facility of KMG’s subsidiary, KMG-Bernuth, Inc.’s (“KMG-Bernuth”), in Tuscaloosa, Alabama, which processes pentachlorophenol (“penta”) for sale to customers in the U.S. and Canada. The warehouse fire, which we believe originated from non-hazardous waste materials temporarily stored in the warehouse for recycling purposes, caused no injuries and was extinguished in less than an hour. Company personnel investigated the incident, and KMG-Bernuth commenced cleanup with oversight from certain local, state and federal authorities. The carrying value of the warehouse and the affected inventory are not material. Applying the accounting guidance under ASC 410-30, Environmental Obligations and ASC 450, Contingencies, we determined that since we had environmental obligations as of the date of the fire, costs for the fire waste cleanup and disposal should be recognized to the extent they are probable and reasonably estimable. We recorded expense of $1,551 and $9,494 for the years ending September 30, 2020 and 2019, respectively. These disposal costs were charged to Cost of sales. Although we believe we have completed cleanup efforts related to the fire incident and the assessment of materials in the warehouse that had been impacted by the incident, there are potential other costs that cannot be reasonably estimated as of this time related to the fire incident due to the nature of federally-regulated penta-related requirements. We incurred significant fire waste cleanup and disposal costs and certain other costs related to the assessment of the impacted warehouse material due to these requirements, and we may incur additional costs related to the fire incident. We intend to continue to update the estimated losses as new information becomes available. In addition, we are working with our insurance carriers on possible recovery of losses and costs related to the fire incident. We received $468 of insurance recovery during the twelve months ended September 30, 2020 which was recorded in Cost of sales. At this point we cannot reasonably estimate whether we will receive any additional insurance recoveries, or if so, the amount of such recoveries. As such, no additional insurance recoveries have been recognized as of September 30, 2020. Separately, in 2014, prior to the Acquisition, the United States Environmental Protection Agency (“EPA”) had notified KMG-Bernuth, that the EPA considered it to be a potentially responsible party under the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended by virtue of its relationship with certain alleged predecessor companies, including Idacon, Inc (f/k/a Sonford Chemical Company) in connection with the Star Lake Canal Superfund Site near Beaumont, Texas. The EPA has estimated that the remediation will cost approximately $22.0 million. KMG-Bernuth and approximately seven other parties entered into an agreement with the EPA in September 2016 to complete a remedial design phase of the remediation of the site. The remediation work will be performed under a separate future agreement. Although KMG-Bernuth has not conceded liability, a reserve in connection with the remedial design was established, and as of September 30, 2020, the reserve remaining was $553. We also may face other governmental or third-party claims, or otherwise incur costs, relating to cleanup of, or for injuries resulting from, contamination at sites associated with this or other past and present operations. We accrue for environmental liabilities when a determination can be made that they are probable and reasonably estimable. Other than as described herein, we are not involved in any legal proceedings that we believe could have a material impact on our consolidated financial position, results of operations or cash flows. In addition, our Company is subject to extensive federal, state and local laws, regulations and ordinances in the U.S. and in other countries. These regulatory requirements relate to the use, generation, storage, handling, emission, transportation and discharge of certain hazardous materials, substances and waste into the environment. The Company, including its KMG entities, manage Environmental, Health and Safety (“EHS”) matters related to protection of the environment and human health, the cleanup of contaminated sites, the treatment, storage and disposal of wastes, and the emission of substances into the air or waterways, among other EHS concerns. Governmental authorities can enforce compliance with their regulations, and violators may be subject to fines, injunctions or both. The Company devotes significant financial resources to compliance, including costs for ongoing compliance. Certain licenses, permits and product registrations are required for the Company’s products and operations in the U.S., Mexico and other countries in which it does business. The licenses, permits and product registrations are subject to revocation, modification and renewal by governmental authorities. In the U.S. in particular, producers and distributors of penta, which is a product manufactured and sold by KMG-Bernuth as part of the wood treatment business, are subject to registration and notification requirements under the Federal Insecticide, Fungicide and Rodenticide Act and comparable state law in order to sell this product in the U.S. Compliance with these requirements may have a significant effect on our business, financial condition and results of operations. We are subject to contingencies, including litigation relating to EHS laws and regulations, commercial disputes and other matters. Certain of these contingencies are discussed above and below. The ultimate resolution of these contingencies is subject to significant uncertainty, and should we fail to prevail in any of them or should several of them be resolved against us in the same reporting period, these matters could, individually or in the aggregate, be material to the consolidated financial statements. The ultimate outcome of these matters cannot be determined at this time, nor can the amount of any potential loss be reasonably estimated, and as a result except where indicated no amounts have been recorded in our consolidated financial statements. INDEMNIFICATION In the normal course of business, we are a party to a variety of agreements pursuant to which we may be obligated to indemnify the other party with respect to certain matters. Generally, these obligations arise in the context of agreements entered into by us, under which we customarily agree to hold the other party harmless against losses arising from items such as a breach of certain representations and covenants including title to assets sold, certain intellectual property rights and certain environmental matters. These terms are common in the industries in which we conduct business. In each of these circumstances, payment by us is subject to certain monetary and other limitations and is conditioned on the other party making an adverse claim pursuant to the procedures specified in the particular agreement, which typically allow us to challenge the other party's claims. We evaluate estimated losses for such indemnifications under the accounting standards related to contingencies and guarantees. We consider such factors as the degree of probability of an unfavorable outcome and the ability to make a reasonable estimate of the amount of loss. To date, we have not experienced material costs as a result of such obligations and, as of September 30, 2020, have not recorded any liabilities related to such indemnifications in our financial statements as we do not believe the likelihood of such obligations is probable. PURCHASE OBLIGATIONS Purchase obligations include take-or-pay arrangements with suppliers, and purchase orders and other obligations entered into in the normal course of business regarding the purchase of goods and services. We have been operating under an abrasive particle supply agreement, the current term of which now runs through December 2022. As of September 30, 2020, purchase obligations include $22,932 of contractual commitments related to this agreement. In addition, we have a purchase commitment of $5,631 to purchase non-water based carrier fluid. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Basic and diluted earnings per share were calculated as follows: Year Ended September 30, 2020 2019 2018 Numerator: Net income available to common shares $ 142,828 $ 39,215 $ 110,043 Less: income attributable to participating securities 1 — — (123) Net income available to common stockholders $ 142,828 $ 39,215 $ 109,920 Denominator: Weighted average common shares 29,136 28,571 25,518 Weighted average effect of dilutive securities 444 523 725 Diluted weighted average common shares 29,580 29,094 26,243 Earnings per share: Basic $ 4.90 $ 1.37 $ 4.31 Diluted $ 4.83 $ 1.35 $ 4.19 1 Beginning in the first quarter of fiscal 2019, the amount of participating securities was no longer material and therefore, we have excluded such securities from our calculation of earnings per share in fiscal 2020 and 2019. Shares excluded from the calculation of Diluted earnings per share as their inclusion would have been anti-dilutive were as follows: Year Ended September 30, 2020 2019 2018 Outstanding stock options 102 196 100 |
SEGMENT REPORTING
SEGMENT REPORTING | 12 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTING We identify our segments based on our management structure and the financial information used by our chief executive officer, who is our chief operating decision maker, to assess segment performance and allocate resources among our operating units. Historically, we operated in one industry segment – the development, manufacture and sale of CMP consumables products. In connection with the Acquisition, we reassessed our operating and reportable segments, and determined that we have the following two reportable segments: Electronic Materials Electronic Materials includes products and solutions for the semiconductor industry and consists of our CMP slurries business, CMP pads business, and electronic chemicals business. Performance Materials Performance Materials consists of our PIM business, wood treatment business, and QED business. Beginning in fiscal 2019 and with the Acquisition, our chief operating decision maker evaluates segment performance based upon revenue and segment adjusted EBITDA. Segment adjusted EBITDA is defined as earnings before interest, income taxes, depreciation and amortization, adjusted for certain items that affect comparability from period to period. These adjustments include items related to the Acquisition, such as Acquisition and integration-related expenses, the impact of fair value adjustments to inventory acquired from KMG, certain costs related to the KMG-Bernuth warehouse fire, net of insurance recovery, asset impairment charges and net restructuring charges related to the wood treatment business and costs related to the Pandemic, net of grants received. We exclude these items from earnings when presenting our adjusted EBITDA measure because we believe they are not indicative of a segment's regular, ongoing operating performance. Adjusted EBITDA is also the basis of a performance metric for our fiscal 2020 Short-Term Incentive Program. In addition, our chief operating decision maker does not use assets by segment to evaluate performance or allocate resources, and therefore, we do not disclose assets by segment. Since the two segments operate independently and serve different markets and customers, as a result there are no sales between segments. Revenue from external customers and segment adjusted EBITDA shown for Performance Materials for the year ended September 30, 2018 include the precision optics business. Revenue from external customers by segment are as follows: Year Ended September 30, 2020 2019 2018 Segment Revenue: Electronic Materials: CMP Slurries $ 480,617 $ 460,053 $ 476,828 Electronic Chemicals 316,253 278,413 — CMP Pads 85,954 94,585 83,117 Total Electronic Materials 882,824 833,051 559,945 Performance Materials: PIM 141,503 140,553 — Wood Treatment 62,655 31,898 — QED 29,288 32,194 30,178 Total Performance Materials 233,446 204,645 30,178 Total $ 1,116,270 $ 1,037,696 $ 590,123 Capital expenditures by segment are as follows: Year Ended September 30, 2020 2019 2018 Capital Expenditures: Electronic Materials $ 26,536 $ 40,166 $ 18,668 Performance Materials 84,634 16,367 409 Corporate 11,344 5,663 3,918 Total $ 122,514 $ 62,196 $ 22,995 Adjusted EBITDA by segment is as follows: Year Ended September 30, 2020 2019 2018 Net income $ 142,828 $ 39,215 $ 110,043 Interest expense 42,510 45,681 2,905 Interest income (670) (2,346) (4,409) Income taxes 30,519 23,891 51,668 Depreciation and amortization 127,737 98,592 25,876 EBITDA 342,924 205,033 186,083 Acquisition and integration-related expense 10,852 34,709 3,861 Charges related to asset impairment of wood treatment business 2,314 67,372 — Costs related to KMG-Bernuth warehouse fire, net of insurance recovery 1,083 9,905 — Costs related to the Pandemic, net of grants received 849 — — Charge for fair value write-up of acquired inventory sold — 14,869 — Net costs related to restructuring of the wood treatment business (221) 1,530 — Consolidated adjusted EBITDA $ 357,801 $ 333,418 $ 189,944 Segment adjusted EBITDA: Electronic Materials $ 299,037 $ 294,902 $ 222,019 Performance Materials 106,797 91,372 7,191 Unallocated corporate expenses (48,033) (52,856) (39,266) Consolidated adjusted EBITDA $ 357,801 $ 333,418 $ 189,944 The unallocated portions of corporate functions, including finance, legal, human resources, information technology, and corporate development, are not directly attributable to a reportable segment. |
FINANCIAL INFORMATION BY GEOGRA
FINANCIAL INFORMATION BY GEOGRAPHIC AREA | 12 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
FINANCIAL INFORMATION GEOGRAPHIC AREA | FINANCIAL INFORMATION BY GEOGRAPHIC AREA Revenues are attributed to the U.S. and foreign regions based upon the customer location and not the geographic location from which our products were shipped. Financial information by geographic area was as follows: Year Ended September 30, 2020 2019 2018 Revenue: North America $ 399,993 $ 372,247 $ 79,019 Asia 546,866 515,833 471,215 Europe, Middle East, and Africa 169,099 149,305 39,889 South America 312 311 — Total $ 1,116,270 $ 1,037,696 $ 590,123 Property, plant and equipment, net 1 : North America $ 250,895 $ 133,682 $ 60,818 Asia 66,872 68,823 50,573 Europe 44,300 74,313 12 Total $ 362,067 $ 276,818 $ 111,403 1 No individual countries other than the U.S. have material Property, plant and equipment The following table shows revenue from sales to customers in foreign countries that accounted for more than ten percent of our total revenue in fiscal 2020, 2019 and 2018: Year Ended September 30, 2020 2019 2018 Revenue: South Korea $ 127,972 $ 135,844 $ 136,403 Taiwan 133,059 125,895 130,500 China 113,570 * 97,254 * Not a country with more than 10% revenue. |
SELECTED QUARTERLY OPERATING RE
SELECTED QUARTERLY OPERATING RESULTS | 12 Months Ended |
Sep. 30, 2020 | |
Selected Quarterly Financial Information [Abstract] | |
SELECTED QUARTERLY OPERATING RESULTS | SELECTED QUARTERLY OPERATING RESULTS The following table presents our unaudited financial information for the eight quarterly periods ended September 30, 2020. This unaudited financial information has been prepared in accordance with accounting principles generally accepted in the United States of America, applied on a basis consistent with the annual audited financial statements and in the opinion of management, include all necessary adjustments, which consist only of normal recurring adjustments necessary to present fairly the financial results for the periods. The results for any quarter are not necessarily indicative of results for any future period. SELECTED QUARTERLY OPERATING RESULTS (Unaudited and in thousands, except per share amounts) September 30, 2020 June 30, March 31, Dec. 31, September 30, 2019 June 30, March 31, Dec. 31, Revenue $ 274,207 $ 274,727 $ 284,193 $ 283,143 $ 278,645 $ 271,882 $ 265,391 $ 221,778 Cost of sales 157,144 152,973 163,091 154,461 165,535 156,492 150,571 122,445 Gross profit 117,063 121,754 121,102 128,682 113,110 115,390 114,820 99,333 Operating income (loss) 46,068 57,742 51,663 61,432 (17,623) 52,240 51,714 24,165 Net income (loss) $ 36,855 $ 34,525 $ 32,899 $ 38,549 $ (20,243) $ 18,878 $ 27,137 $ 13,443 Basic earnings (loss) per share 1 $ 1.27 $ 1.19 $ 1.12 $ 1.32 $ (0.70) $ 0.65 $ 0.94 $ 0.50 Diluted earnings (loss) per share 1 $ 1.25 $ 1.17 $ 1.11 $ 1.30 $ (0.70) $ 0.64 $ 0.92 $ 0.48 1 The total of the individual quarters may not equal full year results as quarterly per share information is calculated using the quarterly weighted average shares. |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Sep. 30, 2020 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS The following table sets forth activities in our allowance for doubtful accounts: Allowance For Doubtful Accounts Balance At Amount of Charge Deductions Balance At Year ended: September 30, 2020 $ 2,377 $ (1,122) $ (672) $ 583 September 30, 2019 1,900 432 45 2,377 September 30, 2018 1,747 185 (32) 1,900 We have provided a valuation allowance on certain deferred tax assets. The following table sets forth activities in our valuation allowance: Valuation Allowance Balance At Amounts Deductions Balance At Year ended: September 30, 2020 $ 2,565 $ 658 $ (275) $ 2,948 September 30, 2019 133 2,432 — 2,565 September 30, 2018 2,271 — (2,138) 133 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | PRINCIPLES OF CONSOLIDATIONThe Consolidated Financial Statements include the accounts of CMC Materials, Inc. and its subsidiaries. All intercompany transactions and balances between the companies have been eliminated. |
Use of Estimates | USE OF ESTIMATES The preparation of financial statements and related disclosures in conformity with U.S. GAAP requires management to make judgments, assumptions and estimates that affect the amounts reported in the consolidated financial statements and accompanying notes. We base our estimates on historical experience, current conditions, and on various other assumptions that we believe are reasonable under the circumstances. However, future events are subject to change and estimates and judgments routinely require adjustment. Actual results may differ from these estimates under different assumptions or conditions. |
Cash, Cash Equivalents and Short-Term Investments | CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTSWe consider investments in all highly liquid financial instruments with original maturities of three months or less to be cash equivalents. Short-term investments include securities generally having maturities of 90 days to one year. We did not own any securities that were considered short-term investments as of September 30, 2020 or 2019. |
Accounts Receivable and Allowance for Doubtful Accounts | ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTSTrade accounts receivable are recorded at the invoiced amount and do not bear interest. We maintain an allowance for doubtful accounts for estimated losses resulting from the potential inability of our customers to make required payments. Our allowance for doubtful accounts is based on historical collection experience, adjusted for any specific known conditions or circumstances such as customer bankruptcies and increased risk due to economic conditions. Uncollectible account balances are charged against the allowance when we believe that it is probable that the receivable will not be recovered. Amounts charged to bad debt expense are recorded in Selling, general and administrative expenses. |
Concentration of Credit Risk | CONCENTRATION OF CREDIT RISK Financial instruments that subject us to concentrations of credit risk consist principally of accounts receivable. We perform ongoing credit evaluations of our customers' financial conditions and generally do not require collateral to secure accounts receivable. Our exposure to credit risk associated with nonpayment is affected principally by conditions or occurrences within the semiconductor industry, pipeline and adjacent industries, and the global economy. We have not experienced significant losses relating to accounts receivable from individual customers or groups of customers. |
Fair Value of Financial Instruments | FAIR VALUES OF FINANCIAL INSTRUMENTS The recorded amounts of cash, accounts receivable, and accounts payable approximate their fair values due to their short-term, highly liquid characteristics. Fair value is defined as the price that would be received from the sale of an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Financial Accounting Standards Board ("FASB") established a three-level hierarchy for disclosure based on the extent and level of judgment used to estimate fair value. Level 1 inputs consist of valuations based on quoted market prices in active markets for identical assets or liabilities. Level 2 inputs consist of valuations based on quoted prices for similar assets or liabilities, quoted prices for identical assets or liabilities in an inactive market, or other observable inputs. Level 3 inputs consist of valuations based on unobservable inputs that are supported by little or no market activity. |
Inventories | INVENTORIESInventories are recorded on the first-in, first-out (FIFO) basis and are stated at the lower of cost or net realizable value. Finished goods and work in process inventories include material, labor and manufacturing overhead costs. We regularly review and write down the value of inventory as required for estimated obsolescence or lack of marketability. |
Property, Plant and Equipment | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment are recorded at cost. Depreciation is based on the following estimated useful lives of the assets using the straight-line method: Land Improvements 10-20 years Buildings 15-30 years Machinery and equipment 3-20 years Furniture and fixtures 5-10 years Vehicles 5-8 years Information systems 3-5 years Assets under financing leases The shorter of the term of the lease or estimated useful life Expenditures for repairs and maintenance are charged to expense as incurred. |
Leases | LEASES Effective October 1, 2019, the Company adopted the new lease accounting guidance which requires the recognition of a right of use asset and a corresponding lease liability for operating leases. The Company applies provisions of the guidance to operating leases with terms of more than twelve months for all lease classes except for real estate leases for which the guidance is applied to all leases. Additionally, the Company elected to account for non-lease components and lease components together as a single lease component for all asset classes. The Company’s lease transactions primarily consist of leases for facilities, equipment, and vehicles under operating leases. The Company does not have any material finance leases. Certain of the Company’s leases have an option to extend the lease term and the renewal period is included in determining the lease term for leases where the renewal option is reasonably certain to be exercised. |
Asset Retirement Obligation | ASSET RETIREMENT OBLIGATIONS Our asset retirement obligations (“AROs”) include reclamation requirements as regulated by government authorities or contractual obligations for the removal or storage of hazardous materials, decontamination or demolition of above ground storage tanks, and certain restoration and decommissioning obligations related to certain of our owned and leased properties. The Company recognizes an ARO in the period in which it is incurred, if a reasonable estimate can be made. The accounting for ARO requires estimates by management about when and how the assets will be retired, the cost of retirement obligations, discount and inflation rates used in determining fair values and the methods of remediation associated with our AROs. We generally use assumptions and estimates that reflect the most likely remediation method. Our estimated liability for AROs is revised annually, and whenever events or changes in circumstances indicate that a revision to the estimate is necessary. In subsequent periods, the Company recognizes accretion expense in Cost of sales increasing the ARO balances, such that the balance will ultimately equal the expected cash flows at the time of settlement. AROs are included in Other long-term liabilities on the Consolidated Balance Sheets. The Company has multiple production facilities with an indeterminate useful life and there is insufficient information available to estimate a range of potential settlement dates for the obligation. Therefore, the Company cannot reasonably estimate the fair value of the liability. When a reasonable estimate can be made, an asset retirement obligation will be recorded, and such amounts may be material to the consolidated financial statements in the period in which they are recorded. |
Impairment of Long-Lived Assets | IMPAIRMENT OF LONG-LIVED ASSETSWe assess the recoverability of the carrying value of long-lived assets to be held and used, whenever events or changes in circumstances indicate that the carrying value may not be recoverable. For purposes of recognition and measurement of an impairment loss, long-lived assets are either individually identified or grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. When a long-lived asset is considered impaired a loss is recognized based on the amount by which the carrying value exceeds the fair value of the long-lived asset. |
Goodwill and Other Intangible Assets | GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill represents the excess of the aggregate purchase price over the fair value of the net assets acquired in business combinations. Goodwill and Intangible assets that have indefinite lives are tested for impairment annually on September 30, or between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company’s reporting units are CMP slurries, CMP pads, electronic chemicals, PIM, wood treatment, and QED. Intangible assets that have finite lives are amortized over their respective useful lives of 2 to 20 years. Intangible assets are tested for impairment if an event occurs or circumstances change that indicates the carrying value may not be recoverable. For each reporting unit, the Company has the option to perform either the qualitative analysis ("step zero") or a quantitative analysis ("step one"). In the event a reporting unit fails the qualitative assessment, it is required to perform the quantitative test. The goodwill impairment assessment is performed by comparing the estimated fair value of the reporting units to their carrying amounts. Estimated fair values are determined using the average of a discounted cash flows model and a market approach based on earnings before interest, taxes, and depreciation for a group of guideline comparable companies. Factors requiring significant judgment include the selection of valuation approach and assumptions related to future revenue and gross margin, discount rates, and terminal growth rates. If the fair value of the reporting unit is less than its carrying value, the reporting unit will recognize an impairment for the lesser of either the amount by which the reporting unit's carrying amount exceeds the fair value of the reporting unit or the reporting unit’s goodwill carrying value. We used a step zero qualitative analysis for the CMP slurries reporting unit in fiscal 2018, 2019 and 2020, and for precision optics in fiscal 2019 and 2020. Aside from those previously noted, all other reporting units were assessed for goodwill impairment using a step one approach. The Flowchem LLC (“Flowchem”) trade name, an indefinite-lived intangible asset, was assessed for impairment using a relief from royalty approach. Factors requiring significant judgment include projected revenue, royalty rates, terminal growth rates, and discount rates. The Company provides disclosure of the potential risk of impairment when a reporting unit’s fair value exceeds its carrying value by less than ten percent. |
Revenue Recognition | REVENUE RECOGNITION Performance Obligations and Material Rights The Company recognizes revenue using the five-step process of 1) identifying the contract, 2) identifying the performance obligation within the contract, 3) determining the transaction price, 4) allocating the transaction price to the performance obligations, and 5) recognizing the revenue as the performance obligations are satisfied through the transfer of control. A majority of the Company’s contracts have a single performance obligation which represents, in most cases, the products, equipment or services being sold to the customer. Some contracts include delivery of free product that we have concluded represents a material right. Contracts vary in length and payment terms vary depending on the products or services offered, however, the period of time between invoicing and when payment is due is typically not significant. As a result, we do not have significant financing components. Transaction price is determined upon establishment of the contract that contains the final terms of the sale, including the description, quantity, and price of goods or services purchased. In instances where we receive consideration from a customer prior to transferring goods or services to the customer under the terms of a sales contract, we record a contract liability until the performance obligation is satisfied. Contracts with prospective tiered price discounts require judgment in determining the transaction price. For sales contracts that contain multiple performance obligations, the Company allocates the transaction price to each performance obligation identified in the contract based on relative standalone selling prices or estimates of such prices. When we invoice for products shipped under contracts with multiple performance obligations, we defer a portion of the revenue associated with the material rights on the balance sheet as a contract liability. The Company recognizes revenue related to product sales at a point in time following the transfer of control of such products to the customer, which generally occurs upon shipment, or delivery depending on the terms of the underlying contracts. Revenue is recognized on consignment sales when control transfers to the customer, generally at the point of customer usage of the product. For services provided to customers in the pipeline and adjacent industries, including preventive maintenance, repair, and specialized isolation sealing on pipelines and training, revenue is recorded at a point in time when the services are completed as this is when right to payment and customer acceptance occurs. Costs to Obtain and Fulfill a Contract For certain contracts within the Performance Materials segment, commissions are paid to sales agents based upon a percentage of end-customer invoice value after funds are received by the Company from its customers. As a practical expedient, the Company does not capitalize commissions as the associated contracts are generally one year or less in duration. For shipping and handling activities performed after a customer obtains control of the goods, the Company has elected to account for these costs as activities to fulfill the promise to transfer the goods and included in Cost of sales. |
Research, Development and Technical | RESEARCH, DEVELOPMENT AND TECHNICAL Research, development and technical costs are expensed as incurred and consist primarily of staffing costs, materials and supplies, depreciation, utilities and other facilities costs. |
Legal Costs | LEGAL COSTS Legal costs are expensed as incurred. |
Income Taxes | INCOME TAXES Current income taxes are determined based on estimated taxes payable or refundable on tax returns for the current year. Deferred income taxes are determined using enacted tax rates for the effect of temporary differences between the book and tax bases of recorded assets and liabilities. The effect on deferred tax assets and liabilities of changes in tax rates is recognized in income in the period that includes the enactment date. Provisions are made for both U.S. and any foreign deferred income tax liability or benefit. We assess whether or not our deferred tax assets will ultimately be realized and record an estimated valuation allowance on those deferred tax assets that may not be realized. We recognize the tax benefit of an uncertain tax position only if it is more likely than not that the tax position will be sustained by the taxing authorities, based on the technical merits of the position. The Company recognizes interest and penalties related to unrecognized tax benefits within the Provision for income taxes. Accrued interest and penalties are included in Other long-term liabilities. |
Derivatives and Hedging | DERIVATIVES AND HEDGING The Company is exposed to various market risks, including risks associated with interest rates and foreign currency exchange rates. We enter into certain derivative transactions to mitigate the volatility associated with these exposures. We have policies in place that define acceptable instrument types we may enter into and we have established controls to limit our market risk exposure. We do not use derivative financial instruments for trading or speculative purposes. In addition, all derivatives, whether designated in hedging relationships or not, are recorded on the Consolidated Balance Sheets at fair value on a gross basis. Interest Rate Swaps During the second quarter of fiscal 2019, we entered into a floating-to-fixed interest rate swap agreement to hedge the variability in London Inter-bank Offered Rate (“LIBOR”) based interest payments on a portion of our outstanding variable rate debt. The fair value of our interest rate swaps is estimated using standard valuation models using market-based observable inputs over the contractual term, including one-month LIBOR-based yield curves, among others. We consider the risk of nonperformance, including counterparty credit risk, in the calculation of the fair value. We have designated these swap agreements as cash flow hedges. As cash flow hedges, unrealized gains are recognized as assets and unrealized losses are recognized as liabilities. Unrealized gains and losses are designated as effective or ineffective based on a comparison of the changes in fair value of the interest rate swaps and changes in fair value of the underlying exposures being hedged. The effective portion is recorded as a component of accumulated other comprehensive income or loss, while the ineffective portion is recorded as a component of Interest expense. Changes in the method by which we pay interest from one-month LIBOR to another rate of interest could create ineffectiveness in the swaps, and result in amounts being reclassified from other comprehensive income into Net income. Hedge effectiveness is tested quarterly to determine if hedge treatment is appropriate. Realized gains and losses are recorded on the same financial statement line as the hedged item, which is Interest expense. |
Share-Based Compensation | SHARE-BASED COMPENSATION The Company’s long-term equity incentive plan authorizes the Compensation Committee of the Board of Directors to provide equity-based compensation in the form of stock options, restricted stock, restricted stock units (“RSUs”), and performance share units (“PSUs”) for the purpose of providing our employees, officers, and non-employee directors incentives and rewards for performance. We also have an employee stock purchase plan (“ESPP”). All grants under share-based payment plans are accounted for at fair value at the date of grant. We recognize expense on share-based awards to employees expected to vest over the service period, which is the shorter of the period until the employees’ retirement eligibility dates or the service period of the award. |
Earnings Per Share | EARNINGS PER SHAREBasic earnings per share (“EPS”) is calculated by dividing Net income available to common stockholders by the weighted-average number of common shares outstanding during the period, excluding the effects of unvested restricted stock awards with a right to receive non-forfeitable dividends, which are considered participating securities and are included in the calculation using the two-class method. Diluted EPS is calculated in a similar manner, but the weighted-average number of common shares outstanding during the period is increased to include the weighted-average dilutive effect of "in-the-money" stock options and unvested restricted stock shares using the treasury stock method. |
Effects of Recent Accounting Pronouncements | EFFECTS OF RECENT ACCOUNTING PRONOUNCEMENTS Recently Adopted Accounting Pronouncements Accounting Standards Update ("ASU") 2016-02 “Leases” (Topic 842) changed the criteria for recognizing leasing transactions. The provisions of this guidance require a lessee to recognize a right of use asset and a corresponding lease liability for operating leases. Under this guidance, rental expense for operating leases, continues to be recognized on a straight-line basis over the non-cancelable lease term. As of October 1, 2019, the Company began applying the provisions of this standard prospectively for all lease transactions as of and after the effective date. The Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed the historical lease classification to carry forward. We did not elect the hindsight practical expedient. Upon adoption, the Company recorded a lease liability of $30,881 and a right of use asset of $30,115. The difference between the right of use asset and lease liability primarily relates to deferred rent recorded prior to adoption. The new guidance did not have a material impact on our results of operations or cash flows for the year ended September 30, 2020. Refer to Note 14 of this Annual Report on Form 10-K for additional information regarding the Company’s lease transactions. ASU No. 2018-02 “Income Statement – Reporting Comprehensive Income” (Topic 220) allows for an optional one-time reclassification of the stranded tax effects resulting from the change in the U.S. federal corporate income tax rate under the Tax Cuts and Jobs Act (the "Tax Act") from Accumulated other comprehensive income to Retained earnings. The Company adopted this standard effective October 1, 2019, which resulted in an increase of $488 to both Retained earnings and Accumulated other comprehensive loss. Accounting Pronouncements Issued But Not Yet Adopted ASU No. 2016-13, "Measurement of Credit Losses on Financial Instruments" (Topic 326) requires financial assets measured at amortized cost to be presented at the net amount expected to be collected using an allowance account and provides that credit losses relating to available-for-sale debt securities should be recorded through an allowance for credit losses. The guidance was amended through various ASU's subsequent to ASU 2016-13, all of which is effective for the Company beginning October 1, 2020. We are finalizing the impact of this standard on our financial statements and it is not expected to have a material impact to the Company’s results of operations or financial condition. ASU No. 2018-13 “Fair Value Measurement” (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement provides specific guidance on various disclosure requirements in Topic 820, including removal, modification and addition to current disclosure requirements. ASU 2018-13 will be effective for us beginning October 1, 2020. We are finalizing the impact of this standard on our disclosures and do not expect the adoption to have a material impact in our disclosures. ASU No. 2018-15 “Intangibles—Goodwill and Other—Internal-Use Software” (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (a consensus of the FASB Emerging Issues Task Force) requires an entity (customer) in a hosting arrangement that is a service contract to follow the guidance in Subtopic 350-40 to determine which implementation costs to capitalize as an asset related to the service contract and which costs to expense. ASU 2018-15 will be effective for us beginning October 1, 2020. We are finalizing the impact of this standard on our financial statements and do not expect the adoption to have a material impact. ASU No. 2019-12 “Income Taxes” (Topic 740): Simplifying the Accounting for Income Taxes was issued to simplify Topic 740 through improving consistency and removing certain exceptions to general principles. ASU 2019-12 will be effective for us beginning October 1, 2021. We are currently evaluating the impact of implementing this standard on our financial statements. ASU No. 2020-04 “Reference Rate Reform” (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting provides optional guidance for accounting for contracts, hedging relationships, and other transactions affected by the reference rate reform, if certain criteria are met. The provisions of this standard are available for election through December 31, 2022. We are currently evaluating the impact of the reference rate reform on our contracts and the resulting impact of adopting this standard on our financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Allowance for doubtful accounts | Our allowance for doubtful accounts changed during the fiscal year ended September 30, 2020 and 2019 as follows: 2020 2019 Beginning Balance $ 2,377 $ 1,900 Amount of charge (benefit) to expense (1,122) 432 Deductions and adjustments (672) 45 Ending Balance at September 30 $ 583 $ 2,377 |
Customers who represent more than 10% of revenue | Customers who represented more than 10% of consolidated revenue, all of which are in the Electronic Materials segment, are as follows: Year Ended September 30, 2020 2019 2018 Intel 15 % 14 % * Samsung Group (Samsung) 11 % 11 % 18 % Taiwan Semiconductor Manufacturing Co. (TSMC) * * 12 % SK Hynix Inc. * * 10 % * Customer did not represent more than 10% of consolidated revenue. Of those customers who represented more than 10% of consolidated revenue, their net accounts receivable as a percentage of total net accounts receivable are as follows: September 30, 2020 2019 Intel 8.5 % 8.1 % Samsung Group (Samsung) 7.0 % 5.5 % |
Schedule of property, plant and equipment | Property, plant and equipment are recorded at cost. Depreciation is based on the following estimated useful lives of the assets using the straight-line method: Land Improvements 10-20 years Buildings 15-30 years Machinery and equipment 3-20 years Furniture and fixtures 5-10 years Vehicles 5-8 years Information systems 3-5 years Assets under financing leases The shorter of the term of the lease or estimated useful life |
REVENUE FROM CONTRACTS WITH C_2
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Reconciliation of contract liability balances | The following table provides information about contract liability balances: Consolidated Balance Sheet Location September 30, 2020 September 30, 2019 Contract liabilities (current) Accrued expenses, income taxes payable and other current liabilities $ 8,501 $ 5,008 Contract liabilities (noncurrent) Other long-term liabilities 1,288 1,130 |
Transaction price allocated to remaining performance obligation | The table below discloses (1) the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) as of the end of the reporting period for contracts with an original duration of greater than one year and (2) when the Company expects to recognize this revenue. Less Than 1 Year 1-3 Years 3-5 Years Total Revenue expected to be recognized on contract liability amounts as of September 30, 2020 $ 1,446 $ 1,288 $ — $ 2,734 |
BUSINESS COMBINATION (Tables)
BUSINESS COMBINATION (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
Summary of consideration transferred and allocation of fair values of assets acquired and liabilities assumed | See below for a summary of the different components that comprise the total consideration. Amount Total cash consideration paid for KMG outstanding common stock and equity awards $ 900,756 Cash provided to payoff KMG debt 304,648 Total cash consideration paid 1,205,404 Fair value of CMC common stock issued for KMG outstanding common stock and equity awards 331,048 Total consideration transferred $ 1,536,452 |
Components of identifiable intangible assets acquired and their estimated useful lives | The following table sets forth the components of identifiable intangible assets acquired: Acquisition Date Fair Value Estimated Useful Life Customer relationships - Flowchem $ 315,000 20 Customer relationships - Electronic chemicals 280,000 19 Customer relationships - all other 109,000 15-16 Technology and know-how 85,500 9-11 Trade name - Flowchem 46,000 Indefinite Trade name - all other 7,000 1-15 EPA product registration rights 2,300 15 Total intangible assets $ 844,800 |
Components of identifiable intangible assets acquired and their estimated useful lives | The following table sets forth the components of identifiable intangible assets acquired: Acquisition Date Fair Value Estimated Useful Life Customer relationships - Flowchem $ 315,000 20 Customer relationships - Electronic chemicals 280,000 19 Customer relationships - all other 109,000 15-16 Technology and know-how 85,500 9-11 Trade name - Flowchem 46,000 Indefinite Trade name - all other 7,000 1-15 EPA product registration rights 2,300 15 Total intangible assets $ 844,800 |
Supplemental pro forma information | The following unaudited supplemental pro forma information summarizes the combined results of operations as if the Acquisition had occurred on October 1, 2017. Year Ended September 30, 2019 2018 Revenue $ 1,099,674 $ 1,063,563 Net income 67,722 50,055 Earnings per share - basic $ 2.34 $ 1.74 Earnings per share - diluted $ 2.30 $ 1.70 |
FAIR VALUE OF FINANCIAL INSTR_2
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair value measurements on a recurring basis | The following table presents financial instruments, other than debt, that we measured at fair value on a recurring basis at September 30, 2020 and 2019. See Note 13 of this Annual Report on Form 10-K for a discussion of our debt. In instances where the inputs used to measure the fair value of an asset fall into more than one level of the hierarchy, we have classified them based on the lowest level input that is significant to the determination of the fair value. September 30, 2020 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents $ 257,354 $ — $ — $ 257,354 Other long-term investments 1,214 — — 1,214 Derivative financial instruments — 27 — 27 Liabilities: Derivative financial instruments $ — $ 38,157 $ — $ 38,157 September 30, 2019 Level 1 Level 2 Level 3 Total Assets: Cash and cash equivalents $ 188,495 $ — $ — $ 188,495 Other long-term investments 980 — — 980 Liabilities: Derivative financial instruments $ — $ 24,244 $ — $ 24,244 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories consisted of the following: September 30, 2020 2019 Raw materials $ 66,591 $ 60,157 Work in process 15,148 12,940 Finished goods 77,395 72,181 Total $ 159,134 $ 145,278 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, plant and equipment | Property, plant and equipment consisted of the following: September 30, 2020 2019 Land $ 36,775 $ 36,276 Buildings 166,907 142,585 Machinery and equipment 280,432 257,706 Vehicles 18,719 13,497 Furniture and fixtures 9,865 9,615 Information systems 56,573 46,516 Finance leases 2,514 1,200 Construction in progress 123,441 63,636 Total property, plant and equipment 695,226 571,031 Less: accumulated depreciation (333,159) (294,213) Net property, plant and equipment $ 362,067 $ 276,818 |
ASSET RETIREMENT OBLIGATIONS (T
ASSET RETIREMENT OBLIGATIONS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Rollforward of AROs | The following table provides a roll-forward of the AROs reflected in the Company’s Consolidated Balance Sheets: 2020 2019 Beginning Balance $ 12,675 $ — Purchase Accounting in connection with the Acquisition (860) 12,145 Liabilities settled — — Accretion of discount 599 530 Estimate revision (655) — Ending Balance at September 30 $ 11,759 $ 12,675 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill activity | Goodwill activity for each of the Company’s reportable segments for the years ended September 30, 2020 and 2019 is shown below: Electronic Materials Performance Materials Total Balance at September 30, 2018 $ 96,083 $ 5,000 $ 101,083 Foreign currency translation impact (3,145) 4 (3,141) Goodwill arising from the Acquisition 259,859 352,270 612,129 Balance at September 30, 2019 $ 352,797 $ 357,274 $ 710,071 Foreign currency translation impact 7,628 (257) 7,371 Other — 1,205 1,205 Balance at September 30, 2020 $ 360,425 $ 358,222 $ 718,647 |
Components of other intangible assets | The components of other intangible assets are as follows: September 30, 2020 September 30, 2019 Gross Carrying Accumulated Net Gross Carrying Accumulated Net Other intangible assets subject to amortization: Customer relationships, trade names, and distribution rights $ 690,716 $ 140,037 $ 550,679 $ 684,764 $ 64,471 $ 620,293 Product technology, trade secrets and know-how 122,135 49,228 72,907 123,948 37,993 85,955 Acquired patents and licenses 8,921 8,713 208 9,023 8,397 626 Total other intangible assets subject to amortization 821,772 197,978 623,794 817,735 110,861 706,874 Other intangible assets not subject to amortization: Other indefinite-lived intangibles* 47,170 — 47,170 47,170 — 47,170 Total other intangible assets not subject to amortization 47,170 — 47,170 47,170 — 47,170 Total other intangible assets $ 868,942 $ 197,978 $ 670,964 $ 864,905 $ 110,861 $ 754,044 * Other indefinite-lived intangibles not subject to amortization primarily consist of trade names. Gross Carrying Amount Balance at September 30, 2019 Impairment 1 FX and Other Balance at September 30, 2020 Accumulated Amortization Net at September 30, 2020 Other intangible assets subject to amortization: Customer relationships, trade names, and distribution rights $ 684,764 $ (1,419) $ 7,371 $ 690,716 $ 140,037 $ 550,679 Product technology, trade secrets and know-how 123,948 (343) (1,470) 122,135 49,228 72,907 Acquired patents and licenses 9,023 (102) — 8,921 8,713 208 Total other intangible assets subject to amortization 817,735 (1,864) 5,901 821,772 197,978 623,794 Other intangible assets not subject to amortization: Other indefinite-lived intangibles* 47,170 — — 47,170 — 47,170 Total other intangible assets not subject to amortization 47,170 — — 47,170 — 47,170 Total other intangible assets $ 864,905 $ (1,864) $ 5,901 $ 868,942 $ 197,978 $ 670,964 |
Components of other intangible assets | The components of other intangible assets are as follows: September 30, 2020 September 30, 2019 Gross Carrying Accumulated Net Gross Carrying Accumulated Net Other intangible assets subject to amortization: Customer relationships, trade names, and distribution rights $ 690,716 $ 140,037 $ 550,679 $ 684,764 $ 64,471 $ 620,293 Product technology, trade secrets and know-how 122,135 49,228 72,907 123,948 37,993 85,955 Acquired patents and licenses 8,921 8,713 208 9,023 8,397 626 Total other intangible assets subject to amortization 821,772 197,978 623,794 817,735 110,861 706,874 Other intangible assets not subject to amortization: Other indefinite-lived intangibles* 47,170 — 47,170 47,170 — 47,170 Total other intangible assets not subject to amortization 47,170 — 47,170 47,170 — 47,170 Total other intangible assets $ 868,942 $ 197,978 $ 670,964 $ 864,905 $ 110,861 $ 754,044 * Other indefinite-lived intangibles not subject to amortization primarily consist of trade names. Gross Carrying Amount Balance at September 30, 2019 Impairment 1 FX and Other Balance at September 30, 2020 Accumulated Amortization Net at September 30, 2020 Other intangible assets subject to amortization: Customer relationships, trade names, and distribution rights $ 684,764 $ (1,419) $ 7,371 $ 690,716 $ 140,037 $ 550,679 Product technology, trade secrets and know-how 123,948 (343) (1,470) 122,135 49,228 72,907 Acquired patents and licenses 9,023 (102) — 8,921 8,713 208 Total other intangible assets subject to amortization 817,735 (1,864) 5,901 821,772 197,978 623,794 Other intangible assets not subject to amortization: Other indefinite-lived intangibles* 47,170 — — 47,170 — 47,170 Total other intangible assets not subject to amortization 47,170 — — 47,170 — 47,170 Total other intangible assets $ 864,905 $ (1,864) $ 5,901 $ 868,942 $ 197,978 $ 670,964 |
Estimated future amortization expense | Estimated future amortization expense of intangible assets as of September 30, 2020 for the five succeeding fiscal years is as follows: Fiscal Year Estimated 2021 $81,985 2022 74,695 2023 62,879 2024 55,664 2025 50,526 |
LONG-LIVED ASSET IMPAIRMENT -_2
LONG-LIVED ASSET IMPAIRMENT -WOOD TREATMENT (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Long-Lived Asset Impairment [Abstract] | |
Long-lived asset impairment | The resulting impairment charge of $2,314 was recorded to reduce the carrying values of these assets to fair value and was allocated as follows: September 30, 2020 2019 Property, plant, and equipment, net $ 450 $ 4,063 Other intangible assets – Product technology 343 9,651 Other intangible assets – Acquired patents and licenses 102 1,689 Other intangible assets – Customer relationships, distribution rights, and other 1,419 51,969 Total $ 2,314 $ 67,372 |
OTHER LONG-TERM ASSETS (Tables)
OTHER LONG-TERM ASSETS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other long-term assets | Other long-term assets consisted of the following: September 30, 2020 2019 Long-term right of use assets $ 30,999 $ — Long-term vendor contract assets 2,889 1,164 Long-term SERP investments 1,214 980 Prepaid unamortized debt issuance costs - revolver 537 709 Other long-term assets 4,368 2,858 Total $ 40,007 $ 5,711 |
ACCRUED EXPENSES, INCOME TAXE_2
ACCRUED EXPENSES, INCOME TAXES PAYABLE AND OTHER CURRENT LIABILITIES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
Accrued expenses, income taxes payable and other current liabilities | Accrued expenses, income taxes payable and other current liabilities consisted of the following: September 30, 2020 2019 Accrued compensation $ 46,465 $ 33,809 Income taxes payable 16,216 15,725 Dividends payable 13,669 12,953 Interest rate swap liability 11,992 5,351 Contract liabilities (current) 8,501 5,008 Current portion of operating lease liability 6,513 — Taxes, other than income taxes 5,044 6,281 Goods and services received, not yet invoiced 3,957 3,075 Accrued interest 29 3,739 KMG - Bernuth warehouse fire-related (See Note 20) — 7,998 Other 9,056 9,679 Total $ 121,442 $ 103,618 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of total debt components | Total debt consisted of the following: September 30, 2020 2019 Senior Secured Term Loan Facility, one-month LIBOR plus 2.00% and 2.25%, respectively $ 936,363 $ 959,676 Less: Unamortized debt issuance costs (14,949) (17,900) Total debt 921,414 941,776 Less: Current maturities and short-term debt (10,650) (13,313) Total long-term debt excluding current maturities $ 910,764 $ 928,463 Term Loan Facility |
Schedule of principal repayments | As of September 30, 2020, scheduled principal repayments of the Term Loan Facility were: Fiscal Year Principal Repayments 2021 $ 10,650 2022 10,650 2023 10,650 2024 10,650 2025 10,650 Thereafter 883,113 $ 936,363 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Components of lease expense | The components of lease expense are as follows: Lease Components Year Ended September 30, 2020 Operating lease cost $ 7,871 Variable and short-term costs 1,637 Total lease cost $ 9,508 |
Supplemental balance sheet information | Supplemental balance sheet information related to leases is as follows: Lease Components Consolidated Balance Sheet Location September 30, 2020 Lease right-of-use assets Other long-term assets $ 30,999 Lease liabilities - current Accrued expenses, income taxes payable and other current liabilities $ 6,513 Lease liabilities - non-current Other long-term liabilities 25,967 Total lease liabilities $ 32,480 Weighted-average remaining lease term (in years) 7 years Weighted-average discount rate 3.06 % |
Schedule of future maturities of operating lease liabilities | Future maturities of operating lease liabilities for the years ended September 30 are as follows: Fiscal Year Amount 2021 $ 7,196 2022 6,672 2023 5,645 2024 4,242 2025 3,499 2026 and future years 8,261 Total future lease payments 35,515 Less: Imputed interest 3,035 Operating lease liability 32,480 Less: Current portion of operating lease liability 6,513 Long-term portion of operating lease liability $ 25,967 |
Schedule of minimum lease payments under operating leases | As of September 30, 2019, minimum lease payments under non-cancellable operating leases in excess of one year are as follows: Fiscal Year Amount 2020 $ 6,984 2021 4,941 2022 4,291 2023 4,122 2024 3,710 Thereafter 12,010 Total future minimum lease payments $ 36,058 |
DERIVATIVE FINANCIAL INSTRUME_2
DERIVATIVE FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | The notional amount of our derivative instruments are as follows: September 30, 2020 2019 Derivatives designated as hedging instruments Interest rate swap contract $ 571,000 $ 699,000 Derivatives not designated as hedging instruments Foreign exchange contracts to purchase U.S. dollars 8,054 6,239 Foreign exchange contracts to sell U.S. dollars 25,105 24,270 |
Fair value of derivative instruments included in the Consolidated Balance Sheet | The fair value of our derivative instruments included in the Consolidated Balance Sheets was as follows: Derivative Assets Derivative Liabilities September 30, September 30, Consolidated Balance Sheets Location 2020 2019 2020 2019 Derivatives designated as hedging instruments Interest rate swap contract Accrued expenses, income taxes payable and other current liabilities $ — $ — $ 11,992 $ 5,351 Other long-term liabilities — — 26,000 18,841 Derivatives not designated as hedging instruments Foreign exchange contracts Prepaid expenses and other current assets 27 — — — Accrued expenses, income taxes payable and other current liabilities — — 165 52 |
Summary of effect of derivative instruments on the Consolidated Statements of Income and Other Comprehensive Income | The following table summarizes the effect of our derivative instrument on our Consolidated Statements of Income: Gain (Loss) Recognized in Consolidated Statements of Income Fiscal Year Ended September 30, Consolidated Statements of Income Location 2020 2019 2018 Derivatives designated as hedging instruments Interest rate swap contract Interest expense $ (9,360) $ 524 $ 515 Derivatives not designated as hedging instruments Foreign exchange contracts Other income (expense), net (222) 28 (1,569) The following table summarizes the effect of our derivative instrument on Accumulated other comprehensive income: Amount of Gain (Loss) Recognized in Other Comprehensive Income Fiscal Year Ended September 30, 2020 2019 2018 Derivatives designated as hedging instruments Interest rate swap contract $ (23,161) $ (23,667) $ 430 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Summary of the components of accumulated other comprehensive income (loss) | The table below summarizes the components of Accumulated other comprehensive income (loss), net of income tax expense (benefit). Year Ended September 30, 2020 2019 2018 Beginning Balance $ (23,238) $ 4,539 $ 3,949 Foreign currency translation adjustment 19,642 (7,957) (1,730) Income tax expense (benefit) (356) (591) 2,409 Foreign currency translation adjustment, net of tax 19,286 (8,548) 679 Pension and other postretirement 891 (479) (25) Income tax expense (benefit) 156 30 (1) Pension and other postretirement, net of tax 1,047 (449) (26) Unrealized gain (loss) on cash flow hedges: Change in fair value (23,161) (23,667) 430 Reclassification adjustment into earnings 9,360 (524) (515) Income tax expense 3,090 5,411 22 Unrealized loss on cash flow hedges, net of tax (10,711) (18,780) (63) Effect of the adoption of the stranded tax effect accounting standard (497) — — Income tax expense 9 — — Effect of the adoption of the stranded tax effect accounting standard, net of tax (488) — — Net Change 9,134 (27,777) 590 Ending Balance $ (14,104) $ (23,238) $ 4,539 |
SHARE-BASED COMPENSATION PLANS
SHARE-BASED COMPENSATION PLANS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Fair value assumptions and methodology | The fair value of our share-based awards, as shown below, was estimated using the Black-Scholes model with the following weighted-average assumptions: Year Ended September 30, 2020 2019 2018 Weighted-average grant date fair value $ 39.68 $ 27.34 $ 26.59 Expected term (in years) 6.96 6.86 6.68 Expected volatility 32 % 26 % 26 % Risk-free rate of return 1.6 % 2.8 % 2.4 % Dividend yield 1.3 % 1.6 % 1.0 % A summary of stock option activity is as follows: Stock Weighted Weighted Aggregate Outstanding at September 30, 2019 879 $ 63.44 Granted 121 129.60 Exercised (182) 51.50 Forfeited or canceled (11) 75.59 Outstanding at September 30, 2020 807 $ 75.87 6.2 $ 54,078 Exercisable at September 30, 2020 499 $ 58.27 5.1 $ 42,184 Expected to vest at September 30, 2020 308 $ 104.39 8.1 $ 11,836 Year Ended September 30, 2020 2019 2018 Intrinsic value of options exercised $ 19,077 $ 20,711 $ 30,345 Cash received from exercise of options 9,350 13,193 19,247 Tax benefit from exercise of options 3,629 4,449 7,503 Fair value of options vested 3,765 4,506 5,008 Year Ended September 30, 2020 2019 2018 Weighted-average grant date fair value $ 39.17 $ 25.16 $ 20.94 Shares issued 46 49 50 Expected term (in years) 0.5 0.5 0.5 Expected volatility 52 % 34 % 26 % Risk-free rate of return 1.7 % 2.3 % 1.5 % Dividend yield 1.3 % 1.6 % 1.1 % |
Summary of restricted stock awards and restricted stock unit awards | A summary of the activity of the restricted stock awards, RSU awards, and PSU awards is presented below: Restricted Stock Weighted Average Nonvested at September 30, 2019 275 $ 87.36 Granted 1 88 125.14 Vested (100) 74.65 Forfeited (6) 83.65 Nonvested at September 30, 2020 257 $ 104.83 1 Includes PSUs awarded Year Ended September 30, 2020 2019 2018 Weighted average grant date fair value $ 104.83 $ 87.36 $ 70.42 |
Share based compensation expense | Total share-based compensation expense and the classification of that expense in the Consolidated Statements of Income for the years ended September 30, 2020, 2019 and 2018, is as follows: Year Ended September 30, 2020 2019 2018 Cost of sales $ 2,863 $ 2,727 $ 2,450 Research, development and technical 2,090 2,150 1,940 Selling, general and administrative 11,443 13,350 14,128 Tax benefit (3,162) (3,767) (4,306) Total share-based compensation expense, net of tax $ 13,234 $ 14,460 $ 14,212 Total gross share-based compensation expense is attributable to the following awards: Year Ended September 30, 2020 2019 2018 Stock Options $ 4,406 $ 4,267 $ 6,392 Restricted stock, restricted stock units, and replacement awards 8,259 11,400 9,186 Performance share units 1,957 1,279 2,056 ESPP 1,774 1,281 885 |
EMPLOYEE RETIREMENT PLANS (Tabl
EMPLOYEE RETIREMENT PLANS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Retirement Benefits [Abstract] | |
Schedule of Defined Benefit Plans Disclosures | A summary of these combined plans are: September 30, 2020 2019 Projected benefit obligation $ 11,627 $ 11,121 Accumulated benefit obligation 8,680 8,314 Pension cost included in Accumulated other comprehensive income (loss) (764) (1,811) Weighted average discount rate 1.32 % 0.73 % Weighted average rate of increases in future compensation levels 3.01 % 2.89 % |
Estimated future benefit payments | Net service costs are included in Cost of sales and Operating expenses, and all other costs are recorded in the Other income (expense), net in our Consolidated Statements of Income. Estimated future benefit payments are as follows: Fiscal Year Amount 2021 $ 519 2022 542 2023 641 2024 661 2025 1,209 2026 to 2030 5,172 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of income before income taxes | Income before income taxes was as follows: Year Ended September 30, 2020 2019 2018 Domestic $ 94,002 $ (45,364) $ 46,254 Foreign 79,345 108,470 115,457 Total $ 173,347 $ 63,106 $ 161,711 |
Taxes on income | Taxes on income consisted of the following: Year Ended September 30, 2020 2019 2018 U.S. federal and state: Current $ 20,733 $ 23,461 $ 14,698 Deferred (7,048) (23,182) 10,347 Total 13,685 279 25,045 Foreign: Current 21,053 27,580 26,135 Deferred (4,219) (3,968) 488 Total 16,834 23,612 26,623 Total U.S. and foreign $ 30,519 $ 23,891 $ 51,668 |
Income tax rate reconciliation | The Provision for income taxes at our effective tax rate differed from the statutory rate as follows: Year Ended September 30, 2020 2019 2018 Federal statutory rate 21.0 % 21.0 % 24.5 % U.S. benefits from research and experimentation activities (1.5) (2.9) (0.8) State taxes, net of federal effect 1.1 (4.7) 0.1 Foreign income at other than U.S. rates 1.7 10.3 1.2 Excess compensation 0.4 6.4 0.4 Share-based compensation (2.2) (7.2) (4.3) U.S. tax reform — 14.1 11.2 Global Intangible Low Taxed Income ("GILTI") — 3.1 — Foreign derived intangible income (3.4) (3.9) — Change in reserve positions 1.9 0.3 (0.5) Other, net (1.4) 1.4 0.2 Provision for income taxes 17.6 % 37.9 % 32.0 % |
Reconciliation of gross unrecognized ftax benefits | The following table presents the changes in the balance of gross unrecognized tax benefits during the last three fiscal years: Balance September 30, 2017 $ 2,270 Additions for tax positions relating to the current fiscal year 263 Additions for tax positions relating to prior fiscal years 116 Lapse of statute of limitations (1,215) Balance September 30, 2018 1,434 Additions for tax positions relating to the current fiscal year 271 Additions for tax positions relating to prior fiscal years 9,839 Balance September 30, 2019 11,544 Additions for tax positions relating to the current fiscal year 4,691 Additions for tax positions relating to prior fiscal years 140 Reduction for tax positions relating to prior fiscal years (1,337) Balance September 30, 2020 $ 15,038 |
Significant components of deferred tax assets and liabilities | Significant components of net deferred tax assets and liabilities were as follows: September 30, 2020 2019 Deferred tax assets: Employee benefits $ 8,920 $ 5,719 Inventory 4,657 3,811 Accrued expenses 2,615 4,202 Share-based compensation expense 5,709 5,215 Credit and other carryforwards 5,803 9,743 Interest rate swap 8,506 5,412 Other 1,238 1,088 Valuation allowance (2,948) (2,574) Total deferred tax assets $ 34,500 $ 32,616 Deferred tax liabilities: Depreciation and amortization $ 131,237 $ 140,092 Withholding on transition taxes 4,156 6,026 Other 3,606 1,926 Total deferred tax liabilities $ 138,999 $ 148,044 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of basic and diluted earnings per share | Basic and diluted earnings per share were calculated as follows: Year Ended September 30, 2020 2019 2018 Numerator: Net income available to common shares $ 142,828 $ 39,215 $ 110,043 Less: income attributable to participating securities 1 — — (123) Net income available to common stockholders $ 142,828 $ 39,215 $ 109,920 Denominator: Weighted average common shares 29,136 28,571 25,518 Weighted average effect of dilutive securities 444 523 725 Diluted weighted average common shares 29,580 29,094 26,243 Earnings per share: Basic $ 4.90 $ 1.37 $ 4.31 Diluted $ 4.83 $ 1.35 $ 4.19 |
Schedule of shares excluded form calculation of diluted earnings per share | Shares excluded from the calculation of Diluted earnings per share as their inclusion would have been anti-dilutive were as follows: Year Ended September 30, 2020 2019 2018 Outstanding stock options 102 196 100 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Revenue from external customers by segment | Revenue from external customers by segment are as follows: Year Ended September 30, 2020 2019 2018 Segment Revenue: Electronic Materials: CMP Slurries $ 480,617 $ 460,053 $ 476,828 Electronic Chemicals 316,253 278,413 — CMP Pads 85,954 94,585 83,117 Total Electronic Materials 882,824 833,051 559,945 Performance Materials: PIM 141,503 140,553 — Wood Treatment 62,655 31,898 — QED 29,288 32,194 30,178 Total Performance Materials 233,446 204,645 30,178 Total $ 1,116,270 $ 1,037,696 $ 590,123 |
Capital expenditures by segment | Capital expenditures by segment are as follows: Year Ended September 30, 2020 2019 2018 Capital Expenditures: Electronic Materials $ 26,536 $ 40,166 $ 18,668 Performance Materials 84,634 16,367 409 Corporate 11,344 5,663 3,918 Total $ 122,514 $ 62,196 $ 22,995 |
Adjusted EBITDA by segment | Adjusted EBITDA by segment is as follows: Year Ended September 30, 2020 2019 2018 Net income $ 142,828 $ 39,215 $ 110,043 Interest expense 42,510 45,681 2,905 Interest income (670) (2,346) (4,409) Income taxes 30,519 23,891 51,668 Depreciation and amortization 127,737 98,592 25,876 EBITDA 342,924 205,033 186,083 Acquisition and integration-related expense 10,852 34,709 3,861 Charges related to asset impairment of wood treatment business 2,314 67,372 — Costs related to KMG-Bernuth warehouse fire, net of insurance recovery 1,083 9,905 — Costs related to the Pandemic, net of grants received 849 — — Charge for fair value write-up of acquired inventory sold — 14,869 — Net costs related to restructuring of the wood treatment business (221) 1,530 — Consolidated adjusted EBITDA $ 357,801 $ 333,418 $ 189,944 Segment adjusted EBITDA: Electronic Materials $ 299,037 $ 294,902 $ 222,019 Performance Materials 106,797 91,372 7,191 Unallocated corporate expenses (48,033) (52,856) (39,266) Consolidated adjusted EBITDA $ 357,801 $ 333,418 $ 189,944 |
FINANCIAL INFORMATION BY GEOG_2
FINANCIAL INFORMATION BY GEOGRAPHIC AREA (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Financial information by geographic area | Financial information by geographic area was as follows: Year Ended September 30, 2020 2019 2018 Revenue: North America $ 399,993 $ 372,247 $ 79,019 Asia 546,866 515,833 471,215 Europe, Middle East, and Africa 169,099 149,305 39,889 South America 312 311 — Total $ 1,116,270 $ 1,037,696 $ 590,123 Property, plant and equipment, net 1 : North America $ 250,895 $ 133,682 $ 60,818 Asia 66,872 68,823 50,573 Europe 44,300 74,313 12 Total $ 362,067 $ 276,818 $ 111,403 1 No individual countries other than the U.S. have material Property, plant and equipment |
Sales to customers in foreign countries that accounted for more than 10 percent of total revenue | The following table shows revenue from sales to customers in foreign countries that accounted for more than ten percent of our total revenue in fiscal 2020, 2019 and 2018: Year Ended September 30, 2020 2019 2018 Revenue: South Korea $ 127,972 $ 135,844 $ 136,403 Taiwan 133,059 125,895 130,500 China 113,570 * 97,254 * Not a country with more than 10% revenue. |
SELECTED QUARTERLY OPERATING _2
SELECTED QUARTERLY OPERATING RESULTS (Tables) | 12 Months Ended |
Sep. 30, 2020 | |
Selected Quarterly Financial Information [Abstract] | |
Selected quarterly operating results | The following table presents our unaudited financial information for the eight quarterly periods ended September 30, 2020. This unaudited financial information has been prepared in accordance with accounting principles generally accepted in the United States of America, applied on a basis consistent with the annual audited financial statements and in the opinion of management, include all necessary adjustments, which consist only of normal recurring adjustments necessary to present fairly the financial results for the periods. The results for any quarter are not necessarily indicative of results for any future period. SELECTED QUARTERLY OPERATING RESULTS (Unaudited and in thousands, except per share amounts) September 30, 2020 June 30, March 31, Dec. 31, September 30, 2019 June 30, March 31, Dec. 31, Revenue $ 274,207 $ 274,727 $ 284,193 $ 283,143 $ 278,645 $ 271,882 $ 265,391 $ 221,778 Cost of sales 157,144 152,973 163,091 154,461 165,535 156,492 150,571 122,445 Gross profit 117,063 121,754 121,102 128,682 113,110 115,390 114,820 99,333 Operating income (loss) 46,068 57,742 51,663 61,432 (17,623) 52,240 51,714 24,165 Net income (loss) $ 36,855 $ 34,525 $ 32,899 $ 38,549 $ (20,243) $ 18,878 $ 27,137 $ 13,443 Basic earnings (loss) per share 1 $ 1.27 $ 1.19 $ 1.12 $ 1.32 $ (0.70) $ 0.65 $ 0.94 $ 0.50 Diluted earnings (loss) per share 1 $ 1.25 $ 1.17 $ 1.11 $ 1.30 $ (0.70) $ 0.64 $ 0.92 $ 0.48 1 The total of the individual quarters may not equal full year results as quarterly per share information is calculated using the quarterly weighted average shares. |
BACKGROUND AND BASIS OF PRESE_2
BACKGROUND AND BASIS OF PRESENTATION (Details) | 12 Months Ended |
Sep. 30, 2020segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of reportable segments | 2 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accounts Receivable and Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Allowance for doubtful accounts [Roll Forward] | ||
Balance, beginning of period | $ 2,377 | $ 1,900 |
Amount of charge (benefit) to expense | (1,122) | |
Amount of charge (benefit) to expense | 432 | |
Deductions and adjustments | (672) | 45 |
Balance, end of period | $ 583 | $ 2,377 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Concentration of Risk (Details) | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenue benchmark | Customer concentration risk | Intel | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 15.00% | 14.00% | |
Revenue benchmark | Customer concentration risk | Samsung Group (Samsung) | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 11.00% | 11.00% | 18.00% |
Revenue benchmark | Customer concentration risk | Taiwan Semiconductor Manufacturing Co. (TSMC) | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 12.00% | ||
Revenue benchmark | Customer concentration risk | SK Hynix Inc. | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 10.00% | ||
Net accounts receivable | Credit concentration risk | Intel | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 8.50% | 8.10% | |
Net accounts receivable | Credit concentration risk | Samsung Group (Samsung) | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 7.00% | 5.50% |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property, Plant and Equipment (Details) | 12 Months Ended |
Sep. 30, 2020 | |
Land Improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 10 years |
Land Improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 20 years |
Buildings | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 15 years |
Buildings | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 30 years |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 20 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 10 years |
Vehicles | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 5 years |
Vehicles | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 8 years |
Information systems | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 3 years |
Information systems | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life | 5 years |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill and Other Intangible Assets (Details) | 12 Months Ended |
Sep. 30, 2020 | |
Minimum | |
Goodwill [Line Items] | |
Useful lives of intangible assets | 2 years |
Maximum | |
Goodwill [Line Items] | |
Useful lives of intangible assets | 20 years |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Recently Adopted Accounting Pronouncements (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Oct. 01, 2019 | Sep. 30, 2019 | Oct. 01, 2018 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Operating lease liability | $ 32,480 | |||
Long-term right of use assets | $ 30,999 | $ 0 | ||
Accounting Standards Update 2016-02 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Operating lease liability | $ 30,881 | |||
Long-term right of use assets | 30,115 | |||
Cumulative Effect, Period of Adoption, Adjustment | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Effect of the adoption of the stranded tax effect accounting standard | 0 | $ (933) | ||
Cumulative Effect, Period of Adoption, Adjustment | Retained Earnings | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Effect of the adoption of the stranded tax effect accounting standard | $ 488 | $ (933) |
REVENUE FROM CONTRACTS WITH C_3
REVENUE FROM CONTRACTS WITH CUSTOMERS - Reconciliation of Contract Balances (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Contract with Customer, Liability [Abstract] | ||
Contract liabilities (current) | $ 8,501 | $ 5,008 |
Contract liabilities (noncurrent) | $ 1,288 | $ 1,130 |
REVENUE FROM CONTRACTS WITH C_4
REVENUE FROM CONTRACTS WITH CUSTOMERS - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | ||
Revenue recognized from contract with customers | $ 3,576 | $ 4,989 |
REVENUE FROM CONTRACTS WITH C_5
REVENUE FROM CONTRACTS WITH CUSTOMERS - Transaction Price Allocated to Remaining Performance Obligations (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue expected to be recognized on contract liability amounts as of end of period | $ 2,734 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue expected to be recognized on contract liability amounts as of end of period | $ 1,446 |
Revenue, Performance Obligation [Abstract] | |
Revenue expected to be recognized on contract liability, satisfaction period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue expected to be recognized on contract liability amounts as of end of period | $ 1,288 |
Revenue, Performance Obligation [Abstract] | |
Revenue expected to be recognized on contract liability, satisfaction period | 2 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue expected to be recognized on contract liability amounts as of end of period | $ 0 |
Revenue, Performance Obligation [Abstract] | |
Revenue expected to be recognized on contract liability, satisfaction period | 2 years |
BUSINESS COMBINATION - Narrativ
BUSINESS COMBINATION - Narrative (Details) - USD ($) $ in Thousands | Nov. 15, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
Business Acquisition [Line Items] | ||||
Acquisition of business, net of cash acquired | $ 0 | $ 1,182,187 | $ 0 | |
Goodwill | 718,647 | 710,071 | 101,083 | |
Share-based compensation expense | 16,396 | 18,227 | 18,517 | |
Non-cash charge on inventory step up of acquired inventory sold | 0 | 14,869 | 0 | |
Wood Treatment | ||||
Business Acquisition [Line Items] | ||||
Goodwill | 35,000 | |||
Acquisition-related costs | ||||
Business Acquisition [Line Items] | ||||
Non-cash charge on inventory step up of acquired inventory sold | 0 | 14,869 | ||
Electronic Materials | ||||
Business Acquisition [Line Items] | ||||
Goodwill | 360,425 | 352,797 | 96,083 | |
Performance Materials | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 358,222 | 357,274 | 5,000 | |
KMG | ||||
Business Acquisition [Line Items] | ||||
Acquisition of business, net of cash acquired | $ 1,513,235 | |||
Consideration transferred | 1,536,452 | |||
Cash acquired from acquisition | $ 23,217 | |||
Weighted average useful life | 17 years 10 months 24 days | |||
KMG | Acquisition-related costs | ||||
Business Acquisition [Line Items] | ||||
Non-recurring transaction cost | 2,495 | 33,208 | ||
Share-based compensation expense | $ 427 | $ 38,132 | ||
KMG | Electronic Materials | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 259,859 | |||
KMG | Performance Materials | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 353,475 |
BUSINESS COMBINATION - Consider
BUSINESS COMBINATION - Consideration (Details) - KMG $ in Thousands | Nov. 15, 2018USD ($) |
Business Combination, Consideration Transferred [Abstract] | |
Total cash consideration paid for KMG outstanding common stock and equity awards | $ 900,756 |
Cash provided to payoff KMG debt | 304,648 |
Total cash consideration paid | 1,205,404 |
Fair value of CMC common stock issued for KMG outstanding common stock and equity awards | 331,048 |
Total consideration transferred | $ 1,536,452 |
BUSINESS COMBINATION - Identifi
BUSINESS COMBINATION - Identifiable Intangible Assets Acquired (Details) - KMG $ in Thousands | Nov. 15, 2018USD ($) |
Acquired Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | |
Fair value, intangible assets | $ 844,800 |
Trade name - Flowchem | |
Acquired Indefinite-lived Intangible Assets [Line Items] | |
Intangible assets acquired | 46,000 |
Customer relationships - Flowchem | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets acquired | $ 315,000 |
Estimated useful life | 20 years |
Customer relationships - Electronic chemicals | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets acquired | $ 280,000 |
Estimated useful life | 19 years |
Customer relationships - all other | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets acquired | $ 109,000 |
Customer relationships - all other | Minimum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 15 years |
Customer relationships - all other | Maximum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 16 years |
Technology and know-how | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets acquired | $ 85,500 |
Technology and know-how | Minimum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 9 years |
Technology and know-how | Maximum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 11 years |
Trade name - all other | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets acquired | $ 7,000 |
Trade name - all other | Minimum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 1 year |
Trade name - all other | Maximum | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 15 years |
EPA product registration rights | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets acquired | $ 2,300 |
Estimated useful life | 15 years |
BUSINESS COMBINATION - Pro Form
BUSINESS COMBINATION - Pro Forma Information (Details) - KMG - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Business Acquisition, Pro Forma Information [Abstract] | ||
Revenue | $ 1,099,674 | $ 1,063,563 |
Net income | $ 67,722 | $ 50,055 |
Earnings per share - basic (in dollars per share) | $ 2.34 | $ 1.74 |
Earnings per share - diluted (in dollars per share) | $ 2.30 | $ 1.70 |
FAIR VALUE OF FINANCIAL INSTR_3
FAIR VALUE OF FINANCIAL INSTRUMENTS - Fair Value Disclosure (Details) - Fair value, measurements, recurring - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Assets: | ||
Cash and cash equivalents | $ 257,354 | $ 188,495 |
Other long-term investments | 1,214 | 980 |
Derivative financial instruments | 27 | |
Liabilities: | ||
Derivative financial instruments | 38,157 | 24,244 |
Level 1 | ||
Assets: | ||
Cash and cash equivalents | 257,354 | 188,495 |
Other long-term investments | 1,214 | 980 |
Derivative financial instruments | 0 | |
Liabilities: | ||
Derivative financial instruments | 0 | 0 |
Level 2 | ||
Assets: | ||
Cash and cash equivalents | 0 | 0 |
Other long-term investments | 0 | 0 |
Derivative financial instruments | 27 | |
Liabilities: | ||
Derivative financial instruments | 38,157 | 24,244 |
Level 3 | ||
Assets: | ||
Cash and cash equivalents | 0 | 0 |
Other long-term investments | 0 | 0 |
Derivative financial instruments | 0 | |
Liabilities: | ||
Derivative financial instruments | $ 0 | $ 0 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Inventory, Net, Items Net of Reserve Alternative [Abstract] | ||
Raw materials | $ 66,591 | $ 60,157 |
Work in process | 15,148 | 12,940 |
Finished goods | 77,395 | 72,181 |
Total | $ 159,134 | $ 145,278 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Total property, plant and equipment | $ 695,226,000 | $ 571,031,000 | |
Less: accumulated depreciation | (333,159,000) | (294,213,000) | |
Net property, plant and equipment | 362,067,000 | 276,818,000 | $ 111,403,000 |
Depreciation expense | 39,929,000 | 37,584,000 | 17,255,000 |
Impairment of assets | 2,314,000 | 67,372,000 | 0 |
Impairment expense | 2,314,000 | 67,372,000 | 0 |
Wood Treatment | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Net property, plant and equipment | 450,000 | ||
Impairment of assets | 2,314,000 | 67,372,000 | $ 0 |
Impairment expense | 450,000 | 4,063,000 | |
Land | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Total property, plant and equipment | 36,775,000 | 36,276,000 | |
Buildings | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Total property, plant and equipment | 166,907,000 | 142,585,000 | |
Machinery and equipment | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Total property, plant and equipment | 280,432,000 | 257,706,000 | |
Vehicles | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Total property, plant and equipment | 18,719,000 | 13,497,000 | |
Furniture and fixtures | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Total property, plant and equipment | 9,865,000 | 9,615,000 | |
Information systems | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Total property, plant and equipment | 56,573,000 | 46,516,000 | |
Finance leases | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Total property, plant and equipment | 2,514,000 | 1,200,000 | |
Construction in progress | |||
Property, Plant and Equipment, Net, by Type [Abstract] | |||
Total property, plant and equipment | $ 123,441,000 | $ 63,636,000 |
ASSET RETIREMENT OBLIGATIONS (D
ASSET RETIREMENT OBLIGATIONS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |||
Beginning balance | $ 12,675 | $ 0 | |
Purchase Accounting in connection with the Acquisition | (860) | 12,145 | |
Liabilities settled | 0 | 0 | |
Accretion on Asset Retirement Obligations | 599 | 530 | $ 0 |
Accretion of discount | (655) | 0 | |
Ending balance | $ 11,759 | $ 12,675 | $ 0 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS - Goodwill Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 710,071 | $ 101,083 |
Foreign currency translation impact | 7,371 | (3,141) |
Goodwill arising from the Acquisition | 612,129 | |
Other | 1,205 | |
Goodwill, ending balance | 718,647 | 710,071 |
Electronic Materials | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 352,797 | 96,083 |
Foreign currency translation impact | 7,628 | (3,145) |
Goodwill arising from the Acquisition | 259,859 | |
Other | 0 | |
Goodwill, ending balance | 360,425 | 352,797 |
Performance Materials | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 357,274 | 5,000 |
Foreign currency translation impact | (257) | 4 |
Goodwill arising from the Acquisition | 352,270 | |
Other | 1,205 | |
Goodwill, ending balance | $ 358,222 | $ 357,274 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS - Components of Other Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Other intangible assets subject to amortization: | ||
Accumulated Amortization | $ 197,978 | $ 110,861 |
Net | 623,794 | 706,874 |
Other intangible assets not subject to amortization: | ||
Other intangible assets not subject to amortization | 47,170 | 47,170 |
Total other intangible assets, gross | 868,942 | 864,905 |
Total other intangible assets, net | 670,964 | 754,044 |
Other Intangible Assets | ||
Other intangible assets not subject to amortization: | ||
Other intangible assets not subject to amortization | 47,170 | 47,170 |
Customer relationships, trade names, and distribution rights | ||
Other intangible assets subject to amortization: | ||
Accumulated Amortization | 140,037 | 64,471 |
Net | 550,679 | 620,293 |
Product technology, trade secrets and know-how | ||
Other intangible assets subject to amortization: | ||
Accumulated Amortization | 49,228 | 37,993 |
Net | 72,907 | 85,955 |
Acquired patents and licenses | ||
Other intangible assets subject to amortization: | ||
Accumulated Amortization | 8,713 | 8,397 |
Net | $ 208 | $ 626 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS - Components of Other Intangible Assets, Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount, beginning balance | $ 817,735 | |
Impairment | (1,864) | |
FX and Other | 5,901 | |
Gross carrying amount, ending balance | 821,772 | |
Accumulated Amortization | 197,978 | $ 110,861 |
Net | 623,794 | 706,874 |
Indefinite-lived Intangible Assets [Line Items] | ||
Other indefinite-lived intangibles, beginning balance | 47,170 | |
Other indefinite-lived intangibles, ending balance | 47,170 | |
Intangible Assets, Gross (Excluding Goodwill) [Abstract] | ||
Total other intangible assets, gross | 868,942 | 864,905 |
Total other intangible assets, net | 670,964 | 754,044 |
Other Intangible Assets | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Other indefinite-lived intangibles, beginning balance | 47,170 | |
Other indefinite-lived intangibles, ending balance | 47,170 | |
Customer relationships, trade names, and distribution rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount, beginning balance | 684,764 | |
Impairment | (1,419) | |
FX and Other | 7,371 | |
Gross carrying amount, ending balance | 690,716 | |
Accumulated Amortization | 140,037 | 64,471 |
Net | 550,679 | 620,293 |
Product technology, trade secrets and know-how | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount, beginning balance | 123,948 | |
Impairment | (343) | |
FX and Other | (1,470) | |
Gross carrying amount, ending balance | 122,135 | |
Accumulated Amortization | 49,228 | 37,993 |
Net | 72,907 | 85,955 |
Acquired patents and licenses | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount, beginning balance | 9,023 | |
Impairment | (102) | |
FX and Other | 0 | |
Gross carrying amount, ending balance | 8,921 | |
Accumulated Amortization | 8,713 | 8,397 |
Net | $ 208 | $ 626 |
GOODWILL AND OTHER INTANGIBLE_6
GOODWILL AND OTHER INTANGIBLE ASSETS - Narrative (Details) - USD ($) | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Goodwill [Line Items] | |||
Amortization expense | $ 85,557,000 | $ 59,931,000 | $ 7,495,000 |
Goodwill impairment loss | 0 | 0 | $ 0 |
Goodwill | 1,205,000 | ||
Carrying value of intangible assets | $ 47,170,000 | $ 47,170,000 | |
Pipeline | |||
Goodwill [Line Items] | |||
Fair value in excess of carrying value, percent | 8.00% | ||
Goodwill impairment loss | $ 0 | ||
Goodwill | 318,200,000 | ||
Carrying value of intangible assets | $ 46,000,000 |
GOODWILL AND OTHER INTANGIBLE_7
GOODWILL AND OTHER INTANGIBLE ASSETS - Amortization Expense (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Estimated future amortization expense [Abstract] | |
2021 | $ 81,985 |
2022 | 74,695 |
2023 | 62,879 |
2024 | 55,664 |
2025 | $ 50,526 |
LONG-LIVED ASSET IMPAIRMENT -_3
LONG-LIVED ASSET IMPAIRMENT -WOOD TREATMENT - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Goodwill | $ 718,647 | $ 710,071 | $ 101,083 |
Recognized tax benefit | (30,519) | (23,891) | $ (51,668) |
Intangible assets | 623,794 | 706,874 | |
Wood Treatment | |||
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Total long-lived assets | 2,314 | 67,372 | |
Goodwill | 35,000 | ||
Recognized tax benefit | 608 | $ 17,072 | |
Intangible assets | $ 3,800 |
LONG-LIVED ASSET IMPAIRMENT -_4
LONG-LIVED ASSET IMPAIRMENT -WOOD TREATMENT - Long-lived Asset Impairment (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Property, plant and equipment, net | $ 362,067 | $ 276,818 | $ 111,403 |
Other intangible assets | 623,794 | 706,874 | |
Acquired patents and licenses | |||
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Other intangible assets | 208 | 626 | |
Wood Treatment | |||
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Property, plant and equipment, net | 450 | ||
Other intangible assets | 3,800 | ||
Total long-lived assets | 2,314 | 67,372 | |
Wood Treatment | Product technology | |||
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Other intangible assets | 343 | 9,651 | |
Wood Treatment | Acquired patents and licenses | |||
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Other intangible assets | 102 | 1,689 | |
Wood Treatment | Customer relationships, distribution rights, and other | |||
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Other intangible assets | $ 1,419 | $ 51,969 |
OTHER LONG-TERM ASSETS (Details
OTHER LONG-TERM ASSETS (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Other long-term assets [Abstract] | ||
Long-term right of use assets | $ 30,999 | $ 0 |
Long-term vendor contract assets | 2,889 | 1,164 |
Long-term SERP investments | 1,214 | 980 |
Prepaid unamortized debt issuance costs - revolver | 537 | 709 |
Other long-term assets | 4,368 | 2,858 |
Total | $ 40,007 | $ 5,711 |
ACCRUED EXPENSES, INCOME TAXE_3
ACCRUED EXPENSES, INCOME TAXES PAYABLE AND OTHER CURRENT LIABILITIES (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Payables and Accruals [Abstract] | ||
Accrued compensation | $ 46,465 | $ 33,809 |
Income taxes payable | 16,216 | 15,725 |
Dividends payable | 13,669 | 12,953 |
Interest rate swap liability | 11,992 | 5,351 |
Contract liabilities (current) | 8,501 | 5,008 |
Current portion of operating lease liability | 6,513 | 0 |
Taxes, other than income taxes | 5,044 | 6,281 |
Goods and services received, not yet invoiced | 3,957 | 3,075 |
Accrued interest | 29 | 3,739 |
KMG - Bernuth warehouse fire-related (See Note 20) | 0 | 7,998 |
Other | 9,056 | 9,679 |
Total | $ 121,442 | $ 103,618 |
DEBT - Total Debt (Details)
DEBT - Total Debt (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Debt Instrument [Line Items] | ||
Less: Unamortized debt issuance costs | $ (14,949) | $ (17,900) |
Total debt | 921,414 | 941,776 |
Less: Current maturities and short-term debt | (10,650) | (13,313) |
Long-term debt, net of current portion | 910,764 | 928,463 |
Term loan | ||
Debt Instrument [Line Items] | ||
Total debt | 936,363 | |
Senior Secured Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 936,363 | $ 959,676 |
Senior Secured Term Loan Facility | Credit Agreement | Term loan | LIBOR | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 2.00% | 2.25% |
DEBT - Narrative (Details)
DEBT - Narrative (Details) - USD ($) | Nov. 15, 2018 | Mar. 31, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
Long-term Debt, Unclassified [Abstract] | |||||
Repayments of long-term debt | $ 23,313,000 | $ 105,326,000 | $ 144,375,000 | ||
Proceeds from revolving line of credit | 150,000,000 | 0 | $ 0 | ||
Credit Agreement | Revolving Credit Facility | |||||
Long-term Debt, Unclassified [Abstract] | |||||
Repayments of long-term debt | 10,000,000 | $ 100,000,000 | |||
Credit Agreement | Revolving Credit Facility | Term loan | |||||
Long-term Debt, Unclassified [Abstract] | |||||
Amortization equal quarterly installments of initial principal | 0.25% | ||||
Credit Agreement | Revolving Credit Facility | Term loan | Level 2 | |||||
Long-term Debt, Unclassified [Abstract] | |||||
Debt, fair value | 936,363,000 | ||||
Credit Agreement | Revolving Credit Facility | Term loan | LIBOR floor | |||||
Long-term Debt, Unclassified [Abstract] | |||||
Basis spread on variable rate | 0.00% | ||||
Credit Agreement | Revolving Credit Facility | Term loan | Base rate | |||||
Long-term Debt, Unclassified [Abstract] | |||||
Basis spread on variable rate | 1.00% | ||||
Credit Agreement | Revolving Credit Facility | Line of credit | |||||
Long-term Debt, Unclassified [Abstract] | |||||
Line of credit facility, borrowing capacity | $ 0 | ||||
Debt requirements, annual excess cash flow | 50.00% | ||||
Debt requirements, net cash proceeds of recovery events and non-ordinary course asset sales | 100.00% | ||||
Proceeds from revolving line of credit | $ 150,000,000 | ||||
Credit Agreement | Revolving Credit Facility | Line of credit | LIBOR | |||||
Long-term Debt, Unclassified [Abstract] | |||||
Basis spread on variable rate | 1.50% | 1.50% | |||
Credit Agreement | Revolving Credit Facility | Line of credit | Base rate | |||||
Long-term Debt, Unclassified [Abstract] | |||||
Basis spread on variable rate | 0.50% | ||||
Credit Agreement | JPMorgan Chase Bank, N.A. | Revolving Credit Facility | |||||
Long-term Debt, Unclassified [Abstract] | |||||
Line of credit facility, borrowing capacity | $ 1,265,000,000 | ||||
Credit Agreement | JPMorgan Chase Bank, N.A. | Revolving Credit Facility | Term loan | |||||
Long-term Debt, Unclassified [Abstract] | |||||
Face amount of debt | 1,065,000,000 | ||||
Credit Agreement | JPMorgan Chase Bank, N.A. | Revolving Credit Facility | Line of credit | |||||
Long-term Debt, Unclassified [Abstract] | |||||
Line of credit facility, borrowing capacity | 200,000,000 | ||||
Credit Agreement | JPMorgan Chase Bank, N.A. | Letter of credit | Line of credit | |||||
Long-term Debt, Unclassified [Abstract] | |||||
Line of credit facility, borrowing capacity | $ 50,000,000 |
DEBT - Principal Repayments (De
DEBT - Principal Repayments (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Long-term Debt, Fiscal Year Maturity [Abstract] | ||
Total debt | $ 921,414 | $ 941,776 |
Term loan | ||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||
2021 | 10,650 | |
2022 | 10,650 | |
2023 | 10,650 | |
2024 | 10,650 | |
2025 | 10,650 | |
Thereafter | 883,113 | |
Total debt | $ 936,363 |
LEASES (Details)
LEASES (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2020 | |
Leases [Abstract] | |||
Term of cancellable and noncancellable leases | 5 years | ||
Rent expense | $ 7,975 | $ 4,307 |
LEASES - Components of Lease Ex
LEASES - Components of Lease Expense (Details) $ in Thousands | 12 Months Ended |
Sep. 30, 2020USD ($) | |
Leases [Abstract] | |
Operating lease cost | $ 7,871 |
Variable and short-term costs | 1,637 |
Total lease cost | $ 9,508 |
LEASES - Supplemental Balance S
LEASES - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Leases [Abstract] | ||
Lease right-of-use assets | $ 30,999 | $ 0 |
Current portion of operating lease liability | 6,513 | $ 0 |
Lease liabilities - non-current | 25,967 | |
Operating lease liability | $ 32,480 | |
Weighted-average remaining lease term (in years) | 7 years | |
Weighted-average discount rate | 3.06% | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:AccruedLiabilitiesCurrent | us-gaap:AccruedLiabilitiesCurrent |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesNoncurrent |
LEASES - Future Maturities of O
LEASES - Future Maturities of Operating Lease Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Leases [Abstract] | ||
2021 | $ 7,196 | |
2022 | 6,672 | |
2023 | 5,645 | |
2024 | 4,242 | |
2025 | 3,499 | |
2026 and future years | 8,261 | |
Total future lease payments | 35,515 | |
Less: Imputed interest | 3,035 | |
Operating lease liability | 32,480 | |
Less: Current portion of operating lease liability | 6,513 | $ 0 |
Long-term portion of operating lease liability | $ 25,967 |
LEASES - Minimum Lease Payments
LEASES - Minimum Lease Payments Under Topic 840 (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 6,984 |
2021 | 4,941 |
2022 | 4,291 |
2023 | 4,122 |
2025 | 3,710 |
Thereafter | 12,010 |
Total future minimum lease payments | $ 36,058 |
DERIVATIVE FINANCIAL INSTRUME_3
DERIVATIVE FINANCIAL INSTRUMENTS - Notional amounts (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Interest rate swap contract | ||
Derivative [Line Items] | ||
Derivative, notional amount | $ 571,000 | $ 699,000 |
Foreign exchange contracts | Buy | ||
Derivative [Line Items] | ||
Derivative, notional amount | 8,054 | 6,239 |
Foreign exchange contracts | Sell | ||
Derivative [Line Items] | ||
Derivative, notional amount | $ 25,105 | $ 24,270 |
DERIVATIVE FINANCIAL INSTRUME_4
DERIVATIVE FINANCIAL INSTRUMENTS - Fair Value of Derivative Instruments in the Consolidated Balance Sheet (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Derivatives designated as hedging instruments | Interest rate swap contract | Accrued expenses, income taxes payable and other current liabilities | ||
Derivative Asset [Abstract] | ||
Derivative Assets | $ 0 | $ 0 |
Derivative Liability [Abstract] | ||
Derivative Liabilities | 11,992 | 5,351 |
Derivatives designated as hedging instruments | Interest rate swap contract | Other long-term liabilities | ||
Derivative Asset [Abstract] | ||
Derivative Assets | 0 | 0 |
Derivative Liability [Abstract] | ||
Derivative Liabilities | 26,000 | 18,841 |
Derivatives not designated as hedging instruments | Foreign exchange contracts | Accrued expenses, income taxes payable and other current liabilities | ||
Derivative Asset [Abstract] | ||
Derivative Assets | 0 | 0 |
Derivative Liability [Abstract] | ||
Derivative Liabilities | 165 | 52 |
Derivatives not designated as hedging instruments | Foreign exchange contracts | Prepaid expenses and other current assets | ||
Derivative Asset [Abstract] | ||
Derivative Assets | 27 | 0 |
Derivative Liability [Abstract] | ||
Derivative Liabilities | $ 0 | $ 0 |
DERIVATIVE FINANCIAL INSTRUME_5
DERIVATIVE FINANCIAL INSTRUMENTS - Effect of Derivative Instruments on the Consolidated Statement of Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Derivatives designated as hedging instruments | Interest rate swap contract | Interest expense | |||
Derivative, Gain (Loss) on Derivative, Net [Abstract] | |||
Gain (Loss) Recognized in Consolidated Statements of Income | $ (9,360) | $ 524 | $ 515 |
Derivatives not designated as hedging instruments | Foreign exchange contracts | Other income (expense), net | |||
Derivative, Gain (Loss) on Derivative, Net [Abstract] | |||
Gain (Loss) Recognized in Consolidated Statements of Income | $ (222) | $ 28 | $ (1,569) |
DERIVATIVE FINANCIAL INSTRUME_6
DERIVATIVE FINANCIAL INSTRUMENTS - Effect of Derivative Instruments on Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Interest rate swap contract | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain (loss) recognized in other comprehensive income | $ (23,161) | $ (23,667) | $ 430 |
DERIVATIVE FINANCIAL INSTRUME_7
DERIVATIVE FINANCIAL INSTRUMENTS - Narrative (Details) $ in Thousands | 12 Months Ended |
Sep. 30, 2020USD ($) | |
Interest rate swap contract | |
Derivative Instruments [Abstract] | |
Amount to be reclassified as accumulated other comprehensive (loss) income | $ 11,992 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning Balance | $ 980,377 | $ 980,377 | $ 666,692 | $ 595,037 |
Net Change | 9,134 | |||
Net Change | 9,622 | (27,777) | 590 | |
Ending Balance | $ 1,074,313 | $ 980,377 | 666,692 | |
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201802Member | us-gaap:AccountingStandardsUpdate201802Member | us-gaap:AccountingStandardsUpdate201409Member | |
Cumulative Effect, Period of Adoption, Adjustment | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Adjustments to AOCI, before tax | $ 0 | 0 | ||
Income tax expense (benefit) | 0 | 0 | ||
Effect of the adoption of the stranded tax effect accounting standard | $ (497) | |||
Income tax expense | 9 | |||
Effect of the adoption of the stranded tax effect accounting standard, net of tax | (488) | |||
Net Change | 0 | 0 | ||
Foreign currency translation adjustment | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Adjustments to AOCI, before tax | 19,642 | (7,957) | (1,730) | |
Income tax expense (benefit) | (356) | (591) | 2,409 | |
Net Change | 19,286 | (8,548) | 679 | |
Pension and other postretirement, net of tax | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Adjustments to AOCI, before tax | 891 | (479) | (25) | |
Income tax expense (benefit) | 156 | 30 | (1) | |
Net Change | 1,047 | (449) | (26) | |
Interest rate swap contract | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Income tax expense (benefit) | 3,090 | 5,411 | 22 | |
Change in fair value | (23,161) | (23,667) | 430 | |
Reclassification adjustment into earnings | 9,360 | (524) | (515) | |
Net Change | (10,711) | (18,780) | (63) | |
Accumulated Other Comprehensive Income (Loss) | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning Balance | $ (23,238) | (23,238) | 4,539 | 3,949 |
Ending Balance | $ (14,104) | $ (23,238) | $ 4,539 |
SHARE-BASED COMPENSATION PLAN_2
SHARE-BASED COMPENSATION PLANS - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2020USD ($)awardshares | Sep. 30, 2020USD ($)installmentawardshares | Sep. 30, 2019USD ($)shares | Sep. 30, 2018USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of equity incentive awards | award | 6 | 6 | ||
Number of shares authorized (in shares) | 4,978,000 | 4,978,000 | ||
Period of termination to accelerate vest awards to shares | 18 months | |||
Percentage of accelerate vest awards to number of shares | 150.00% | |||
Purchase price of common stock, percent | 85.00% | |||
Vesting period | 3 years | |||
Other than options or SARs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized (in shares) | 2,074,000 | 2,074,000 | ||
Stock option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized (in shares) | 2,539,000 | 2,539,000 | ||
Total unrecognized share-based compensation expense | $ | $ 5,267 | $ 5,267 | ||
Compensation cost, weighted-average period for recognition | 2 years 3 months 18 days | |||
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized (in shares) | 43,443 | |||
Performance share units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of vesting installments | installment | 3 | |||
ESPP | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized (in shares) | 291,000 | 291,000 | ||
Deposit Share Program | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Deposit share plan match in restricted shares | 50.00% | 50.00% | ||
Restricted stock, restricted stock units, and replacement awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total unrecognized share-based compensation expense | $ | $ 14,256 | $ 14,256 | ||
Compensation cost, weighted-average period for recognition | 2 years 1 month 2 days | |||
Fair value share-based payment awards | $ | $ 7,481 | $ 11,060 | $ 6,669 |
SHARE-BASED COMPENSATION PLAN_3
SHARE-BASED COMPENSATION PLANS - Weighted Average Assumptions (Details) - $ / shares shares in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Stock option | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Weighted-average grant date fair value (in dollars per share) | $ 39.68 | $ 27.34 | $ 26.59 |
Expected term (in years) | 6 years 11 months 15 days | 6 years 10 months 9 days | 6 years 8 months 4 days |
Expected volatility | 32.00% | 26.00% | 26.00% |
Risk-free rate of return | 1.60% | 2.80% | 2.40% |
Dividend yield | 1.30% | 1.60% | 1.00% |
ESPP | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Weighted-average grant date fair value (in dollars per share) | $ 39.17 | $ 25.16 | $ 20.94 |
Shares issues (in shares) | 46 | 49 | 50 |
Expected term (in years) | 6 months | 6 months | 6 months |
Expected volatility | 52.00% | 34.00% | 26.00% |
Risk-free rate of return | 1.70% | 2.30% | 1.50% |
Dividend yield | 1.30% | 1.60% | 1.10% |
SHARE-BASED COMPENSATION PLAN_4
SHARE-BASED COMPENSATION PLANS - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Outstanding, beginning of period (in shares) | 879,000 | ||
Granted (in shares) | 121,000 | ||
Exercised (in shares) | (182,000) | ||
Forfeited or canceled (in shares) | (11,000) | ||
Outstanding, end of period (in shares) | 807,000 | 879,000 | |
Stock options, exercisable (in shares) | 499,000 | ||
Stock options, expected to vest (in shares) | 308,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Outstanding, beginning of period (in dollars per share) | $ 63.44 | ||
Granted (in dollars per share) | 129.60 | ||
Exercised (in dollars per share) | 51.50 | ||
Forfeited or canceled (in dollars per share) | 75.59 | ||
Outstanding, end of period (in dollars per share) | 75.87 | $ 63.44 | |
Weighted average exercise price, exercisable (in dollars per share) | 58.27 | ||
Weighted average exercise price, expected to vest (in dollars per share) | $ 104.39 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Weighted average remaining contractual term, outstanding | 6 years 2 months 12 days | ||
Aggregate intrinsic value, outstanding | $ 54,078 | ||
Weighted average remaining contractual term, exercisable | 5 years 1 month 6 days | ||
Aggregate intrinsic value, exercisable | $ 42,184 | ||
Weighted average remaining contractual term, expected to vest | 8 years 1 month 6 days | ||
Aggregate intrinsic value, expected to vest | $ 11,836 | ||
Share-based Payment Arrangement | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Intrinsic value of options exercised | 19,077 | $ 20,711 | $ 30,345 |
Cash received from exercise of options | 9,350 | 13,193 | 19,247 |
Tax benefit from exercise of options | 3,629 | 4,449 | 7,503 |
Fair value of options vested | $ 3,765 | $ 4,506 | $ 5,008 |
SHARE-BASED COMPENSATION PLAN_5
SHARE-BASED COMPENSATION PLANS - Restricted Stock and Restricted Stock Units (Details) - Restricted stock, restricted stock units, and replacement awards - $ / shares | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Restricted Stock Awards and Units | |||
Nonvested, beginning of period (in shares) | 275,000 | ||
Granted (in shares) | 88,000 | ||
Vested (in shares) | (100,000) | ||
Forfeited (in shares) | (6,000) | ||
Nonvested, end of period (in shares) | 257,000 | 275,000 | |
Weighted Average Grant Date Fair Value | |||
Nonvested, beginning of period (in dollars per share) | $ 87.36 | ||
Granted (in dollars per share) | 125.14 | ||
Vested (in dollars per share) | 74.65 | ||
Forfeited (in dollars per share) | 83.65 | ||
Nonvested, end of period (in dollars per share) | 104.83 | $ 87.36 | |
Weighted-average grant date fair value (in dollars per share) | $ 104.83 | $ 87.36 | $ 70.42 |
SHARE-BASED COMPENSATION PLAN_6
SHARE-BASED COMPENSATION PLANS - Share-Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Compensation, Allocation and Classification in Financial Statements [Abstract] | |||
Tax benefit | $ (3,162) | $ (3,767) | $ (4,306) |
Total share-based compensation expense, net of tax | 13,234 | 14,460 | 14,212 |
Cost of sales | |||
Share-based Compensation, Allocation and Classification in Financial Statements [Abstract] | |||
Share-based compensation expense | 2,863 | 2,727 | 2,450 |
Research, development and technical | |||
Share-based Compensation, Allocation and Classification in Financial Statements [Abstract] | |||
Share-based compensation expense | 2,090 | 2,150 | 1,940 |
Selling, general and administrative | |||
Share-based Compensation, Allocation and Classification in Financial Statements [Abstract] | |||
Share-based compensation expense | $ 11,443 | $ 13,350 | $ 14,128 |
SHARE-BASED COMPENSATION PLAN_7
SHARE-BASED COMPENSATION PLANS - Schedule of Total Gross Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Gross share-based compensation expense | $ 4,406 | $ 4,267 | $ 6,392 |
Restricted stock, restricted stock units, and replacement awards | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Gross share-based compensation expense | 8,259 | 11,400 | 9,186 |
Performance share units | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Gross share-based compensation expense | 1,957 | 1,279 | 2,056 |
ESPP | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Gross share-based compensation expense | $ 1,774 | $ 1,281 | $ 885 |
EMPLOYEE RETIREMENT PLANS - Nar
EMPLOYEE RETIREMENT PLANS - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Defined Contribution Plan Disclosure [Line Items] | |||
Benefit costs | $ 1,403 | $ 1,345 | $ 1,236 |
North America | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Plan expense | 7,658 | 6,698 | $ 5,562 |
KMG 401(k) Plan | Foreign Plan | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Plan contributions | $ 1,766 | $ 1,356 |
EMPLOYEE RETIREMENT PLANS - Pur
EMPLOYEE RETIREMENT PLANS - Purchase Obligations in Foreign Jurisdictions (Details) - Postretirement obligations - Benefit plan KMG employees - Foreign Plan - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Defined Benefit Plan Disclosure [Line Items] | ||
Projected benefit obligation | $ 11,627 | $ 11,121 |
Accumulated benefit obligation | 8,680 | 8,314 |
Pension cost included in Accumulated other comprehensive income (loss) | $ (764) | $ (1,811) |
Weighted average discount rate | 1.32% | 0.73% |
Weighted average rate of increases in future compensation levels | 3.01% | 2.89% |
EMPLOYEE RETIREMENT PLANS - Sch
EMPLOYEE RETIREMENT PLANS - Schedule of Future Benefit Payments (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Retirement Benefits [Abstract] | |
2021 | $ 519 |
2022 | 542 |
2023 | 641 |
2024 | 661 |
2025 | 1,209 |
2026 to 2030 | $ 5,172 |
INCOME TAXES - Income Before In
INCOME TAXES - Income Before Income Taxes and Taxes on Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Before Income Taxes [Abstract] | |||
Domestic | $ 94,002 | $ (45,364) | $ 46,254 |
Foreign | 79,345 | 108,470 | 115,457 |
Total | 173,347 | 63,106 | 161,711 |
U.S. federal and state: | |||
Current | 20,733 | 23,461 | 14,698 |
Deferred | (7,048) | (23,182) | 10,347 |
Total | 13,685 | 279 | 25,045 |
Foreign: | |||
Current | 21,053 | 27,580 | 26,135 |
Deferred | (4,219) | (3,968) | 488 |
Total | 16,834 | 23,612 | 26,623 |
Total U.S. and foreign | $ 30,519 | $ 23,891 | $ 51,668 |
INCOME TAXES - Provision for In
INCOME TAXES - Provision for Income Taxes (Details) | Jan. 01, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | ||||
Federal statutory rate | 21.00% | 21.00% | 21.00% | 24.50% |
U.S. benefits from research and experimentation activities | (1.50%) | (2.90%) | (0.80%) | |
State taxes, net of federal effect | 1.10% | (4.70%) | 0.10% | |
Foreign income at other than U.S. rates | 1.70% | 10.30% | 1.20% | |
Excess compensation | 0.40% | 6.40% | 0.40% | |
Share-based compensation | (2.20%) | (7.20%) | (4.30%) | |
U.S. tax reform | 0 | 0.141 | 0.112 | |
Global Intangible Low Taxed Income ("GILTI") | 0.00% | 3.10% | 0.00% | |
Foreign derived intangible income | (3.40%) | (3.90%) | 0.00% | |
Change in reserve positions | 1.90% | 0.30% | (0.50%) | |
Other, net | (1.40%) | 1.40% | 0.20% | |
Provision for income taxes | 17.60% | 37.90% | 32.00% |
INCOME TAXES - Changes in the G
INCOME TAXES - Changes in the Gross Unrecognized Tax benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 11,544 | $ 1,434 | $ 2,270 |
Additions for tax positions relating to the current fiscal year | 4,691 | 271 | 263 |
Additions for tax positions relating to prior fiscal years | 140 | 9,839 | 116 |
Lapse of statute of limitations | (1,215) | ||
Reduction for tax positions relating to prior fiscal years | (1,337) | ||
Ending balance | 15,038 | 11,544 | $ 1,434 |
Income tax interest and penalties accrued | $ 233 | $ 281 |
INCOME TAXES - Components of Ne
INCOME TAXES - Components of Net Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Sep. 30, 2019 |
Deferred tax assets: | ||
Employee benefits | $ 8,920 | $ 5,719 |
Inventory | 4,657 | 3,811 |
Accrued expenses | 2,615 | 4,202 |
Share-based compensation expense | 5,709 | 5,215 |
Credit and other carryforwards | 5,803 | 9,743 |
Interest rate swap | 8,506 | 5,412 |
Other | 1,238 | 1,088 |
Valuation allowance | (2,948) | (2,574) |
Total deferred tax assets | 34,500 | 32,616 |
Deferred tax liabilities: | ||
Depreciation and amortization | 131,237 | 140,092 |
Withholding on transition taxes | 4,156 | 6,026 |
Other | 3,606 | 1,926 |
Total deferred tax liabilities | $ 138,999 | $ 148,044 |
INCOME TAXES - Net Operating Lo
INCOME TAXES - Net Operating Loss, Capital, and Tax Credit Carryforwards (Details) $ in Thousands | Sep. 30, 2020USD ($) |
Foreign | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 11,025 |
Operating loss carryforwards, valuation allowance | 2,948 |
Federal | |
Operating Loss Carryforwards [Line Items] | |
Tax credit carryforward | $ 1,131 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Narrative (Details) $ in Thousands | Nov. 15, 2018USD ($)segment | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) |
Environmental Exit Cost [Line Items] | |||
Loss contingency receivable | $ 468 | ||
Number of other parties in agreement | segment | 7 | ||
Estimated reserve, remaining | 553 | ||
Abrasive particle supply agreement | |||
Environmental Exit Cost [Line Items] | |||
Purchase obligation | 22,932 | ||
Non-Water Based Carrier Fluid | |||
Environmental Exit Cost [Line Items] | |||
Purchase obligation | 5,631 | ||
KMG Bernuth | |||
Environmental Exit Cost [Line Items] | |||
Loss contingency | $ 1,551 | $ 9,494 | |
Estimated remediation cost | $ 22,000 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Numerator [Abstract] | |||||||||||
Net income | $ 36,855 | $ 34,525 | $ 32,899 | $ 38,549 | $ (20,243) | $ 18,878 | $ 27,137 | $ 13,443 | $ 142,828 | $ 39,215 | $ 110,043 |
Less: income attributable to participating securities | 0 | 0 | (123) | ||||||||
Net income available to common stockholders | $ 142,828 | $ 39,215 | $ 109,920 | ||||||||
Denominator: | |||||||||||
Weighted average common shares (in shares) | 29,136,000 | 28,571,000 | 25,518,000 | ||||||||
Weighted average effect of dilutive securities | |||||||||||
Weighted average effect of dilutive securities (in shares) | 444,000 | 523,000 | 725,000 | ||||||||
Diluted weighted average common shares (in shares) | 29,580,000 | 29,094,000 | 26,243,000 | ||||||||
Earnings per share: | |||||||||||
Basic earnings per share (in dollars per share) | $ 1.27 | $ 1.19 | $ 1.12 | $ 1.32 | $ (0.70) | $ 0.65 | $ 0.94 | $ 0.50 | $ 4.90 | $ 1.37 | $ 4.31 |
Diluted earnings per share (in dollars per share) | $ 1.25 | $ 1.17 | $ 1.11 | $ 1.30 | $ (0.70) | $ 0.64 | $ 0.92 | $ 0.48 | $ 4.83 | $ 1.35 | $ 4.19 |
Stock option | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Outstanding stock options excluded from calculation of diluted earnings per share (in shares) | 102,000 | 196,000 | 100,000 |
SEGMENT REPORTING - Narrative (
SEGMENT REPORTING - Narrative (Details) | 12 Months Ended |
Sep. 30, 2020segment | |
Segment Reporting [Abstract] | |
Number of historical operating segments | 1 |
Number of reportable segments | 2 |
SEGMENT REPORTING - Revenue fro
SEGMENT REPORTING - Revenue from External Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 274,207 | $ 274,727 | $ 284,193 | $ 283,143 | $ 278,645 | $ 271,882 | $ 265,391 | $ 221,778 | $ 1,116,270 | $ 1,037,696 | $ 590,123 |
Electronic Materials | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 882,824 | 833,051 | 559,945 | ||||||||
Electronic Materials | CMP Slurries | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 480,617 | 460,053 | 476,828 | ||||||||
Electronic Materials | Electronic Chemicals | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 316,253 | 278,413 | 0 | ||||||||
Electronic Materials | CMP Pads | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 85,954 | 94,585 | 83,117 | ||||||||
Performance Materials | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 233,446 | 204,645 | 30,178 | ||||||||
Performance Materials | PIM | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 141,503 | 140,553 | 0 | ||||||||
Performance Materials | Wood Treatment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | 62,655 | 31,898 | 0 | ||||||||
Performance Materials | QED | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue | $ 29,288 | $ 32,194 | $ 30,178 |
SEGMENT REPORTING - Capital Exp
SEGMENT REPORTING - Capital Expenditures (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Information [Line Items] | |||
Capital expenditures | $ 122,514 | $ 62,196 | $ 22,995 |
Operating segments | Electronic Materials | |||
Segment Reporting Information [Line Items] | |||
Capital expenditures | 26,536 | 40,166 | 18,668 |
Operating segments | Performance Materials | |||
Segment Reporting Information [Line Items] | |||
Capital expenditures | 84,634 | 16,367 | 409 |
Unallocated corporate | |||
Segment Reporting Information [Line Items] | |||
Capital expenditures | $ 11,344 | $ 5,663 | $ 3,918 |
SEGMENT REPORTING - Reconciliat
SEGMENT REPORTING - Reconciliation from Segment Adjusted EBITDA (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Segment Reporting Information [Line Items] | |||||||||||
Net income (loss) | $ 36,855 | $ 34,525 | $ 32,899 | $ 38,549 | $ (20,243) | $ 18,878 | $ 27,137 | $ 13,443 | $ 142,828 | $ 39,215 | $ 110,043 |
Interest expense | 42,510 | 45,681 | 2,905 | ||||||||
Interest income | (670) | (2,346) | (4,409) | ||||||||
Income taxes | 30,519 | 23,891 | 51,668 | ||||||||
Depreciation and amortization | 127,737 | 98,592 | 25,876 | ||||||||
EBITDA | 342,924 | 205,033 | 186,083 | ||||||||
Acquisition and integration-related expense | 10,852 | 34,709 | 3,861 | ||||||||
Charges related to asset impairment of wood treatment business | 2,314 | 67,372 | 0 | ||||||||
Costs related to KMG-Bernuth warehouse fire, net of insurance recovery | 1,083 | 9,905 | 0 | ||||||||
Costs related to the Pandemic, net of grants received | 849 | 0 | 0 | ||||||||
Charge for fair value write-up of acquired inventory sold | 0 | 14,869 | 0 | ||||||||
Net costs related to restructuring of the wood treatment business | (221) | 1,530 | 0 | ||||||||
Adjusted EBITDA | 357,801 | 333,418 | 189,944 | ||||||||
Wood Treatment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Income taxes | (608) | (17,072) | |||||||||
Charges related to asset impairment of wood treatment business | 2,314 | 67,372 | 0 | ||||||||
Operating segments | Electronic Materials | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Adjusted EBITDA | 299,037 | 294,902 | 222,019 | ||||||||
Operating segments | Performance Materials | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Adjusted EBITDA | 106,797 | 91,372 | 7,191 | ||||||||
Unallocated corporate | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Unallocated corporate expenses | $ (48,033) | $ (52,856) | $ (39,266) |
FINANCIAL INFORMATION BY GEOG_3
FINANCIAL INFORMATION BY GEOGRAPHIC AREA - Financial Information by Geographic Area (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | $ 274,207 | $ 274,727 | $ 284,193 | $ 283,143 | $ 278,645 | $ 271,882 | $ 265,391 | $ 221,778 | $ 1,116,270 | $ 1,037,696 | $ 590,123 |
Property, plant and equipment, net | 362,067 | 276,818 | 362,067 | 276,818 | 111,403 | ||||||
North America | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 399,993 | 372,247 | 79,019 | ||||||||
Property, plant and equipment, net | 250,895 | 133,682 | 250,895 | 133,682 | 60,818 | ||||||
Asia | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 546,866 | 515,833 | 471,215 | ||||||||
Property, plant and equipment, net | 66,872 | 68,823 | 66,872 | 68,823 | 50,573 | ||||||
Europe, Middle East, and Africa | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 169,099 | 149,305 | 39,889 | ||||||||
South America | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 312 | 311 | 0 | ||||||||
Europe | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Property, plant and equipment, net | $ 44,300 | $ 74,313 | $ 44,300 | $ 74,313 | $ 12 |
FINANCIAL INFORMATION BY GEOG_4
FINANCIAL INFORMATION BY GEOGRAPHIC AREA - Revenue by Major Foreign Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | $ 274,207 | $ 274,727 | $ 284,193 | $ 283,143 | $ 278,645 | $ 271,882 | $ 265,391 | $ 221,778 | $ 1,116,270 | $ 1,037,696 | $ 590,123 |
South Korea | Customer concentration risk | Revenue benchmark | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 127,972 | 135,844 | 136,403 | ||||||||
Taiwan | Customer concentration risk | Revenue benchmark | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | 133,059 | $ 125,895 | 130,500 | ||||||||
China | Customer concentration risk | Revenue benchmark | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenue | $ 113,570 | $ 97,254 |
SELECTED QUARTERLY OPERATING _3
SELECTED QUARTERLY OPERATING RESULTS (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Selected Quarterly Financial Information [Abstract] | |||||||||||
Revenue | $ 274,207 | $ 274,727 | $ 284,193 | $ 283,143 | $ 278,645 | $ 271,882 | $ 265,391 | $ 221,778 | $ 1,116,270 | $ 1,037,696 | $ 590,123 |
Cost of sales | 157,144 | 152,973 | 163,091 | 154,461 | 165,535 | 156,492 | 150,571 | 122,445 | 627,669 | 595,043 | 276,018 |
Gross profit | 117,063 | 121,754 | 121,102 | 128,682 | 113,110 | 115,390 | 114,820 | 99,333 | 488,601 | 442,653 | 314,105 |
Operating income (loss) | 46,068 | 57,742 | 51,663 | 61,432 | (17,623) | 52,240 | 51,714 | 24,165 | 216,905 | 110,496 | 160,118 |
Net income (loss) | $ 36,855 | $ 34,525 | $ 32,899 | $ 38,549 | $ (20,243) | $ 18,878 | $ 27,137 | $ 13,443 | $ 142,828 | $ 39,215 | $ 110,043 |
Basic earnings (loss) per share (in dollars per share) | $ 1.27 | $ 1.19 | $ 1.12 | $ 1.32 | $ (0.70) | $ 0.65 | $ 0.94 | $ 0.50 | $ 4.90 | $ 1.37 | $ 4.31 |
Diluted earnings (loss) per share (in dollars per share) | $ 1.25 | $ 1.17 | $ 1.11 | $ 1.30 | $ (0.70) | $ 0.64 | $ 0.92 | $ 0.48 | $ 4.83 | $ 1.35 | $ 4.19 |
SCHEDULE II - VALUATION AND Q_2
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2018 | |
Allowance for doubtful accounts | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance At Beginning of Year | $ 2,377 | $ 1,900 | $ 1,747 |
Amount of Charge (Benefit) To Expenses | (1,122) | 432 | 185 |
Deductions and Adjustments | (672) | 45 | (32) |
Balance At End of Year | 583 | 2,377 | 1,900 |
Valuation allowance | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance At Beginning of Year | 2,565 | 133 | 2,271 |
Amount of Charge (Benefit) To Expenses | 658 | 2,432 | 0 |
Deductions and Adjustments | (275) | 0 | (2,138) |
Balance At End of Year | $ 2,948 | $ 2,565 | $ 133 |
Uncategorized Items - ccmp-2020
Label | Element | Value |
Cumulative Effect, Period of Adoption, Adjustment [Member] | AOCI Attributable to Parent [Member] | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | us-gaap_StockholdersEquityIncludingPortionAttributableToNoncontrollingInterest | $ (488,000) |