Cover Page
Cover Page - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Feb. 21, 2020 | |
Document Information [Line Items] | ||
Document Quarterly Report | true | |
Entity Incorporation, State or Country Code | DE | |
Document Type | 10-K | |
Document Quarterly Report | false | |
Entity Address, Address Line One | 301 Riverside Avenue | |
Amendment Flag | false | |
Document Period End Date | Dec. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | FY | |
Entity Registrant Name | Compass Diversified Holdings | |
Entity Central Index Key | 0001345126 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Voluntary Filers | No | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 59,900,000 | |
Entity Public Float | $ 955,004,803 | |
Entity Tax Identification Number | 57-6218917 | |
Entity Address, Address Line Two | Second Floor | |
Entity File Number | 001-34927 | |
Entity Address, City or Town | Westport | |
Entity Address, State or Province | CT | |
Entity Address, Postal Zip Code | 06880 | |
Local Phone Number | 221-1703 | |
City Area Code | 203 | |
Documents Incorporated by Reference [Text Block] | Certain information in the registrant’s definitive proxy statement to be filed with the Commission relating to the registrant’s 2020 Annual Meeting of Shareholders is incorporated by reference into Part III. | |
Shares Representing Beneficial Interests In Compass Diversified Holdings [Member] | ||
Document Information [Line Items] | ||
Security Exchange Name | NYSE | |
Trading Symbol | CODI | |
Title of 12(b) Security | Shares representing beneficial interests in Compass Diversified Holdings (“common shares”) | |
Series A Preferred Shares Representing Series A Trust Preferred Interest In Compass Diversified Holdings [Member] | ||
Document Information [Line Items] | ||
Security Exchange Name | NYSE | |
Trading Symbol | CODI PR A | |
Title of 12(b) Security | Series A Preferred Shares representing Series A Trust Preferred Interest in Compass Diversified Holdings ("Series A Preferred Shares") | |
Series B Preferred Shares Representing Series B Trust Preferred Interest In Compass Diversified Holdings [Member] | ||
Document Information [Line Items] | ||
Security Exchange Name | NYSE | |
Trading Symbol | CODI PR B | |
Title of 12(b) Security | Series B Preferred Shares representing Series B Trust Preferred Interest in Compass Diversified Holdings ("Series B Preferred Shares") | |
Series C Preferred Shares Representing Series C Trust Preferred Interest In Compass Diversified Holdings [Member] [Domain] | ||
Document Information [Line Items] | ||
Security Exchange Name | NYSE | |
Trading Symbol | CODI PR C | |
Title of 12(b) Security | Series C Preferred Shares representing Series C Trust Preferred Interest in Compass Diversified Holdings ("Series C Preferred Shares") |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ / shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Class of Stock [Line Items] | ||
Document Period End Date | Dec. 31, 2019 | |
Current assets: | ||
Cash and cash equivalents | $ 100,314 | $ 48,771 |
Accounts receivable, net | 191,405 | 205,545 |
Inventories | 317,306 | 307,437 |
Prepaid expenses and other current assets | 35,247 | 29,670 |
Current assets of discontinued operations | 0 | 89,762 |
Total current assets | 644,272 | 681,185 |
Property, plant and equipment, net | 146,428 | 146,601 |
Goodwill | 438,519 | 471,115 |
Intangible assets, net | 561,946 | 615,592 |
Other non-current assets | 100,727 | 8,378 |
Non-current assets of discontinued operations | 0 | 449,464 |
Total assets | 1,891,892 | 2,372,335 |
Current liabilities: | ||
Accounts payable | 70,089 | 77,169 |
Accrued expenses | 108,768 | 106,612 |
Due to related parties (refer to Note S) | 8,049 | 11,093 |
Current portion, long-term debt | 0 | 5,000 |
Other current liabilities | 22,573 | 6,912 |
Current liabilities of discontinued operations | 0 | 52,494 |
Total current liabilities | 209,479 | 259,280 |
Deferred income taxes | 33,039 | 33,984 |
Long-term debt | 394,445 | 1,098,871 |
Other non-current liabilities | 89,054 | 12,615 |
Non-current liabilities of discontinued operations | 0 | 48,243 |
Total liabilities | 726,017 | 1,452,993 |
Stockholders’ equity | ||
Trust common shares, no par value, 500,000 authorized; 59,900 shares issued and outstanding at December 31, 2019 and December 31, 2018 | 924,680 | 924,680 |
Accumulated other comprehensive loss | (3,933) | (8,776) |
Accumulated deficit | (109,338) | (249,453) |
Total stockholders’ equity attributable to Holdings | 1,115,327 | 859,372 |
Noncontrolling interest | 50,548 | 39,922 |
Noncontrolling interest of discontinued operations | 0 | 20,048 |
Total stockholders’ equity | 1,165,875 | 919,342 |
Total liabilities and stockholders’ equity | $ 1,891,892 | $ 2,372,335 |
Series A Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred Stock, Shares Outstanding | 4,000,000 | 4,000,000 |
Preferred Stock, No Par Value | $ 0 | $ 0 |
Preferred Stock, Shares Issued | 4,000,000 | 4,000,000 |
Stockholders’ equity | ||
Preferred Stock, Value, Issued | $ 96,417 | $ 96,417 |
Series B Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred Stock, Shares Outstanding | 4,000,000 | 4,000,000 |
Preferred Stock, No Par Value | $ 0 | $ 0 |
Preferred Stock, Shares Issued | 4,000,000 | 4,000,000 |
Stockholders’ equity | ||
Preferred Stock, Value, Issued | $ 96,504 | $ 96,504 |
Series C Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred Stock, Shares Outstanding | 4,600,000 | 0 |
Preferred Stock, No Par Value | $ 0 | $ 0 |
Preferred Stock, Shares Issued | 4,600,000 | 0 |
Stockholders’ equity | ||
Preferred Stock, Value, Issued | $ 110,997 | $ 0 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ / shares in Thousands, $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Class of Stock [Line Items] | ||
Allowance for doubtful accounts receivable | $ 14,800 | $ 9,995 |
Deferred debt issuance costs, accumulated amortization | $ 3,754 | $ 2,362 |
Trust shares, par value (in dollars per share) | ||
Trust shares, authorized (in shares) | 500,000,000 | 500,000,000 |
Trust shares, issued (in shares) | 59,900,000 | 59,900,000 |
Trust shares, outstanding (in shares) | 59,900,000 | 59,900,000 |
Preferred Stock, Shares Authorized | 50,000,000 | 50,000,000 |
Series A Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred Stock, No Par Value | $ 0 | $ 0 |
Preferred Stock, Shares Issued | 4,000,000 | 4,000,000 |
Preferred Stock, Shares Outstanding | 4,000,000 | 4,000,000 |
Series B Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred Stock, No Par Value | $ 0 | $ 0 |
Preferred Stock, Shares Issued | 4,000,000 | 4,000,000 |
Preferred Stock, Shares Outstanding | 4,000,000 | 4,000,000 |
Series C Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred Stock, No Par Value | $ 0 | $ 0 |
Preferred Stock, Shares Issued | 4,600,000 | 0 |
Preferred Stock, Shares Outstanding | 4,600,000 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Net revenues | $ 1,450,253 | $ 1,357,320 | $ 1,002,783 |
Cost of revenues | 930,810 | 887,478 | 641,394 |
Gross profit | 519,443 | 469,842 | 361,389 |
Operating expenses: | |||
Selling, general and administrative expense | 335,181 | 320,085 | 261,516 |
Management fees | 37,030 | 43,443 | 31,843 |
Amortization expense | 54,155 | 49,686 | 34,665 |
Impairment expense | 32,881 | 0 | 8,864 |
Operating income | 60,196 | 56,628 | 24,501 |
Other income (expense): | |||
Interest expense, net | (58,216) | (55,245) | (27,255) |
Amortization of debt issuance costs | (3,314) | (3,905) | (4,002) |
Loss on debt extinguishment | (12,319) | (744) | 0 |
Loss on sale of securities (refer to Note C) | (10,193) | 0 | 0 |
Loss on investment (refer to Note Q) | 0 | 0 | (5,620) |
Other income (expense), net | (2,185) | (5,145) | 2,745 |
Loss from continuing operations before income taxes | (26,031) | (8,411) | (9,631) |
Provision (benefit) for income taxes | 14,742 | 10,466 | (23,741) |
Income (loss) from continuing operations | (40,773) | (18,877) | 14,110 |
Income from discontinued operations, net of income tax | 16,901 | 15,829 | 19,162 |
Gain on sale of discontinued operations, net of income tax | 331,013 | 1,258 | 340 |
Net income (loss) | 307,141 | (1,790) | 33,612 |
Less: Income from continuing operations attributable to noncontrolling interest | 5,542 | 5,217 | 8,245 |
Less: Loss from discontinued operations attributable to noncontrolling interest | (266) | (1,305) | (2,624) |
Net income (loss) attributable to Holdings | 301,865 | (5,702) | 27,991 |
Amounts attributable to common shares of Holdings: | |||
Income (loss) from continuing operations | (46,315) | (24,094) | 5,865 |
Income from discontinued operations, net of income tax | 17,167 | 17,134 | 21,786 |
Gain on sale of discontinued operations, net of income tax | 331,013 | 1,258 | 340 |
Net income (loss) attributable to Holdings | $ 301,865 | $ (5,702) | $ 27,991 |
Basic and fully diluted income (loss) per share attributable to Holdings (refer to Note L) | |||
Continuing operations (in dollars per share) | $ (2.17) | $ (0.73) | $ (0.77) |
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Diluted Share | 5.81 | 0.31 | 0.33 |
Weighted average number of shares outstanding - basic and fully diluted | $ 3.64 | $ (0.42) | $ (0.44) |
Weighted average number of shares outstanding - basic and fully diluted | 59,900,000 | 59,900,000 | 59,900,000 |
Cash distribution declared per share (refer to Note L) | $ 1.44 | $ 1.44 | $ 1.44 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ 307,141 | $ (1,790) | $ 33,612 |
Other comprehensive income (loss) | |||
Foreign currency translation adjustments | 599 | (6,630) | 6,533 |
Disposition of Manitoba Harvest | 4,791 | 0 | 0 |
Pension benefit liability, net | (547) | 427 | 409 |
Total comprehensive income (loss), net of tax | 311,984 | (7,993) | 40,554 |
Less: Net income attributable to noncontrolling interests | 5,276 | 3,912 | 5,621 |
Less: Other comprehensive income (loss) attributable to noncontrolling interests | (23) | (1,247) | 1,223 |
Total comprehensive income (loss) attributable to Holdings, net of tax | $ 306,731 | $ (10,658) | $ 33,710 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ / shares in Thousands | Total | Preferred Stock [Member] | Trust Common Shares | Accumulated Deficit | Accumulated Other Comprehensive Loss | Stockholders’ Equity Attributable to Holdings | Non- Controlling Interest | Non-Controlling Interest of Disc. Ops. | Manitoba Harvest | Manitoba HarvestNon-Controlling Interest of Disc. Ops. | Liberty | LibertyNon- Controlling Interest | Ergobaby | ErgobabyNon- Controlling Interest | ACI | Velocity Outdoor | Velocity OutdoorNon- Controlling Interest | Clean Earth | Clean EarthNon-Controlling Interest of Disc. Ops. | Trust Common Shares | Trust Common SharesAccumulated Deficit | Trust Common SharesStockholders’ Equity Attributable to Holdings | Preferred Class A [Member]Preferred Stock [Member] | Series A Preferred Stock [Member] | Preferred Stock [Member] | Preferred Stock [Member]Accumulated Deficit | Preferred Stock [Member]Stockholders’ Equity Attributable to Holdings | Preferred Class B [Member]Preferred Stock [Member] | Series C Preferred Stock [Member] | Series C Preferred Stock [Member]Preferred Stock [Member] |
Beginning balance (in shares) at Dec. 31, 2016 | 0 | |||||||||||||||||||||||||||||
Beginning balance at Dec. 31, 2016 | $ 894,544,000 | $ 924,680,000 | $ (58,760,000) | $ (9,515,000) | $ 856,405,000 | $ 18,977,000 | $ 19,162,000 | |||||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||||||
Net income | 33,612,000 | 27,991,000 | 27,991,000 | 8,245,000 | (2,624,000) | |||||||||||||||||||||||||
Total comprehensive income (loss), net | 6,942,000 | 6,942,000 | 6,942,000 | |||||||||||||||||||||||||||
Option activity attributable to noncontrolling shareholders | 7,028,000 | 4,478,000 | ||||||||||||||||||||||||||||
Option activity attributable to noncontrolling interest, discontinued ops | 2,550,000 | |||||||||||||||||||||||||||||
Issuance of Trust common shares, net of offering costs | 96,417,000 | 96,417,000 | ||||||||||||||||||||||||||||
Issuance of Trust shares, net of offering costs (in shares) | 96,400 | 96,417 | ||||||||||||||||||||||||||||
Effect of subsidiary stock option exercise | 1,222,000 | 1,222,000 | ||||||||||||||||||||||||||||
Proceeds from noncontrolling interest holders | $ 40,000 | $ 781,000 | $ 781,000 | |||||||||||||||||||||||||||
Noncontrolling Interest, Increase from Subsidiary Equity Issuance | $ 40,000 | |||||||||||||||||||||||||||||
Noncontrolling Interest, Increase from Repurchase of Subsidiary Shares | (40,000) | (40,000) | ||||||||||||||||||||||||||||
Distributions payable to Allocation Interest Holders (refer to Note K) | (25,834,000) | |||||||||||||||||||||||||||||
Distributions paid | $ (86,256,000) | $ (86,256,000) | $ (86,256,000) | $ (2,457,000) | $ (2,457,000) | $ (2,457,000) | ||||||||||||||||||||||||
Distribution Expense, Allocation Interests | (39,188,000) | (25,834,000) | (25,834,000) | |||||||||||||||||||||||||||
Ending balance at Dec. 31, 2017 | 925,999,000 | 924,680,000 | (145,316,000) | (2,573,000) | 873,208,000 | 33,703,000 | 19,088,000 | $ 96,417,000 | $ 0 | |||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||||||
Net income | (1,790,000) | (5,702,000) | (5,702,000) | 5,217,000 | (1,305,000) | |||||||||||||||||||||||||
Total comprehensive income (loss), net | (6,203,000) | (6,203,000) | (6,203,000) | |||||||||||||||||||||||||||
Option activity attributable to noncontrolling shareholders | 8,975,000 | 6,710,000 | ||||||||||||||||||||||||||||
Option activity attributable to noncontrolling interest, discontinued ops | 2,265,000 | |||||||||||||||||||||||||||||
Issuance of Trust common shares, net of offering costs | 96,504,000 | 96,504,000 | ||||||||||||||||||||||||||||
Issuance of Trust shares, net of offering costs (in shares) | 96,504 | |||||||||||||||||||||||||||||
Effect of subsidiary stock option exercise | 404,000 | 404,000 | ||||||||||||||||||||||||||||
Proceeds from noncontrolling interest holders | (6,112,000) | (6,112,000) | ||||||||||||||||||||||||||||
Distribution to Allocation Interest holders (refer to Note N) | (39,200,000) | |||||||||||||||||||||||||||||
Distributions paid | (86,256,000) | (86,256,000) | (86,256,000) | (12,179,000) | (12,179,000) | (12,179,000) | ||||||||||||||||||||||||
Distribution Expense, Allocation Interests | 0 | |||||||||||||||||||||||||||||
Ending balance at Dec. 31, 2018 | 919,342,000 | 924,680,000 | (249,453,000) | (8,776,000) | 859,372,000 | 39,922,000 | 20,048,000 | 96,417,000 | 96,504,000 | |||||||||||||||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | 39,922,000 | $ 3,342,000 | $ 25,362,000 | $ (1,236,000) | 2,524,000 | |||||||||||||||||||||||||
Preferred Stock, Value, Issued | $ 96,417,000 | $ 0 | ||||||||||||||||||||||||||||
Preferred Stock, No Par Value | $ 0 | $ 0 | ||||||||||||||||||||||||||||
Preferred Stock, Shares Issued | 4,000 | 0 | ||||||||||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||||||
Preferred Stock, Shares Outstanding | 4,000 | 0 | ||||||||||||||||||||||||||||
Noncontrolling interest of discontinued operations | 20,048,000 | 11,160,000 | $ 8,888,000 | |||||||||||||||||||||||||||
Net income | 307,141,000 | 301,865,000 | 301,865,000 | 5,542,000 | (266,000) | |||||||||||||||||||||||||
Total comprehensive income (loss), net | 4,843,000 | 4,843,000 | ||||||||||||||||||||||||||||
Other Comprehensive Income (Loss), before Tax | 4,843,000 | |||||||||||||||||||||||||||||
Option activity attributable to noncontrolling shareholders | 7,993,000 | 6,054,000 | ||||||||||||||||||||||||||||
Option activity attributable to noncontrolling interest, discontinued ops | 1,939,000 | |||||||||||||||||||||||||||||
Issuance of Trust common shares, net of offering costs | 110,997,000 | 110,997,000 | $ 111,000,000 | |||||||||||||||||||||||||||
Issuance of Trust shares, net of offering costs (in shares) | 110,997 | |||||||||||||||||||||||||||||
Effect of subsidiary stock option exercise | 41,000 | 41,000 | ||||||||||||||||||||||||||||
Proceeds from noncontrolling interest holders | (1,011,000) | (1,011,000) | ||||||||||||||||||||||||||||
Distribution to Allocation Interest holders (refer to Note N) | (60,400,000) | |||||||||||||||||||||||||||||
Distributions paid | $ (86,256,000) | $ (86,256,000) | $ (86,256,000) | $ (15,125,000) | $ (15,125,000) | $ (15,125,000) | ||||||||||||||||||||||||
Purchase of noncontrolling interest | $ 0 | |||||||||||||||||||||||||||||
Noncontrolling Interest, Decrease from Deconsolidation | $ (10,799,000) | $ (10,799,000) | $ (10,922,000) | $ (10,922,000) | ||||||||||||||||||||||||||
Distribution Expense, Allocation Interests | (60,369,000) | (60,369,000) | (60,369,000) | |||||||||||||||||||||||||||
Ending balance at Dec. 31, 2019 | 1,165,875,000 | $ 924,680,000 | $ (109,338,000) | $ (3,933,000) | $ 1,115,327,000 | $ 96,417,000 | $ 96,504,000 | $ 110,997,000 | ||||||||||||||||||||||
Stockholders' Equity Attributable to Noncontrolling Interest | 50,548,000 | $ 50,548,000 | $ 2,936,000 | $ 27,036,000 | $ 3,670,000 | $ 2,506,000 | ||||||||||||||||||||||||
Preferred Stock, Value, Issued | $ 96,417,000 | $ 110,997,000 | ||||||||||||||||||||||||||||
Preferred Stock, No Par Value | $ 0 | $ 0 | ||||||||||||||||||||||||||||
Preferred Stock, Shares Issued | 4,000 | 4,600 | ||||||||||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||||||
Preferred Stock, Shares Outstanding | 4,000 | 4,600 | ||||||||||||||||||||||||||||
Noncontrolling interest of discontinued operations | $ 0 | $ 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities: | |||
Net income (loss) | $ 307,141 | $ (1,790) | $ 33,612 |
Income from discontinued operations | 16,901 | 15,829 | 19,162 |
Gain on sale of discontinued operations | (331,013) | (1,258) | (340) |
Net income (loss) from continuing operations | (40,773) | (18,877) | 14,110 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation expense | 33,153 | 31,195 | 22,388 |
Amortization expense | 54,155 | 59,506 | 59,672 |
Amortization of debt issuance costs and original issue discount | 3,773 | 4,483 | 5,007 |
Impairment expense | 32,881 | 0 | 8,864 |
Loss on debt extinguishment | 12,319 | 744 | 0 |
Loss (gain) on interest rate derivative | 3,500 | (2,251) | (648) |
Noncontrolling stockholder stock based compensation | 6,054 | 6,711 | 4,478 |
Excess tax benefit from subsidiary stock options exercised | 0 | 0 | (417) |
Loss on equity method investment | 0 | 0 | 5,620 |
Provision for loss on receivables | 3,309 | 443 | 3,976 |
Deferred taxes | (546) | (2,254) | (39,874) |
Other | 2,051 | (171) | 756 |
Changes in operating assets and liabilities, net of acquisitions: | |||
(Increase) decrease in accounts receivable | 10,805 | 4,479 | (15,406) |
Increase in inventories | (10,446) | (18,421) | (26,799) |
Increase in prepaid expenses and other current assets | (7,010) | (3,599) | (2,940) |
Increase (decrease) in accounts payable and accrued expenses | (8,525) | 9,823 | 7,866 |
Net cash provided by operating activities - continuing operations | 94,700 | 71,811 | 46,653 |
Net cash provided by (used in) operating activities - discontinued operations | (10,138) | 42,641 | 35,118 |
Net cash provided by operations | 84,562 | 114,452 | 81,771 |
Net cash provided by (used in) operating activities - discontinued operations | |||
Acquisitions, net of cash acquired | 0 | (495,136) | (158,706) |
Purchases of property and equipment | (34,898) | (40,998) | (38,436) |
Proceeds from FOX stock offerings | 0 | 0 | 136,147 |
Proceeds from sale of businesses | 502,703 | 94 | 340 |
Payment of interest rate swap | (675) | (1,783) | (3,964) |
Payment for termination of interest rate swap | (4,942) | 0 | 0 |
Other investing activities | 1,719 | (134) | (88) |
Net cash provided by (used in) investing activities - continuing operations | 463,907 | (537,957) | (64,707) |
Net cash provided by (used in) investing activities - discontinued operations | 279,219 | (66,123) | (12,571) |
Net cash provided by (used in) investing activities | 743,126 | (604,080) | (77,278) |
Cash flows from financing activities: | |||
Proceeds from the issuance of Trust preferred shares, net | 110,997 | 96,504 | 96,417 |
Borrowings under credit facility | 108,000 | 1,307,250 | 260,500 |
Repayments under credit facility | (832,250) | (1,186,222) | (228,585) |
Issuance of Senior Notes | 0 | 400,000 | 0 |
Distributions paid - common shares | (86,256) | (86,256) | (86,256) |
Distributions paid - preferred shares | (15,125) | (12,179) | (2,457) |
Net proceeds provided by noncontrolling shareholders | 41 | 404 | 822 |
Distributions paid - Allocation Interests | 60,369 | 0 | 39,188 |
Repurchase of subsidiary stock | 1,011 | 6,112 | 0 |
Debt issuance costs | 0 | (14,887) | (2,899) |
Excess tax benefit on stock-based compensation | 0 | 0 | 417 |
Other | (3,549) | 1,609 | (1,359) |
Net cash (used in) provided by financing activities | (779,522) | 500,111 | (2,588) |
Foreign currency impact on cash | (1,178) | 2,958 | (1,792) |
Net increase in cash and cash equivalents | 46,988 | 13,441 | 113 |
Cash and cash equivalents — beginning of period (1) | 53,326 | 39,885 | 39,772 |
Cash and cash equivalents — end of period | 100,314 | 53,326 | 39,885 |
Cash from discontinued operations | $ 4,600 | $ 4,200 | $ 2,300 |
Organization and Business Opera
Organization and Business Operations - Segment | Apr. 25, 2006 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Organization and Business Operations | Organization and Business Operations Compass Diversified Holdings, a Delaware statutory trust (“the Trust”), was incorporated in Delaware on November 18, 2005. Compass Group Diversified Holdings, LLC, a Delaware limited liability Company (the “Company”), was also formed on November 18, 2005 with equity interests which were subsequently reclassified as the “Allocation Interests”. The Trust and the Company were formed to acquire and manage a group of small and middle-market businesses headquartered in North America. In accordance with the amended and restated Trust Agreement, dated as of April 25, 2006 (the “Trust Agreement”), the Trust is sole owner of 100% of the Trust Interests (as defined in the Company’s amended and restated operating agreement, dated as of April 25, 2006 (as amended and restated, the “LLC Agreement”)) of the Company and, pursuant to the LLC Agreement, the Company has, outstanding, the identical number of Trust Interests as the number of outstanding common shares of the Trust. The Company is the operating entity with a board of directors and other corporate governance responsibilities, similar to that of a Delaware corporation. The Company is a controlling owner of eight businesses, or operating segments at December 31, 2019 . The segments are as follows: 5.11 Acquisition Corp. ("5.11"), The Ergo Baby Carrier, Inc. (“Ergobaby”), Liberty Safe and Security Products, Inc. (“Liberty Safe” or “Liberty”), Velocity Outdoor, Inc. (formerly "Crosman Corp.") ("Velocity Outdoor" or "Velocity"), Compass AC Holdings, Inc. (“ACI” or “Advanced Circuits”), AMT Acquisition Corporation (“Arnold”), FFI Compass Inc. ("Foam Fabricators" or "Foam") and Sterno Products, LLC (“Sterno”). The segments are referred to interchangeably as “businesses”, “operating segments” or “subsidiaries” throughout the financial statements. Refer to Note F - "Operating Segment Data" for further discussion of the operating segments. Compass Group Management LLC, a Delaware limited liability Company (“CGM” or the “Manager”), manages the day to day operations of the Company and oversees the management and operations of our businesses pursuant to a management services agreement (the "Management Services Agreement" or “MSA”). | |
Sole owner of Trust interest of the company | 100.00% | |
Number of businesses/operating segments owned | 8 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of presentation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP" or "US GAAP"). The results of operations represent the results of operations of the Company’s acquired businesses from the date of their acquisition by the Company, and therefore may not be indicative of the results to be expected for the full year. Principles of consolidation The consolidated financial statements include the accounts of the Trust and the Company, as well as the businesses acquired as of their respective acquisition date. All significant intercompany accounts and transactions have been eliminated in consolidation. Discontinued operating entities are reflected as discontinued operations in the Company’s results of operations and statements of financial position. The acquisition of businesses that the Company owns or controls more than a 50% share of the voting interest are accounted for under the acquisition method of accounting. The amount assigned to the identifiable assets acquired and the liabilities assumed is based on the estimated fair values as of the date of acquisition, with the remainder, if any, recorded as goodwill. Discontinued Operations During the first quarter of 2019, the Company completed the sale of Fresh Hemp Foods Ltd. ("Manitoba Harvest"). Additionally, during the second quarter of 2019, the Company completed the sale of Clean Earth Holdings, Inc. ("Clean Earth"). The results of operations of Manitoba Harvest and Clean Earth are reported as discontinued operations in the consolidated statements of operations for year ended December 31, 2019. Refer to " Note C - Discontinued Operations " for additional information. Unless otherwise indicated, the disclosures accompanying the consolidated financial statements reflect the Company's continuing operations. Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are based on management’s best knowledge of current events and actions the Company may undertake in the future. It is possible that in 2020 actual conditions could be better or worse than anticipated when the Company developed the estimates and assumptions, which could materially affect the results of operations and financial position in the future. Such changes could result in future impairment of goodwill, intangibles and long-lived assets, inventory obsolescence, establishment of valuation allowances on deferred tax assets and increased tax liabilities, among other things. Actual results could differ from those estimates. Profit Allocation Interests At the time of the Company's Initial Public Offering, the Company issued Allocation Interests governed by the LLC agreement that entitle the holders (the "Holders") to receive distributions pursuant to a profit allocation formula upon the occurrence of certain events. The Holders are entitled to receive and as such can elect to receive the positive contribution based profit allocation payment for each of the business acquisitions during the 30-day period following the fifth anniversary of the date upon which the Company acquired a controlling interest in that business (Holding Event) and upon the sale of that business (Sale Event). Payments of profit allocation to the Holders are accounted for as dividends declared on Allocation Interests and recorded in stockholders' equity once they are approved by our Board of Directors. Revenue recognition Effective January 1, 2018, the Company adopted the provisions of Revenue from Contracts with Customers (Topic 606) ("ASC 606"). In accordance with the new revenue guidance, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to receive in exchange for these goods or services, and excludes any sales incentives or taxes collected from customers which are subsequently remitted to government authorities. Refer to " Note E - Revenue " for a detailed description of the Company's revenue recognition policies. Cash equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. At December 31, 2019 and 2018 , the amount of cash and cash equivalents held by our subsidiaries in foreign bank accounts was $14.1 million and $16.7 million , respectively. Allowance for doubtful accounts The Company uses estimates to determine the amount of the allowance for doubtful accounts in order to reduce accounts receivable to their estimated net realizable value. The Company estimates the amount of the required allowance by reviewing the status of past-due receivables and analyzing historical bad debt trends. The Company’s estimate also includes analyzing existing economic conditions. When the Company becomes aware of circumstances that may impair a specific customer’s ability to meet its financial obligations subsequent to the original sale, the Company will record an allowance against amounts due, and thereby reduce the net receivable to the amount it reasonably believes will be collectible. Balances that remain outstanding after the Company has used reasonable collection efforts are written off through a charge to the valuation allowance and a credit to accounts receivable. Inventories Inventories consist of raw materials, work-in-process, manufactured goods and purchased goods acquired for resale. Inventories are stated at the lower of cost or market, determined on the first-in, first-out method. Cost includes raw materials, direct labor, manufacturing overhead and indirect overhead. Market value is based on current replacement cost for raw materials and supplies and on net realizable value for finished goods. Property, plant and equipment Property, plant and equipment is recorded at cost. The cost of major additions or betterments is capitalized, while maintenance and repairs that do not improve or extend the useful lives of the related assets are expensed as incurred. Depreciation is provided principally on the straight-line method over estimated useful lives. Leasehold improvements are amortized over the life of the lease or the life of the improvement, whichever is shorter. The ranges of useful lives are as follows: Buildings and improvements 6 to 25 years Machinery and equipment 2 to 15 years Office furniture, computers and software 2 to 8 years Leasehold improvements Shorter of useful life or lease term Property, plant and equipment and other long-lived assets that have definitive lives are evaluated for impairment when events or changes in circumstances indicate that the carrying value of the assets may not be recoverable (‘triggering event’). Upon the occurrence of a triggering event, the asset is reviewed to assess whether the estimated undiscounted cash flows expected from the use of the asset plus residual value from the ultimate disposal exceeds the carrying value of the asset. If the carrying value exceeds the estimated recoverable amounts, the asset is written down to its fair value. Fair value of financial instruments The carrying value of the Company’s financial instruments, including cash and cash equivalents, accounts receivable and accounts payable approximate their fair value due to their short term nature. Senior Notes with a fair value of $439 million have a carrying value of $400 million . The fair value is based on interest rates that are currently available to the Company for issuance of debt with similar terms and remaining maturities. If measured at fair value in the financial statements, the Senior Notes would be classified as Level 2 in the fair value hierarchy. Business combinations The Company allocates the amount it pays for each acquisition to the assets acquired and liabilities assumed based on their fair values at the date of acquisition, including identifiable intangible assets which arise from a contractual or legal right or are separable from goodwill. The Company bases the fair value of identifiable intangible assets acquired in a business combination on detailed valuations that use information and assumptions provided by management, which consider management’s best estimates of inputs and assumptions that a market participant would use. The Company allocates any excess purchase price that exceeds the fair value of the net tangible and identifiable intangible assets acquired to goodwill. The use of alternative valuation assumptions, including estimated growth rates, cash flows, discount rates and estimated useful lives could result in different purchase price allocations and amortization expense in current and future periods. Transaction costs associated with these acquisitions are expensed as incurred through selling, general and administrative expense on the consolidated statement of operations. In those circumstances where an acquisition involves a contingent consideration arrangement, the Company recognizes a liability equal to the fair value of the contingent payments expected to be made as of the acquisition date. The Company re-measures this liability each reporting period and records changes in the fair value through operating income within the consolidated statements of operations. Goodwill Goodwill represents the excess of the purchase price over the fair value of the assets acquired and liabilities assumed. The Company is required to perform impairment reviews at each of its reporting units annually and more frequently in certain circumstances. In accordance with accounting guidelines, the Company is able to make a qualitative assessment of whether it is more likely than not that a reporting unit’s fair value is less than its carrying amount before applying the quantitative goodwill impairment test. In January 2017, the Financial Accounting Standard Board ("FASB") issued new accounting guidance to simplify the accounting for goodwill impairment. The guidance removes step two of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under the new guidance, a goodwill impairment will now be the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The Company adopted this guidance early, effective January 1, 2017, on a prospective basis, and applied the guidance as necessary to annual and interim goodwill testing performed subsequent to January 1, 2017. The first step of the process after the qualitative assessment fails is estimating the fair value of each of its reporting units based on a discounted cash flow (“DCF”) model using revenue and profit forecast and a market approach which compares peer data and earnings multiples. The Company then compares those estimated fair values with the carrying values, which include allocated goodwill. If the estimated fair value is less than the carrying value, then a goodwill impairment is recorded. The Company cannot predict the occurrence of certain future events that might adversely affect the implied value of goodwill and/or the fair value of intangible assets. Such events include, but are not limited to, strategic decisions made in response to economic and competitive conditions, the impact of the economic environment on its customer base, and material adverse effects in relationships with significant customers. The impact of over-estimating or under-estimating the implied fair value of goodwill at any of the reporting units could have a material effect on the results of operations and financial position. In addition, the value of the implied goodwill is subject to the volatility of the Company’s operations which may result in significant fluctuation in the value assigned at any point in time. Refer to " Note H - Goodwill and Intangible Assets " for the results of the annual impairment tests. Deferred debt issuance costs Deferred debt issuance costs represent the costs associated with the issuance of debt instruments and are amortized over the life of the related debt instrument. Deferred debt issuance costs are presented in the balance sheet as a deduction from the carrying value of the associated debt liability. Product Warranty Costs The Company recognizes warranty costs based on an estimate of the amounts required to meet future warranty obligations. The Company accrues an estimated liability for exposure to warranty claims at the time of a product sale based on both current and historical claim trends and warranty costs incurred. Warranty reserves are included within "Accrued expenses" in the Company's consolidated balance sheets. Foreign currency Certain of the Company’s segments have operations outside the United States, and the local currency is typically the functional currency. The financial statements are translated into U.S. dollars using exchange rates in effect at year-end for assets and liabilities and average exchange rates during the year for results of operations. The resulting translation gain or loss is included in stockholders' equity as other comprehensive income or loss. Derivatives and hedging The Company utilized interest rate swaps to manage risks related to interest rates on the term loan portion of their 2018 Credit Facility. The Company did not elect hedge accounting treatment for the interest rate derivative transaction associated with the 2018 Credit Facility and changes in fair value were included in interest expense on the consolidated statement of operations. In connection with the repayment of the 2018 Term Loan in December 2019, the Company terminated its outstanding interest rate swap with a payment of $4.9 million , the fair value of the interest rate swap as of the date of settlement. Refer to " Note J - Derivative Instruments and Hedging Activities " for further information on the interest rate derivative entered into as part of the Term Loan Facility. Noncontrolling interest Noncontrolling interest represents the portion of a majority-owned subsidiary’s net income that is owned by noncontrolling shareholders. Noncontrolling interest on the balance sheet represents the portion of equity in a consolidated subsidiary owned by noncontrolling shareholders. Income taxes On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act of 2017 (the "Tax Act"). Among other important changes in the Tax Act, the tax rate on corporations was reduced from 35% to 21% ; a limitation on the deduction of interest expense was enacted; gain from the sale of a partnership interest by a foreign person will be subject to U.S. tax to the extent that the partnership is engaged in a trade or business; a special deduction for qualified business income from pass-through entities was added; U.S. federal income taxes on foreign earnings were eliminated (subject to several important exceptions), and new provisions designed to tax currently global intangible low taxed income ("GILTI") and a new base erosion anti-abuse tax were added. For taxable years beginning after December 31, 2017, a deduction for interest will generally be allowed for any entity only up to 30% of adjusted taxable income (determined without regard to interest income or expense) plus the amount of interest income. Only interest income and expense incurred in a trade or business is taken into account, i.e., investment interest income and deductions are ignored. For partnerships, the limitation is applied at the partnership level and then adjustments are made at the partner level to avoid double counting and to allow an owner to use any excess income in calculating the interest deduction at his or her level. The provision did not limit the deduction of interest by the Company for 2019 or 2018, but it did have an impact on the deduction for certain of the portfolio companies, resulting in an additional valuation allowance for deferred tax assets of $1.1 million and $2.1 million in the years ended December 31, 2019 and 2018, respectively. Provisional Amounts In March 2018, the FASB issued ASU 2018-05, "Income Taxes - Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118" ("SAB 118"). The guidance provided for a provisional one-year measurement period for entities to finalize their accounting for certain tax effects related to the Tax Act. The Tax Act required companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred and creates new taxes on certain foreign sourced earnings. The one-time transition tax under the Tax Act is based on earnings and profits ("E&P") that were previously deferred from U.S. income taxes. For the year ended December 31, 2017, the provision for income taxes included provisional tax expense of $4.9 million related to the one-time transition tax liability of our foreign subsidiaries. The Company completed the calculation of the total E&P for these foreign subsidiaries although the Company's estimates may be affected as additional regulatory guidance is issued with respect to the Tax Act. Adjustments to the provisional amounts of $0.4 million were recognized as a component of the provision for income taxes in the year-ending December 31, 2018. Deferred Income Taxes Deferred income taxes are calculated under the asset and liability method. Deferred income taxes are provided for the differences between the basis of assets and liabilities for financial reporting and income tax purposes at the enacted tax rates. A valuation allowance is established when necessary to reduce deferred tax assets to the amount that is expected to more likely than not be realized. Several of the Company’s majority owned subsidiaries have deferred tax assets recorded at December 31, 2019 which in total amount to approximately $72.2 million . This deferred tax asset is net of $8.1 million of valuation allowance primarily associated with the realization of foreign net operating losses, domestic tax credits and the limitation on the deduction of interest expense. These deferred tax assets are comprised primarily of reserves not currently deductible for tax purposes. The temporary differences that have resulted in the recording of these tax assets may be used to offset taxable income in future periods, reducing the amount of taxes required to be paid. Realization of the deferred tax assets is dependent on generating sufficient future taxable income at those subsidiaries with deferred tax assets. Based upon the expected future results of operations, the Company believes it is more likely than not that those subsidiaries with deferred tax assets will generate sufficient future taxable income to realize the benefit of existing temporary differences, although there can be no assurance of this. The impact of not realizing these deferred tax assets would result in an increase in income tax expense for such period when the determination was made that the assets are not realizable. Earnings per common share Basic and fully diluted earnings per Trust common share is computed using the two-class method which requires companies to allocate participating securities that have rights to earnings that otherwise would have been available only to common shareholders as a separate class of securities in calculating earnings per share. The Company has granted Allocation Interests that contain participating rights to receive profit allocations upon the occurrence of a Holding Event or a Sale Event, and has issued preferred shares that have rights to distributions when, and if, declared by the Company's board of directors. The calculation of basic and fully diluted earnings per common share is computed by dividing income available to common shareholders by the weighted average number of Trust common shares outstanding during the period. Earnings per common share reflects the effect of distributions that were declared and paid to the Holders and distributions that were paid on preferred shares during the period. The weighted average number of Trust common shares outstanding for each of the fiscal years 2019 , 2018 and 2017 were computed based on 59,900,000 shares outstanding for the period from January 1st through December 31st. The Company did not have any stock option plans or any other potentially dilutive securities outstanding during the years ended December 31, 2019 , 2018 and 2017 . Advertising costs Advertising costs are expensed as incurred and included in selling, general and administrative expense in the consolidated statements of operations. Advertising costs were $20.4 million , $20.2 million and $17.4 million during the years ended December 31, 2019 , 2018 and 2017 , respectively. Research and development Research and development costs are expensed as incurred and included in selling, general and administrative expense in the consolidated statements of operations. The Company incurred research and development expense of $0.9 million , $1.2 million and $1.4 million during the years ended December 31, 2019 , 2018 and 2017 , respectively. Employee retirement plans The Company and many of its segments sponsor defined contribution retirement plans, such as 401(k) plans. Employee contributions to the plan are subject to regulatory limitations and the specific plan provisions. The Company and its segments may match these contributions up to levels specified in the plans and may make additional discretionary contributions as determined by management. The total employer contributions to these plans were $2.7 million , $3.8 million and $2.8 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. The Company’s Arnold subsidiary maintains a defined benefit plan for certain of its employees which is more fully described in " Note K - Defined Benefit Plan ". Accounting guidelines require employers to recognize the overfunded or underfunded status of defined benefit pension and postretirement plans as assets or liabilities in their consolidated balance sheets and to recognize changes in that funded status in the year in which the changes occur as a component of comprehensive income. Seasonality Earnings of certain of our operating segments are seasonal in nature due to various recurring events, holidays and seasonal weather patterns, as well as the timing of our acquisitions during a given year. Historically, the third and fourth quarter produce the highest net sales during our fiscal year. Stock based compensation The Company does not have a stock based compensation plan; however, all of the Company’s subsidiaries maintain stock based compensation plans. During the years ended December 31, 2019 , 2018 and 2017 , $6.1 million , $6.7 million , and $4.5 million of stock based compensation expense was recorded to each expense category that included related salary expense in the consolidated statements of operations. As of December 31, 2019 , the amount to be recorded for stock-based compensation expense in future years for unvested options is approximately $17.2 million . Recently Adopted Accounting Pronouncements Leases As of January 1, 2019, the Company adopted Accounting Standards Update ("ASU") No. 2016-02, Leases ("Topic 842"). The new standard requires an entity to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. The standard update offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. In July 2018, the FASB issued two updates to Topic 842 to clarify how to apply certain aspects of the new lease standard, and to give entities another option for transition and to provide lessors with a practical expedient to reduce the cost and complexity of implementing the new standard. The transition option allows entities to not apply the new lease standard in the comparative periods presented in the financial statements in the year of adoption. The Company adopted the new standard using the optional transition method. The reported results for reporting periods after January 1, 2019 are presented under the new lease guidance while prior period amounts were prepared under the previous lease guidance. The new standard provides a number of optional practical expedients in transition. The Company elected to use the package of practical expedients that allows us to not reassess: (i) whether any expired or existing contracts are or contain leases, (ii) lease classification for any expired or existing leases and (iii) initial direct costs for any expired or existing leases. We additionally elected to use the practical expedient that allows lessees to treat the lease and non-lease components of leases as a single lease component and the practical expedient pertaining to land easements. In addition, the new standard provides for an accounting election that permits a lessee to elect not to apply the recognition requirements of Topic 842 to short-term leases by class of underlying asset. The Company adopted this accounting election for all classes of assets. The Company has performed an assessment of the impact of the adoption of Topic 842 on the Company's consolidated financial position and results of operations for the Company's leases, which consist of manufacturing facilities, warehouses, office facilities, retail stores, equipment and vehicle leases. The adoption of the new lease standard on January 1, 2019 resulted in the recognition of right-of-use assets of approximately $90.6 million and lease liabilities for operating leases of approximately $97.4 million on our Consolidated Balance Sheets, with no material impact to its Consolidated Statements of Operations or Consolidated Statement of Cash Flows. We implemented processes and a lease accounting system to ensure adequate internal controls were in place to assess our leasing arrangements and enable proper accounting and reporting of financial information upon adoption. No cumulative effect adjustment was recognized as the amount was not material. Refer to " Note R - Commitments and Contingencies " for additional information regarding the Company's adoption of Topic 842. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses, which will require companies to present assets held at amortized cost and available for sale debt securities net of the amount expected to be collected. The guidance requires the measurement of expected credit losses to be based on relevant information from past events, including historical experiences, current conditions and reasonable and supportable forecasts that affect collectability. The guidance will be effective for fiscal years and interim periods beginning after December 15, 2019 and will primarily affect the Company's estimates of accounts receivable provisions. The adoption of this guidance is not expected to have a material impact on our consolidated financial statements. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations Sale of Clean Earth On May 8, 2019, the Company, as majority stockholder of CEHI Acquisition Corporation ("Clean Earth" or CEHI") and as Sellers’ Representative, entered into a definitive Stock Purchase Agreement (the “Purchase Agreement”) with Calrissian Holdings, LLC (“Buyer”), CEHI, the other holders of stock and options of CEHI and, as Buyer’s guarantor, Harsco Corporation, pursuant to which Buyer would acquire all of the issued and outstanding securities of CEHI, the parent company of the operating entity, Clean Earth, Inc. On June 28, 2019, Buyer completed the acquisition of all of the issued and outstanding securities of CEHI pursuant to the Purchase Agreement. The sale price for Clean Earth was based on an aggregate total enterprise value of $625 million and is subject to customary working capital adjustments. After the allocation of the sale proceeds to Clean Earth non-controlling equity holders, the repayment of intercompany loans to the Company (including accrued interest) of $224.6 million , and the payment of transaction expenses of approximately $10.7 million , the Company received approximately $327.3 million of total proceeds at closing related to our equity interests in Clean Earth. The Company recognized a gain on the sale of Clean Earth of $209.3 million during the year ended December 31, 2019. Summarized operating results for Clean Earth for the previous years through the date of disposition were as follows (in thousands): For the period January 1, 2019 through disposition Year ended December 31, 2018 Year ended December 31, 2017 Net sales $ 132,737 $ 266,916 $ 211,247 Gross profit 39,678 75,470 61,219 Operating income 6,232 14,443 12,037 Income before income taxes 5,880 13,693 11,789 Benefit for income taxes (11,607 ) (2,458 ) (15,469 ) Income from discontinued operations (1) $ 17,487 $ 16,151 $ 27,258 (1) The results of operations for the periods from January 1, 2019 through the date of disposition, and the years ended December 31, 2018 and December 31, 2017, each exclude $10.2 million , $17.0 million and $13.9 million , respectively, of intercompany interest expense. Sale of Manitoba Harvest On February 19, 2019, the Company entered into a definitive agreement with Tilray, Inc. ("Tilray") and a wholly-owned subsidiary of Tilray, 1197879 B.C. Ltd. (“Tilray Subco”), to sell to Tilray, through Tilray Subco, all of the issued and outstanding securities of our majority owned subsidiary, Manitoba Harvest for total consideration of up to C$419 million . The completion of the sale of Manitoba Harvest was subject to approval by the British Columbia Supreme Court, which occurred on February 21, 2019. The sale closed on February 28, 2019. Subject to certain customary adjustments, the shareholders of Manitoba Harvest, including the Company, received the following from Tilray as consideration for their shares of Manitoba Harvest: (i) C$150 million in cash to the holders of preferred shares of Manitoba Harvest and the holders of common shares of Manitoba Harvest (“Common Holders”) and C$127.5 million in shares of class 2 Common Stock of Tilray (“Tilray Common Stock”) to the Common Holders on the closing date of the sale (the “Closing Date Consideration”), and (ii) C$50 million in cash and C$42.5 million in Tilray Common Stock to the Common Holders on the date that was six months after the closing date of the arrangement (the “Deferred Consideration”). The sale consideration also included a potential earnout of up to C$49 million in Tilray Common Stock to the Common Holders, if Manitoba Harvest achieved certain levels of U.S. branded gross sales of edible or topical products containing broad spectrum hemp extracts or cannabidiols prior to December 31, 2019. The threshold for the earnout was not achieved and no additional amount was recorded related to sale of Manitoba Harvest at December 31, 2019. The cash portion of the Closing Date Consideration was reduced by the amount of the net indebtedness (including accrued interest) of Manitoba Harvest on the closing date of C$71.3 million ( $53.7 million ) and transaction expenses of approximately C$5.0 million . The Company's share of the net proceeds after accounting for the redemption of the noncontrolling shareholders and the payment of net indebtedness of Manitoba Harvest and transaction expenses was approximately $124.2 million in cash proceeds and in Tilray Common Stock. The Company recognized a gain on the sale of Manitoba Harvest of $121.7 million in the first quarter of 2019. In August 2019, the Company received the Deferred Consideration related to the sale. The Company's portion of the Deferred Consideration totaled $28.4 million in cash proceeds and $19.6 million in Tilray Common Stock. The Tilray Common Stock consideration was issued in reliance on the exemption from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act") and pursuant to exemptions from applicable securities laws of any state of the United States, such that any shares of Tilray Common Stock received by the Common Holders were freely tradeable. The Company sold the Tilray Common Stock received as part of the Closing Consideration during March 2019, recognizing a net loss of $5.3 million in Other income/ (expense) during the quarter ended March 31, 2019. In August 2019, the Company sold the Tilray Common Stock received as part of the Deferred Consideration, recognizing a loss of $4.9 million in Other income/ (expense) during the quarter ended September 30, 2019. Summarized operating results for Manitoba Harvest for the previous years through the date of disposition were as follows (in thousands): For the period January 1, 2019 through disposition Year ended December 31, 2018 Year ended December 31, 2017 Net revenues $ 10,024 $ 67,437 $ 55,699 Gross profit 4,874 28,877 25,101 Operating loss (1,118 ) (1,754 ) (9,332 ) Loss before income taxes (1,127 ) (1,783 ) (9,565 ) Benefit for income taxes (541 ) (1,460 ) (1,469 ) Income (loss) from discontinued operations (1)(2) $ (586 ) $ (323 ) $ (8,096 ) (1) The results of operations for the periods from January 1, 2019 through the date of disposition and the years ended December 31, 2018 and December 31, 2017 each exclude $1.0 million , $5.2 million and $4.3 million , respectively, of intercompany interest expense. (2) The loss from discontinued operations for the year ended December 31, 2017 includes impairment expense of $8.5 million related to the goodwill and tradename of Manitoba Harvest. The following table presents summary balance sheet information of the Clean Earth and Manitoba Harvest businesses that is presented as discontinued operations as of December 31, 2018 ( in thousands ): December 31, 2018 Manitoba Harvest Clean Earth Total Assets: Cash and cash equivalents $ 2,577 $ 1,978 $ 4,555 Accounts receivable, net 7,169 59,689 66,858 Inventories 11,436 — 11,436 Prepaid expenses and other current assets 773 6,140 6,913 Current assets of discontinued operations $ 21,955 $ 67,807 $ 89,762 Property, plant and equipment, net $ 18,157 $ 62,060 $ 80,217 Goodwill 37,777 144,778 182,555 Intangible assets, net 53,533 129,530 183,063 Other non-current assets — 3,629 3,629 Non-current assets of discontinued operations $ 109,467 $ 339,997 $ 449,464 Liabilities: Accounts payable $ 4,259 $ 26,135 $ 30,394 Accrued expenses 4,313 16,064 20,377 Due to related party 350 — 350 Other current liabilities 506 867 1,373 Current liabilities of discontinued operations 9,428 43,066 52,494 Deferred income taxes 12,675 28,300 40,975 Other non-current liabilities 2,093 5,175 7,268 Non-current liabilities of discontinued operations $ 14,768 $ 33,475 $ 48,243 Noncontrolling interest of discontinued operations $ 11,160 $ 8,888 $ 20,048 |
Acquisition of Businesses
Acquisition of Businesses | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Acquisition of Businesses | Acquisition of Businesses Acquisition of Foam Fabricators On February 15, 2018, pursuant to an agreement entered into on January 18, 2018, the Company, through a wholly owned subsidiary, FFI Compass, Inc. (“Buyer”), entered into a Stock Purchase Agreement (the “Purchase Agreement”) with Warren F. Florkiewicz (“Seller”) pursuant to which Buyer acquired all of the issued and outstanding capital stock of Foam Fabricators, Inc., a Delaware corporation (“Foam Fabricators”). Foam Fabricators is a leading designer and manufacturer of custom molded protective foam solutions and original equipment manufacturer ("OEM") components made from expanded polymers such as expanded polystyrene (EPS) and expanded polypropylene (EPP). Founded in 1957 and headquartered in Scottsdale, Arizona, it operates 13 molding and fabricating facilities across North America and provides products to a variety of end-markets, including appliances and electronics, pharmaceuticals, health and wellness, automotive, building and other products. The Company made loans to, and purchased a 100% controlling interest in Foam Fabricators. The final purchase price, after the working capital settlement and net of transaction costs, was approximately $253.4 million . The Company funded the acquisition through a draw on the 2014 Revolving Credit Facility. The transaction was accounted for as a business combination. CGM acted as an advisor to the Company in the acquisition and provided integration services during the first year of the Company's ownership. CGM received integration service fees of $2.25 million payable over a twelve month period as services were rendered. The results of operations of Foam Fabricators have been included in the consolidated results of operations since the date of acquisition. Foam Fabricator's results of operations are reported as a separate operating segment. The table below provides the recording of assets acquired and liabilities assumed as of the acquisition date. Final Purchase Allocation (in thousands) As of 12/31/18 Assets: Cash $ 6,282 Accounts receivable (1) 19,058 Inventory (2) 13,212 Property, plant and equipment (3) 28,370 Intangible assets 118,342 Goodwill 72,708 Other current and noncurrent assets 2,945 Total assets 260,917 Liabilities: Current liabilities 5,968 Other liabilities 115,033 Total liabilities 121,001 Net assets acquired 139,916 Intercompany loans to business 115,033 $ 254,949 Acquisition Consideration Purchase price $ 247,500 Working capital adjustment 1,370 Cash acquired 6,079 Total purchase consideration $ 254,949 Less: Transaction costs 1,552 Purchase price, net $ 253,397 (1) Includes $19.4 million of gross contractual accounts receivable of which $0.03 million is not expected to be collected. The fair value of accounts receivable approximated book value acquired. (2) Includes $0.7 million in inventory basis step-up, which was charged to cost of goods sold in the first quarter of 2018. (3) Includes $20.0 million of property, plant and equipment basis step-up. The Company incurred $1.6 million of transaction costs in conjunction with the Foam Fabricators acquisition, which was included in selling, general and administrative expense in the consolidated results of operations in the quarter ended March 31, 2018. The allocation of the purchase price presented above is based on management's estimate of the fair values using valuation techniques including income, cost and market approaches. In estimating the fair value of the acquired assets and assumed liabilities, the fair value estimates are based on, but not limited to, expected future revenue and cash flows, expected future growth rates and estimated discount rates. Current and noncurrent assets and current and other liabilities are valued at historical carrying values. Property, plant and equipment is valued through a purchase price appraisal and will be depreciated on a straight-line basis over the respective remaining useful lives of the assets. Goodwill is calculated as the excess of the consideration transferred over the fair value of the identifiable net assets acquired and represents the future economic benefits expected to arise from other intangible assets acquired that do not qualify for separate recognition, including assembled workforce and non-contractual relationships, as well as expected future synergies. The goodwill of $72.7 million reflects the strategic fit of Foam Fabricators in the Company's niche industrial business. Foam Fabricators was an S corporation under Section 1362 of the Internal Revenue Code, and accordingly, taxable income of Foam Fabricators flowed through to its stockholder. The Company and the selling shareholder have agreed to make a joint Section 338(h)(10) election which will treat the acquisition as a deemed asset purchase for United States Federal income tax purposes and accordingly the goodwill is expected to be deductible for income tax purposes. The intangible assets recorded related to the Foam Fabricators acquisition are as follows (in thousands): Intangible assets Amount Estimated Useful Life Tradename $ 4,215 10 years Customer Relationships 114,127 15 years $ 118,342 Acquisition of Rimports On February 26, 2018, the Company's Sterno subsidiary acquired all of the issued and outstanding capital stock of Rimports, Inc., a Utah corporation (“Rimports”), pursuant to a Stock Purchase Agreement, dated January 23, 2018, by and among Sterno and Jeffery W. Palmer, individually and in his capacity as Seller Representative, the Jeffery Wayne Palmer Dynasty Trust dated December 26, 2011, the Angela Marie Palmer Irrevocable Trust dated December 26, 2011, the Angela Marie Palmer Charitable Lead Trust, the Fidelity Investments Charitable Gift Fund, the TAK Irrevocable Trust dated June 7, 2012, and the SAK Irrevocable Trust dated June 7, 2012. Headquartered in Provo, Utah, Rimports is a manufacturer and distributor of branded and private label scented wickless candle products used for home décor and fragrance. Rimports offers an extensive line of wax warmers, scented wax cubes, essential oils and diffusers, and other home fragrance systems, through the mass retailer channel. Sterno purchased a 100% controlling interest in Rimports. The purchase price, after the working capital settlement and net of transaction costs, was approximately $154.4 million . The purchase price of Rimports included a potential earn-out of up to $25 million contingent on the attainment of certain future performance criteria of Rimports for the twelve-month period from May 1, 2017 to April 30, 2018 and the fourteen month period from March 1, 2018 to April 30, 2019. The fair value of the contingent consideration was estimated at $4.8 million as part of the purchase price allocation. Sterno funded the acquisition through their intercompany credit facility with the Company. The transaction was accounted for as a business combination. The results of operations of Rimports have been included in the consolidated results of operations since the date of acquisition. Rimport's results of operations are included in the Sterno operating segment. The table below provides the recording of assets acquired and liabilities assumed as of the acquisition date. The goodwill resulting from the purchase price allocation is expected to be deductible for income tax purposes since Rimports was previously an S-Corporation for Federal income tax purposes and the Company and the selling shareholders have agreed to make a joint Section 338(h)(10) election which will treat the acquisition as a deemed asset purchase for United States Federal income tax purposes. Final Purchase Allocation (in thousands) As of 12/31/18 Assets: Cash $ 10,025 Accounts receivable (1) 21,431 Inventory (2) 34,392 Property, plant and equipment 3,379 Intangible assets 85,700 Goodwill 13,518 Other current and noncurrent assets 446 Total assets 168,891 Liabilities Current liabilities 9,034 Other liabilities (3) 4,800 Total liabilities 13,834 Net assets acquired $ 155,057 Acquisition Consideration Purchase price $ 145,000 Cash acquired 10,025 Working capital adjustment 32 Total purchase consideration 155,057 Less: Transaction costs 632 Purchase price, net $ 154,425 (1) Includes $23.8 million of gross contractual accounts receivable of which $2.4 million is not expected to be collected. The fair value of accounts receivable approximated book value acquired. (2) Includes $6.7 million in inventory basis step-up, which was charged to cost of goods sold in the second and third quarter of 2018. (3) The purchase price of Rimports includes a potential earn-out of up to $25 million contingent on the attainment of certain future performance criteria of Rimports for the twelve-month period from May 1, 2017 to April 30, 2018 and the fourteen month period from March 1, 2018 to April 30, 2019. The earn-out was valued at $4.8 million using a probability weighted model. The intangible assets recorded related to the Rimports acquisition are as follows (in thousands): Intangible assets Amount Estimated Useful Life Tradename $ 6,600 8 years Customer Relationships 79,100 9 years $ 85,700 Sterno incurred $0.6 million of transaction costs in conjunction with the acquisition of Rimports, which was included in selling, general and administrative expense in the consolidated results of operations in the quarter ended March 31, 2018. The allocation of the purchase price presented above is based on management's estimate of the fair values using valuation techniques including income, cost and market approaches. In estimating the fair value of the acquired assets and assumed liabilities, the fair value estimates are based on, but not limited to, expected future revenue and cash flows, expected future growth rates and estimated discount rates. Current and noncurrent assets and current liabilities are valued at historical carrying values. Property, plant and equipment was valued through a purchase price appraisal and will be depreciated on a straight-line basis over the respective remaining useful lives of the assets. Goodwill is calculated as the excess of the consideration transferred over the fair value of the identifiable net assets acquired and represents the future economic benefits expected to arise from other intangible assets acquired that do not qualify for separate recognition, including assembled workforce and non-contractual relationships, as well as expected future synergies. Acquisition of Velocity Outdoor (formerly Crosman Corp.) On June 2, 2017, CBCP Acquisition Corp. (the "Buyer"), a wholly owned subsidiary of the Company, entered into an equity purchase agreement pursuant to which it acquired all of the outstanding equity interests of Bullseye Acquisition Corporation, the indirect owner of the equity interests of Crosman Corp. which is now known as Velocity Outdoor. Velocity Outdoor is a designer, manufacturer and marketer of airguns, archery products, laser aiming devices and related accessories. Headquartered in Bloomfield, New York, Velocity Outdoor serves over 425 customers worldwide, including mass merchants, sporting goods retailers, online channels and distributors serving smaller specialty stores and international markets. The Company made loans to, and purchased a 98.9% controlling interest in, Velocity. The purchase price, including proceeds from noncontrolling interests and net of transaction costs, was approximately $150.4 million . Velocity management invested in the transaction along with the Company, representing approximately 1.1% of the initial noncontrolling interest on a primary and fully diluted basis. The fair value of the noncontrolling interest was determined based on the enterprise value of the acquired entity multiplied by the ratio of the number of shares acquired by the minority holders to total shares. The transaction was accounted for as a business combination. CGM acted as an advisor to the Company in the acquisition and will continue to provide integration services during the first year of the Company's ownership of Velocity Outdoor. CGM received integration service fees of $1.5 million payable quarterly over a twelve month period as services were rendered beginning in the quarter ended September 30, 2017. The Company incurred $1.5 million of transaction costs in conjunction with the Velocity acquisition, which was included in selling, general and administrative expense in the consolidated statements of income during the second quarter of 2017. The results of operations of Velocity have been included in the consolidated results of operations since the date of acquisition. Velocity's results of operations are reported as a separate operating segment as a branded consumer business. The table below provides the recording of assets acquired and liabilities assumed as of the acquisition date. Final Purchase Allocation (in thousands) As of 12/31/17 Assets: Cash $ 1,210 Accounts receivable (1) 16,751 Inventory 28,873 Property, plant and equipment 15,014 Intangible assets 84,594 Goodwill 48,759 Other current and noncurrent assets 2,348 Total assets $ 197,549 Liabilities and noncontrolling interest: Current liabilities $ 16,283 Other liabilities 91,622 Deferred tax liabilities 28,515 Noncontrolling interest 694 Total liabilities and noncontrolling interest $ 137,114 Net assets acquired $ 60,435 Noncontrolling interest 694 Intercompany loans to business 90,742 $ 151,871 Acquisition Consideration Purchase price $ 151,800 Cash acquired 1,210 Working capital adjustment (1,139 ) Total purchase consideration $ 151,871 Less: Transaction costs 1,473 Purchase price, net $ 150,398 (1) Includes $18.0 million of gross contractual accounts receivable of which $1.2 million was not expected to be collected. The fair value of accounts receivable approximated net book value acquired. The allocation of the purchase price presented above is based on management's estimate of the fair values using valuation techniques including income, cost and market approaches. In estimating the fair value of the acquired assets and assumed liabilities, the fair value estimates are based on, but not limited to, expected future revenue and cash flows, expected future growth rates and estimated discount rates. Current and noncurrent assets and current and other liabilities are valued at historical carrying values, which approximates fair value. Property, plant and equipment is valued through a purchase price appraisal and will be depreciated on a straight-line basis over the respective remaining useful lives of the assets. The inventory was valued at fair value, resulting in a basis step-up of $3.3 million , which was charged to cost of goods sold over the inventory turns of the acquired entity. Goodwill is calculated as the excess of the consideration transferred over the fair value of the identifiable net assets acquired and represents the future economic benefits expected to arise from other intangible assets acquired that do not qualify for separate recognition, including assembled workforce and non-contractual relationships, as well as expected future synergies. The goodwill of $48.8 million reflects the strategic fit of Velocity in the Company's branded consumer business and is not expected to be deductible for income tax purposes. The purchase accounting for Velocity was finalized during the fourth quarter of 2017. The intangible assets recorded related to the Velocity acquisition are as follows (in thousands): Intangible Assets Amount Estimated Useful Life Tradename $ 53,463 20 years Customer relationships 28,718 15 years Technology 2,413 15 years $ 84,594 The tradename was valued at $53.5 million using a multi-period excess earnings methodology. The customer relationships intangible asset was valued at $28.7 million using the distributor method, a variation of the multi-period excess earnings methodology, in which an asset is valuable to the extent it enables its owners to earn a return in excess of the required returns on the other assets utilized in the business. The technology was valued at $2.4 million using a relief from royalty method. Unaudited pro forma information The following unaudited pro forma data for the years ended December 31, 2018 and 2017 gives effect to the acquisition of Foam Fabricators, Rimports and Velocity Outdoor, as described above, as if the acquisitions had been completed as of January 1, 2017. The pro forma data gives effect to historical operating results with adjustments to interest expense, amortization and depreciation expense, management fees and related tax effects. The information is provided for illustrative purposes only and is not necessarily indicative of the operating results that would have occurred if the transaction had been consummated on the date indicated, nor is it necessarily indicative of future operating results of the consolidated companies, and should not be construed as representing results for any future period. Year ended (in thousands) December 31, 2018 December 31, 2017 Net revenues $ 1,397,148 $ 1,328,109 Gross profit 480,260 454,698 Operating income 59,758 60,575 Net income (loss) from continuing operations (20,497 ) 49,865 Net income (loss) from continuing operations attributable to Holdings (25,714 ) 21,620 Basic and fully diluted net income (loss) per share attributable to Holdings (0.75 ) (0.50 ) Other acquisitions Velocity Outdoor Ravin Crossbows - On September 4, 2018, Velocity Outdoor (formerly "Crosman Corp.") acquired all of the outstanding membership interests in Ravin Crossbows, LLC ("Ravin" or "Ravin Crossbows") for a purchase price of approximately $98.0 million , net of transaction costs, plus a potential earn-out of up to $25.0 million based on gross profit levels for the trailing twelve month period ending December 31, 2018. Velocity funded the acquisition and payment of related transaction costs through the issuance of an additional $38.9 million in intercompany loans and the issuance of additional equity to the Company of $60.6 million . Velocity recorded a purchase price allocation for Ravin as of December 31, 2018 comprised of $67.5 million in intangible assets ( $14.1 million in finite lived trade name, $42.6 million in technologies valued using an excess earnings methodology, and $10.8 million in customer relationships), $2.5 million in inventory step-up, and $13.3 million in goodwill which is expected to be deductible for income tax purposes. The remainder of the purchase consideration was allocated to net assets acquired. The potential earn-out was valued at $4.7 million as part of the purchase price allocation . In December 2019, Velocity paid $6.8 million as settlement of the earn-out amount. Velocity incurred transaction costs of $1.4 million related to the Ravin acquisition, which are recorded as selling, general and administrative costs in the accompanying consolidated statement of operations as of December 31, 2018. The purchase price allocation was finalized during the first quarter of 2019. |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer [Text Block] | Revenue Effective January 1, 2018, the Company adopted the provisions of Revenue from Contracts with Customers, or ASC 606. The adoption of the new revenue guidance represents a change in accounting principle that will more closely align revenue recognition with the transfer of control of the Company's goods and services and will provide financial statement readers with enhanced disclosures. In accordance with the new revenue guidance, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to receive in exchange for these goods or services, and excludes any sales incentives or taxes collected from customers which are subsequently remitted to government authorities. The impacts from the adoption of the new revenue guidance primarily relates to the timing of revenue recognition for variable consideration received, consideration payable to a customer and recording right of return assets. Although these differences have been identified, the total impact to each reportable segment was not material to the consolidated financial statements. In addition, the accounting for the estimate of variable consideration in our contracts is not materially different compared to our current practice. Performance Obligations - For 5.11, Velocity Outdoor, Ergobaby, Liberty Safe, Sterno, Arnold and Foam Fabricators, revenues are recognized when control of the promised goods or service is transferred to the customer, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods and services. Each product or service represents a separate performance obligation. For contracts that contain multiple products, the Company will evaluate those products to determine if they represent performance obligations based on whether those goods or services are distinct (by themselves or as part of a bundle of products). Further, the Company evaluated if the products were separately identifiable from other products in the contract. The Company concluded that the products are distinct and separately identifiable from other products in the contracts. The Company determines standalone selling prices based on the price at which the performance obligation is sold separately. The standalone selling price is directly observable as it is the price at which the Company sells its products separately to the customer. As the Company does not meet any of the requirements for over time recognition for any of its products at these operating segments, it will recognize revenue based on the point in time criteria based on the definition of control, which is generally upon shipment terms for products and when the service is performed for services. Transfer of control for Advanced Circuit’s products qualify for over time revenue recognition because the products represent assets with no alternative use and the contracts include an enforceable right to payment for work completed to date. Advanced Circuits has selected the cost to cost input method of measuring progress to recognize revenue over time, based on the status of the work performed. The cost to cost method is representative of the value provided to the customer as it represents the Company’s performance completed to date. However, due to the short-term nature of Advanced Circuit's production cycle, there is an immaterial difference between revenue recognition under the previous guidance and the new revenue recognition guidance. Shipping and handling costs - Costs associated with shipment of products to a customer are accounted for as a fulfillment cost and are included in cost of revenues. The Company has elected to apply the practical expedient for shipping costs under the new revenue guidance and will account for shipping and handling activities performed after control of a good has been transferred to the customer as a fulfillment cost and not a performance obligation. Therefore, both revenue and costs of shipping and handling will be recorded at the same time. As a result, any consideration (including freight and landing costs) related to these activities will be included as a component of the overall transaction consideration and allocated to the performance obligations of the contract. Warranty - For product sales, the Company provides standard assurance-type warranties as the Company only warrants its products against defects in materials and workmanship (i.e., manufacturing flaws). Although the warranties are not required by law, the tasks performed over the warranty period are only to remediate instances when products do not meet the promised specifications. Customers do not have the option to purchase warranties separately. The Company’s warranty periods generally range from 90 days to three years depending on the nature of the product and are consistent with industry standards. The periods are reasonable to assure that products conform to specifications. The Company does not have a history of performing activities outside the scope of the standard warranty. Significant Judgments - The Company’s contracts with customers often include promises to transfer multiple products to a customer. Determining whether the promises are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. Once the performance obligations are identified, the Company determines the transaction price, which includes estimating the amount of variable consideration to be included in the transaction price, if any. The Company then allocates the transaction price to each performance obligation in the contract based on a relative stand-alone selling price method. The corresponding revenues are recognized as the related performance obligations are satisfied as discussed above. Judgment is required to determine the standalone selling price for each distinct performance obligation. The Company determines standalone selling prices based on the price at which the performance obligation is sold separately and therefore observable. Variable Consideration - Upon adoption of the new revenue guidance, the Company’s policy around estimating variable consideration related to sales incentives (early pay discounts, rights of return, rebates, chargebacks, and other discounts) included in certain customer contracts remained consistent with previous guidance. These incentives are recorded as a reduction in the transaction price. Under the new guidance, variable consideration is estimated and included in total consideration at contract inception based on either the expected value method or the most likely outcome method. The method was applied consistently among each type of variable consideration and the Company applies the expected value method to estimate variable consideration. These estimates are based on historical experience, anticipated performance and the Company’s best judgment at the time and as a result, reflect applicable constraints. The Company includes in the transaction price an amount of variable consideration estimated in accordance with the new guidance only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. In certain of the Company’s arrangements related to product sales, a right of return exists, which is included in the transaction price. For these right of return arrangements, an asset (and corresponding adjustment to cost of sale) for its right to recover the products from the customers is recorded. The asset recognized will be the carrying amount of the product (for example, inventory) less any expected costs to recover the products (including potential decreases in the value to the Company of the returned product). Additionally, the Company records a refund liability for the amount of consideration that it does not expect to be entitled. The amounts associated with right of return arrangements are not material to the Company's statement of position or operating results. Sales and Other Similar Taxes - The Company notes that under its contracts with customers, the customer is responsible for all sales and other similar taxes, which the Company will invoice the customer for if they are applicable. The new revenue guidance allows entities to make an accounting policy election to exclude sales taxes and other similar taxes from the measurement of the transaction price. The scope of this accounting policy election is the same as the scope of the policy election in the previous guidance. As the Company presents taxes on a net basis under the previous guidance there will be no change to the current presentation (net) as a result. Practical Expedients - The Company has elected to make the following accounting policy elections through the adoption of the following practical expedients: Sales and Other Similar Taxes - The Company will exclude sales taxes and similar taxes from the measurement of transaction price and will ensure that it complies with the disclosure requirements of applicable accounting guidance. Cost to Obtain a Contract - The Company will recognize the incremental costs of obtaining a contract as an expense when incurred as the amortization period of the asset that the Company otherwise would have recognized is one year or less. Promised Goods or Services that are Immaterial in the Context of a Contract - The Company has elected to assess promised goods or services as performance obligations that are deemed to be immaterial in the context of a contract. As such, the Company will not aggregate and assess immaterial items at the entity level. That is, when determining whether a good or service is immaterial in the context of a contract, the assessment will be made based on the application of the new revenue guidance at the contract level. Disaggregated Revenue - Revenue Streams & Timing of Revenue Recognition - The Company disaggregates revenue by strategic business unit and by geography for each strategic business unit which are categories that depict how the nature, amount and uncertainty of revenue and cash flows are affected by economic factors. This disaggregation also represents how the Company evaluates its financial performance, as well as how the Company communicates its financial performance to the investors and other users of its financial statements. Each strategic business unit represents the Company’s reportable segments and offers different products and services. The following tables provide disaggregation of revenue by reportable segment geography for the years ended December 31, 2019 , 2018 and 2017 (in thousands): Year ended December 31, 2019 5.11 Ergo Liberty Velocity ACI Arnold Foam Sterno Total United States $ 307,552 $ 28,028 $ 93,922 $ 131,061 $ 90,791 $ 72,593 $ 101,622 $ 375,537 $ 1,201,106 Canada 8,203 3,541 2,242 6,134 — 712 — 15,987 36,819 Europe 29,042 27,318 — 6,207 — 36,711 — 1,412 100,690 Asia Pacific 13,933 30,197 — 756 — 6,019 — 2,385 53,290 Other international 29,915 911 — 3,684 — 3,913 19,802 123 58,348 $ 388,645 $ 89,995 $ 96,164 $ 147,842 $ 90,791 $ 119,948 $ 121,424 $ 395,444 $ 1,450,253 Year ended December 31, 2018 5.11 Ergo Liberty Velocity ACI Arnold Foam Sterno Total United States $ 265,306 $ 32,558 $ 80,334 $ 113,915 $ 92,511 $ 70,049 $ 97,118 $ 365,403 $ 1,117,194 Canada 7,808 3,076 2,324 6,162 — 1,177 — 13,304 33,851 Europe 31,026 28,482 — 5,574 — 38,536 — 1,218 104,836 Asia Pacific 16,168 25,488 — 1,200 — 5,176 — 169 48,201 Other international 27,614 962 — 4,445 — 2,922 16,314 981 53,238 $ 347,922 $ 90,566 $ 82,658 $ 131,296 $ 92,511 $ 117,860 $ 113,432 $ 381,075 $ 1,357,320 Year ended December 31, 2017 5.11 Ergo Liberty Velocity ACI Arnold Sterno Total United States $ 224,141 $ 40,870 $ 89,969 $ 68,393 $ 87,782 $ 62,667 $ 204,710 $ 778,532 Canada 6,180 3,473 1,987 4,070 — 1,237 17,250 34,197 Europe 24,552 25,973 — 3,066 — 32,101 2,322 88,014 Asia Pacific 14,800 32,617 — 756 — 4,976 1,244 54,393 Other international 40,326 36 — 2,102 — 4,599 584 47,647 $ 309,999 $ 102,969 $ 91,956 $ 78,387 $ 87,782 $ 105,580 $ 226,110 $ 1,002,783 |
Operating Segment Data
Operating Segment Data | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Operating Segment Data | Operating Segment Data At December 31, 2019 , the Company had eight reportable operating segments. Each operating segment represents a platform acquisition. The Company’s operating segments are strategic business units that offer different products and services. They are managed separately because each business requires different technology and marketing strategies. A description of each of the reportable segments and the types of products from which each segment derives its revenues is as follows: • 5.11 is a leading provider of purpose-built technical apparel and gear for law enforcement, firefighters, EMS, and military special operations as well as outdoor and adventure enthusiasts. 5.11 is a brand known for innovation and authenticity, and works directly with end users to create purpose-built apparel and gear designed to enhance the safety, accuracy, speed and performance of tactical professionals and enthusiasts worldwide. Headquartered in Irvine, California, 5.11 operates sales offices and distribution centers globally, and 5.11 products are widely distributed in uniform stores, military exchanges, outdoor retail stores, its own retail stores and on 511tactical.com. • Ergobaby , headquartered in Los Angeles, California, is a designer, marketer and distributor of wearable baby carriers and accessories, blankets and swaddlers, nursing pillows, strollers and related products. Ergobaby primarily sells its Ergobaby and Baby Tula branded products through brick-and-mortar retailers, national chain stores, online retailers, its own websites and distributors and derives more than 50% of its sales from outside of the United States. • Liberty Safe is a designer, manufacturer and marketer of premium home, office and gun safes in North America. From its over 300,000 square foot manufacturing facility, Liberty produces a wide range of home and gun safe models in a broad assortment of sizes, features and styles. Liberty is headquartered in Payson, Utah. • Velocity Outdoor is a leading designer, manufacturer, and marketer of airguns, archery products, laser aiming devices and related accessories. Velocity Outdoor offers its products under the highly recognizable Crosman, Benjamin, Ravin, LaserMax and CenterPoint brands that are available through national retail chains, mass merchants, dealer and distributor networks. Velocity Outdoor is headquartered in Bloomfield, New York. • Advanced Circuits , an electronic components manufacturing company, is a provider of small-run, quick-turn and volume production rigid printed circuit boards. ACI manufactures and delivers custom printed circuit boards to customers primarily in North America. ACI is headquartered in Aurora, Colorado. • Arnold is a global manufacturer of engineered magnetic solutions for a wide range of specialty applications and end-markets, including aerospace and defense, general industrial, motorsport/ automotive, oil and gas, medical, energy, reprographics and advertising specialties. Arnold produces high performance permanent magnets (PMAG), precision foil products (Precision Thin Metals or "PTM"), and flexible magnets (Flexmag™) that are mission critical in motors, generators, sensors and other systems and components. Based on its long-term relationships, Arnold has built a diverse and blue-chip customer base totaling more than 2,000 clients worldwide. Arnold is headquartered in Rochester, New York. • Foam Fabricators is a designer and manufacturer of custom molded protective foam solutions and original equipment manufacturer components made from expanded polystyrene and expanded polypropylene. Foam Fabricators provides products to a variety of end markets, including appliances and electronics, pharmaceuticals, health and wellness, automotive, building and other products. Foam Fabricators is headquartered in Scottsdale, Arizona and operates 13 molding and fabricating facilities across North America. • Sterno is a manufacturer and marketer of portable food warming fuel and creative table lighting solutions for the food service industry and flameless candles, outdoor lighting products, scented wax cubes and warmer products for consumers. Sterno's products include wick and gel chafing fuels, butane stoves and accessories, liquid and traditional wax candles, scented wax cubes and warmer products used for home decor and fragrance systems, catering equipment and outdoor lighting products. Sterno is headquartered in Corona, California. The tabular information that follows shows data for each of the operating segments reconciled to amounts reflected in the consolidated financial statements. The operations of each of the operating segments are included in consolidated operating results as of their date of acquisition. Segment profit is determined based on internal performance measures used by the Chief Executive Officer to assess the performance of each business. There were no significant inter-segment transactions. Summary of Operating Segments Net Revenues Year ended December 31, (in thousands) 2019 2018 2017 5.11 $ 388,645 $ 347,922 $ 309,999 Ergobaby 89,995 90,566 102,969 Liberty 96,164 82,658 91,956 Velocity Outdoor 147,842 131,296 78,387 ACI 90,791 92,511 87,782 Arnold 119,948 117,860 105,580 Foam Fabricators 121,424 113,432 — Sterno 395,444 381,075 226,110 Total 1,450,253 1,357,320 1,002,783 Reconciliation of segment revenues to consolidated revenues: Corporate and other — — — Total consolidated revenues $ 1,450,253 $ 1,357,320 $ 1,002,783 Segment Profit (Loss) (1) Year ended December 31, (in thousands) 2019 2018 2017 5.11 (2) $ 22,408 $ 3,916 $ (7,121 ) Ergobaby 10,404 11,522 24,503 Liberty 8,526 5,906 9,475 Velocity Outdoor (3) (27,138 ) 4,850 1,308 ACI 25,680 26,335 23,575 Arnold (4) 8,361 7,416 (5,693 ) Foam Fabricators 14,292 10,998 — Sterno 44,810 38,730 19,194 Total 107,343 109,673 65,241 Reconciliation of segment profit (loss) to consolidated income from continuing operations before income taxes: Interest expense, net (58,216 ) (55,245 ) (27,255 ) Other income (expense), net (2,185 ) (5,889 ) 2,745 Loss on equity method investment — — (5,620 ) Corporate and other (72,973 ) (56,950 ) (44,742 ) Total consolidated loss from continuing operations before income taxes $ (26,031 ) $ (8,411 ) $ (9,631 ) (1) Segment profit (loss) represents operating income (loss). (2) 5.11 - The year ended December 31, 2017 includes $21.7 million cost of goods sold expense related to the amortization of the step-up in inventory basis resulting from the purchase price allocation of 5.11, and $2.3 million in integration services fees paid to CGM. (3) Velocity Outdoor - Operating loss from Velocity Outdoor for the year ended December 31, 2019 includes $32.9 million in goodwill impairment. The year ended December 31, 2017 includes $1.8 million in acquisition related costs, $3.3 million cost of goods sold expense related to the amortization of the step-up in inventory basis resulting from the purchase price allocation of Velocity, and $0.75 million in integration services fees paid to CGM. (4) Arnold - Operating loss from Arnold for the year ended December 31, 2017 includes $8.9 million in goodwill impairment expense related to the PMAG reporting unit. Refer to " Note H - Goodwill and Intangible Assets ." Depreciation and Amortization Expense Year ended December 31, (in thousands) 2019 2018 2017 5.11 $ 21,131 $ 21,477 $ 39,934 Ergobaby 8,531 8,493 11,419 Liberty 1,584 1,541 1,657 Velocity Outdoor 12,984 12,119 7,726 ACI 2,401 3,160 3,323 Arnold 6,459 6,229 6,428 Foam Fabricators 12,183 10,712 — Sterno 22,035 26,970 11,573 Total 87,308 90,701 82,060 Reconciliation of segment to consolidated total: Amortization of debt issuance costs and original issue discount 3,773 4,483 5,007 Consolidated total $ 91,081 $ 95,184 $ 87,067 Accounts Receivable Identifiable Assets December 31, December 31 (in thousands) 2019 2018 2019 (1) 2018 (1) 5.11 $ 49,543 $ 52,069 $ 357,292 $ 319,583 Ergobaby 10,460 11,361 91,798 100,679 Liberty 13,574 10,416 38,558 27,881 Velocity 20,290 21,881 192,288 209,398 ACI 8,318 9,193 24,408 13,407 Arnold 19,043 16,298 72,650 66,744 Foam Fabricators 24,455 23,848 156,914 155,504 Sterno 60,522 72,361 263,530 253,637 Sales allowance accounts (14,800 ) (11,882 ) — — Total 191,405 205,545 1,197,438 1,146,833 Reconciliation of segment to consolidated totals: Corporate and other identifiable assets — — 64,531 8,357 Assets of discontinued operations — 540,485 Total $ 191,405 $ 205,545 $ 1,261,969 $ 1,695,675 (1) Does not include goodwill balances - refer to " Note H - Goodwill and Intangible Assets " for a schedule of goodwill by segment. Geographic Information Net Revenues Revenue attributable to Canada represented approximately 14.8% of total international revenues in 2019 , 14.1% of total international revenues in 2018 , and 15.2% of total international revenues in 2017 . Revenue attributable to any other individual foreign country was not material in 2019 , 2018 or 2017 . Identifiable Assets Several of the Company's operating segments have subsidiaries with assets located outside of the United States. The following table presents identifiable assets by geographic area: Identifiable Assets December 31, (in thousands) 2019 2018 United States $ 1,195,407 $ 1,091,960 Canada 1,859 1,688 Europe 40,298 37,286 Other international 24,405 24,256 Total identifiable assets $ 1,261,969 $ 1,155,190 |
Inventory, Property, Plant and
Inventory, Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Inventory, Property, Plant and Equipment | Inventory and Property, Plant, and Equipment Inventory December 31, (in thousands) 2019 2018 Raw materials and supplies $ 59,888 $ 60,788 Work-in-process 14,318 12,915 Finished goods 262,352 253,982 336,558 327,685 Less: obsolescence reserve (19,252 ) (20,248 ) Total $ 317,306 $ 307,437 Property, plant and equipment December 31, (in thousands) 2019 2018 Machinery and equipment $ 191,897 $ 174,983 Office furniture, computers and software 36,604 29,096 Leasehold improvements 40,851 34,786 Construction in process 10,559 8,869 Buildings and land 7,992 9,818 287,903 257,552 Less: accumulated depreciation (141,475 ) (110,951 ) Total $ 146,428 $ 146,601 Depreciation expense was approximately $33.2 million , $31.2 million and $22.4 million for the years ended December 31, 2019 , 2018 and 2017 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Intangible Assets Goodwill As a result of acquisitions of various businesses, the Company has significant intangible assets on its balance sheet that include goodwill and indefinite-lived intangibles. The Company’s goodwill and indefinite-lived intangibles are tested and reviewed for impairment annually as of March 31st or more frequently if facts and circumstances warrant by comparing the fair value of each reporting unit to its carrying value. Each of the Company’s businesses represent a reporting unit. The Arnold business previously comprised three reporting units when it was acquired in March 2012, but as a result of changes implemented by Arnold management during 2016 and 2017, the Company reassessed the reporting units at Arnold as of the annual impairment testing date in 2018. After evaluating changes in the operation of the reporting units that led to increased integration and altered how the financial results of the Arnold operating segment were assessed by Arnold management, the Company determined that the previously identified reporting units no longer operate in the same manner as they did when the Company acquired Arnold. As a result, the separate Arnold reporting units were determined to only comprise one reporting unit at the Arnold operating segment level as of March 31, 2018. As part of the exercise of combining the separate Arnold reporting units into one reporting unit, the Company performed "before" and "after" goodwill impairment testing, whereby we performed the annual impairment testing for each of the existing reporting units of Arnold and then subsequent to the completion of the annual impairment testing of the separate reporting units, we performed a quantitative impairment test of the Arnold operating segment, which will now represent the reporting unit for impairment tests. A reconciliation of the change in the carrying value of goodwill by segment for the years ended December 31, 2019 and 2018 are as follows (in thousands ): Balance at January 1, 2019 Acquisitions Goodwill Impairment Balance at December 31, 2019 5.11 $ 92,966 $ — $ — $ 92,966 Ergobaby 61,031 — — 61,031 Liberty 32,828 — — 32,828 Velocity Outdoor 62,675 285 (32,881 ) 30,079 ACI 58,019 — — 58,019 Arnold 26,903 — — 26,903 Foam Fabricators 72,708 — — 72,708 Sterno 55,336 — — 55,336 Corporate (1) 8,649 — — 8,649 Total $ 471,115 $ 285 $ (32,881 ) $ 438,519 (1) Represents goodwill resulting from purchase accounting adjustments not "pushed down" to the ACI segment. This amount is allocated back to the ACI segment for purposes of goodwill impairment testing. Balance at January 1, 2018 Acquisitions (1) Other Balance at December 31, 2018 5.11 $ 92,966 $ — $ — $ 92,966 Ergobaby 61,031 — — 61,031 Liberty 32,828 — — 32,828 Velocity Outdoor 49,352 13,253 70 62,675 ACI 58,019 — — 58,019 Arnold (2) 26,903 — — 26,903 Foam Fabricators — 72,708 — 72,708 Sterno 41,818 13,518 — 55,336 Corporate (3) 8,649 — — 8,649 Total $ 371,566 $ 99,479 $ 70 $ 471,115 (1) Acquisition of businesses during the year ended December 31, 2018 includes the acquisition of Foam Fabricators by the Company, Sterno's acquisition of Rimports and Velocity's acquisition of Ravin. (2) Arnold had three reporting units which were combined into one reporting unit effective March 31, 2018. (3) Represents goodwill resulting from purchase accounting adjustments not "pushed down" to the ACI segment. This amount is allocated back to the ACI segment for purposes of goodwill impairment testing. Approximately $148.1 million of goodwill is deductible for income tax purposes at December 31, 2019 . 2019 Interim Impairment Testing Velocity Outdoor The Company performed interim quantitative impairment testing of Velocity Outdoor at September 30, 2019. As a result of operating results below forecasts in the current period as well as a re-forecast of the Velocity business in which planned earnings and revenue fell below the forecasts of prior periods, the Company determined that a triggering event occurred in the third quarter of 2019 and performed an interim impairment test of goodwill as of September 30, 2019. The Company used an income approach for the impairment test, whereby we estimate the fair value of the reporting unit based on the present value of future cash flows. Cash flow projections are based on management's estimate of revenue growth rates and operating margins, and take into consideration industry and market conditions as well as company specific economic factors. The Company used a weighted average cost of capital of 12.2% in the income approach. The discount rate used was based on the weighted average cost of capital adjusted for the relevant risk associated with business specific characteristics and Velocity's ability to execute on the projected cash flows. Based on the results of the impairment test, the fair value of Velocity did not exceed the carrying value, indicating that the goodwill at Velocity is impaired. The difference between the carrying value and fair value of the Velocity business was $32.9 million , which the Company has recorded as impairment expense in the accompanying consolidated statement of operations for the year December 31, 2019. 2019 Annual Impairment Testing The Company uses a qualitative approach to test goodwill for impairment by first assessing qualitative factors to determine whether it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform quantitative goodwill impairment testing. All of the Company's reporting units except Liberty were tested qualitatively at March 31, 2019. We determined that the Liberty reporting unit required additional quantitative testing because we could not conclude that the fair value of the reporting unit exceeded its carrying value based on qualitative factors alone. We used an income approach and market approach for the quantitative impairment test that was performed of the Liberty business at March 31, 2019, with equal weighting assigned to each. The discount rate used in the income approach was 14.8% . The results of the quantitative impairment testing indicated that the fair value of the Liberty reporting unit exceeded the carrying value. For the reporting units that were tested qualitatively for the 2019 annual impairment testing, the results of the qualitative analysis indicated that it is more likely than not that the fair value exceeded their carrying value. 2018 Annual Impairment Testing For the reporting units that were tested qualitatively for the 2018 annual impairment testing, the results of the qualitative analysis indicated that the fair value exceeded their carrying value. At March 31, 2018, we determined that the Flexmag reporting unit of Arnold required additional quantitative testing because we could not conclude that the fair value of the reporting unit exceeded its carrying value based on qualitative factors alone. For the quantitative impairment test of Flexmag, we estimated the fair value of the reporting unit using an income approach, whereby we estimate the fair value of the reporting unit based on the present value of future cash flows. Cash flow projections are based on management's estimate of revenue growth rates and operating margins and take into consideration industry and market conditions as well as company and reporting unit specific economic conditions. The discount rate used is based on the weighted average cost of capital adjusted for the relevant risk associated with the business and the uncertainty associated with the reporting unit's ability to execute on the projected cash flows. The discount rate used in the income approach for Flexmag was 12.4% . For the reporting unit change at Arnold, a quantitative impairment test was performed of the Arnold business at March 31, 2018 using an income approach. The discount rate used in the income approach was 12.6% . The results of the impairment testing indicated that the fair value of the Arnold reporting unit exceeded the carrying value. 2017 Annual Goodwill Impairment Testing For the reporting units that were tested qualitatively for the 2017 annual impairment testing, the results of the qualitative analysis indicated that the fair value exceeded their carrying value. The following is a summary of the net carrying amount of goodwill at December 31, 2019 and 2018 ( in thousands ): December 31, 2019 December 31, 2018 Goodwill - gross carrying amount $ 496,264 $ 495,979 Accumulated impairment losses (57,745 ) (24,864 ) Goodwill - net carrying amount $ 438,519 $ 471,115 Intangible Assets Intangible assets are comprised of the following (in thousands): December 31, 2019 December 31, 2018 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted Average Useful Lives Customer relationships $ 462,686 $ (155,200 ) $ 307,486 $ 462,686 $ (120,786 ) $ 341,900 13 Technology and patents 80,082 (28,748 ) 51,334 79,646 (23,409 ) 56,237 13 Trade names, subject to amortization 189,183 (46,507 ) 142,676 189,116 (32,506 ) 156,610 15 Licensing and non-compete agreements 7,515 (7,050 ) 465 7,515 (6,655 ) 860 5 Distributor relations and other 726 (726 ) — 726 (726 ) — 5 740,192 (238,231 ) 501,961 739,689 (184,082 ) 555,607 Trade names, not subject to amortization 59,985 — 59,985 59,985 — 59,985 Total intangibles, net $ 800,177 (238,231 ) 561,946 $ 799,674 $ (184,082 ) $ 615,592 The Company’s amortization expense of intangible assets for the years ended December 31, 2019 , 2018 and 2017 totaled $54.2 million , $49.7 million and $34.7 million , and respectively. Estimated charges to amortization expense of intangible assets over the next five years, is as follows, (in thousands): 2020 $ 54,084 2021 $ 53,642 2022 $ 52,010 2023 $ 51,613 2024 $ 50,519 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Debt Financing Arrangements 2018 Credit Facility On April 18, 2018, the Company entered into an Amended and Restated Credit Agreement to amend and restate the 2014 Credit Facility, originally dated as of June 6, 2014 (as previously amended) among the Company, the lenders from time to time party thereto (the “Lenders”), and Bank of America, N.A., as Administrative Agent. The 2018 Credit Facility is secured by all of the assets of the Company, including all of its equity interests in, and loans to, its consolidated subsidiaries. The 2018 Credit Facility provides for (i) revolving loans, swing line loans and letters of credit (the “2018 Revolving Credit Facility”) up to a maximum aggregate amount of $600 million , and (ii) a $500 million term loan (the “2018 Term Loan”). The 2018 Credit Facility also permits the Company, prior to the applicable maturity date, to increase the 2018 Revolving Loan Commitment and/or obtain additional term loans in an aggregate amount of up to $250 million (the “Incremental Loans”), subject to certain restrictions and conditions. 2018 Revolving Credit Facility All amounts outstanding under the 2018 Revolving Credit Facility will become due on April 18, 2023, which is the maturity date of loans advanced under the 2018 Revolving Credit Facility. The Company may borrow, prepay and reborrow principal under the 2018 Revolving Credit Facility from time to time during its term. Advances under the 2018 Revolving Credit Facility can be either Eurodollar rate loans or base rate loans. Eurodollar rate revolving loans bear interest on the outstanding principal amount thereof for each interest period at a fluctuating rate per annum based on the Eurodollar rate (the London Interbank Offered Rate or a successor rate (the “Eurodollar Rate”)) for such interest period plus a margin ranging from 1.50% to 2.50% , based on the ratio of consolidated net indebtedness to adjusted consolidated earnings before interest expense, tax expense, and depreciation and amortization expenses for such period (the “Consolidated Total Leverage Ratio”). Base rate revolving loans bear interest on the outstanding principal amount thereof at a rate per annum equal to the highest of (i) Federal Funds rate plus 0.50% , (ii) the “prime rate”, and (iii) Eurodollar Rate plus 1.0% (the “Base Rate”), plus a margin ranging from 0.50% to 1.50% , based on the Company's Consolidated Total Leverage Ratio. Under the 2018 Revolving Credit Facility, an aggregate amount of up to $100.0 million in letters of credit may be issued, as well as swing line loans of up to $25 million outstanding at one time. The issuance of such letters of credit and the making of any swing line loan would reduce the amount available under the 2018 Revolving Credit Facility. The Company will pay (i) commitment fees on the unused portion of the 2018 Revolving Credit Facility ranging from 0.45% to 0.60% per annum based on its Consolidated Leverage Ratio, (ii) quarterly letter of credit fees, and (iii) administrative and agency fees. 2018 Term Loan The 2018 Term Loan was issued at an original issuance discount of 99.75% . The 2018 Term Loan required quarterly payments of $1.25 million commencing June 30, 2018, with a final payment of all remaining principal and interest due on April 18, 2025, the maturity date of the 2018 Term Loan. In July 2019, the Company repaid approximately $193.8 million of the 2018 Term Loan using a portion of the proceeds received from the sale of Clean Earth, and in November 2019, the Company repaid the remaining $298.8 million balance due under the 2018 Term Loan. 2014 Credit Facility The 2014 Credit Facility, as amended, provided for (i) a revolving credit facility of $550 million (the “2014 Revolving Credit Facility”), (ii) a $325 million term loan (the “2014 Term Loan”) and iii) a $250 million incremental term loan. Senior Notes On April 18, 2018, the Company consummated the issuance and sale of $400 million aggregate principal amount of its 8.000% Senior Notes due 2026 (the “Notes” or "Senior Notes") offered pursuant to a private offering to qualified institutional buyers in accordance with Rule 144A under the Securities Act, and to non-U.S. persons under Regulation S under the Securities Act. The Company used the net proceeds from the sale of the Notes to repay debt under its existing credit facilities in connection with a concurrent refinancing transaction described above. The Notes were issued pursuant to an indenture, dated as of April 18, 2018 (the “Indenture”), between the Company and U.S. Bank National Association, as trustee. The Notes bear interest at the rate of 8.000% per annum and will mature on May 1, 2026. Interest on the Notes is payable in cash on May 1st and November 1st of each year, beginning on November 1, 2018. The Notes are general senior unsecured obligations of the Company and are not guaranteed by the subsidiaries through which the Company currently conducts substantially all of its operations. The Notes rank equal in right of payment with all of the Company’s existing and future senior unsecured indebtedness, and rank senior in right of payment to all of the Company’s future subordinated indebtedness, if any. The Notes will be effectively subordinated to the Company’s existing and future secured indebtedness, to the extent of the value of the assets securing such indebtedness, including the indebtedness under the Company’s credit facilities described below. The Indenture contains several restrictive covenants including, but not limited to, limitations on the following: (i) the incurrence of additional indebtedness, (ii) restricted payments, (iii) dividends and other payments affecting restricted subsidiaries, (iv) the issuance of preferred stock of restricted subsidiaries, (v) transactions with affiliates, (vi) asset sales and mergers and consolidations, (vii) future subsidiary guarantees and (viii) liens, subject in each case to certain exceptions. The following table provides the Company’s debt holdings at December 31, 2019 and December 31, 2018 : December 31, (in thousands): 2019 2018 Senior Notes $ 400,000 $ 400,000 Revolving Credit Facility — 228,000 Term Loan — 496,250 Less: unamortized discounts and debt issuance costs (5,555 ) (20,379 ) Total debt $ 394,445 $ 1,103,871 Less: Current portion, term loan facilities — (5,000 ) Long-term debt $ 394,445 $ 1,098,871 Debt Issuance Costs Deferred debt issuance costs represent the costs associated with the issuance of the Company's financing arrangements. The Company paid $7.0 million in debt issuance costs related to the Senior Notes issuance, comprised of bank fees, rating agency fees and professional fees. The 2018 Credit Facility was categorized as a debt modification, and the Company incurred $8.4 million of debt issuance costs, $7.8 million of which were capitalized and will be amortized over the life of the related debt instrument, and $0.6 million that were expensed as costs incurred. In connection with the repayment of the 2018 Term Loan, the Company wrote-off $8.9 million in deferred financing costs associated with the 2018 Term Loan and $3.4 million associated with the original issue discount. The write-off of the deferred financing costs and original issue discount was recorded as loss on debt extinguishment in the accompanying consolidated statement of operations. Since the Company can borrow, repay and reborrow principal under the 2018 Revolving Credit Facility, the debt issuance costs associated with the 2018 Revolving Credit Facility have been classified as other non-current assets in the accompanying consolidated balance sheet. The debt issuance costs associated with the Senior Notes are classified as a reduction of long-term debt in the accompanying consolidated balance sheet. The following table summarizes debt issuance costs at December 31, 2019 and December 31, 2018 , and the balance sheet classification in each of the periods presents ( in thousands ): December 31, 2019 2018 Deferred debt issuance costs $ 13,252 $ 24,609 Accumulated amortization (3,667 ) (2,807 ) Deferred debt issuance costs, net $ 9,585 $ 21,802 Balance sheet classification: Other noncurrent assets $ 4,030 $ 5,254 Long-term debt 5,555 16,548 $ 9,585 $ 21,802 Covenants The Company is subject to certain customary affirmative and restrictive covenants arising under the 2018 Credit Facility. The following table reflects required and actual financial ratios as of December 31, 2019 included as part of the affirmative covenants in the 2018 Credit Facility: Description of Required Covenant Ratio Covenant Ratio Requirement Actual Ratio Fixed Charge Coverage Ratio Greater than or equal to 1.50: 1.00 2.24:1.00 Total Secured Debt to EBITDA Ratio Less than or equal to 3.50: 1.00 0.00:1.00 Total Debt to EBITDA Ratio Less than or equal to 5.00: 1.00 1.36:1.00 A breach of any of these covenants will be an event of default under the 2018 Credit Facility. Upon the occurrence of an event of default under the 2018 Credit Facility, the 2018 Revolving Credit Facility may be terminated, the 2018 Term Loan and all outstanding loans and other obligations under the 2018 Credit Facility may become immediately due and payable and any letters of credit then outstanding may be required to be cash collateralized, and the Agent and the Lenders may exercise any rights or remedies available to them under the 2018 Credit Facility. Any such event would materially impair the Company’s ability to conduct its business. As of December 31, 2019 , the Company was in compliance with all covenants as defined in the 2018 Credit Facility. Letters of credit The 2018 Credit Facility allows for letters of credit in an aggregate face amount of up to $100.0 million . Letters of credit outstanding at December 31, 2019 totaled $3.6 million and at December 31, 2018 totaled $0.3 million . Letter of credit fees recorded to interest expense were immaterial in 2019 and 2018 and totaled $0.1 million in the year ended December 31, 2017 . Interest Rate Swap In September 2014, the Company purchased an interest rate swap (the "Swap") with a notional amount of $220 million on our outstanding debt on our Term Loan. The Swap was effective April 1, 2016 through June 6, 2021, the original termination date of the 2014 Term Loan. The agreement required the Company to pay interest on the notional amount at the rate of 2.97% in exchange for the three-month LIBOR rate. In connection with the repayment of the 2018 Term Loan in November 2019, the Company settled the Swap with a payment of $4.9 million , the fair value of the Swap as of the date of settlement. Refer to " Note J - Derivative Instruments and Hedging Activities " for further information on the interest rate derivative entered into as part of the Term Loan. Interest expense The following details the components of interest expense in each of the years ended December 31, 2019 , 2018 and 2017 : Year ended December 31, (in thousands) 2019 2018 2017 Interest on credit facilities $ 21,996 $ 32,414 $ 23,940 Interest on Senior Notes 32,000 22,489 — Unused fee on Revolving Credit Facility 1,851 1,630 2,856 Amortization of original issue discount 459 729 1,037 Unrealized (gains) losses on interest rate derivatives 3,486 (2,251 ) (648 ) Letter of credit fees 28 8 70 Other interest expense 285 301 — Interest income (1,889 ) (75 ) — Interest expense, net $ 58,216 $ 55,245 $ 27,255 Average daily balance outstanding - credit facilities $ 451,117 $ 721,643 $ 597,114 Effective interest rate - credit facilities 6.2 % 4.5 % 4.6 % |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities Interest Rate Swap On September 16, 2014, the Company purchased an interest rate swap (the "Swap") with a notional amount of $220 million . The Swap was effective April 1, 2016 through June 6, 2021, the original termination date of our 2014 Term Loan. The interest rate swap agreement required the Company to pay interest rates on the notional amount at the rate of 2.97% in exchange for the three -month LIBOR rate. In connection with the repayment of the 2018 Term Loan in November 2019, the Company settled the Swap with a payment of $4.9 million , the fair value of the Swap as of the date of settlement. At December 31, 2018 , the Swap had a fair value loss of $2.1 million , $0.6 million recorded as other current liabilities and $1.5 million recorded as other noncurrent liabilities in the Consolidated Balance Sheet. The Company did not elect hedge accounting for the above derivative transaction associated with the Credit Facility and changes in fair value were included in interest expense on the consolidated statement of operations. Foreign Currency Contracts The Company's Arnold operating segment from time to time will use forward contracts and options to hedge the value of the Eurodollar against the Swiss Franc or the British Pound Sterling. Mark-to-market gains and losses on these instruments were not material to the consolidated results during each of the years ended December 31, 2019 , 2018 or 2017 . At December 31, 2019 and 2018 , Arnold had no currency contracts outstanding. |
Defined Benefit Plan
Defined Benefit Plan | 12 Months Ended |
Dec. 31, 2019 | |
Postemployment Benefits [Abstract] | |
Compensation and Employee Benefit Plans [Text Block] | Note K – Defined Benefit Plan In connection with the acquisition of Arnold, the Company has a defined benefit plan covering substantially all of Arnold’s employees at its Lupfig, Switzerland location. The benefits are based on years of service and the employees’ highest average compensation during the specific period. The following table sets forth the plan’s funded status and amounts recognized in the Company’s consolidated balance sheets at December 31, 2019 and 2018 : December 31, (in thousands) 2019 2018 Change in benefit obligation: Benefit obligation, beginning of year $ 15,017 $ 14,753 Service cost 512 536 Interest cost 132 96 Actuarial (gain)/loss 804 (239 ) Plan amendment — (21 ) Employee contributions and transfer 356 365 Benefits paid (2,179 ) (417 ) Foreign currency translation 212 (56 ) Benefit obligation $ 14,854 $ 15,017 Change in plan assets: Fair value of assets, beginning of period $ 11,252 $ 11,132 Actual return on plan assets 128 224 Company contribution 423 4 Employee contributions and transfer 356 365 Benefits paid (2,179 ) (417 ) Foreign currency translation 128 (56 ) Fair value of assets 10,108 11,252 Funded status $ (4,746 ) $ (3,765 ) The unfunded liability of $4.7 million and $3.8 million at December 31, 2019 and 2018 , respectively, is recognized in the consolidated balance sheet within other non-current liabilities. Net periodic benefit cost consists of the following: Year ended December 31, (in thousands) 2019 2018 2017 Service cost $ 512 $ 536 $ 534 Interest cost 132 96 94 Expected return on plan assets (135 ) (156 ) (155 ) Amortization of unrecognized loss 140 197 250 Net periodic benefit cost $ 649 $ 673 $ 723 Assumptions used to determine the benefit obligations and components of the net periodic benefit cost at December 31, 2019 and 2018 : December 31, 2019 2018 Discount rate 0.20 % 0.88 % Expected return on plan assets 0.80 % 1.20 % Rate of compensation increase 1.00 % 1.00 % The Company considers the historical level of long-term returns and the current level of expected long-term returns for the plan assets, as well as the current and expected allocation of assets when developing its expected long-term rate of return on assets assumption. The assumptions used for the plan are based upon customary rates and practices for the location of the Company. Arnold expects to contribute approximately $0.4 million to the defined benefit plan in 2020. The following presents the benefit payments which are expected to be paid for the plan in each year indicated ( in thousands ): 2020 $ 1,173 2021 651 2022 645 2023 508 2024 780 Thereafter 3,482 $ 7,239 Asset management objectives include maintaining an adequate level of diversification to reduce interest rate and market risk and providing adequate liquidity to meet immediate and future benefit payment requirements. The assets of the plan are reinsured in their entirety with Swiss Life Ltd. (“Swiss Life”) within the framework of the corresponding contracts with Swiss Life Collective BVG Foundation and Swiss Life Complementary Foundation. The assets are guaranteed by the insurance company and pooled with the assets of other participating employers. The allocation of pension plan assets by category in Swiss Life’s group life portfolio is as follows at December 31, 2019 : Certificates of deposit and cash and cash equivalents 1 % Fixed income bonds and securities 65 % Equities and investment funds 15 % Real estate 18 % Other investments 1 % 100 % The plan assets are pooled with assets of other participating employers and are not separable; therefore the fair values of the pension plan assets at December 31, 2019 and 2018 |
Stockholder's Equity
Stockholder's Equity | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Stockholder's Equity | Stockholders' Equity Trust Common Shares The Trust is authorized to issue 500,000,000 Trust common shares and the Company is authorized to issue a corresponding number of LLC interests. The Company will, at all times, have the identical number of LLC interests outstanding as Trust shares. Each Trust share represents an undivided beneficial interest in the Trust, and each Trust share is entitled to one vote per share on any matter with respect to which members of the Company are entitled to vote. Trust Preferred Shares The Trust is authorized to issue up to 50,000,000 Trust preferred shares and the Company is authorized to issue a corresponding number of Trust Interests. Series C Preferred Shares On November 20, 2019, the Trust issued 4,000,000 7.875% Series C Preferred Shares (the "Series C Preferred Shares") with a liquidation preference of $25.00 per share, and on December 2, 2019, the Trust issued 600,000 of the Series C Preferred Shares which were sold pursuant to an option to purchase additional shares by the underwriters. Total proceeds from the issuance of the Series C Preferred Shares were $115.0 million , or $111.0 million net of underwriters' discount and issuance costs. Distributions on the Series C Preferred Shares will be payable quarterly in arrears, when and as declared by the Company's board of directors on January 30, April 30, July 30, and October 30 of each year, beginning on January 30, 2020, at a rate per annum of 7.875% . Distributions on the Series C Preferred Shares are cumulative and at December 31, 2019, $1.0 million of Series C distributions are accumulated and unpaid. Unless full cumulative distributions on the Series C Preferred Shares have been or contemporaneously are declared and set apart for payment of the Series C Preferred Shares for all past distribution periods, no distribution may be declared or paid for payment on the Trust common shares. The Series C Preferred Shares are not convertible into Trust common shares and have no voting rights, except in limited circumstances as provided for in the share designation for the Series C Preferred Shares. The Series C Preferred Shares may be redeemed at the Company's option, in whole or in part, at any time after January 30, 2025, at a price of $25.00 per share, plus any accumulated and unpaid distributions (thereon whether authorized or declared) to, but excluding, the redemption date. Holders of Series C Preferred Shares will have no right to require the redemption of the Series C Preferred Shares and there is no maturity date. If a certain tax redemption event occurs prior to January 30, 2025, the Series C Preferred Shares may be redeemed at the Company's option, in whole but not in part, upon at least 30 days’ notice, within 60 days of the occurrence of such tax redemption event, at a price of $25.25 per share, plus accumulated and unpaid distributions to, but excluding, the redemption date. If a certain fundamental change related to the Series C Preferred Shares or the Company occurs (whether before, on or after January 30, 2025), the Company will be required to repurchase the Series C Preferred Shares at a price of $25.25 per share, plus accumulated and unpaid distributions to, but excluding, the date of purchase. If (i) a fundamental change occurs and (ii) the Company does not give notice prior to the 31 st day following the fundamental change to repurchase all the outstanding Series C Preferred Shares, the distribution rate per annum on the Series C Preferred Shares will increase by 5.00% , beginning on the 31 st day following such fundamental change. Notwithstanding any requirement that the Company repurchase all of the outstanding Series C Preferred Shares, the increase in the distribution rate is the sole remedy to holders in the event the Company fails to do so, and following any such increase, the Company will be under no obligation to repurchase any Series C Preferred Shares. Series B Preferred Shares On March 13, 2018, the Trust issued 4,000,000 7.875% Series B Preferred Shares (the "Series B Preferred Shares") with a liquidation preference of $25.00 per share, for gross proceeds of $100.0 million , or $96.5 million net of underwriters' discount and issuance costs. Distributions on the Series B Preferred Shares will be payable quarterly in arrears, when and as declared by the Company's board of directors on January 30, April 30, July 30, and October 30 of each year, beginning on July 30, 2018, at a rate per annum of 7.875% . Distributions on the Series B Preferred Shares are cumulative and at December 31, 2019, $1.3 million of Series B distributions are accumulated and unpaid. Unless full cumulative distributions on the Series B Preferred Shares have been or contemporaneously are declared and set apart for payment of the Series B Preferred Shares for all past distribution periods, no distribution may be declared or paid for payment on the Trust common shares. The Series B Preferred Shares are not convertible into Trust common shares and have no voting rights, except in limited circumstances as provided for in the share designation for the Series B Preferred Shares. The Series B Preferred Shares may be redeemed at the Company's option, in whole or in part, at any time after April 30, 2028, at a price of $25.00 per share, plus any accumulated and unpaid distributions (thereon whether authorized or declared) to, but excluding, the redemption date. Holders of Series B Preferred Shares will have no right to require the redemption of the Series B Preferred Shares and there is no maturity date. If a certain tax redemption event occurs prior to April 30, 2028, the Series B Preferred Shares may be redeemed at the Company's option, in whole but not in part, upon at least 30 days’ notice, within 60 days of the occurrence of such tax redemption event, at a price of $25.25 per share, plus accumulated and unpaid distributions to, but excluding, the redemption date. If a certain fundamental change related to the Series B Preferred Shares or the Company occurs (whether before, on or after April 30, 2028), the Company will be required to repurchase the Series B Preferred Shares at a price of $25.25 per share, plus accumulated and unpaid distributions to, but excluding, the date of purchase. If (i) a fundamental change occurs and (ii) the Company does not give notice prior to the 31 st day following the fundamental change to repurchase all the outstanding Series B Preferred Shares, the distribution rate per annum on the Series B Preferred Shares will increase by 5.00% , beginning on the 31 st day following such fundamental change. Notwithstanding any requirement that the Company repurchase all of the outstanding Series B Preferred Shares, the increase in the distribution rate is the sole remedy to holders in the event the Company fails to do so, and following any such increase, the Company will be under no obligation to repurchase any Series B Preferred Shares. Series A Preferred Shares On June 28, 2017, the Trust issued 4,000,000 7.250% Series A Preferred Shares (the "Series A Preferred Shares") with a liquidation preference of $25.00 per share, for gross proceeds of $100.0 million , or $96.4 million net of underwriters' discount and issuance costs. When, and if declared by the Company's board of directors, distribution on the Series A Preferred Shares will be payable quarterly on January 30, April 30, July 30, and October 30 of each year, beginning on October 30, 2017, at a rate per annum of 7.250% . Distributions on the Series A Preferred Shares are discretionary and non-cumulative. The Company has no obligation to pay distributions for a quarterly distribution period if the board of directors does not declare the distribution before the scheduled record of date for the period, whether or not distributions are paid for any subsequent distribution periods with respect to the Series A Preferred Shares, or the Trust common shares. If the Company's board of directors does not declare a distribution for the Series A Preferred Shares for a quarterly distribution period, during the remainder of that quarterly distribution period the Company cannot declare or pay distributions on the Trust common shares. The Series A Preferred Shares are not convertible into Trust common shares and have no voting rights, except in limited circumstances as provided for in the share designation for the Series A Preferred Shares. The Series A Preferred Shares may be redeemed at the Company's option, in whole or in part, at any time after July 30, 2022, at a price of $25.00 per share, plus declared and unpaid distribution to, but excluding, the redemption date, without payment of any undeclared distributions. Holders of Series A Preferred Shares will have no right to require the redemption of the Series A Preferred Shares and there is no maturity date. If a certain tax redemption event occurs prior to July 30, 2022, the Series A Preferred Shares may be redeemed at the Company's option, in whole but not in part, upon at least 30 days’ notice, within 60 days of the occurrence of such tax redemption event, at a price of $25.25 per share, plus declared and unpaid distributions to, but excluding, the redemption date, without payment of any undeclared distributions. If a certain fundamental change related to the Series A Preferred Shares or the Company occurs (whether before, on or after July 30, 2022), the Company will be required to repurchase the Series A Preferred Shares at a price of $25.25 per share, plus declared and unpaid distributions to, but excluding, the date of purchase, without payment of any undeclared distributions. If (i) a fundamental change occurs and (ii) the Company does not give notice prior to the 31 st day following the fundamental change to repurchase all the outstanding Series A Preferred Shares, the distribution rate per annum on the Series A Preferred Shares will increase by 5.00% , beginning on the 31st day following such fundamental change. Notwithstanding any requirement that the Company repurchase all of the outstanding Series A Preferred Shares, the increase in the distribution rate is the sole remedy to holders in the event the Company fails to do so, and following any such increase, the Company will be under no obligation to repurchase any Series A Preferred Shares. Profit Allocation Interests The Profit Allocation Interests represent the original equity interest in the Company. The holders of the Allocation Interests (“Holders”), through Sostratus LLC, are entitled to receive distributions pursuant to a profit allocation formula upon the occurrence of certain events. The distributions of the profit allocation is paid upon the occurrence of the sale of a material amount of capital stock or assets of one of the Company’s businesses (“Sale Event”) or, at the option of the Holders, at each five year anniversary date of the acquisition of one of the Company’s businesses (“Holding Event”). The Company records distributions of the profit allocation to the Holders upon occurrence of a Sale Event or Holding Event as dividends declared on Allocation Interests to stockholders’ equity when they are approved by the Company’s board of directors. There were no allocation payments made to the Allocation Interest Holders in 2018. The following is a summary of the profit allocation payments made to the Allocation Interest Holders during each of the years ended December 31, 2019 and 2017 : Year ended December 31, 2019 • During the second quarter of 2019, the Company declared and paid a distribution to the Allocation Member of $8.0 million related to the sale of Manitoba Harvest and working capital settlements from prior Sale Events (refer to Note C - "Discontinued Operations" ) . • During the third quarter of 2019, the Company declared and paid a distribution to the Allocation Member of $43.3 million related to the sale of Clean Earth (refer to Note C - "Discontinued Operations" ) . • During the fourth quarter of 2019, the Company declared and paid a distribution to the Allocation Member of $9.1 million related to the deferred consideration from the Manitoba Harvest sale and the working capital settlement received from the sale of Clean Earth (refer to Note C - "Discontinued Operations" ) . Year ended December 31, 2017 • The Company's board of directors approved and declared a profit allocation payment in the fourth quarter of 2016 to the Allocation Interest Holders of $13.4 million related to the FOX November Offering. This amount was recorded as "Due to related parties" in the balance sheet at December 31, 2016, and was paid in the first quarter of 2017. • $25.8 million paid in the second quarter of 2017 resulting from the sale of FOX shares in March 2017 (refer to Note Q - "Investment" ) which qualified as a Sale Event under the Company's LLC Agreement. Reconciliation of net income (loss) available to common shares of Holdings The following table reconciles net loss attributable to Holdings to net loss attributable to the common shares of Holdings: Year ended December 31, ( in thousands ) 2019 2018 2017 Net income (loss) from continuing operations attributable to Holdings $ (46,315 ) $ (24,094 ) $ 5,865 Less: Distributions paid - Allocation Interests 60,369 — 39,188 Less: Distributions paid - Preferred Shares 15,125 12,179 2,457 Less: Accrued distributions - Preferred Shares 2,315 1,334 — Net loss from continuing operations attributable to common shares of Holdings $ (124,124 ) $ (37,607 ) $ (35,780 ) Earnings per share Basic and diluted earnings per share for the fiscal year ended December 31, 2019 , 2018 and 2017 is calculated as follows: Year ended December 31, 2019 2018 2017 Loss from continuing operations attributable to common shares of Holdings $ (124,124 ) $ (37,607 ) $ (35,780 ) Less: Effect of contribution based profit—Holding Event 5,659 5,893 10,072 Loss from Holdings attributable to common shares $ (129,783 ) $ (43,500 ) $ (45,852 ) Income from discontinued operations attributable to Holdings $ 348,180 $ 18,392 $ 22,126 Less: Effect of contribution based profit — — 2,654 Income from discontinued operations of Holdings attributable to common shares $ 348,180 $ 18,392 $ 19,472 Basic and diluted weighted average common shares of Holdings outstanding 59,900 59,900 59,900 Basic and fully diluted income (loss) per common share attributable to Holdings Continuing operations $ (2.17 ) $ (0.73 ) $ (0.77 ) Discontinued operations 5.81 0.31 0.33 $ 3.64 $ (0.42 ) $ (0.44 ) Distributions The following table summarizes information related to our quarterly cash distributions on our Trust common and preferred shares: Period Cash Distribution per Share Total Cash Distributions Record Date Payment Date (in thousands) Trust Common Shares: October 1, 2019 - December 31, 2019 (1) $ 0.36 $ 21,564 January 16, 2020 January 23, 2020 July 1, 2019 - September 30, 2019 $ 0.36 $ 21,564 October 17, 2019 October 24, 2019 April 1, 2019 - June 30, 2019 $ 0.36 $ 21,564 July 18, 2019 July 25, 2019 January 1, 2019 - March 31, 2019 $ 0.36 $ 21,564 April 18, 2019 April 25, 2019 October 1, 2018 - December 31, 2018 $ 0.36 $ 21,564 January 17, 2019 January 24, 2019 July 1, 2018 - September 30, 2018 $ 0.36 $ 21,564 October 18, 2018 October 25, 2018 April 1, 2018 - June 30, 2018 $ 0.36 $ 21,564 July 19, 2018 July 26, 2018 January 1, 2018 - March 31, 2018 $ 0.36 $ 21,564 April 19, 2018 April 26, 2018 October 1, 2017 - December 31, 2017 $ 0.36 $ 21,564 January 19, 2018 January 25, 2018 July 1, 2017 - September 30, 2017 $ 0.36 $ 21,564 October 19, 2017 October 26, 2017 April 1, 2017 - June 30, 2017 $ 0.36 $ 21,564 July 20, 2017 July 27, 2017 January 1, 2017 - March 31, 2017 $ 0.36 $ 21,564 April 20, 2017 April 27, 2017 Series A Preferred Shares: October 30, 2019 - January 29, 2020 (1) $ 0.453125 $ 1,813 January 15, 2020 January 30, 2020 July 30, 2019 - October 29, 2019 $ 0.453125 $ 1,813 October 15, 2019 October 30, 2019 April 30, 2019 - July 29, 2019 $ 0.453125 $ 1,813 July 15, 2019 July 30, 2019 January 30, 2019 - April 29, 2019 $ 0.453125 $ 1,813 April 15, 2019 April 30, 2019 October 30, 2018 - January 29, 2019 $ 0.453125 $ 1,813 January 15, 2019 January 30, 2019 July 30, 2018 - October 29, 2018 $ 0.453125 $ 1,813 October 15, 2018 October 30, 2018 April 30, 2018 - July 29, 2018 $ 0.453125 $ 1,813 July 16, 2018 July 30, 2018 January 30, 2018 - April 29, 2018 $ 0.453125 $ 1,813 April 15, 2018 April 30, 2018 October 30, 2017 - January 29, 2017 $ 0.453125 $ 1,813 January 15, 2018 January 30, 2018 June 28, 2017 - October 29, 2017 $ 0.61423611 $ 2,457 October 15, 2017 October 30, 2017 Series B Preferred Shares: October 30, 2019 - January 29, 2020 (1) $ 0.4921875 $ 1,969 January 15, 2020 January 30, 2020 July 30, 2019 - October 29, 2019 $ 0.4921875 $ 1,969 October 15, 2019 October 30, 2019 April 30, 2019 - July 29, 2019 $ 0.4921875 $ 1,969 July 15, 2019 July 30, 2019 January 30, 2019 - April 29, 2019 $ 0.4921875 $ 1,969 April 15, 2019 April 30, 2019 October 30, 2018 - January 29, 2019 $ 0.4921875 $ 1,969 January 15, 2019 January 30, 2019 July 30, 2018 - October 29, 2018 $ 0.4921875 $ 1,969 October 15, 2018 October 30, 2018 March 13, 2018 - July 29, 2018 $ 0.74 $ 2,960 July 16, 2018 July 30, 2018 Series C Preferred Shares: November 20, 2019 - January 29, 2020 (1) $ 0.38281 $ 1,531 January 15, 2020 January 30, 2020 (1) This distribution was declared on January 6, 2020. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Compass Diversified Holdings and Compass Group Diversified Holdings LLC are classified as partnerships for U.S. Federal income tax purposes and are not subject to income taxes. Each of the Company’s majority owned subsidiaries are subject to Federal, state and in some cases, foreign income taxes. On December 22, 2017, the U.S. government enacted the Tax Act. The Tax Act reduced the U.S. federal corporate income tax rate from 35% to 21% and required companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred and created new taxes on certain foreign sourced earnings. The Company made a reasonable estimate of the effects of the Tax Act on its existing deferred tax balances and the one-time transition tax as of December 31, 2017. The Company substantially completed its accounting for the revaluation of its net U.S. federal deferred tax liabilities and recorded a tax benefit of approximately $20.4 million in the fourth quarter of 2017. The one-time transition tax under the Tax Act is based on earnings and profits ("E&P") that were previously deferred from U.S. income taxes. For the year ended December 31, 2017, the provision for income taxes included provisional tax expense of $4.9 million related to the one-time transition tax liability of our foreign subsidiaries. The Company completed the calculation of the total E&P for these foreign subsidiaries during 2018 and recorded additional adjustments to the provisional amounts of $0.4 million that is recognized as a component of the provision for income taxes in the year ended December 31, 2018. The Tax Act also subjects the Company to tax on global intangible low-taxed income ("GILTI") earned by certain foreign subsidiaries. The FASB Staff Q&A, Topic 740, No. 5, Accounting for Global Intangible Low-Taxed Income, states that an entity can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years or to provide for the tax expense related to GILTI in the year the tax is incurred as a period expense. The Company has elected to account for GILTI as a period cost in the year the tax is incurred. Components of the Company's pretax income (loss) before taxes are as follows: Year ended December 31, ( in thousands) 2019 2018 2017 Domestic (including U.S. exports) $ (38,195 ) $ (23,984 ) $ (29,404 ) Foreign subsidiaries 12,164 15,573 19,773 $ (26,031 ) $ (8,411 ) $ (9,631 ) Components of the Company’s income tax provision (benefit) are as follows: Year ended December 31, (in thousands) 2019 2018 2017 Current taxes Federal $ 7,985 $ 6,449 $ 8,668 State 2,319 1,436 1,217 Foreign 4,984 4,835 6,248 Total current taxes 15,288 12,720 16,133 Deferred taxes: Federal (1,234 ) (483 ) (37,407 ) State 937 (478 ) (1,424 ) Foreign (249 ) (1,293 ) (1,043 ) Total deferred taxes (546 ) (2,254 ) (39,874 ) Total tax provision $ 14,742 $ 10,466 $ (23,741 ) The tax effects of temporary differences that have resulted in the creation of deferred tax assets and deferred tax liabilities at December 31, 2019 and 2018 are as follows: December 31, ( in thousands) 2019 2018 Deferred tax assets: Tax credits $ 4,584 $ 4,256 Accounts receivable and allowances 2,501 1,504 Net operating loss carryforwards 26,186 30,671 Accrued expenses 5,683 5,656 Interest expense limitation carryforwards 9,348 4,822 Other 31,955 7,887 Total deferred tax assets $ 80,257 $ 54,796 Valuation allowance (1) (8,099 ) (6,904 ) Net deferred tax assets $ 72,158 $ 47,892 Deferred tax liabilities: Intangible assets $ (64,870 ) $ (63,950 ) Property and equipment (18,188 ) (17,217 ) Repatriation of foreign earnings (38 ) (38 ) Prepaid and other expenses (22,101 ) (671 ) Total deferred tax liabilities $ (105,197 ) $ (81,876 ) Total net deferred tax liability $ (33,039 ) $ (33,984 ) (1) Primarily relates to the 5.11 and Arnold operating segments. For the years ending December 31, 2019 and 2018 , the Company recognized approximately $105.2 million and $81.9 million , respectively in deferred tax liabilities. A significant portion of the balance in deferred tax liabilities reflects temporary differences in the basis of property and equipment and intangible assets related to the Company’s purchase accounting adjustments in connection with the acquisition of certain of its businesses. For financial accounting purposes the Company has recognized a significant increase in the fair values of the intangible assets and property and equipment in certain of the businesses it acquired. For income tax purposes the existing, pre-acquisition tax basis of the intangible assets and property and equipment is utilized. In order to reflect the increase in the financial accounting basis over the existing tax basis, a deferred tax liability was recorded. This liability will decrease in future periods as these temporary differences reverse but may be replaced by deferred tax liabilities generated as a result of future acquisitions. A valuation allowance relating to the realization of foreign net operating losses, domestic and foreign tax credits and the limitation on the deduction of interest expense of $8.1 million was provided at December 31, 2019 and a valuation allowance related to the realization of foreign net operating losses, domestic and foreign tax credits and the limitation on the deduction of interest expense of $6.9 million was provided at December 31, 2018 . A valuation allowance is provided whenever it is more likely than not that some or all of deferred assets recorded may not be realized. For taxable years beginning after December 31, 2017, a deduction for interest will generally be allowed for any entity only up to 30% of adjusted taxable income (determined without regard to interest income or expense) plus the amount of interest income. The provision will not limit the deduction of interest by the Company for 2019 but it did have an impact on the deduction for certain of the portfolio companies, resulting in an additional valuation allowance for deferred tax assets of $1.1 million . The reconciliation between the Federal Statutory Rate and the effective income tax rate for 2019 , 2018 and 2017 are as follows: Year ended December 31, 2019 2018 2017 United States Federal Statutory Rate (21.0 )% (21.0 )% (35.0 )% State income taxes (net of Federal benefits) 10.6 9.7 (4.0 ) Foreign income taxes 2.5 10.5 (14.3 ) Expenses of Compass Group Diversified Holdings LLC representing a pass through to shareholders (1) 39.4 90.6 63.6 Effect of (gain) loss on equity method investment — — 20.4 Impact of subsidiary employee stock options 0.5 (0.6 ) 2.6 Domestic production activities deduction — — (5.8 ) Non-deductible acquisition costs — — 3.5 Impairment expense 21.7 — 31.3 Effect of undistributed foreign earnings — — (14.4 ) Non-recognition of various carryforwards at subsidiaries 4.6 11.6 (14.0 ) Adjustments to uncertain tax positions (2) — — (95.4 ) Utilization of tax credits (7.7 ) (5.2 ) (27.8 ) Effect of Tax Act - GILTI tax 5.6 20.6 — Effect of Tax Act - remeasurement of deferred tax assets and liabilities (3) — 0.2 (211.3 ) Effect of Tax Act - transition tax on non-U.S. subsidiaries' earnings (3) — 4.2 50.5 Other 0.4 3.8 3.6 Effective income tax rate 56.6 % 124.4 % (246.5 )% (1) The effective income tax rate for each of the years presented includes losses at the Company’s parent, which is taxed as a partnership. (2) Represents the effect of the reversal of an uncertain tax position at our 5.11 business that existed as of the acquisition date and was settled during the fourth quarter of 2017, resulting in a tax benefit of $9.2 million in our 2017 tax provision. (3) The effect of the enactment of the Tax Act on our tax provision for the year ended December 31, 2017 was a benefit of $20.4 million related to the reduction in the U.S. federal corporate income tax rate from 35% to 21%, and tax expense of $4.9 million related to the one-time transition tax liability of our foreign subsidiaries. Our loss before income taxes for 2017 was $9.6 million , and as a result, the effect from the Tax Act on the reconciliation in the table above for the year ended December 31, 2017 was significant. A reconciliation of the amount of unrecognized tax benefits for 2019 , 2018 and 2017 are as follows (in thousands) : Balance at January 1, 2017 $ 10,357 Additions for current years’ tax positions 96 Additions for prior years’ tax positions 23 Reductions for prior years’ tax positions (1) (9,354 ) Reductions for settlements — Reductions for expiration of statute of limitations (86 ) Balance at December 31, 2017 $ 1,036 Additions for current years’ tax positions 50 Additions for prior years’ tax positions 4 Reductions for prior years’ tax positions (18 ) Balance at December 31, 2018 $ 1,072 Additions for current years’ tax positions 83 Additions for prior years’ tax positions 27 Reductions for expiration of statute of limitations (57 ) Balance at December 31, 2019 $ 1,125 (1) The increase in prior year tax positions during the year ended December 31, 2016 related to an unrecognized tax benefit at the Company's 5.11 business, which was acquired in August 2016. The uncertainty was resolved in the fourth quarter of 2017 and the amount was reversed. Included in the unrecognized tax benefits at December 31, 2019 and 2018 is $1.1 million and $1.1 million , respectively, of tax benefits that, if recognized, would affect the Company’s effective tax rate. The Company accrues interest and penalties related to uncertain tax positions. The amounts accrued at December 31, 2019 , 2018 and 2017 are not material to the Company. Such amounts are included in the provision (benefit) for income taxes in the accompanying consolidated statements of operations. The change in the unrecognized tax benefit during 2017 resulted from the acquisition of 5.11. It is expected that the amount of unrecognized tax benefits will change in the next twelve months. However, we do not expect the change to have a significant impact on the consolidated results of operations or financial position. Each of the Company’s businesses file U.S. Federal, state and foreign income tax returns in multiple jurisdictions with varying statutes of limitations. The 2015 through 2019 tax years generally remain subject to examinations by the taxing authorities. |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement The following table provides the assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2019 and 2018 ( in thousands ): Fair Value Measurements at December 31, 2019 Carrying Value Level 1 Level 2 Level 3 Liabilities: Put option of noncontrolling shareholders (1) $ (111 ) $ — $ — $ (111 ) Total recorded at fair value $ (111 ) $ — $ — $ (111 ) (1) Represents put options issued to noncontrolling shareholders in connection with the Liberty acquisition in 2010 and the 5.11 acquisition in 2016. Fair Value Measurements at December 31, 2018 Carrying Value Level 1 Level 2 Level 3 Liabilities: Put option of noncontrolling shareholders (1) $ (173 ) $ — $ — $ (173 ) Contingent consideration - acquisitions (2) (4,374 ) — — (4,374 ) Interest rate swap (2,072 ) — (2,072 ) — Total recorded at fair value $ (6,619 ) $ — $ (2,072 ) $ (4,547 ) (1) Represents put options issued to noncontrolling shareholders in connection with the Liberty acquisition in 2010 and the 5.11 acquisition in 2016. (2) Represents potential earn-out payable as additional purchase price consideration by Velocity Outdoor in connection with the acquisition of Ravin. A reconciliation of the change in the carrying value of the Company’s Level 3 fair value measurements is as follows: Year ended December 31, ( in thousands ) 2019 2018 Balance at January 1st $ (4,547 ) $ (178 ) Contingent consideration - Rimports — (4,800 ) Contingent consideration - Ravin — (4,734 ) (Increase) decrease in the fair value of put option of noncontrolling shareholders - Liberty 72 — (Increase) decrease in the fair value of put option of noncontrolling shareholder - 5.11 (10 ) 5 Adjustment to Ravin contingent consideration (2,022 ) 360 Payment of contingent consideration - Ravin 6,396 — Reversal of contingent consideration - Rimports — 4,800 Balance at December 31st $ (111 ) $ (4,547 ) Valuation Techniques Options of noncontrolling shareholders The put options of noncontrolling shareholders were determined based on inputs that were not readily available in public markets or able to be derived from information available in publicly quoted markets. As such, the Company categorized the put options of the noncontrolling shareholders as Level 3. The primary inputs associated with this valuation are earnings before interest, taxes amortization and depreciation times a multiple established in the shareholder put option agreement, which is used to determine a per share equity value for the shares that can be put back to the Company. The per share equity value of the Liberty put option is discounted for liquidity and marketability, as well as the probability of a triggering event. An increase or decrease in these primary inputs would not have a material impact on the determination of the fair value of these put options. Interest rate swap The Company’s derivative instruments at December 31, 2018 consisted of an over-the-counter interest rate swap contract which was not traded on a public exchange. The fair value of the Company’s interest rate swap contract was determined based on inputs that were readily available in public markets or could be derived from information available in publicly quoted markets. As such, the Company categorized the swap as Level 2. Changes in the fair value of the interest rate swap liability during the year ended December 31, 2019 were expensed to interest expense on the consolidated statement of operations. In connection with the repayment of the 2018 Term Loan in November 2019, the Company settled the Swap with a payment of $4.9 million , the fair value of the Swap as of the date of settlement. Refer to " Note J - Derivative Instruments and Hedging Activities " for further information. Contingent Consideration For certain acquisition of businesses that the Company or its subsidiaries make, a portion of the acquisition price will be contingent consideration. The following is a summary of the contingent consideration arrangements entered into by the Company's subsidiaries in the prior three years and the valuation methodologies: • Sterno entered into a contingent consideration arrangement in connection with their purchase of Rimports in February 2018. The purchase price of Rimports includes a potential earn-out of up to $25 million contingent on the attainment of certain future performance criteria of Rimports for the twelve-month period from May 1, 2017 to April 30, 2018 and the fourteen month period from March 1, 2018 to April 30, 2019. The fair value of the contingent consideration was estimated at $4.8 million at acquisition date and was calculated as the present value of a probability adjusted earnout payment based on the expected term of the payment and a risk-adjusted discount rate. At December 31, 2018, the Company determined that the probability of achieving the earn-out was zero and therefore reversed the amount that was recorded as part of the purchase consideration. • Velocity Outdoor entered into a contingent consideration arrangement in connection with their purchase of Ravin Crossbows in September 2018. The purchase price of Ravin includes a potential earn-out of up to $25.0 million based on gross profit levels for the trailing twelve month period ending December 31, 2018. The fair value of the contingent consideration was estimated at $4.7 million at acquisition date and was calculated using a risk-adjusted option pricing model. The earnout was adjusted to $4.3 million at December 31, 2018 based on actual results to date. The earnout was adjusted to $6.4 million and paid during the quarter ended December 31, 2019. Senior Notes The Company's Senior Notes consisted of the following carrying value and estimated fair value (in thousands): Fair Value Hierarchy Level December 31, 2019 Maturity Date Rate Carrying Value Fair Value Senior Notes May 1, 2026 8.000 % 2 $ 400,000 $ 439,000 Nonrecurring Fair Value Measurements The following tables provide the assets and liabilities carried at fair value measured on a non-recurring basis as of December 31, 2019 and 2017. Refer to " Note H – Goodwill and Intangible Assets ", for a description of the valuation techniques used to determine fair value of the assets measured on a non-recurring basis in the table below. There were no assets and liabilities carried at fair value measured on a non-recurring basis as of December 31, 2018. Expense Fair Value Measurements at December 31, 2019 Year ended (in thousands) Carrying Level 1 Level 2 Level 3 December 31, 2019 Goodwill - Velocity Outdoor $ 30,079 — — $ 30,079 $ 32,881 Expense Fair Value Measurements at December 31, 2017 Year ended (in thousands) Carrying Level 1 Level 2 Level 3 December 31, 2017 Goodwill - Arnold $ 26,903 $ — $ — $ 26,903 $ 8,864 |
Noncontrolling Interest
Noncontrolling Interest | 12 Months Ended |
Dec. 31, 2019 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interest | Noncontrolling Interest Noncontrolling interest represents the portion of a majority-owned subsidiary’s net income and equity that is owned by noncontrolling shareholders. The following tables reflect the Company’s percentage ownership of its businesses, as of December 31, 2019 , 2018 and 2017 and related noncontrolling interest balances as of December 31, 2019 and 2018 : % Ownership (1) December 31, 2019 % Ownership (1) December 31, 2018 % Ownership (1) December 31, 2017 Primary Fully Diluted Primary Fully Diluted Primary Fully Diluted 5.11 97.6 88.9 97.5 88.7 97.5 85.5 Ergobaby 81.9 75.8 81.9 76.4 82.7 76.6 Liberty 91.2 86.0 88.6 85.2 88.6 84.7 Velocity 99.3 93.9 99.2 91.0 98.8 89.2 ACI 69.4 65.4 69.4 69.2 69.4 69.2 Arnold 96.7 80.2 96.7 79.4 96.7 84.7 Foam Fabricators 100.0 91.5 100.0 91.5 N/a N/a Sterno 100.0 88.5 100.0 88.9 100.0 89.5 (1) The principal difference between primary and fully diluted percentages of our operating segments is due to stock option issuances of operating segment stock to management of the respective business. Noncontrolling Interest Balances (in thousands) December 31, December 31, 5.11 $ 12,056 $ 9,873 Velocity 2,506 2,524 Ergobaby 27,036 25,362 Liberty 2,936 3,342 ACI 3,670 (1,236 ) Arnold 1,255 1,176 Foam Fabricators 1,873 848 Sterno (884 ) (2,067 ) Allocation Interests 100 100 $ 50,548 $ 39,922 The Company's businesses had the following transactions with minority shareholders during the years ended December 31, 2019 , 2018 and 2017 : Sterno Recapitalization In January 2018, the Company completed a recapitalization at Sterno whereby the Company entered into an amendment to the intercompany loan agreement with Sterno (the "Sterno Loan Agreement"). The Sterno Loan Agreement was amended to (i) provide for term loan borrowings of $57.7 million to fund a distribution to the Company, which owned 100% of the outstanding equity of Sterno at the time of the recapitalization, and (ii) extend the maturity dates of the term loans. In connection with the recapitalization, Sterno's management team exercised all of their vested stock options, which represented 58,000 shares of Sterno. The Company then used a portion of the distribution to repurchase the 58,000 shares from management for a total purchase price of $6.0 million . In addition, Sterno issued new stock options to replace the exercised options, thus maintaining the same percentage of fully diluted non-controlling interest that existed prior to the recapitalization. |
Supplemental Data
Supplemental Data | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Data | Supplemental Data Supplemental Balance Sheet Data (in thousands): Summary of accrued expenses: December 31, 2019 2018 Accrued payroll and fringes $ 26,274 $ 24,426 Accrued taxes 10,025 5,755 Income taxes payable 3,543 5,104 Accrued interest 5,812 5,773 Accrued rebates 6,871 11,038 Warranty payable 1,583 1,528 Accrued inventory 32,471 35,426 Other accrued expenses 22,189 17,562 Total $ 108,768 $ 106,612 Warranty liability Year ended December 31, 2019 2018 Beginning balance $ 1,624 $ 2,197 Accrual 2,238 3,531 Warranty payments (2,279 ) (4,258 ) Other (1) — 154 Ending balance $ 1,583 $ 1,624 (1) Represents warranty liabilities of acquired businesses. Supplemental Statement of Operations Data (in thousands): Other income (expense), net Year ended December 31, 2019 2018 2017 Foreign currency gain (loss) $ 46 $ (5,355 ) $ 3,462 Gain (loss) on sale of capital assets (1,730 ) (158 ) 7 Other income (expense) (501 ) 368 (724 ) $ (2,185 ) $ (5,145 ) $ 2,745 Supplemental Cash Flow Statement Data (in thousands): Year ended December 31, 2019 2018 2017 Interest paid $ 57,904 $ 51,298 $ 27,375 Taxes paid $ 19,225 $ 14,002 $ 16,043 |
Equity Method Investment
Equity Method Investment | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Equity Method Investment | Investment in FOX Fox Factory Holding Corp. ("FOX"), a former majority owned subsidiary of the Company that is publicly traded on the NASDAQ Stock Market under the ticker "FOXF," is a designer, manufacturer and marketer of high-performance ride dynamic products used primarily for bicycles, side-by-side vehicles, on-road vehicles with off-road capabilities, off- road vehicles and trucks, all-terrain vehicles, snowmobiles, specialty vehicles and applications, and motorcycles. The Company held a 14% ownership interest as of January 1, 2017. The investment in FOX was accounted for using the fair value option. In March 2017, FOX closed on a secondary public offering (the "March 2017 Offering") through which the Company sold their remaining 5,108,718 shares in FOX for total net proceeds of $136.1 million . Subsequent to the March 2017 Offering, the Company no longer held an ownership interest in FOX. The sale of FOX shares in March 2017 qualified as a Sale Event under the Company's LLC Agreement. In April 2017, with respect to the March 2017 Offering, the Company's board of directors approved and declared a profit allocation payment totaling $25.8 million that was paid in the second quarter of 2017. Arnold Joint Venture Arnold is a 50% partner in a China rare earth mine-to-magnet joint venture. Arnold accounts for its activity in the joint venture utilizing the equity method of accounting. Gains and losses from the joint venture were not material for the years ended December 31, 2019 , 2018 and 2017 . |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases The Company and its subsidiaries lease office and manufacturing facilities, computer equipment and software under various operating arrangements. Certain of the leases are subject to escalation clauses and renewal periods. The Company and its subsidiaries recognize lease expense, including predetermined fixed escalations, on a straight-line basis over the initial term of the lease including reasonably assured renewal periods from the time that the Company and its subsidiaries control the leased property. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. Certain of our subsidiaries have leases that contain both fixed rent costs and variable rent costs based on achievement of certain operating metrics. The variable lease expense has not been material on a historic basis and no amount was incurred during the year ending December 31, 2019 . The maturities of lease liabilities at December 31, 2019 under operating leases having an initial or remaining non-cancelable term of one year or more are as follows ( in thousands ): 2020 $ 26,004 2021 23,041 2022 20,798 2023 14,808 2024 11,488 Thereafter 38,595 Total undiscounted lease payments $ 134,734 Less: Interest 38,887 Present value of lease liabilities $ 95,847 The Company’s rent expense for the fiscal years ended December 31, 2019 , 2018 and 2017 totaled $26.8 million , $24.6 million and $14.8 million , respectively. The calculated amount of the right-of-use assets and lease liabilities in the table above are impacted by the length of the lease term and discount rate used to present value the minimum lease payments. The Company's lease agreements often include one or more options to renew at the company's discretion. In general, it is not reasonably certain that lease renewals will be exercised at lease commencement and therefore lease renewals are not included in the lease term. Regarding the discount rate, Topic 842 requires the use of a rate implicit in the lease whenever this rate is readily determinable. As this rate is rarely determinable, the Company utilizes the incremental borrowing rate of the subsidiary entering into the lease arrangement, on a collateralized basis, over a similar term as adjusted for any country specific risk. For operating leases existing prior to January 1, 2019, the rate for the remaining lease term as of January 1, 2019 was used. The weighted average remaining lease terms and discount rates for all of our operating leases were as follows as of December 31, 2019 : Lease Term and Discount Rate Weighted-average remaining lease term (years) 6.49 Weighted-average discount rate 7.81 % Supplemental balance sheet information related to leases was as follows ( in thousands ): Line Item in the Company’s Consolidated Balance Sheet December 31, 2019 Operating lease right-of-use assets Other non-current assets $ 92,355 Current portion, operating lease liabilities Other current liabilities $ 18,892 Operating lease liabilities Other non-current liabilities $ 76,955 Supplemental cash flow information related to leases was as follows ( in thousands ): Year ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 25,077 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 18,146 Legal Proceedings In the normal course of business, the Company and its subsidiaries are involved in various claims and legal proceedings. While the ultimate resolution of these matters has yet to be determined, the Company does not believe that any unfavorable outcomes will have a material adverse effect on the Company’s consolidated financial position or results of operations. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Company has entered into related party transactions with its Manager, CGM, including the following: • Management Services Agreement • LLC Agreement • Integration Services Agreements • Cost Reimbursement and Fees Management Services Agreement The Company entered into a MSA with CGM effective May 16, 2006, as amended. The MSA provides for, among other things, CGM to perform services for the Company in exchange for a management fee paid quarterly and equal to 0.5% of the Company’s adjusted net assets, as defined in the MSA. The management fee is required to be paid prior to the payment of any distributions to shareholders. Pursuant to the MSA, CGM is entitled to enter into off-setting management service agreements with each of the operating segments. The amount of the fee is negotiated between CGM and the operating management of each segment and is based upon the value of the services to be provided. The fees paid directly to CGM by the segments offset on a dollar for dollar basis the amount due CGM by the Company under the MSA. Concurrent with the June 2019 sale of Clean Earth (refer to Note C - Discontinued Operations ) CGM agreed to waive the management fee on cash balances held at the Company, commencing with the quarter ended June 30, 2019 and continuing until the quarter during which the Company next borrows under the 2018 Revolving Credit Facility. Additionally, during the third quarter of 2018, CGM waived $0.6 million in management fees attributable to the assets acquired in September related to the acquisitions by Velocity Outdoor. For the year ended December 31, 2019 , 2018 and 2017 , the Company incurred the following management fees to CGM, by entity: Year ended December 31, ( in thousands ) 2019 2018 2017 5.11 $ 1,000 $ 1,000 $ 1,000 Ergobaby 500 500 500 Liberty 500 500 500 Velocity 500 500 290 Advanced Circuits 500 500 500 Arnold 500 500 500 Foam Fabricators 750 658 n/a Sterno 500 500 500 Corporate 32,280 38,785 28,053 $ 37,030 $ 43,443 $ 31,843 Approximately $8.0 million and $11.1 million of the management fees incurred were unpaid as of December 31, 2019 and 2018 , respectively, and are reflected in Due to related party on the consolidated balance sheets. LLC Agreement The LLC agreement gives Holders the right to distributions pursuant to a profit allocation formula upon the occurrence of a Sale Event or a Holding Event. The Holders are entitled to receive and as such can elect to receive the positive contribution-based profit allocation payment for each of the business acquisitions during the 30 -day period following the fifth anniversary of the date upon which we acquired a controlling interest in that business (Holding Event) and upon the sale of the business (Sale Event). Holders received $60.4 million and $39.2 million in distributions related to Sale and Holding Events that occurred during 2019 and 2017, respectively. Refer to " Note L - Stockholders' Equity " for a description of the profit allocation payments. There were no allocation payments made to the Allocation Interest Holders in 2018. Certain persons who are employees and partners of the Manager, including the Company’s Chief Executive Officer, beneficially own (through Sostratus LLC) 49.0% of the Allocation Interests at December 31, 2019 and December 31, 2018 . Of the remaining 51.0% at December 31, 2019 and December 31, 2018 , 5.0% is held by CGI Diversified Holdings LP, 5.0% is held by the Chairman of the Company’s Board of Directors, and the remaining 41% is held by the former founding partners of the Manager. Integrations Services Agreements Foam Fabricators, which was acquired in 2018, Velocity Outdoor, which was acquired in 2017, and 5.11, which was acquired in 2016, each entered into an Integration Services Agreement ("ISA") with CGM. The ISA provides for CGM to provide services for new platform acquisitions to, amongst other things, assist the management at the acquired entities in establishing a corporate governance program, implement compliance and reporting requirements of the Sarbanes-Oxley Act and align the acquired entity's policies and procedures with our other subsidiaries. Each ISA is for the twelve month period subsequent to the acquisition and is payable quarterly. 5.11 paid CGM a total of $3.5 million under the ISA, with $2.3 million paid in 2017. Velocity Outdoor paid CGM a total of $1.5 million in integration services fees, with $0.75 million paid in 2018 and $0.75 million paid in 2017. Foam Fabricators paid CGM $2.3 million over the term of the ISA, ( $2.0 million in integration service fees in 2018 and $0.3 million in 2019). During the years ended December 31, 2019 , 2018 and 2017 , CGM received $0.3 million , $2.7 million , and $3.1 million , respectively, in total integration service fees. Cost Reimbursement and Fees The Company reimbursed its Manager, CGM, approximately $5.6 million , $4.1 million , and $3.8 million , principally for occupancy and staffing costs incurred by CGM on the Company’s behalf during the years ended December 31, 2019 , 2018 and 2017 , respectively. Investment in FOX The Company purchased a controlling interest in FOX on January 4, 2008. On July 10, 2014, 5,750,000 shares of FOX common stock, held by certain FOX shareholders, including us, were sold in a secondary offering. As a selling shareholder, we sold a total of 4,466,569 shares of FOX common stock. Upon completion of the offering, our ownership in FOX decreased from approximately 53% to 41% , or 15,108,718 shares of FOX’s common stock. We recorded a gain of $264.3 million in July 2014 in connection with the Fox deconsolidation. In March, August and November 2016, through three additional secondary offerings and a share repurchase by FOX, the Company's ownership in the outstanding common stock of FOX was further reduced to 14.0% . In March 2017, FOX closed on a secondary offering through which we sold our remaining 5,108,718 shares in FOX for total net proceeds of $136.1 million , after the underwriter's discount of $8.9 million . Subsequent to the sale of FOX shares in March 2017, we no longer hold an ownership interest in FOX. Refer to " Note Q - Investment " for additional information related to the Company's investment in FOX. The Company and its businesses have the following significant related party transactions : 5.11 Related Party Vendor Purchases - 5.11 purchases inventory from a vendor who is a related party to 5.11 through one of the executive officers of 5.11 via the executive's 40% ownership interest in the vendor. During the years ended December 31, 2019 , 2018 and 2017 , 5.11 purchased approximately $4.4 million , $5.0 million , and $5.6 million , respectively, in inventory from the vendor. Liberty Related Party Vendor Purchases - Liberty purchased inventory raw materials from one vendor in 2019 and two vendors in 2018 and 2017 who are related parties to Liberty through two of the executive officers of Liberty via the employment of family members at the vendors. During the years ended December 31, 2019 , 2018 and 2017 , Liberty purchased approximately $0.5 million , $2.1 million and $2.1 million , respectively, in raw materials from the vendors. Sterno Sterno Recapitalization - Refer to " Note O - Noncontrolling Interest " for additional details with regards to the Sterno recapitalization. |
Unaudited Quarterly Financial D
Unaudited Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Quarterly Financial Data | Unaudited Quarterly Financial Data The following table presents the unaudited quarterly financial data. This information has been prepared on a basis consistent with that of the audited consolidated financial statements and all necessary material adjustments, consisting of normal recurring accruals and adjustments, have been included to present fairly the unaudited quarterly financial data. The quarterly results of operations for these periods are not necessarily indicative of future results of operations. Typically, the first quarter of each fiscal year has the lower results than the remainder of the year, representing the Company's weakest quarter due to seasonality at our businesses. The per share calculations for each of the quarters are based on the weighted average number of shares for each period using the two class method, which requires companies to allocate participating securities that have rights to earnings that otherwise would have been available only to common shareholders as a separate class of securities in calculating earnings per share; therefore, the sum of the quarters will not equal to the full year per share amount. (in thousands) December 31, September 30, 2019 (1) June 30, 2019 (2) March 31, 2019 (3) Total revenues $ 386,999 $ 388,313 $ 336,084 $ 338,857 Gross profit 140,790 136,535 122,563 119,555 Operating income (loss) 27,644 (1,267 ) 20,208 13,611 Income (loss) from continuing operations 4,543 (28,582 ) (3,806 ) (12,928 ) Income from discontinued operations — — 15,474 1,427 Gain on sale of discontinued operations, net of tax 810 2,039 206,505 121,659 Net income (loss) attributable to Holdings $ 3,808 $ (27,785 ) $ 216,534 $ 109,308 Basic and fully diluted income (loss) per share attributable to Holdings: Continuing operations $ (0.24 ) $ (1.33 ) $ (0.32 ) $ (0.34 ) Discontinued operations 0.01 0.03 3.70 2.06 Basic and fully diluted income (loss) per share attributable to Holdings $ (0.23 ) $ (1.30 ) $ 3.38 $ 1.72 (1) The Company recorded goodwill impairment of $33.4 million in the third quarter of 2019 related to the Velocity operating segment. This amount was reduced in the fourth quarter of 2019 by $0.5 million upon completion of the impairment analysis. (2) The Company sold its Clean Earth operating segment in the second quarter of 2019, recording a gain on sale of $206.3 million . (3) The Company sold its Manitoba Harvest operating segment in the first quarter of 2019, recording a gain on sale of $121.7 million . (in thousands) December 31, September 30, June 30, March 31, Total revenues $ 370,918 $ 360,283 $ 339,989 $ 286,130 Gross profit 123,479 123,997 118,479 103,887 Operating income 19,255 20,864 11,702 4,807 Loss from continuing operations (7,459 ) (657 ) (8,262 ) (2,499 ) Income from discontinued operations 898 6,423 7,630 878 Gain on sale of discontinued operations, net of tax 93 — 1,165 — Net income (loss) attributable to Holdings $ (7,179 ) $ 4,726 $ (908 ) $ (2,341 ) Basic and fully diluted income (loss) per share attributable to Holdings: Continuing operations $ (0.28 ) $ (0.18 ) $ (0.24 ) $ (0.11 ) Discontinued operations 0.03 0.11 0.14 0.02 Basic and fully diluted income (loss) per share attributable to Holdings $ (0.25 ) $ (0.07 ) $ (0.10 ) $ (0.09 ) |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2019 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | Additions (in thousands) Balance at beginning of Year Charge to costs and expense Other (1) Deductions Balance at end of Year Sales allowance accounts - 2019 $ 11,882 $ 7,259 $ — $ 4,341 $ 14,800 Sales allowance accounts - 2018 $ 9,395 $ 3,779 $ 2,965 $ 4,257 $ 11,882 Sales allowance accounts - 2017 $ 4,526 $ 15,298 $ 1,164 $ 11,593 $ 9,395 Valuation allowance for deferred tax assets - 2019 $ 6,904 $ 1,195 $ — $ — $ 8,099 Valuation allowance for deferred tax assets - 2018 $ 5,912 $ 1,108 $ — $ 116 $ 6,904 Valuation allowance for deferred tax assets - 2017 $ 7,256 $ 625 $ — $ 1,969 $ 5,912 (1) Represents opening allowance balances related to acquisitions made during the period indicated. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of presentation The Company’s consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP" or "US GAAP"). The results of operations represent the results of operations of the Company’s acquired businesses from the date of their acquisition by the Company, and therefore may not be indicative of the results to be expected for the full year. |
Principles of Consolidation | Principles of consolidation The consolidated financial statements include the accounts of the Trust and the Company, as well as the businesses acquired as of their respective acquisition date. All significant intercompany accounts and transactions have been eliminated in consolidation. Discontinued operating entities are reflected as discontinued operations in the Company’s results of operations and statements of financial position. The acquisition of businesses that the Company owns or controls more than a 50% share of the voting interest are accounted for under the acquisition method of accounting. The amount assigned to the identifiable assets acquired and the liabilities assumed is based on the estimated fair values as of the date of acquisition, with the remainder, if any, recorded as goodwill. |
Discontinued Operations | Discontinued Operations During the first quarter of 2019, the Company completed the sale of Fresh Hemp Foods Ltd. ("Manitoba Harvest"). Additionally, during the second quarter of 2019, the Company completed the sale of Clean Earth Holdings, Inc. ("Clean Earth"). The results of operations of Manitoba Harvest and Clean Earth are reported as discontinued operations in the consolidated statements of operations for year ended December 31, 2019. Refer to " Note C - Discontinued Operations " for additional information. Unless otherwise indicated, the disclosures accompanying the consolidated financial statements reflect the Company's continuing operations. |
Use of Estimates | Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are based on management’s best knowledge of current events and actions the Company may undertake in the future. It is possible that in 2020 actual conditions could be better or worse than anticipated when the Company developed the estimates and assumptions, which could materially affect the results of operations and financial position in the future. Such changes could result in future impairment of goodwill, intangibles and long-lived assets, inventory obsolescence, establishment of valuation allowances on deferred tax assets and increased tax liabilities, among other things. Actual results could differ from those estimates. |
Profit Allocation Interests | Profit Allocation Interests At the time of the Company's Initial Public Offering, the Company issued Allocation Interests governed by the LLC agreement that entitle the holders (the "Holders") to receive distributions pursuant to a profit allocation formula upon the occurrence of certain events. The Holders are entitled to receive and as such can elect to receive the positive contribution based profit allocation payment for each of the business acquisitions during the 30-day period following the fifth anniversary of the date upon which the Company acquired a controlling interest in that business (Holding Event) and upon the sale of that business (Sale Event). Payments of profit allocation to the Holders are accounted for as dividends declared on Allocation Interests and recorded in stockholders' equity once they are approved by our Board of Directors. |
Revenue Recognition | Revenue recognition Effective January 1, 2018, the Company adopted the provisions of Revenue from Contracts with Customers (Topic 606) ("ASC 606"). In accordance with the new revenue guidance, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to receive in exchange for these goods or services, and excludes any sales incentives or taxes collected from customers which are subsequently remitted to government authorities. Refer to " Note E - Revenue " for a detailed description of the Company's revenue recognition policies. Effective January 1, 2018, the Company adopted the provisions of Revenue from Contracts with Customers, or ASC 606. The adoption of the new revenue guidance represents a change in accounting principle that will more closely align revenue recognition with the transfer of control of the Company's goods and services and will provide financial statement readers with enhanced disclosures. In accordance with the new revenue guidance, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to receive in exchange for these goods or services, and excludes any sales incentives or taxes collected from customers which are subsequently remitted to government authorities. The impacts from the adoption of the new revenue guidance primarily relates to the timing of revenue recognition for variable consideration received, consideration payable to a customer and recording right of return assets. Although these differences have been identified, the total impact to each reportable segment was not material to the consolidated financial statements. In addition, the accounting for the estimate of variable consideration in our contracts is not materially different compared to our current practice. Performance Obligations - For 5.11, Velocity Outdoor, Ergobaby, Liberty Safe, Sterno, Arnold and Foam Fabricators, revenues are recognized when control of the promised goods or service is transferred to the customer, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods and services. Each product or service represents a separate performance obligation. For contracts that contain multiple products, the Company will evaluate those products to determine if they represent performance obligations based on whether those goods or services are distinct (by themselves or as part of a bundle of products). Further, the Company evaluated if the products were separately identifiable from other products in the contract. The Company concluded that the products are distinct and separately identifiable from other products in the contracts. The Company determines standalone selling prices based on the price at which the performance obligation is sold separately. The standalone selling price is directly observable as it is the price at which the Company sells its products separately to the customer. As the Company does not meet any of the requirements for over time recognition for any of its products at these operating segments, it will recognize revenue based on the point in time criteria based on the definition of control, which is generally upon shipment terms for products and when the service is performed for services. Transfer of control for Advanced Circuit’s products qualify for over time revenue recognition because the products represent assets with no alternative use and the contracts include an enforceable right to payment for work completed to date. Advanced Circuits has selected the cost to cost input method of measuring progress to recognize revenue over time, based on the status of the work performed. The cost to cost method is representative of the value provided to the customer as it represents the Company’s performance completed to date. However, due to the short-term nature of Advanced Circuit's production cycle, there is an immaterial difference between revenue recognition under the previous guidance and the new revenue recognition guidance. Shipping and handling costs - Costs associated with shipment of products to a customer are accounted for as a fulfillment cost and are included in cost of revenues. The Company has elected to apply the practical expedient for shipping costs under the new revenue guidance and will account for shipping and handling activities performed after control of a good has been transferred to the customer as a fulfillment cost and not a performance obligation. Therefore, both revenue and costs of shipping and handling will be recorded at the same time. As a result, any consideration (including freight and landing costs) related to these activities will be included as a component of the overall transaction consideration and allocated to the performance obligations of the contract. Warranty - For product sales, the Company provides standard assurance-type warranties as the Company only warrants its products against defects in materials and workmanship (i.e., manufacturing flaws). Although the warranties are not required by law, the tasks performed over the warranty period are only to remediate instances when products do not meet the promised specifications. Customers do not have the option to purchase warranties separately. The Company’s warranty periods generally range from 90 days to three years depending on the nature of the product and are consistent with industry standards. The periods are reasonable to assure that products conform to specifications. The Company does not have a history of performing activities outside the scope of the standard warranty. Significant Judgments - The Company’s contracts with customers often include promises to transfer multiple products to a customer. Determining whether the promises are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. Once the performance obligations are identified, the Company determines the transaction price, which includes estimating the amount of variable consideration to be included in the transaction price, if any. The Company then allocates the transaction price to each performance obligation in the contract based on a relative stand-alone selling price method. The corresponding revenues are recognized as the related performance obligations are satisfied as discussed above. Judgment is required to determine the standalone selling price for each distinct performance obligation. The Company determines standalone selling prices based on the price at which the performance obligation is sold separately and therefore observable. Variable Consideration - Upon adoption of the new revenue guidance, the Company’s policy around estimating variable consideration related to sales incentives (early pay discounts, rights of return, rebates, chargebacks, and other discounts) included in certain customer contracts remained consistent with previous guidance. These incentives are recorded as a reduction in the transaction price. Under the new guidance, variable consideration is estimated and included in total consideration at contract inception based on either the expected value method or the most likely outcome method. The method was applied consistently among each type of variable consideration and the Company applies the expected value method to estimate variable consideration. These estimates are based on historical experience, anticipated performance and the Company’s best judgment at the time and as a result, reflect applicable constraints. The Company includes in the transaction price an amount of variable consideration estimated in accordance with the new guidance only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. In certain of the Company’s arrangements related to product sales, a right of return exists, which is included in the transaction price. For these right of return arrangements, an asset (and corresponding adjustment to cost of sale) for its right to recover the products from the customers is recorded. The asset recognized will be the carrying amount of the product (for example, inventory) less any expected costs to recover the products (including potential decreases in the value to the Company of the returned product). Additionally, the Company records a refund liability for the amount of consideration that it does not expect to be entitled. The amounts associated with right of return arrangements are not material to the Company's statement of position or operating results. Sales and Other Similar Taxes - The Company notes that under its contracts with customers, the customer is responsible for all sales and other similar taxes, which the Company will invoice the customer for if they are applicable. The new revenue guidance allows entities to make an accounting policy election to exclude sales taxes and other similar taxes from the measurement of the transaction price. The scope of this accounting policy election is the same as the scope of the policy election in the previous guidance. As the Company presents taxes on a net basis under the previous guidance there will be no change to the current presentation (net) as a result. Practical Expedients - The Company has elected to make the following accounting policy elections through the adoption of the following practical expedients: Sales and Other Similar Taxes - The Company will exclude sales taxes and similar taxes from the measurement of transaction price and will ensure that it complies with the disclosure requirements of applicable accounting guidance. Cost to Obtain a Contract - The Company will recognize the incremental costs of obtaining a contract as an expense when incurred as the amortization period of the asset that the Company otherwise would have recognized is one year or less. Promised Goods or Services that are Immaterial in the Context of a Contract - The Company has elected to assess promised goods or services as performance obligations that are deemed to be immaterial in the context of a contract. As such, the Company will not aggregate and assess immaterial items at the entity level. That is, when determining whether a good or service is immaterial in the context of a contract, the assessment will be made based on the application of the new revenue guidance at the contract level. Disaggregated Revenue - Revenue Streams & Timing of Revenue Recognition - The Company disaggregates revenue by strategic business unit and by geography for each strategic business unit which are categories that depict how the nature, amount and uncertainty of revenue and cash flows are affected by economic factors. This disaggregation also represents how the Company evaluates its financial performance, as well as how the Company communicates its financial performance to the investors and other users of its financial statements. Each strategic business unit represents the Company’s reportable segments and offers different products and services. |
Cash Equivalents | Cash equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. At December 31, 2019 and 2018 , the amount of cash and cash equivalents held by our subsidiaries in foreign bank accounts was $14.1 million and $16.7 million , respectively. |
Allowance for Doubtful Accounts | Allowance for doubtful accounts The Company uses estimates to determine the amount of the allowance for doubtful accounts in order to reduce accounts receivable to their estimated net realizable value. The Company estimates the amount of the required allowance by reviewing the status of past-due receivables and analyzing historical bad debt trends. The Company’s estimate also includes analyzing existing economic conditions. When the Company becomes aware of circumstances that may impair a specific customer’s ability to meet its financial obligations subsequent to the original sale, the Company will record an allowance against amounts due, and thereby reduce the net receivable to the amount it reasonably believes will be collectible. Balances that remain outstanding after the Company has used reasonable collection efforts are written off through a charge to the valuation allowance and a credit to accounts receivable. |
Inventories | Inventories Inventories consist of raw materials, work-in-process, manufactured goods and purchased goods acquired for resale. Inventories are stated at the lower of cost or market, determined on the first-in, first-out method. Cost includes raw materials, direct labor, manufacturing overhead and indirect overhead. Market value is based on current replacement cost for raw materials and supplies and on net realizable value for finished goods. |
Property, Plant and Equipment | Property, plant and equipment Property, plant and equipment is recorded at cost. The cost of major additions or betterments is capitalized, while maintenance and repairs that do not improve or extend the useful lives of the related assets are expensed as incurred. Depreciation is provided principally on the straight-line method over estimated useful lives. Leasehold improvements are amortized over the life of the lease or the life of the improvement, whichever is shorter. The ranges of useful lives are as follows: Buildings and improvements 6 to 25 years Machinery and equipment 2 to 15 years Office furniture, computers and software 2 to 8 years Leasehold improvements Shorter of useful life or lease term Property, plant and equipment and other long-lived assets that have definitive lives are evaluated for impairment when events or changes in circumstances indicate that the carrying value of the assets may not be recoverable (‘triggering event’). Upon the occurrence of a triggering event, the asset is reviewed to assess whether the estimated undiscounted cash flows expected from the use of the asset plus residual value from the ultimate disposal exceeds the carrying value of the asset. If the carrying value exceeds the estimated recoverable amounts, the asset is written down to its fair value. |
Fair Value of Financial Instruments | Fair value of financial instruments The carrying value of the Company’s financial instruments, including cash and cash equivalents, accounts receivable and accounts payable approximate their fair value due to their short term nature. Senior Notes with a fair value of $439 million have a carrying value of $400 million |
Business Combinations | Business combinations The Company allocates the amount it pays for each acquisition to the assets acquired and liabilities assumed based on their fair values at the date of acquisition, including identifiable intangible assets which arise from a contractual or legal right or are separable from goodwill. The Company bases the fair value of identifiable intangible assets acquired in a business combination on detailed valuations that use information and assumptions provided by management, which consider management’s best estimates of inputs and assumptions that a market participant would use. The Company allocates any excess purchase price that exceeds the fair value of the net tangible and identifiable intangible assets acquired to goodwill. The use of alternative valuation assumptions, including estimated growth rates, cash flows, discount rates and estimated useful lives could result in different purchase price allocations and amortization expense in current and future periods. Transaction costs associated with these acquisitions are expensed as incurred through selling, general and administrative expense on the consolidated statement of operations. In those circumstances where an acquisition involves a contingent consideration arrangement, the Company recognizes a liability equal to the fair value of the contingent payments expected to be made as of the acquisition date. The Company re-measures this liability each reporting period and records changes in the fair value through operating income within the consolidated statements of operations. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price over the fair value of the assets acquired and liabilities assumed. The Company is required to perform impairment reviews at each of its reporting units annually and more frequently in certain circumstances. In accordance with accounting guidelines, the Company is able to make a qualitative assessment of whether it is more likely than not that a reporting unit’s fair value is less than its carrying amount before applying the quantitative goodwill impairment test. In January 2017, the Financial Accounting Standard Board ("FASB") issued new accounting guidance to simplify the accounting for goodwill impairment. The guidance removes step two of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under the new guidance, a goodwill impairment will now be the amount by which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The Company adopted this guidance early, effective January 1, 2017, on a prospective basis, and applied the guidance as necessary to annual and interim goodwill testing performed subsequent to January 1, 2017. The first step of the process after the qualitative assessment fails is estimating the fair value of each of its reporting units based on a discounted cash flow (“DCF”) model using revenue and profit forecast and a market approach which compares peer data and earnings multiples. The Company then compares those estimated fair values with the carrying values, which include allocated goodwill. If the estimated fair value is less than the carrying value, then a goodwill impairment is recorded. The Company cannot predict the occurrence of certain future events that might adversely affect the implied value of goodwill and/or the fair value of intangible assets. Such events include, but are not limited to, strategic decisions made in response to economic and competitive conditions, the impact of the economic environment on its customer base, and material adverse effects in relationships with significant customers. The impact of over-estimating or under-estimating the implied fair value of goodwill at any of the reporting units could have a material effect on the results of operations and financial position. In addition, the value of the implied goodwill is subject to the volatility of the Company’s operations which may result in significant fluctuation in the value assigned at any point in time. Refer to " Note H - Goodwill and Intangible Assets " for the results of the annual impairment tests. |
Deferred Debt Issuance Costs | Deferred debt issuance costs Deferred debt issuance costs represent the costs associated with the issuance of debt instruments and are amortized over the life of the related debt instrument. Deferred debt issuance costs are presented in the balance sheet as a deduction from the carrying value of the associated debt liability. |
Warranties | Product Warranty Costs The Company recognizes warranty costs based on an estimate of the amounts required to meet future warranty obligations. The Company accrues an estimated liability for exposure to warranty claims at the time of a product sale based on both current and historical claim trends and warranty costs incurred. Warranty reserves are included within "Accrued expenses" in the Company's consolidated balance sheets. |
Foreign Currency | Foreign currency Certain of the Company’s segments have operations outside the United States, and the local currency is typically the functional currency. The financial statements are translated into U.S. dollars using exchange rates in effect at year-end for assets and liabilities and average exchange rates during the year for results of operations. The resulting translation gain or loss is included in stockholders' equity as other comprehensive income or loss. |
Derivatives and Hedging | Derivatives and hedging The Company utilized interest rate swaps to manage risks related to interest rates on the term loan portion of their 2018 Credit Facility. The Company did not elect hedge accounting treatment for the interest rate derivative transaction associated with the 2018 Credit Facility and changes in fair value were included in interest expense on the consolidated statement of operations. In connection with the repayment of the 2018 Term Loan in December 2019, the Company terminated its outstanding interest rate swap with a payment of $4.9 million |
Noncontrolling Interest | Noncontrolling interest Noncontrolling interest represents the portion of a majority-owned subsidiary’s net income that is owned by noncontrolling shareholders. Noncontrolling interest on the balance sheet represents the portion of equity in a consolidated subsidiary owned by noncontrolling shareholders. |
Deferred Income Taxes | ncome taxes On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act of 2017 (the "Tax Act"). Among other important changes in the Tax Act, the tax rate on corporations was reduced from 35% to 21% ; a limitation on the deduction of interest expense was enacted; gain from the sale of a partnership interest by a foreign person will be subject to U.S. tax to the extent that the partnership is engaged in a trade or business; a special deduction for qualified business income from pass-through entities was added; U.S. federal income taxes on foreign earnings were eliminated (subject to several important exceptions), and new provisions designed to tax currently global intangible low taxed income ("GILTI") and a new base erosion anti-abuse tax were added. For taxable years beginning after December 31, 2017, a deduction for interest will generally be allowed for any entity only up to 30% of adjusted taxable income (determined without regard to interest income or expense) plus the amount of interest income. Only interest income and expense incurred in a trade or business is taken into account, i.e., investment interest income and deductions are ignored. For partnerships, the limitation is applied at the partnership level and then adjustments are made at the partner level to avoid double counting and to allow an owner to use any excess income in calculating the interest deduction at his or her level. The provision did not limit the deduction of interest by the Company for 2019 or 2018, but it did have an impact on the deduction for certain of the portfolio companies, resulting in an additional valuation allowance for deferred tax assets of $1.1 million and $2.1 million in the years ended December 31, 2019 and 2018, respectively. Provisional Amounts In March 2018, the FASB issued ASU 2018-05, "Income Taxes - Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118" ("SAB 118"). The guidance provided for a provisional one-year measurement period for entities to finalize their accounting for certain tax effects related to the Tax Act. The Tax Act required companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred and creates new taxes on certain foreign sourced earnings. The one-time transition tax under the Tax Act is based on earnings and profits ("E&P") that were previously deferred from U.S. income taxes. For the year ended December 31, 2017, the provision for income taxes included provisional tax expense of $4.9 million related to the one-time transition tax liability of our foreign subsidiaries. The Company completed the calculation of the total E&P for these foreign subsidiaries although the Company's estimates may be affected as additional regulatory guidance is issued with respect to the Tax Act. Adjustments to the provisional amounts of $0.4 million were recognized as a component of the provision for income taxes in the year-ending December 31, 2018. Deferred Income Taxes Deferred income taxes are calculated under the asset and liability method. Deferred income taxes are provided for the differences between the basis of assets and liabilities for financial reporting and income tax purposes at the enacted tax rates. A valuation allowance is established when necessary to reduce deferred tax assets to the amount that is expected to more likely than not be realized. Several of the Company’s majority owned subsidiaries have deferred tax assets recorded at December 31, 2019 which in total amount to approximately $72.2 million . This deferred tax asset is net of $8.1 million of valuation allowance primarily associated with the realization of foreign net operating losses, domestic tax credits and the limitation on the deduction of interest expense. These deferred tax assets are comprised primarily of reserves not currently deductible for tax purposes. The temporary differences that have resulted in the recording of these tax assets may be used to offset taxable income in future periods, reducing the amount of taxes required to be paid. Realization of the deferred tax assets is dependent on generating sufficient future taxable income at those subsidiaries with deferred tax assets. Based upon the expected future results of operations, the Company believes it is more likely than not that those subsidiaries with deferred tax assets will generate sufficient future taxable income to realize the benefit of existing temporary differences, although there can be no assurance of this. The impact of not realizing these deferred tax assets would result in an increase in income tax expense for such period when the determination was made that the assets are not realizable. |
Earnings Per Common Share | Earnings per common share Basic and fully diluted earnings per Trust common share is computed using the two-class method which requires companies to allocate participating securities that have rights to earnings that otherwise would have been available only to common shareholders as a separate class of securities in calculating earnings per share. The Company has granted Allocation Interests that contain participating rights to receive profit allocations upon the occurrence of a Holding Event or a Sale Event, and has issued preferred shares that have rights to distributions when, and if, declared by the Company's board of directors. The calculation of basic and fully diluted earnings per common share is computed by dividing income available to common shareholders by the weighted average number of Trust common shares outstanding during the period. Earnings per common share reflects the effect of distributions that were declared and paid to the Holders and distributions that were paid on preferred shares during the period. The weighted average number of Trust common shares outstanding for each of the fiscal years 2019 , 2018 and 2017 were computed based on 59,900,000 shares outstanding for the period from January 1st through December 31st. The Company did not have any stock option plans or any other potentially dilutive securities outstanding during the years ended December 31, 2019 , 2018 and 2017 . |
Advertising Costs | Advertising costs Advertising costs are expensed as incurred and included in selling, general and administrative expense in the consolidated statements of operations. Advertising costs were $20.4 million , $20.2 million and $17.4 million during the years ended December 31, 2019 , 2018 and 2017 , respectively. |
Research and Development | Research and development Research and development costs are expensed as incurred and included in selling, general and administrative expense in the consolidated statements of operations. The Company incurred research and development expense of $0.9 million , $1.2 million and $1.4 million during the years ended December 31, 2019 , 2018 and 2017 , respectively. |
Employee Retirement Plans | Employee retirement plans The Company and many of its segments sponsor defined contribution retirement plans, such as 401(k) plans. Employee contributions to the plan are subject to regulatory limitations and the specific plan provisions. The Company and its segments may match these contributions up to levels specified in the plans and may make additional discretionary contributions as determined by management. The total employer contributions to these plans were $2.7 million , $3.8 million and $2.8 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. The Company’s Arnold subsidiary maintains a defined benefit plan for certain of its employees which is more fully described in " Note K - Defined Benefit Plan ". Accounting guidelines require employers to recognize the overfunded or underfunded status of defined benefit pension and postretirement plans as assets or liabilities in their consolidated balance sheets and to recognize changes in that funded status in the year in which the changes occur as a component of comprehensive income. |
Stock Based Compensation | Stock based compensation The Company does not have a stock based compensation plan; however, all of the Company’s subsidiaries maintain stock based compensation plans. During the years ended December 31, 2019 , 2018 and 2017 , $6.1 million , $6.7 million , and $4.5 million of stock based compensation expense was recorded to each expense category that included related salary expense in the consolidated statements of operations. As of December 31, 2019 , the amount to be recorded for stock-based compensation expense in future years for unvested options is approximately $17.2 million . |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements Leases As of January 1, 2019, the Company adopted Accounting Standards Update ("ASU") No. 2016-02, Leases ("Topic 842"). The new standard requires an entity to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. The standard update offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. In July 2018, the FASB issued two updates to Topic 842 to clarify how to apply certain aspects of the new lease standard, and to give entities another option for transition and to provide lessors with a practical expedient to reduce the cost and complexity of implementing the new standard. The transition option allows entities to not apply the new lease standard in the comparative periods presented in the financial statements in the year of adoption. The Company adopted the new standard using the optional transition method. The reported results for reporting periods after January 1, 2019 are presented under the new lease guidance while prior period amounts were prepared under the previous lease guidance. The new standard provides a number of optional practical expedients in transition. The Company elected to use the package of practical expedients that allows us to not reassess: (i) whether any expired or existing contracts are or contain leases, (ii) lease classification for any expired or existing leases and (iii) initial direct costs for any expired or existing leases. We additionally elected to use the practical expedient that allows lessees to treat the lease and non-lease components of leases as a single lease component and the practical expedient pertaining to land easements. In addition, the new standard provides for an accounting election that permits a lessee to elect not to apply the recognition requirements of Topic 842 to short-term leases by class of underlying asset. The Company adopted this accounting election for all classes of assets. The Company has performed an assessment of the impact of the adoption of Topic 842 on the Company's consolidated financial position and results of operations for the Company's leases, which consist of manufacturing facilities, warehouses, office facilities, retail stores, equipment and vehicle leases. The adoption of the new lease standard on January 1, 2019 resulted in the recognition of right-of-use assets of approximately $90.6 million and lease liabilities for operating leases of approximately $97.4 million on our Consolidated Balance Sheets, with no material impact to its Consolidated Statements of Operations or Consolidated Statement of Cash Flows. We implemented processes and a lease accounting system to ensure adequate internal controls were in place to assess our leasing arrangements and enable proper accounting and reporting of financial information upon adoption. No cumulative effect adjustment was recognized as the amount was not material. Refer to " Note R - Commitments and Contingencies " for additional information regarding the Company's adoption of Topic 842. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses, which will require companies to present assets held at amortized cost and available for sale debt securities net of the amount expected to be collected. The guidance requires the measurement of expected credit losses to be based on relevant information from past events, including historical experiences, current conditions and reasonable and supportable forecasts that affect collectability. The guidance will be effective for fiscal years and interim periods beginning after December 15, 2019 and will primarily affect the Company's estimates of accounts receivable provisions. The adoption of this guidance is not expected to have a material impact on our consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Deconsolidation, Effects of IPO | The following tables reflect the Company’s percentage ownership of its businesses, as of December 31, 2019 , 2018 and 2017 and related noncontrolling interest balances as of December 31, 2019 and 2018 : % Ownership (1) December 31, 2019 % Ownership (1) December 31, 2018 % Ownership (1) December 31, 2017 Primary Fully Diluted Primary Fully Diluted Primary Fully Diluted 5.11 97.6 88.9 97.5 88.7 97.5 85.5 Ergobaby 81.9 75.8 81.9 76.4 82.7 76.6 Liberty 91.2 86.0 88.6 85.2 88.6 84.7 Velocity 99.3 93.9 99.2 91.0 98.8 89.2 ACI 69.4 65.4 69.4 69.2 69.4 69.2 Arnold 96.7 80.2 96.7 79.4 96.7 84.7 Foam Fabricators 100.0 91.5 100.0 91.5 N/a N/a Sterno 100.0 88.5 100.0 88.9 100.0 89.5 (1) The principal difference between primary and fully diluted percentages of our operating segments is due to stock option issuances of operating segment stock to management of the respective business. Noncontrolling Interest Balances (in thousands) December 31, December 31, 5.11 $ 12,056 $ 9,873 Velocity 2,506 2,524 Ergobaby 27,036 25,362 Liberty 2,936 3,342 ACI 3,670 (1,236 ) Arnold 1,255 1,176 Foam Fabricators 1,873 848 Sterno (884 ) (2,067 ) Allocation Interests 100 100 $ 50,548 $ 39,922 |
Summary of Ranges of Useful Lives | The ranges of useful lives are as follows: Buildings and improvements 6 to 25 years Machinery and equipment 2 to 15 years Office furniture, computers and software 2 to 8 years Leasehold improvements Shorter of useful life or lease term |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | Summarized operating results for Manitoba Harvest for the previous years through the date of disposition were as follows (in thousands): For the period January 1, 2019 through disposition Year ended December 31, 2018 Year ended December 31, 2017 Net revenues $ 10,024 $ 67,437 $ 55,699 Gross profit 4,874 28,877 25,101 Operating loss (1,118 ) (1,754 ) (9,332 ) Loss before income taxes (1,127 ) (1,783 ) (9,565 ) Benefit for income taxes (541 ) (1,460 ) (1,469 ) Income (loss) from discontinued operations (1)(2) $ (586 ) $ (323 ) $ (8,096 ) (1) The results of operations for the periods from January 1, 2019 through the date of disposition and the years ended December 31, 2018 and December 31, 2017 each exclude $1.0 million , $5.2 million and $4.3 million , respectively, of intercompany interest expense. (2) The loss from discontinued operations for the year ended December 31, 2017 includes impairment expense of $8.5 million related to the goodwill and tradename of Manitoba Harvest. The following table presents summary balance sheet information of the Clean Earth and Manitoba Harvest businesses that is presented as discontinued operations as of December 31, 2018 ( in thousands ): December 31, 2018 Manitoba Harvest Clean Earth Total Assets: Cash and cash equivalents $ 2,577 $ 1,978 $ 4,555 Accounts receivable, net 7,169 59,689 66,858 Inventories 11,436 — 11,436 Prepaid expenses and other current assets 773 6,140 6,913 Current assets of discontinued operations $ 21,955 $ 67,807 $ 89,762 Property, plant and equipment, net $ 18,157 $ 62,060 $ 80,217 Goodwill 37,777 144,778 182,555 Intangible assets, net 53,533 129,530 183,063 Other non-current assets — 3,629 3,629 Non-current assets of discontinued operations $ 109,467 $ 339,997 $ 449,464 Liabilities: Accounts payable $ 4,259 $ 26,135 $ 30,394 Accrued expenses 4,313 16,064 20,377 Due to related party 350 — 350 Other current liabilities 506 867 1,373 Current liabilities of discontinued operations 9,428 43,066 52,494 Deferred income taxes 12,675 28,300 40,975 Other non-current liabilities 2,093 5,175 7,268 Non-current liabilities of discontinued operations $ 14,768 $ 33,475 $ 48,243 Noncontrolling interest of discontinued operations $ 11,160 $ 8,888 $ 20,048 Summarized operating results for Clean Earth for the previous years through the date of disposition were as follows (in thousands): For the period January 1, 2019 through disposition Year ended December 31, 2018 Year ended December 31, 2017 Net sales $ 132,737 $ 266,916 $ 211,247 Gross profit 39,678 75,470 61,219 Operating income 6,232 14,443 12,037 Income before income taxes 5,880 13,693 11,789 Benefit for income taxes (11,607 ) (2,458 ) (15,469 ) Income from discontinued operations (1) $ 17,487 $ 16,151 $ 27,258 (1) The results of operations for the periods from January 1, 2019 through the date of disposition, and the years ended December 31, 2018 and December 31, 2017, each exclude $10.2 million , $17.0 million and $13.9 million , respectively, of intercompany interest expense. |
Acquisition of Businesses Acqui
Acquisition of Businesses Acquisition of Businesses (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | Velocity's results of operations are reported as a separate operating segment as a branded consumer business. The table below provides the recording of assets acquired and liabilities assumed as of the acquisition date. Final Purchase Allocation (in thousands) As of 12/31/17 Assets: Cash $ 1,210 Accounts receivable (1) 16,751 Inventory 28,873 Property, plant and equipment 15,014 Intangible assets 84,594 Goodwill 48,759 Other current and noncurrent assets 2,348 Total assets $ 197,549 Liabilities and noncontrolling interest: Current liabilities $ 16,283 Other liabilities 91,622 Deferred tax liabilities 28,515 Noncontrolling interest 694 Total liabilities and noncontrolling interest $ 137,114 Net assets acquired $ 60,435 Noncontrolling interest 694 Intercompany loans to business 90,742 $ 151,871 Acquisition Consideration Purchase price $ 151,800 Cash acquired 1,210 Working capital adjustment (1,139 ) Total purchase consideration $ 151,871 Less: Transaction costs 1,473 Purchase price, net $ 150,398 (1) Includes $18.0 million of gross contractual accounts receivable of which $1.2 million was not expected to be collected. The fair value of accounts receivable approximated net book value acquired. The results of operations of Rimports have been included in the consolidated results of operations since the date of acquisition. Rimport's results of operations are included in the Sterno operating segment. The table below provides the recording of assets acquired and liabilities assumed as of the acquisition date. The goodwill resulting from the purchase price allocation is expected to be deductible for income tax purposes since Rimports was previously an S-Corporation for Federal income tax purposes and the Company and the selling shareholders have agreed to make a joint Section 338(h)(10) election which will treat the acquisition as a deemed asset purchase for United States Federal income tax purposes. Final Purchase Allocation (in thousands) As of 12/31/18 Assets: Cash $ 10,025 Accounts receivable (1) 21,431 Inventory (2) 34,392 Property, plant and equipment 3,379 Intangible assets 85,700 Goodwill 13,518 Other current and noncurrent assets 446 Total assets 168,891 Liabilities Current liabilities 9,034 Other liabilities (3) 4,800 Total liabilities 13,834 Net assets acquired $ 155,057 Acquisition Consideration Purchase price $ 145,000 Cash acquired 10,025 Working capital adjustment 32 Total purchase consideration 155,057 Less: Transaction costs 632 Purchase price, net $ 154,425 (1) Includes $23.8 million of gross contractual accounts receivable of which $2.4 million is not expected to be collected. The fair value of accounts receivable approximated book value acquired. (2) Includes $6.7 million in inventory basis step-up, which was charged to cost of goods sold in the second and third quarter of 2018. (3) The purchase price of Rimports includes a potential earn-out of up to $25 million contingent on the attainment of certain future performance criteria of Rimports for the twelve-month period from May 1, 2017 to April 30, 2018 and the fourteen month period from March 1, 2018 to April 30, 2019. The earn-out was valued at $4.8 million using a probability weighted model. The results of operations of Foam Fabricators have been included in the consolidated results of operations since the date of acquisition. Foam Fabricator's results of operations are reported as a separate operating segment. The table below provides the recording of assets acquired and liabilities assumed as of the acquisition date. Final Purchase Allocation (in thousands) As of 12/31/18 Assets: Cash $ 6,282 Accounts receivable (1) 19,058 Inventory (2) 13,212 Property, plant and equipment (3) 28,370 Intangible assets 118,342 Goodwill 72,708 Other current and noncurrent assets 2,945 Total assets 260,917 Liabilities: Current liabilities 5,968 Other liabilities 115,033 Total liabilities 121,001 Net assets acquired 139,916 Intercompany loans to business 115,033 $ 254,949 Acquisition Consideration Purchase price $ 247,500 Working capital adjustment 1,370 Cash acquired 6,079 Total purchase consideration $ 254,949 Less: Transaction costs 1,552 Purchase price, net $ 253,397 (1) Includes $19.4 million of gross contractual accounts receivable of which $0.03 million is not expected to be collected. The fair value of accounts receivable approximated book value acquired. (2) Includes $0.7 million in inventory basis step-up, which was charged to cost of goods sold in the first quarter of 2018. (3) Includes $20.0 million of property, plant and equipment basis step-up. |
Schedule of Intangible Assets Recorded as Part of Acquisition | The intangible assets recorded related to the Rimports acquisition are as follows (in thousands): Intangible assets Amount Estimated Useful Life Tradename $ 6,600 8 years Customer Relationships 79,100 9 years $ 85,700 The intangible assets recorded related to the Velocity acquisition are as follows (in thousands): Intangible Assets Amount Estimated Useful Life Tradename $ 53,463 20 years Customer relationships 28,718 15 years Technology 2,413 15 years $ 84,594 The intangible assets recorded related to the Foam Fabricators acquisition are as follows (in thousands): Intangible assets Amount Estimated Useful Life Tradename $ 4,215 10 years Customer Relationships 114,127 15 years $ 118,342 |
Pro Forma Information | The following unaudited pro forma data for the years ended December 31, 2018 and 2017 gives effect to the acquisition of Foam Fabricators, Rimports and Velocity Outdoor, as described above, as if the acquisitions had been completed as of January 1, 2017. The pro forma data gives effect to historical operating results with adjustments to interest expense, amortization and depreciation expense, management fees and related tax effects. The information is provided for illustrative purposes only and is not necessarily indicative of the operating results that would have occurred if the transaction had been consummated on the date indicated, nor is it necessarily indicative of future operating results of the consolidated companies, and should not be construed as representing results for any future period. Year ended (in thousands) December 31, 2018 December 31, 2017 Net revenues $ 1,397,148 $ 1,328,109 Gross profit 480,260 454,698 Operating income 59,758 60,575 Net income (loss) from continuing operations (20,497 ) 49,865 Net income (loss) from continuing operations attributable to Holdings (25,714 ) 21,620 Basic and fully diluted net income (loss) per share attributable to Holdings (0.75 ) (0.50 ) |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following tables provide disaggregation of revenue by reportable segment geography for the years ended December 31, 2019 , 2018 and 2017 (in thousands): Year ended December 31, 2019 5.11 Ergo Liberty Velocity ACI Arnold Foam Sterno Total United States $ 307,552 $ 28,028 $ 93,922 $ 131,061 $ 90,791 $ 72,593 $ 101,622 $ 375,537 $ 1,201,106 Canada 8,203 3,541 2,242 6,134 — 712 — 15,987 36,819 Europe 29,042 27,318 — 6,207 — 36,711 — 1,412 100,690 Asia Pacific 13,933 30,197 — 756 — 6,019 — 2,385 53,290 Other international 29,915 911 — 3,684 — 3,913 19,802 123 58,348 $ 388,645 $ 89,995 $ 96,164 $ 147,842 $ 90,791 $ 119,948 $ 121,424 $ 395,444 $ 1,450,253 Year ended December 31, 2018 5.11 Ergo Liberty Velocity ACI Arnold Foam Sterno Total United States $ 265,306 $ 32,558 $ 80,334 $ 113,915 $ 92,511 $ 70,049 $ 97,118 $ 365,403 $ 1,117,194 Canada 7,808 3,076 2,324 6,162 — 1,177 — 13,304 33,851 Europe 31,026 28,482 — 5,574 — 38,536 — 1,218 104,836 Asia Pacific 16,168 25,488 — 1,200 — 5,176 — 169 48,201 Other international 27,614 962 — 4,445 — 2,922 16,314 981 53,238 $ 347,922 $ 90,566 $ 82,658 $ 131,296 $ 92,511 $ 117,860 $ 113,432 $ 381,075 $ 1,357,320 Year ended December 31, 2017 5.11 Ergo Liberty Velocity ACI Arnold Sterno Total United States $ 224,141 $ 40,870 $ 89,969 $ 68,393 $ 87,782 $ 62,667 $ 204,710 $ 778,532 Canada 6,180 3,473 1,987 4,070 — 1,237 17,250 34,197 Europe 24,552 25,973 — 3,066 — 32,101 2,322 88,014 Asia Pacific 14,800 32,617 — 756 — 4,976 1,244 54,393 Other international 40,326 36 — 2,102 — 4,599 584 47,647 $ 309,999 $ 102,969 $ 91,956 $ 78,387 $ 87,782 $ 105,580 $ 226,110 $ 1,002,783 |
Operating Segment Data (Tables)
Operating Segment Data (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Summary of Net Sales of Operating Segments | Net Revenues Year ended December 31, (in thousands) 2019 2018 2017 5.11 $ 388,645 $ 347,922 $ 309,999 Ergobaby 89,995 90,566 102,969 Liberty 96,164 82,658 91,956 Velocity Outdoor 147,842 131,296 78,387 ACI 90,791 92,511 87,782 Arnold 119,948 117,860 105,580 Foam Fabricators 121,424 113,432 — Sterno 395,444 381,075 226,110 Total 1,450,253 1,357,320 1,002,783 Reconciliation of segment revenues to consolidated revenues: Corporate and other — — — Total consolidated revenues $ 1,450,253 $ 1,357,320 $ 1,002,783 |
Revenues from Geographic Locations Outside Domestic Country | Revenue attributable to Canada represented approximately 14.8% of total international revenues in 2019 , 14.1% of total international revenues in 2018 , and 15.2% of total international revenues in 2017 . Revenue attributable to any other individual foreign country was not material in 2019 , 2018 or 2017 . |
Summary of Profit (Loss) of Operating Segments | Identifiable Assets December 31, (in thousands) 2019 2018 United States $ 1,195,407 $ 1,091,960 Canada 1,859 1,688 Europe 40,298 37,286 Other international 24,405 24,256 Total identifiable assets $ 1,261,969 $ 1,155,190 |
Inventory, Property, Plant an_2
Inventory, Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant and Equipment | Property, plant and equipment December 31, (in thousands) 2019 2018 Machinery and equipment $ 191,897 $ 174,983 Office furniture, computers and software 36,604 29,096 Leasehold improvements 40,851 34,786 Construction in process 10,559 8,869 Buildings and land 7,992 9,818 287,903 257,552 Less: accumulated depreciation (141,475 ) (110,951 ) Total $ 146,428 $ 146,601 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill [Line Items] | |
Summary of Goodwill | Balance at January 1, 2019 Acquisitions Goodwill Impairment Balance at December 31, 2019 5.11 $ 92,966 $ — $ — $ 92,966 Ergobaby 61,031 — — 61,031 Liberty 32,828 — — 32,828 Velocity Outdoor 62,675 285 (32,881 ) 30,079 ACI 58,019 — — 58,019 Arnold 26,903 — — 26,903 Foam Fabricators 72,708 — — 72,708 Sterno 55,336 — — 55,336 Corporate (1) 8,649 — — 8,649 Total $ 471,115 $ 285 $ (32,881 ) $ 438,519 (1) Represents goodwill resulting from purchase accounting adjustments not "pushed down" to the ACI segment. This amount is allocated back to the ACI segment for purposes of goodwill impairment testing. Balance at January 1, 2018 Acquisitions (1) Other Balance at December 31, 2018 5.11 $ 92,966 $ — $ — $ 92,966 Ergobaby 61,031 — — 61,031 Liberty 32,828 — — 32,828 Velocity Outdoor 49,352 13,253 70 62,675 ACI 58,019 — — 58,019 Arnold (2) 26,903 — — 26,903 Foam Fabricators — 72,708 — 72,708 Sterno 41,818 13,518 — 55,336 Corporate (3) 8,649 — — 8,649 Total $ 371,566 $ 99,479 $ 70 $ 471,115 (1) Acquisition of businesses during the year ended December 31, 2018 includes the acquisition of Foam Fabricators by the Company, Sterno's acquisition of Rimports and Velocity's acquisition of Ravin. (2) Arnold had three reporting units which were combined into one reporting unit effective March 31, 2018. (3) Represents goodwill resulting from purchase accounting adjustments not "pushed down" to the ACI segment. This amount is allocated back to the ACI segment for purposes of goodwill impairment testing. |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Summary of Actual Financial Ratios as Part of Affirmative Covenants Credit Facility | The following table reflects required and actual financial ratios as of December 31, 2019 included as part of the affirmative covenants in the 2018 Credit Facility: Description of Required Covenant Ratio Covenant Ratio Requirement Actual Ratio Fixed Charge Coverage Ratio Greater than or equal to 1.50: 1.00 2.24:1.00 Total Secured Debt to EBITDA Ratio Less than or equal to 3.50: 1.00 0.00:1.00 Total Debt to EBITDA Ratio Less than or equal to 5.00: 1.00 1.36:1.00 |
Summary of Components of Interest Expense | The following details the components of interest expense in each of the years ended December 31, 2019 , 2018 and 2017 : Year ended December 31, (in thousands) 2019 2018 2017 Interest on credit facilities $ 21,996 $ 32,414 $ 23,940 Interest on Senior Notes 32,000 22,489 — Unused fee on Revolving Credit Facility 1,851 1,630 2,856 Amortization of original issue discount 459 729 1,037 Unrealized (gains) losses on interest rate derivatives 3,486 (2,251 ) (648 ) Letter of credit fees 28 8 70 Other interest expense 285 301 — Interest income (1,889 ) (75 ) — Interest expense, net $ 58,216 $ 55,245 $ 27,255 Average daily balance outstanding - credit facilities $ 451,117 $ 721,643 $ 597,114 Effective interest rate - credit facilities 6.2 % 4.5 % 4.6 % |
Schedule of Long-term Debt Instruments | The following table summarizes debt issuance costs at December 31, 2019 and December 31, 2018 , and the balance sheet classification in each of the periods presents ( in thousands ): December 31, 2019 2018 Deferred debt issuance costs $ 13,252 $ 24,609 Accumulated amortization (3,667 ) (2,807 ) Deferred debt issuance costs, net $ 9,585 $ 21,802 Balance sheet classification: Other noncurrent assets $ 4,030 $ 5,254 Long-term debt 5,555 16,548 $ 9,585 $ 21,802 The following table provides the Company’s debt holdings at December 31, 2019 and December 31, 2018 : December 31, (in thousands): 2019 2018 Senior Notes $ 400,000 $ 400,000 Revolving Credit Facility — 228,000 Term Loan — 496,250 Less: unamortized discounts and debt issuance costs (5,555 ) (20,379 ) Total debt $ 394,445 $ 1,103,871 Less: Current portion, term loan facilities — (5,000 ) Long-term debt $ 394,445 $ 1,098,871 |
Defined Benefit Plan (Tables)
Defined Benefit Plan (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | |
Compensation and Employee Benefit Plans [Text Block] | Note K – Defined Benefit Plan In connection with the acquisition of Arnold, the Company has a defined benefit plan covering substantially all of Arnold’s employees at its Lupfig, Switzerland location. The benefits are based on years of service and the employees’ highest average compensation during the specific period. The following table sets forth the plan’s funded status and amounts recognized in the Company’s consolidated balance sheets at December 31, 2019 and 2018 : December 31, (in thousands) 2019 2018 Change in benefit obligation: Benefit obligation, beginning of year $ 15,017 $ 14,753 Service cost 512 536 Interest cost 132 96 Actuarial (gain)/loss 804 (239 ) Plan amendment — (21 ) Employee contributions and transfer 356 365 Benefits paid (2,179 ) (417 ) Foreign currency translation 212 (56 ) Benefit obligation $ 14,854 $ 15,017 Change in plan assets: Fair value of assets, beginning of period $ 11,252 $ 11,132 Actual return on plan assets 128 224 Company contribution 423 4 Employee contributions and transfer 356 365 Benefits paid (2,179 ) (417 ) Foreign currency translation 128 (56 ) Fair value of assets 10,108 11,252 Funded status $ (4,746 ) $ (3,765 ) The unfunded liability of $4.7 million and $3.8 million at December 31, 2019 and 2018 , respectively, is recognized in the consolidated balance sheet within other non-current liabilities. Net periodic benefit cost consists of the following: Year ended December 31, (in thousands) 2019 2018 2017 Service cost $ 512 $ 536 $ 534 Interest cost 132 96 94 Expected return on plan assets (135 ) (156 ) (155 ) Amortization of unrecognized loss 140 197 250 Net periodic benefit cost $ 649 $ 673 $ 723 Assumptions used to determine the benefit obligations and components of the net periodic benefit cost at December 31, 2019 and 2018 : December 31, 2019 2018 Discount rate 0.20 % 0.88 % Expected return on plan assets 0.80 % 1.20 % Rate of compensation increase 1.00 % 1.00 % The Company considers the historical level of long-term returns and the current level of expected long-term returns for the plan assets, as well as the current and expected allocation of assets when developing its expected long-term rate of return on assets assumption. The assumptions used for the plan are based upon customary rates and practices for the location of the Company. Arnold expects to contribute approximately $0.4 million to the defined benefit plan in 2020. The following presents the benefit payments which are expected to be paid for the plan in each year indicated ( in thousands ): 2020 $ 1,173 2021 651 2022 645 2023 508 2024 780 Thereafter 3,482 $ 7,239 Asset management objectives include maintaining an adequate level of diversification to reduce interest rate and market risk and providing adequate liquidity to meet immediate and future benefit payment requirements. The assets of the plan are reinsured in their entirety with Swiss Life Ltd. (“Swiss Life”) within the framework of the corresponding contracts with Swiss Life Collective BVG Foundation and Swiss Life Complementary Foundation. The assets are guaranteed by the insurance company and pooled with the assets of other participating employers. The allocation of pension plan assets by category in Swiss Life’s group life portfolio is as follows at December 31, 2019 : Certificates of deposit and cash and cash equivalents 1 % Fixed income bonds and securities 65 % Equities and investment funds 15 % Real estate 18 % Other investments 1 % 100 % The plan assets are pooled with assets of other participating employers and are not separable; therefore the fair values of the pension plan assets at December 31, 2019 and 2018 |
Summary of Net Periodic Benefit Cost | Net periodic benefit cost consists of the following: Year ended December 31, (in thousands) 2019 2018 2017 Service cost $ 512 $ 536 $ 534 Interest cost 132 96 94 Expected return on plan assets (135 ) (156 ) (155 ) Amortization of unrecognized loss 140 197 250 Net periodic benefit cost $ 649 $ 673 $ 723 |
Summary of Assumptions Used to Determine the Benefit Obligations and Components of the Net Periodic Benefit Cost | Assumptions used to determine the benefit obligations and components of the net periodic benefit cost at December 31, 2019 and 2018 : December 31, 2019 2018 Discount rate 0.20 % 0.88 % Expected return on plan assets 0.80 % 1.20 % Rate of compensation increase 1.00 % 1.00 % |
Summary of Expected Foreign Plan Benefit Payments | The following presents the benefit payments which are expected to be paid for the plan in each year indicated ( in thousands ): 2020 $ 1,173 2021 651 2022 645 2023 508 2024 780 Thereafter 3,482 $ 7,239 |
Summary of Allocation of Assets in Swiss Life's Group Life Portfolio | The allocation of pension plan assets by category in Swiss Life’s group life portfolio is as follows at December 31, 2019 : Certificates of deposit and cash and cash equivalents 1 % Fixed income bonds and securities 65 % Equities and investment funds 15 % Real estate 18 % Other investments 1 % 100 % |
Stockholder's Equity Stockholde
Stockholder's Equity Stockholder's Equity (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Summary of Basic and Diluted Earnings Per Share | Basic and diluted earnings per share for the fiscal year ended December 31, 2019 , 2018 and 2017 is calculated as follows: Year ended December 31, 2019 2018 2017 Loss from continuing operations attributable to common shares of Holdings $ (124,124 ) $ (37,607 ) $ (35,780 ) Less: Effect of contribution based profit—Holding Event 5,659 5,893 10,072 Loss from Holdings attributable to common shares $ (129,783 ) $ (43,500 ) $ (45,852 ) Income from discontinued operations attributable to Holdings $ 348,180 $ 18,392 $ 22,126 Less: Effect of contribution based profit — — 2,654 Income from discontinued operations of Holdings attributable to common shares $ 348,180 $ 18,392 $ 19,472 Basic and diluted weighted average common shares of Holdings outstanding 59,900 59,900 59,900 Basic and fully diluted income (loss) per common share attributable to Holdings Continuing operations $ (2.17 ) $ (0.73 ) $ (0.77 ) Discontinued operations 5.81 0.31 0.33 $ 3.64 $ (0.42 ) $ (0.44 ) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | Components of the Company's pretax income (loss) before taxes are as follows: Year ended December 31, ( in thousands) 2019 2018 2017 Domestic (including U.S. exports) $ (38,195 ) $ (23,984 ) $ (29,404 ) Foreign subsidiaries 12,164 15,573 19,773 $ (26,031 ) $ (8,411 ) $ (9,631 ) |
Components of the Company's Income Tax Provision (Benefit) | Components of the Company’s income tax provision (benefit) are as follows: Year ended December 31, (in thousands) 2019 2018 2017 Current taxes Federal $ 7,985 $ 6,449 $ 8,668 State 2,319 1,436 1,217 Foreign 4,984 4,835 6,248 Total current taxes 15,288 12,720 16,133 Deferred taxes: Federal (1,234 ) (483 ) (37,407 ) State 937 (478 ) (1,424 ) Foreign (249 ) (1,293 ) (1,043 ) Total deferred taxes (546 ) (2,254 ) (39,874 ) Total tax provision $ 14,742 $ 10,466 $ (23,741 ) |
Summary of Deferred Tax Assets and Deferred Tax Liabilities | The tax effects of temporary differences that have resulted in the creation of deferred tax assets and deferred tax liabilities at December 31, 2019 and 2018 are as follows: December 31, ( in thousands) 2019 2018 Deferred tax assets: Tax credits $ 4,584 $ 4,256 Accounts receivable and allowances 2,501 1,504 Net operating loss carryforwards 26,186 30,671 Accrued expenses 5,683 5,656 Interest expense limitation carryforwards 9,348 4,822 Other 31,955 7,887 Total deferred tax assets $ 80,257 $ 54,796 Valuation allowance (1) (8,099 ) (6,904 ) Net deferred tax assets $ 72,158 $ 47,892 Deferred tax liabilities: Intangible assets $ (64,870 ) $ (63,950 ) Property and equipment (18,188 ) (17,217 ) Repatriation of foreign earnings (38 ) (38 ) Prepaid and other expenses (22,101 ) (671 ) Total deferred tax liabilities $ (105,197 ) $ (81,876 ) Total net deferred tax liability $ (33,039 ) $ (33,984 ) (1) Primarily relates to the 5.11 and Arnold operating segments. |
Reconciliation Between Federal Statutory Rate and Effective Income Tax Rate | The reconciliation between the Federal Statutory Rate and the effective income tax rate for 2019 , 2018 and 2017 are as follows: Year ended December 31, 2019 2018 2017 United States Federal Statutory Rate (21.0 )% (21.0 )% (35.0 )% State income taxes (net of Federal benefits) 10.6 9.7 (4.0 ) Foreign income taxes 2.5 10.5 (14.3 ) Expenses of Compass Group Diversified Holdings LLC representing a pass through to shareholders (1) 39.4 90.6 63.6 Effect of (gain) loss on equity method investment — — 20.4 Impact of subsidiary employee stock options 0.5 (0.6 ) 2.6 Domestic production activities deduction — — (5.8 ) Non-deductible acquisition costs — — 3.5 Impairment expense 21.7 — 31.3 Effect of undistributed foreign earnings — — (14.4 ) Non-recognition of various carryforwards at subsidiaries 4.6 11.6 (14.0 ) Adjustments to uncertain tax positions (2) — — (95.4 ) Utilization of tax credits (7.7 ) (5.2 ) (27.8 ) Effect of Tax Act - GILTI tax 5.6 20.6 — Effect of Tax Act - remeasurement of deferred tax assets and liabilities (3) — 0.2 (211.3 ) Effect of Tax Act - transition tax on non-U.S. subsidiaries' earnings (3) — 4.2 50.5 Other 0.4 3.8 3.6 Effective income tax rate 56.6 % 124.4 % (246.5 )% (1) The effective income tax rate for each of the years presented includes losses at the Company’s parent, which is taxed as a partnership. |
Reconciliation of Unrecognized Tax Benefits | A reconciliation of the amount of unrecognized tax benefits for 2019 , 2018 and 2017 are as follows (in thousands) : Balance at January 1, 2017 $ 10,357 Additions for current years’ tax positions 96 Additions for prior years’ tax positions 23 Reductions for prior years’ tax positions (1) (9,354 ) Reductions for settlements — Reductions for expiration of statute of limitations (86 ) Balance at December 31, 2017 $ 1,036 Additions for current years’ tax positions 50 Additions for prior years’ tax positions 4 Reductions for prior years’ tax positions (18 ) Balance at December 31, 2018 $ 1,072 Additions for current years’ tax positions 83 Additions for prior years’ tax positions 27 Reductions for expiration of statute of limitations (57 ) Balance at December 31, 2019 $ 1,125 (1) |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Summary of Assets and Liabilities Carried at Fair Value Measured on Recurring Basis | The following table provides the assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2019 and 2018 ( in thousands ): Fair Value Measurements at December 31, 2019 Carrying Value Level 1 Level 2 Level 3 Liabilities: Put option of noncontrolling shareholders (1) $ (111 ) $ — $ — $ (111 ) Total recorded at fair value $ (111 ) $ — $ — $ (111 ) (1) Represents put options issued to noncontrolling shareholders in connection with the Liberty acquisition in 2010 and the 5.11 acquisition in 2016. Fair Value Measurements at December 31, 2018 Carrying Value Level 1 Level 2 Level 3 Liabilities: Put option of noncontrolling shareholders (1) $ (173 ) $ — $ — $ (173 ) Contingent consideration - acquisitions (2) (4,374 ) — — (4,374 ) Interest rate swap (2,072 ) — (2,072 ) — Total recorded at fair value $ (6,619 ) $ — $ (2,072 ) $ (4,547 ) (1) Represents put options issued to noncontrolling shareholders in connection with the Liberty acquisition in 2010 and the 5.11 acquisition in 2016. (2) Represents potential earn-out payable as additional purchase price consideration by Velocity Outdoor in connection with the acquisition of Ravin. |
Reconciliations of Change in Carrying Value of Level 3 Supplemental Put Liability | A reconciliation of the change in the carrying value of the Company’s Level 3 fair value measurements is as follows: Year ended December 31, ( in thousands ) 2019 2018 Balance at January 1st $ (4,547 ) $ (178 ) Contingent consideration - Rimports — (4,800 ) Contingent consideration - Ravin — (4,734 ) (Increase) decrease in the fair value of put option of noncontrolling shareholders - Liberty 72 — (Increase) decrease in the fair value of put option of noncontrolling shareholder - 5.11 (10 ) 5 Adjustment to Ravin contingent consideration (2,022 ) 360 Payment of contingent consideration - Ravin 6,396 — Reversal of contingent consideration - Rimports — 4,800 Balance at December 31st $ (111 ) $ (4,547 ) |
Summary of Assets and Liabilities Carried at Fair Value Measured on Non-recurring Basis | The following tables provide the assets and liabilities carried at fair value measured on a non-recurring basis as of December 31, 2019 and 2017. Refer to " Note H – Goodwill and Intangible Assets ", for a description of the valuation techniques used to determine fair value of the assets measured on a non-recurring basis in the table below. There were no assets and liabilities carried at fair value measured on a non-recurring basis as of December 31, 2018. Expense Fair Value Measurements at December 31, 2019 Year ended (in thousands) Carrying Level 1 Level 2 Level 3 December 31, 2019 Goodwill - Velocity Outdoor $ 30,079 — — $ 30,079 $ 32,881 Expense Fair Value Measurements at December 31, 2017 Year ended (in thousands) Carrying Level 1 Level 2 Level 3 December 31, 2017 Goodwill - Arnold $ 26,903 $ — $ — $ 26,903 $ 8,864 |
Noncontrolling Interest (Tables
Noncontrolling Interest (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Noncontrolling Interest [Abstract] | |
Deconsolidation, Effects of IPO | The following tables reflect the Company’s percentage ownership of its businesses, as of December 31, 2019 , 2018 and 2017 and related noncontrolling interest balances as of December 31, 2019 and 2018 : % Ownership (1) December 31, 2019 % Ownership (1) December 31, 2018 % Ownership (1) December 31, 2017 Primary Fully Diluted Primary Fully Diluted Primary Fully Diluted 5.11 97.6 88.9 97.5 88.7 97.5 85.5 Ergobaby 81.9 75.8 81.9 76.4 82.7 76.6 Liberty 91.2 86.0 88.6 85.2 88.6 84.7 Velocity 99.3 93.9 99.2 91.0 98.8 89.2 ACI 69.4 65.4 69.4 69.2 69.4 69.2 Arnold 96.7 80.2 96.7 79.4 96.7 84.7 Foam Fabricators 100.0 91.5 100.0 91.5 N/a N/a Sterno 100.0 88.5 100.0 88.9 100.0 89.5 (1) The principal difference between primary and fully diluted percentages of our operating segments is due to stock option issuances of operating segment stock to management of the respective business. Noncontrolling Interest Balances (in thousands) December 31, December 31, 5.11 $ 12,056 $ 9,873 Velocity 2,506 2,524 Ergobaby 27,036 25,362 Liberty 2,936 3,342 ACI 3,670 (1,236 ) Arnold 1,255 1,176 Foam Fabricators 1,873 848 Sterno (884 ) (2,067 ) Allocation Interests 100 100 $ 50,548 $ 39,922 |
Supplemental Data (Tables)
Supplemental Data (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Supplemental Balance Sheet Data | Supplemental Balance Sheet Data (in thousands): Summary of accrued expenses: December 31, 2019 2018 Accrued payroll and fringes $ 26,274 $ 24,426 Accrued taxes 10,025 5,755 Income taxes payable 3,543 5,104 Accrued interest 5,812 5,773 Accrued rebates 6,871 11,038 Warranty payable 1,583 1,528 Accrued inventory 32,471 35,426 Other accrued expenses 22,189 17,562 Total $ 108,768 $ 106,612 Warranty liability Year ended December 31, 2019 2018 Beginning balance $ 1,624 $ 2,197 Accrual 2,238 3,531 Warranty payments (2,279 ) (4,258 ) Other (1) — 154 Ending balance $ 1,583 $ 1,624 |
Schedule of Supplemental Statement of Operations Data | Supplemental Statement of Operations Data (in thousands): Other income (expense), net Year ended December 31, 2019 2018 2017 Foreign currency gain (loss) $ 46 $ (5,355 ) $ 3,462 Gain (loss) on sale of capital assets (1,730 ) (158 ) 7 Other income (expense) (501 ) 368 (724 ) $ (2,185 ) $ (5,145 ) $ 2,745 |
Summary of Supplemental Cash Flow Data | Supplemental Cash Flow Statement Data (in thousands): Year ended December 31, 2019 2018 2017 Interest paid $ 57,904 $ 51,298 $ 27,375 Taxes paid $ 19,225 $ 14,002 $ 16,043 Supplemental cash flow information related to leases was as follows ( in thousands ): Year ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 25,077 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 18,146 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Lessee, Operating Lease, Disclosure [Table Text Block] | The weighted average remaining lease terms and discount rates for all of our operating leases were as follows as of December 31, 2019 : Lease Term and Discount Rate Weighted-average remaining lease term (years) 6.49 Weighted-average discount rate 7.81 % |
Supplemental Balance Sheet Disclosures [Text Block] | Supplemental balance sheet information related to leases was as follows ( in thousands ): Line Item in the Company’s Consolidated Balance Sheet December 31, 2019 Operating lease right-of-use assets Other non-current assets $ 92,355 Current portion, operating lease liabilities Other current liabilities $ 18,892 Operating lease liabilities Other non-current liabilities $ 76,955 |
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block] | Supplemental Cash Flow Statement Data (in thousands): Year ended December 31, 2019 2018 2017 Interest paid $ 57,904 $ 51,298 $ 27,375 Taxes paid $ 19,225 $ 14,002 $ 16,043 Supplemental cash flow information related to leases was as follows ( in thousands ): Year ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 25,077 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 18,146 |
Summary of Future Minimum Rental Commitments under Operating Leases | The maturities of lease liabilities at December 31, 2019 under operating leases having an initial or remaining non-cancelable term of one year or more are as follows ( in thousands ): 2020 $ 26,004 2021 23,041 2022 20,798 2023 14,808 2024 11,488 Thereafter 38,595 Total undiscounted lease payments $ 134,734 Less: Interest 38,887 Present value of lease liabilities $ 95,847 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of Incurred Management Fees | For the year ended December 31, 2019 , 2018 and 2017 , the Company incurred the following management fees to CGM, by entity: Year ended December 31, ( in thousands ) 2019 2018 2017 5.11 $ 1,000 $ 1,000 $ 1,000 Ergobaby 500 500 500 Liberty 500 500 500 Velocity 500 500 290 Advanced Circuits 500 500 500 Arnold 500 500 500 Foam Fabricators 750 658 n/a Sterno 500 500 500 Corporate 32,280 38,785 28,053 $ 37,030 $ 43,443 $ 31,843 |
Unaudited Quarterly Financial_2
Unaudited Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Unaudited Quarterly Financial Data | The following table presents the unaudited quarterly financial data. This information has been prepared on a basis consistent with that of the audited consolidated financial statements and all necessary material adjustments, consisting of normal recurring accruals and adjustments, have been included to present fairly the unaudited quarterly financial data. The quarterly results of operations for these periods are not necessarily indicative of future results of operations. Typically, the first quarter of each fiscal year has the lower results than the remainder of the year, representing the Company's weakest quarter due to seasonality at our businesses. The per share calculations for each of the quarters are based on the weighted average number of shares for each period using the two class method, which requires companies to allocate participating securities that have rights to earnings that otherwise would have been available only to common shareholders as a separate class of securities in calculating earnings per share; therefore, the sum of the quarters will not equal to the full year per share amount. (in thousands) December 31, September 30, 2019 (1) June 30, 2019 (2) March 31, 2019 (3) Total revenues $ 386,999 $ 388,313 $ 336,084 $ 338,857 Gross profit 140,790 136,535 122,563 119,555 Operating income (loss) 27,644 (1,267 ) 20,208 13,611 Income (loss) from continuing operations 4,543 (28,582 ) (3,806 ) (12,928 ) Income from discontinued operations — — 15,474 1,427 Gain on sale of discontinued operations, net of tax 810 2,039 206,505 121,659 Net income (loss) attributable to Holdings $ 3,808 $ (27,785 ) $ 216,534 $ 109,308 Basic and fully diluted income (loss) per share attributable to Holdings: Continuing operations $ (0.24 ) $ (1.33 ) $ (0.32 ) $ (0.34 ) Discontinued operations 0.01 0.03 3.70 2.06 Basic and fully diluted income (loss) per share attributable to Holdings $ (0.23 ) $ (1.30 ) $ 3.38 $ 1.72 (1) The Company recorded goodwill impairment of $33.4 million in the third quarter of 2019 related to the Velocity operating segment. This amount was reduced in the fourth quarter of 2019 by $0.5 million upon completion of the impairment analysis. (2) The Company sold its Clean Earth operating segment in the second quarter of 2019, recording a gain on sale of $206.3 million . (3) The Company sold its Manitoba Harvest operating segment in the first quarter of 2019, recording a gain on sale of $121.7 million . (in thousands) December 31, September 30, June 30, March 31, Total revenues $ 370,918 $ 360,283 $ 339,989 $ 286,130 Gross profit 123,479 123,997 118,479 103,887 Operating income 19,255 20,864 11,702 4,807 Loss from continuing operations (7,459 ) (657 ) (8,262 ) (2,499 ) Income from discontinued operations 898 6,423 7,630 878 Gain on sale of discontinued operations, net of tax 93 — 1,165 — Net income (loss) attributable to Holdings $ (7,179 ) $ 4,726 $ (908 ) $ (2,341 ) Basic and fully diluted income (loss) per share attributable to Holdings: Continuing operations $ (0.28 ) $ (0.18 ) $ (0.24 ) $ (0.11 ) Discontinued operations 0.03 0.11 0.14 0.02 Basic and fully diluted income (loss) per share attributable to Holdings $ (0.25 ) $ (0.07 ) $ (0.10 ) $ (0.09 ) |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Thousands | Jul. 10, 2014 | Jul. 31, 2014 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Class of Stock [Line Items] | ||||||
Payments for (Proceeds from) Derivative Instrument, Investing Activities | $ 4,942 | $ 0 | $ 0 | |||
Deferred Tax Assets, Valuation Allowance, Interest | [1] | 1,100 | 2,100 | |||
Tax Cuts And Jobs Act Of 2017, Transition Tax For Accumulated Foreign Earnings, Income Tax Expense (Benefit) | 400 | $ 4,900 | ||||
Cash and cash equivalents | $ 100,314 | 48,771 | ||||
Share of the voting interest percentage | 50.00% | |||||
Company's ownership interest before transaction | 53.00% | |||||
Company's ownership interest after transaction | 41.00% | |||||
Gain on deconsolidation of subsidiary | $ 264,300 | |||||
Investment owned, balance, shares | 15,108,718 | |||||
Deferred tax assets recorded | $ 72,158 | 47,892 | ||||
Valuation allowance | [1] | $ 8,099 | $ 6,904 | |||
Weighted average number of Trust shares outstanding | 59,900,000 | 59,900,000 | 59,900,000 | |||
Advertising costs | $ 20,400 | $ 20,200 | $ 17,400 | |||
Research and development expense | 900 | 1,200 | 1,400 | |||
Total employer contributions to plans | 2,700 | 3,800 | 2,800 | |||
Share-based Payment Arrangement, Expense | 6,100 | 6,700 | $ 4,500 | |||
Stock compensation expense in future years for unvested options | 17,200 | |||||
Secondary Offering | Subsidiaries | ||||||
Class of Stock [Line Items] | ||||||
Number of shares to be sold by shareholders | 5,750,000 | |||||
Secondary Offering | Parent Company | ||||||
Class of Stock [Line Items] | ||||||
Number of shares to be sold by shareholders | 4,466,569 | |||||
Foreign | Subsidiaries | ||||||
Class of Stock [Line Items] | ||||||
Cash and cash equivalents | $ 14,100 | $ 16,700 | ||||
[1] | Primarily relates to the 5.11 and Arnold operating segments. |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Ranges of Useful Lives (Detail) | 12 Months Ended |
Dec. 31, 2019 | |
Building and Improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life for property, plant and equipment, in years | 6 years |
Building and Improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life for property, plant and equipment, in years | 25 years |
Machinery and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life for property, plant and equipment, in years | 2 years |
Machinery and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life for property, plant and equipment, in years | 15 years |
Office furniture, computers and software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful life for property, plant and equipment, in years | 2 years |
Office furniture, computers and software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful life for property, plant and equipment, in years | 8 years |
Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Leasehold improvements | Shorter of useful life or lease term |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Detail) $ in Millions, $ in Millions | Feb. 28, 2019CAD ($) | Dec. 31, 2019CAD ($) | Aug. 31, 2019USD ($) | Jun. 28, 2019USD ($) | Feb. 18, 2019CAD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Disposal Group, Total enterprise value | $ 625 | ||||
Disposal Group, repayment of intercompany loans | $ 224.6 | ||||
Disposal Group, including discontinued operation, consideration, cash | $ 50 | $ 28.4 | $ 150 | ||
Disposal Group, including discontinued operation, consideration, shares | 42.5 | $ 19.6 | $ 127.5 | ||
Disposal Group, Net indebtedness | 71.3 | ||||
disposal group, including discontinued operation, transaction costs | $ 5 | ||||
Manitoba Harvest | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Disposal Group, including discontinued operation, consideration, shares | $ 49 |
Discontinued Operations - Summa
Discontinued Operations - Summary of Disposition of Operating Results (Detail) $ in Thousands, $ in Millions | Jun. 28, 2019USD ($) | Feb. 28, 2019CAD ($) | Feb. 28, 2019USD ($) | Feb. 28, 2019USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Jun. 28, 2019USD ($) | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2019CAD ($) | Aug. 31, 2019USD ($) | Feb. 19, 2019CAD ($) | Feb. 18, 2019CAD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||||||||||
Disposal Group, Total enterprise value | $ 625,000 | $ 625,000 | |||||||||||||||||||
Disposal Group, repayment of intercompany loans | 224,600 | 224,600 | |||||||||||||||||||
Disposal Group, Including Discontinued Operation, Consideration | $ 419 | ||||||||||||||||||||
Disposal Group, including discontinued operation, consideration, cash | $ 50 | $ 28,400 | $ 150 | ||||||||||||||||||
Income from continuing operations before income taxes | $ 348,180 | $ 18,392 | $ 22,126 | ||||||||||||||||||
Income from discontinued operations | $ 0 | $ 0 | $ 15,474 | $ 1,427 | $ 898 | $ 6,423 | $ 7,630 | $ 878 | 16,901 | 15,829 | 19,162 | ||||||||||
Disposal Group, including discontinued operation, consideration, shares | 42.5 | $ 19,600 | $ 127.5 | ||||||||||||||||||
Disposal Group, Net indebtedness | 71.3 | ||||||||||||||||||||
disposal group, including discontinued operation, transaction costs | $ 5 | ||||||||||||||||||||
Proceeds from Divestiture of Businesses and Interests in Affiliates | 502,703 | 94 | 340 | ||||||||||||||||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | 121,700 | ||||||||||||||||||||
Loss on sale of securities | (4,900) | $ 5,300 | (10,193) | 0 | 0 | ||||||||||||||||
Impairment expense | $ 500 | $ 33,400 | $ 32,881 | 0 | 8,864 | ||||||||||||||||
Manitoba Harvest | |||||||||||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||||||||||
Disposal Group, including discontinued operation, consideration, shares | $ 49 | ||||||||||||||||||||
Impairment expense | 8,500 | ||||||||||||||||||||
Clean Earth | |||||||||||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||||||||||
Disposal Group, Including Discontinued Operation, Intercompany Interest Expense Excluded from Income (Loss) from Discontinued Operations | 10,200 | 17,000 | 13,900 | ||||||||||||||||||
Net sales | 132,737 | 266,916 | 211,247 | ||||||||||||||||||
Gross profit | 39,678 | 75,470 | 61,219 | ||||||||||||||||||
Operating income | 6,232 | 14,443 | 12,037 | ||||||||||||||||||
Income from continuing operations before income taxes | 5,880 | 13,693 | 11,789 | ||||||||||||||||||
Provision for income taxes | (11,607) | (2,458) | (15,469) | ||||||||||||||||||
Income from discontinued operations | $ 17,487 | 16,151 | 27,258 | ||||||||||||||||||
disposal group, including discontinued operation, transaction costs | 10,700 | ||||||||||||||||||||
Proceeds from Divestiture of Businesses and Interests in Affiliates | $ 327,300 | ||||||||||||||||||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | $ 209,300 | ||||||||||||||||||||
Manitoba Harvest | |||||||||||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||||||||||
Disposal Group, Including Discontinued Operation, Intercompany Interest Expense Excluded from Income (Loss) from Discontinued Operations | $ 1,000 | 5,200 | 4,300 | ||||||||||||||||||
Net sales | 10,024 | 67,437 | 55,699 | ||||||||||||||||||
Gross profit | 4,874 | 28,877 | 25,101 | ||||||||||||||||||
Operating income | (1,118) | (1,754) | (9,332) | ||||||||||||||||||
Income from continuing operations before income taxes | (1,127) | (1,783) | (9,565) | ||||||||||||||||||
Provision for income taxes | (541) | (1,460) | (1,469) | ||||||||||||||||||
Income from discontinued operations | $ (586) | $ (323) | $ (8,096) | ||||||||||||||||||
Proceeds from Divestiture of Businesses and Interests in Affiliates | $ 124,200 | ||||||||||||||||||||
United States of America, Dollars | |||||||||||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||||||||||
Disposal Group, Net indebtedness | $ 53,700 |
Discontinued Operations - Sum_2
Discontinued Operations - Summarized Balance Sheet Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jun. 28, 2019 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | $ 121,700 | ||||||
Loss on sale of securities | $ (4,900) | $ 5,300 | $ (10,193) | $ 0 | $ 0 | ||
Disposal Group, Total enterprise value | $ 625,000 | ||||||
Cash | 4,555 | ||||||
Accounts receivable, net | 66,858 | ||||||
Inventories | 11,436 | ||||||
Prepaid expenses and other current assets | 6,913 | ||||||
Current assets held for sale | 0 | 89,762 | |||||
Property, plant and equipment, net | 80,217 | ||||||
Goodwill | 182,555 | ||||||
Intangible assets, net | 183,063 | ||||||
Other non-current assets | 3,629 | ||||||
Non-current assets of discontinued operations | 0 | 449,464 | |||||
Accounts payable | 30,394 | ||||||
Accrued expenses | 20,377 | ||||||
Due to related party | 350 | ||||||
Other current liabilities | 1,373 | ||||||
Current liabilities held for sale | 0 | 52,494 | |||||
Deferred income taxes | 40,975 | ||||||
Other non-current liabilities | 7,268 | ||||||
Noncurrent liabilities held for sale | 0 | 48,243 | |||||
Noncontrolling interest of discontinued operations | $ 0 | 20,048 | |||||
Manitoba Harvest | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Cash | 2,577 | ||||||
Accounts receivable, net | 7,169 | ||||||
Inventories | 11,436 | ||||||
Prepaid expenses and other current assets | 773 | ||||||
Current assets held for sale | 21,955 | ||||||
Property, plant and equipment, net | 18,157 | ||||||
Goodwill | 37,777 | ||||||
Intangible assets, net | 53,533 | ||||||
Other non-current assets | 0 | ||||||
Non-current assets of discontinued operations | 109,467 | ||||||
Accounts payable | 4,259 | ||||||
Accrued expenses | 4,313 | ||||||
Due to related party | 350 | ||||||
Other current liabilities | 506 | ||||||
Current liabilities held for sale | 9,428 | ||||||
Deferred income taxes | 12,675 | ||||||
Other non-current liabilities | 2,093 | ||||||
Noncurrent liabilities held for sale | 14,768 | ||||||
Noncontrolling interest of discontinued operations | 11,160 | ||||||
Clean Earth | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | $ 209,300 | ||||||
Cash | 1,978 | ||||||
Accounts receivable, net | 59,689 | ||||||
Inventories | 0 | ||||||
Prepaid expenses and other current assets | 6,140 | ||||||
Current assets held for sale | 67,807 | ||||||
Property, plant and equipment, net | 62,060 | ||||||
Goodwill | 144,778 | ||||||
Intangible assets, net | 129,530 | ||||||
Other non-current assets | 3,629 | ||||||
Non-current assets of discontinued operations | 339,997 | ||||||
Accounts payable | 26,135 | ||||||
Accrued expenses | 16,064 | ||||||
Due to related party | 0 | ||||||
Other current liabilities | 867 | ||||||
Current liabilities held for sale | 43,066 | ||||||
Deferred income taxes | 28,300 | ||||||
Other non-current liabilities | 5,175 | ||||||
Noncurrent liabilities held for sale | 33,475 | ||||||
Noncontrolling interest of discontinued operations | $ 8,888 |
Acquisition of Businesses - Add
Acquisition of Businesses - Additional Information (Detail) $ in Thousands | Sep. 04, 2018USD ($) | Feb. 26, 2018USD ($) | Feb. 15, 2018USD ($) | Jun. 02, 2017USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016 | Nov. 30, 2016 |
Business Acquisition [Line Items] | ||||||||||||||
Payment to acquire business | $ 0 | $ 495,136 | $ 158,706 | |||||||||||
Goodwill | $ 438,519 | 471,115 | 371,566 | |||||||||||
Percentage of controlling interest in Arnold | 50.00% | |||||||||||||
Less: Transaction costs | $ 8,900 | |||||||||||||
Velocity Outdoor [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Integration service fees | 1,500 | |||||||||||||
Transaction costs | 1,800 | |||||||||||||
Foam Fabricators | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible assets acquired | $ 118,342 | |||||||||||||
Cash | 6,282 | |||||||||||||
Net assets acquired | 139,916 | |||||||||||||
Controlling interest, percent | 100.00% | |||||||||||||
Purchase price, net | 253,397 | |||||||||||||
Payment to acquire business | 254,949 | |||||||||||||
Integration service fees | $ 2,250 | $ 2,300 | ||||||||||||
Accounts receivable, gross | 19,400 | |||||||||||||
Allowance for doubtful accounts receivable | 30 | |||||||||||||
Inventory step-up | 700 | |||||||||||||
Business Combination, Step Acquisition, Property Plant & Equipment, Remeasurement | 20,000 | |||||||||||||
Goodwill | 72,700 | 72,708 | ||||||||||||
Intercompany loans to business and debt assumed | 115,033 | |||||||||||||
Less: Transaction costs | $ 1,600 | 1,552 | ||||||||||||
Purchase price | 247,500 | |||||||||||||
Working capital adjustment | 6,079 | |||||||||||||
Cash Acquired from Acquisition | 1,370 | |||||||||||||
Accounts receivable | 19,058 | |||||||||||||
Property, Plant, and Equipment | 28,370 | |||||||||||||
Intangible assets | 118,342 | |||||||||||||
Other current and noncurrent assets | 2,945 | |||||||||||||
Total assets | 260,917 | |||||||||||||
Current liabilities | 5,968 | |||||||||||||
Other liabilities | 115,033 | |||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 121,001 | |||||||||||||
Inventory | 13,212 | |||||||||||||
Rimports | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible assets acquired | $ 85,700 | |||||||||||||
Cash | 10,025 | |||||||||||||
Liabilities and noncontrolling interest | 13,834 | |||||||||||||
Net assets acquired | 155,057 | |||||||||||||
Controlling interest, percent | 100.00% | |||||||||||||
Purchase price, net | $ 154,400 | 154,425 | ||||||||||||
Payment to acquire business | 155,057 | |||||||||||||
Accounts receivable, gross | 23,800 | |||||||||||||
Allowance for doubtful accounts receivable | 2,400 | |||||||||||||
Inventory step-up | $ 6,700 | $ 6,700 | ||||||||||||
Earn-out provision | 4,800 | |||||||||||||
Goodwill | 13,518 | |||||||||||||
Contingent consideration | 25,000 | |||||||||||||
Less: Transaction costs | $ 600 | 632 | ||||||||||||
Purchase price | 145,000 | |||||||||||||
Working capital adjustment | 32 | |||||||||||||
Cash Acquired from Acquisition | 10,025 | |||||||||||||
Accounts receivable | 21,431 | |||||||||||||
Property, Plant, and Equipment | 3,379 | |||||||||||||
Intangible assets | 85,700 | |||||||||||||
Other current and noncurrent assets | 446 | |||||||||||||
Total assets | 168,891 | |||||||||||||
Current liabilities | 9,034 | |||||||||||||
Other liabilities | 4,800 | |||||||||||||
Inventory | 34,392 | |||||||||||||
Velocity Outdoor | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Number of customers | 425 | |||||||||||||
Finite-lived intangible assets acquired | $ 84,594 | |||||||||||||
Cash | 1,210 | |||||||||||||
Liabilities and noncontrolling interest | 137,114 | |||||||||||||
Net assets acquired | 60,435 | |||||||||||||
Controlling interest, percent | 98.90% | |||||||||||||
Purchase price, net | $ 150,400 | 150,398 | ||||||||||||
Payment to acquire business | 151,871 | |||||||||||||
Integration service fees | $ 1,500 | |||||||||||||
Accounts receivable, gross | 18,000 | |||||||||||||
Allowance for doubtful accounts receivable | 1,200 | |||||||||||||
Inventory step-up | 3,300 | |||||||||||||
Goodwill | 48,759 | |||||||||||||
Intercompany loans to business and debt assumed | 90,742 | |||||||||||||
Less: Transaction costs | $ 1,500 | 1,473 | ||||||||||||
Purchase price | 151,800 | |||||||||||||
Working capital adjustment | (1,139) | |||||||||||||
Cash Acquired from Acquisition | 1,210 | |||||||||||||
Accounts receivable | 16,751 | |||||||||||||
Property, Plant, and Equipment | 15,014 | |||||||||||||
Intangible assets | 84,594 | |||||||||||||
Other current and noncurrent assets | 2,348 | |||||||||||||
Total assets | 197,549 | |||||||||||||
Current liabilities | 16,283 | |||||||||||||
Other liabilities | 91,622 | |||||||||||||
Deferred tax liabilities | 28,515 | |||||||||||||
Noncontrolling interest | 694 | |||||||||||||
Inventory | 28,873 | |||||||||||||
5.11 Tactical | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Integration service fees | 3,500 | |||||||||||||
Velocity Outdoor Holdings | Ravin Crossbows, LLC | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Purchase price, net | $ 98,000 | |||||||||||||
Inventory basis step-up | 2,500 | |||||||||||||
Goodwill | 13,300 | |||||||||||||
Contingent consideration | 25,000 | 6,800 | ||||||||||||
Loans issued | 38,900 | |||||||||||||
Intangible assets | 67,500 | |||||||||||||
Equity interests issued | $ 60,600 | |||||||||||||
Velocity Outdoor [Member] | Ravin Crossbows, LLC | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Less: Transaction costs | 1,400 | |||||||||||||
FOX | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Ownership percentage | 14.00% | |||||||||||||
Non-controlling interest percent | 14.00% | |||||||||||||
Ergobaby | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Accounts Receivable, before Allowance for Credit Loss | 10,460 | 11,361 | ||||||||||||
Goodwill | 61,031 | 61,031 | 61,031 | |||||||||||
Ergobaby | Baby Tula, LLC | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Earn-out provision | 4,700 | |||||||||||||
Non- Controlling Interest | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Noncontrolling interest, increase from business combination | $ (1,011) | (6,112) | ||||||||||||
Non- Controlling Interest | Velocity Outdoor | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Controlling interest, percent | 1.10% | |||||||||||||
Non- Controlling Interest | Ergobaby | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Noncontrolling interest, increase from business combination | $ 40 | |||||||||||||
Trade name | Foam Fabricators | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible assets acquired | $ 4,215 | |||||||||||||
Intangible assets, estimated useful life | 10 years | |||||||||||||
Trade name | Rimports | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible assets acquired | $ 6,600 | |||||||||||||
Intangible assets, estimated useful life | 8 years | |||||||||||||
Trade name | Velocity Outdoor | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible assets acquired | $ 53,463 | |||||||||||||
Intangible assets, estimated useful life | 20 years | |||||||||||||
Trade name | Velocity Outdoor Holdings | Ravin Crossbows, LLC | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Intangible assets | 14,100 | |||||||||||||
Customer relationships | Foam Fabricators | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible assets acquired | $ 114,127 | |||||||||||||
Intangible assets, estimated useful life | 15 years | |||||||||||||
Customer relationships | Rimports | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible assets acquired | $ 79,100 | |||||||||||||
Intangible assets, estimated useful life | 9 years | |||||||||||||
Customer relationships | Velocity Outdoor | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible assets acquired | $ 28,718 | |||||||||||||
Intangible assets, estimated useful life | 15 years | |||||||||||||
Customer relationships | Velocity Outdoor Holdings | Ravin Crossbows, LLC | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Intangible assets | 10,800 | |||||||||||||
Technology-Based Intangible Assets [Member] | Velocity Outdoor | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Finite-lived intangible assets acquired | $ 2,413 | |||||||||||||
Intangible assets, estimated useful life | 15 years | |||||||||||||
Technology-Based Intangible Assets [Member] | Velocity Outdoor Holdings | Ravin Crossbows, LLC | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Intangible assets | $ 42,600 |
Acquisition of Businesses Acq_2
Acquisition of Businesses Acquisition - Schedule of Assets Acquired and Liabilities Assumed as of the Acquisition Date (Details) - USD ($) $ in Thousands | Feb. 26, 2018 | Jun. 02, 2017 | Mar. 31, 2018 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Feb. 15, 2018 |
Assets: | |||||||||
Goodwill | $ 438,519 | $ 471,115 | $ 371,566 | ||||||
Acquisition Consideration | |||||||||
Payment to acquire business | $ 0 | 495,136 | 158,706 | ||||||
Less: Transaction costs | $ 8,900 | ||||||||
Foam Fabricators | |||||||||
Assets: | |||||||||
Cash | 6,282 | ||||||||
Accounts receivable | 19,058 | ||||||||
Inventory | 13,212 | ||||||||
Property, Plant, and Equipment | 28,370 | ||||||||
Intangible assets | 118,342 | ||||||||
Goodwill | 72,708 | $ 72,700 | |||||||
Other current and noncurrent assets | 2,945 | ||||||||
Total assets | 260,917 | ||||||||
Liabilities and noncontrolling interest: | |||||||||
Current liabilities | 5,968 | ||||||||
Other liabilities | 115,033 | ||||||||
Total liabilities | 121,001 | ||||||||
Net assets acquired | 139,916 | ||||||||
Intercompany loans to business and debt assumed | 115,033 | ||||||||
Acquisition Consideration | |||||||||
Purchase price | 247,500 | ||||||||
Working capital adjustment | 6,079 | ||||||||
Payment to acquire business | 254,949 | ||||||||
Cash | (1,370) | ||||||||
Less: Transaction costs | $ 1,600 | 1,552 | |||||||
Purchase price, net | 253,397 | ||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net, Including Related Party Debt | 254,949 | ||||||||
Rimports | |||||||||
Assets: | |||||||||
Cash | 10,025 | ||||||||
Accounts receivable | 21,431 | ||||||||
Inventory | 34,392 | ||||||||
Property, Plant, and Equipment | 3,379 | ||||||||
Intangible assets | 85,700 | ||||||||
Goodwill | 13,518 | ||||||||
Other current and noncurrent assets | 446 | ||||||||
Total assets | 168,891 | ||||||||
Liabilities and noncontrolling interest: | |||||||||
Current liabilities | 9,034 | ||||||||
Other liabilities | 4,800 | ||||||||
Total liabilities and noncontrolling interest | 13,834 | ||||||||
Net assets acquired | 155,057 | ||||||||
Acquisition Consideration | |||||||||
Purchase price | 145,000 | ||||||||
Working capital adjustment | 32 | ||||||||
Payment to acquire business | 155,057 | ||||||||
Cash | (10,025) | ||||||||
Less: Transaction costs | $ 600 | 632 | |||||||
Purchase price, net | $ 154,400 | $ 154,425 | |||||||
Velocity Outdoor | |||||||||
Assets: | |||||||||
Cash | 1,210 | ||||||||
Accounts receivable | 16,751 | ||||||||
Inventory | 28,873 | ||||||||
Property, Plant, and Equipment | 15,014 | ||||||||
Intangible assets | 84,594 | ||||||||
Goodwill | 48,759 | ||||||||
Other current and noncurrent assets | 2,348 | ||||||||
Total assets | 197,549 | ||||||||
Liabilities and noncontrolling interest: | |||||||||
Current liabilities | 16,283 | ||||||||
Other liabilities | 91,622 | ||||||||
Deferred tax liabilities | 28,515 | ||||||||
Noncontrolling interest | 694 | ||||||||
Total liabilities and noncontrolling interest | 137,114 | ||||||||
Net assets acquired | 60,435 | ||||||||
Intercompany loans to business and debt assumed | 90,742 | ||||||||
Acquisition Consideration | |||||||||
Purchase price | 151,800 | ||||||||
Working capital adjustment | (1,139) | ||||||||
Payment to acquire business | 151,871 | ||||||||
Cash | (1,210) | ||||||||
Less: Transaction costs | $ 1,500 | 1,473 | |||||||
Purchase price, net | $ 150,400 | 150,398 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net, Including Related Party Debt | $ 151,871 |
Acquisition of Businesses Acq_3
Acquisition of Businesses Acquisition - Schedule of Intangible Assets Recorded as Part of Acquisition (Details) - Foam Fabricators $ in Thousands | Feb. 15, 2018USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets acquired | $ 118,342 |
Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets acquired | $ 114,127 |
Intangible assets, estimated useful life | 15 years |
Trade name | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible assets acquired | $ 4,215 |
Intangible assets, estimated useful life | 10 years |
Acquisition of Businesses Acq_4
Acquisition of Businesses Acquisition - Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||||||||
Net income (loss) attributable to Holdings | $ 3,808 | $ (27,785) | $ 216,534 | $ 109,308 | $ (7,179) | $ 4,726 | $ (908) | $ (2,341) | $ 301,865 | $ (5,702) | $ 27,991 |
5.11 Tactical and Manitoba Harvest [Member] | |||||||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||||||||
Net revenues | 1,397,148 | 1,328,109 | |||||||||
Gross profit | 480,260 | 454,698 | |||||||||
Operating income | 59,758 | 60,575 | |||||||||
Net income (loss) from continuing operations | (20,497) | 49,865 | |||||||||
Net income (loss) attributable to Holdings | $ (25,714) | $ 21,620 | |||||||||
Basic and fully diluted net income (loss) per share attributable to Holdings | $ (0.75) | $ (0.50) |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 1,450,253 | $ 1,357,320 | $ 1,002,783 |
UNITED STATES | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,201,106 | 1,117,194 | 778,532 |
Canada | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 36,819 | 33,851 | 34,197 |
Europe | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 100,690 | 104,836 | 88,014 |
Asia Pacific [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 53,290 | 48,201 | 54,393 |
Other International [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 58,348 | 53,238 | 47,647 |
5.11 Tactical | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 388,645 | 347,922 | 309,999 |
5.11 Tactical | UNITED STATES | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 307,552 | 265,306 | 224,141 |
5.11 Tactical | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 8,203 | 7,808 | 6,180 |
5.11 Tactical | Europe | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 29,042 | 31,026 | 24,552 |
5.11 Tactical | Asia Pacific [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 13,933 | 16,168 | 14,800 |
5.11 Tactical | Other International [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 29,915 | 27,614 | 40,326 |
Ergobaby | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 89,995 | 90,566 | 102,969 |
Ergobaby | UNITED STATES | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 28,028 | 32,558 | 40,870 |
Ergobaby | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 3,541 | 3,076 | 3,473 |
Ergobaby | Europe | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 27,318 | 28,482 | 25,973 |
Ergobaby | Asia Pacific [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 30,197 | 25,488 | 32,617 |
Ergobaby | Other International [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 911 | 962 | 36 |
Liberty | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 96,164 | 82,658 | 91,956 |
Liberty | UNITED STATES | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 93,922 | 80,334 | 89,969 |
Liberty | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 2,242 | 2,324 | 1,987 |
Liberty | Europe | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | 0 |
Liberty | Asia Pacific [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | 0 |
Liberty | Other International [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | 0 |
Velocity Outdoor | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 147,842 | 131,296 | 78,387 |
Velocity Outdoor | UNITED STATES | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 131,061 | 113,915 | 68,393 |
Velocity Outdoor | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 6,134 | 6,162 | 4,070 |
Velocity Outdoor | Europe | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 6,207 | 5,574 | 3,066 |
Velocity Outdoor | Asia Pacific [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 756 | 1,200 | 756 |
Velocity Outdoor | Other International [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 3,684 | 4,445 | 2,102 |
ACI | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 90,791 | 92,511 | 87,782 |
ACI | UNITED STATES | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 90,791 | 92,511 | 87,782 |
ACI | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | 0 |
ACI | Europe | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | 0 |
ACI | Asia Pacific [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | 0 |
ACI | Other International [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | 0 |
Arnold | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 119,948 | 117,860 | 105,580 |
Arnold | UNITED STATES | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 72,593 | 70,049 | 62,667 |
Arnold | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 712 | 1,177 | 1,237 |
Arnold | Europe | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 36,711 | 38,536 | 32,101 |
Arnold | Asia Pacific [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 6,019 | 5,176 | 4,976 |
Arnold | Other International [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 3,913 | 2,922 | 4,599 |
Foam Fabricators | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 121,424 | 113,432 | |
Foam Fabricators | UNITED STATES | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 101,622 | 97,118 | |
Foam Fabricators | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | |
Foam Fabricators | Europe | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | |
Foam Fabricators | Asia Pacific [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | |
Foam Fabricators | Other International [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 19,802 | 16,314 | |
Sterno Products | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 395,444 | 381,075 | 226,110 |
Sterno Products | UNITED STATES | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 375,537 | 365,403 | 204,710 |
Sterno Products | Canada | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 15,987 | 13,304 | 17,250 |
Sterno Products | Europe | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,412 | 1,218 | 2,322 |
Sterno Products | Asia Pacific [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | 2,385 | 169 | 1,244 |
Sterno Products | Other International [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 123 | $ 981 | $ 584 |
Operating Segment Data - Additi
Operating Segment Data - Additional Information (Detail) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Mar. 31, 2017USD ($) | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($)ft²SegmentclientFacility | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Segment Reporting Information [Line Items] | |||||
Loss from continuing operations before income taxes | $ (26,031) | $ (8,411) | $ (9,631) | ||
Assets | $ 1,891,892 | 2,372,335 | |||
Number of reportable operating segments | Segment | 8 | ||||
Acquisition-related costs | $ 8,900 | ||||
Integration service fees | $ 300 | 2,700 | 3,100 | ||
Goodwill impairment expense | (32,881) | ||||
Goodwill | 438,519 | 471,115 | 371,566 | ||
Property, Plant and Equipment, Net | 146,428 | 146,601 | |||
Interest Expense | (58,216) | (55,245) | (27,255) | ||
Other income (expense), net | $ (2,185) | (5,145) | 2,745 | ||
Foam Fabricators | |||||
Segment Reporting Information [Line Items] | |||||
Number of facilities | Facility | 13 | ||||
Goodwill impairment expense | $ 0 | ||||
Goodwill | 72,708 | 72,708 | 0 | ||
5.11 Tactical | |||||
Segment Reporting Information [Line Items] | |||||
Integration service fees | 2,300 | ||||
Goodwill impairment expense | 0 | ||||
Goodwill | 92,966 | 92,966 | 92,966 | ||
Ergobaby | |||||
Segment Reporting Information [Line Items] | |||||
Goodwill impairment expense | 0 | ||||
Goodwill | $ 61,031 | 61,031 | 61,031 | ||
Liberty | |||||
Segment Reporting Information [Line Items] | |||||
Manufacturing facility area | ft² | 300,000 | ||||
Goodwill impairment expense | $ 0 | ||||
Goodwill | 32,828 | $ 32,828 | 32,828 | ||
Velocity Outdoor | |||||
Segment Reporting Information [Line Items] | |||||
Integration service fees | 750 | ||||
Goodwill impairment expense | $ 32,900 | $ 32,900 | |||
Arnold Magnetics | |||||
Segment Reporting Information [Line Items] | |||||
Goodwill impairment expense | 8,900 | ||||
Arnold Magnetics | Minimum | |||||
Segment Reporting Information [Line Items] | |||||
Number of clients | client | 2,000 | ||||
Velocity Outdoor | |||||
Segment Reporting Information [Line Items] | |||||
Transaction costs | 1,800 | ||||
5.11 Tactical | |||||
Segment Reporting Information [Line Items] | |||||
Integration service fees | $ 2,300 | ||||
Foreign | Ergobaby | |||||
Segment Reporting Information [Line Items] | |||||
Concentration risk percentage | 50.00% | ||||
Canada | Sales Revenue | |||||
Segment Reporting Information [Line Items] | |||||
Concentration risk percentage | 14.80% | 14.10% | 15.20% | ||
Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Loss from continuing operations before income taxes | $ 107,343 | $ 109,673 | $ 65,241 | ||
Operating Segments | Foam Fabricators | |||||
Segment Reporting Information [Line Items] | |||||
Loss from continuing operations before income taxes | 14,292 | 10,998 | 0 | ||
Operating Segments | Sterno Candle Lamp | |||||
Segment Reporting Information [Line Items] | |||||
Loss from continuing operations before income taxes | 44,810 | 38,730 | 19,194 | ||
Operating Segments | 5.11 Tactical | |||||
Segment Reporting Information [Line Items] | |||||
Loss from continuing operations before income taxes | 22,408 | 3,916 | (7,121) | ||
Operating Segments | Ergobaby | |||||
Segment Reporting Information [Line Items] | |||||
Loss from continuing operations before income taxes | 10,404 | 11,522 | 24,503 | ||
Operating Segments | Liberty | |||||
Segment Reporting Information [Line Items] | |||||
Loss from continuing operations before income taxes | 8,526 | 5,906 | 9,475 | ||
Operating Segments | Velocity Outdoor | |||||
Segment Reporting Information [Line Items] | |||||
Loss from continuing operations before income taxes | (27,138) | 4,850 | 1,308 | ||
Operating Segments | Arnold Magnetics | |||||
Segment Reporting Information [Line Items] | |||||
Loss from continuing operations before income taxes | 8,361 | 7,416 | (5,693) | ||
Operating Segments | ACI | |||||
Segment Reporting Information [Line Items] | |||||
Loss from continuing operations before income taxes | 25,680 | 26,335 | 23,575 | ||
Reconciliation of Segment to Consolidated | |||||
Segment Reporting Information [Line Items] | |||||
Interest Expense | (58,216) | (55,245) | (27,255) | ||
Other income (expense), net | (2,185) | (5,889) | 2,745 | ||
Loss on equity method investment | 0 | 0 | (5,620) | ||
Reconciliation of Segment to Consolidated | Corporate and Other | |||||
Segment Reporting Information [Line Items] | |||||
Loss from continuing operations before income taxes | $ (72,973) | $ (56,950) | $ (44,742) |
Operating Segment Data - Summar
Operating Segment Data - Summary of Net Sales of Operating Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues | $ 386,999 | $ 388,313 | $ 336,084 | $ 338,857 | $ 370,918 | $ 360,283 | $ 339,989 | $ 286,130 | $ 1,450,253 | $ 1,357,320 | $ 1,002,783 |
Revenue from Contract with Customer, Excluding Assessed Tax | 1,450,253 | 1,357,320 | 1,002,783 | ||||||||
5.11 Tactical | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 388,645 | 347,922 | 309,999 | ||||||||
Ergobaby | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 89,995 | 90,566 | 102,969 | ||||||||
Liberty | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 96,164 | 82,658 | 91,956 | ||||||||
Velocity Outdoor | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 147,842 | 131,296 | 78,387 | ||||||||
Foam Fabricators | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 121,424 | 113,432 | |||||||||
Operating Segments | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues | 1,450,253 | 1,357,320 | 1,002,783 | ||||||||
Operating Segments | 5.11 Tactical | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues | 388,645 | 347,922 | 309,999 | ||||||||
Operating Segments | Ergobaby | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues | 89,995 | 90,566 | 102,969 | ||||||||
Operating Segments | Liberty | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues | 96,164 | 82,658 | 91,956 | ||||||||
Operating Segments | Velocity Outdoor | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues | 147,842 | 131,296 | 78,387 | ||||||||
Operating Segments | ACI | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues | 90,791 | 92,511 | 87,782 | ||||||||
Operating Segments | Arnold | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues | 119,948 | 117,860 | 105,580 | ||||||||
Operating Segments | Foam Fabricators | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues | 121,424 | 113,432 | 0 | ||||||||
Operating Segments | Sterno | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues | 395,444 | 381,075 | 226,110 | ||||||||
Reconciliation of Segment to Consolidated | Corporate and other | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenues | 0 | 0 | 0 | ||||||||
UNITED STATES | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,201,106 | 1,117,194 | 778,532 | ||||||||
UNITED STATES | 5.11 Tactical | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 307,552 | 265,306 | 224,141 | ||||||||
UNITED STATES | Ergobaby | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 28,028 | 32,558 | 40,870 | ||||||||
UNITED STATES | Liberty | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 93,922 | 80,334 | 89,969 | ||||||||
UNITED STATES | Velocity Outdoor | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 131,061 | 113,915 | 68,393 | ||||||||
UNITED STATES | Foam Fabricators | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 101,622 | 97,118 | |||||||||
Canada | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 36,819 | 33,851 | 34,197 | ||||||||
Canada | 5.11 Tactical | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 8,203 | 7,808 | 6,180 | ||||||||
Canada | Ergobaby | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 3,541 | 3,076 | 3,473 | ||||||||
Canada | Liberty | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 2,242 | 2,324 | 1,987 | ||||||||
Canada | Velocity Outdoor | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 6,134 | 6,162 | 4,070 | ||||||||
Canada | Foam Fabricators | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | |||||||||
Europe | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 100,690 | 104,836 | 88,014 | ||||||||
Europe | 5.11 Tactical | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 29,042 | 31,026 | 24,552 | ||||||||
Europe | Ergobaby | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 27,318 | 28,482 | 25,973 | ||||||||
Europe | Liberty | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | 0 | ||||||||
Europe | Velocity Outdoor | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 6,207 | 5,574 | 3,066 | ||||||||
Europe | Foam Fabricators | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | |||||||||
Asia Pacific [Member] | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 53,290 | 48,201 | 54,393 | ||||||||
Asia Pacific [Member] | 5.11 Tactical | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 13,933 | 16,168 | 14,800 | ||||||||
Asia Pacific [Member] | Ergobaby | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 30,197 | 25,488 | 32,617 | ||||||||
Asia Pacific [Member] | Liberty | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | 0 | ||||||||
Asia Pacific [Member] | Velocity Outdoor | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 756 | 1,200 | 756 | ||||||||
Asia Pacific [Member] | Foam Fabricators | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | |||||||||
Other International [Member] | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 58,348 | 53,238 | 47,647 | ||||||||
Other International [Member] | 5.11 Tactical | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 29,915 | 27,614 | 40,326 | ||||||||
Other International [Member] | Ergobaby | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 911 | 962 | 36 | ||||||||
Other International [Member] | Liberty | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | 0 | ||||||||
Other International [Member] | Velocity Outdoor | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 3,684 | 4,445 | $ 2,102 | ||||||||
Other International [Member] | Foam Fabricators | |||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 19,802 | $ 16,314 |
Operating Segment Data - Revenu
Operating Segment Data - Revenues from Geographic Location Outside Domestic Country (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Revenues | $ 386,999 | $ 388,313 | $ 336,084 | $ 338,857 | $ 370,918 | $ 360,283 | $ 339,989 | $ 286,130 | $ 1,450,253 | $ 1,357,320 | $ 1,002,783 |
Sales Revenue | Canada | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Concentration risk percentage | 14.80% | 14.10% | 15.20% |
Operating Segment Data - Summ_2
Operating Segment Data - Summary of Profit (Loss) of Operating Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Depreciation, Depletion and Amortization | $ 91,081 | $ 95,184 | $ 87,067 | |||||||||
Identifiable assets of segments | $ 1,197,438 | $ 1,146,833 | 1,197,438 | 1,146,833 | ||||||||
Loss from continuing operations before income taxes | (26,031) | (8,411) | (9,631) | |||||||||
Interest expense, net | 58,216 | 55,245 | 27,255 | |||||||||
Other expense, net | (2,185) | (5,145) | 2,745 | |||||||||
Operating income | 27,644 | $ (1,267) | $ 20,208 | $ 13,611 | 19,255 | $ 20,864 | $ 11,702 | $ 4,807 | 60,196 | 56,628 | 24,501 | |
Integration service fees | 300 | 2,700 | 3,100 | |||||||||
Goodwill impairment expense | (32,881) | |||||||||||
Velocity Outdoor | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Cost, Amortization | 3,300 | |||||||||||
Integration service fees | 750 | |||||||||||
Goodwill impairment expense | $ 32,900 | 32,900 | ||||||||||
5.11 Tactical | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Depreciation, Depletion and Amortization | 21,131 | 21,477 | 39,934 | |||||||||
Cost, Amortization | 21,700 | |||||||||||
Identifiable assets of segments | 357,292 | 319,583 | 357,292 | 319,583 | ||||||||
Integration service fees | 2,300 | |||||||||||
Goodwill impairment expense | 0 | |||||||||||
Velocity Outdoor | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Depreciation, Depletion and Amortization | 12,984 | 12,119 | 7,726 | |||||||||
Identifiable assets of segments | 192,288 | 209,398 | 192,288 | 209,398 | ||||||||
Goodwill impairment expense | (32,881) | |||||||||||
Ergobaby | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Depreciation, Depletion and Amortization | 8,531 | 8,493 | 11,419 | |||||||||
Identifiable assets of segments | 91,798 | 100,679 | 91,798 | 100,679 | ||||||||
Goodwill impairment expense | 0 | |||||||||||
Liberty | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Depreciation, Depletion and Amortization | 1,584 | 1,541 | 1,657 | |||||||||
Identifiable assets of segments | 38,558 | 27,881 | 38,558 | 27,881 | ||||||||
Goodwill impairment expense | 0 | |||||||||||
ACI | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Depreciation, Depletion and Amortization | 2,401 | 3,160 | 3,323 | |||||||||
Identifiable assets of segments | 24,408 | 13,407 | 24,408 | 13,407 | ||||||||
Arnold Magnetics | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Goodwill impairment expense | 8,900 | |||||||||||
Operating Segments | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Depreciation, Depletion and Amortization | 87,308 | 90,701 | 82,060 | |||||||||
Identifiable assets of segments | $ 1,261,969 | $ 1,155,190 | 1,261,969 | 1,155,190 | ||||||||
Loss from continuing operations before income taxes | 107,343 | 109,673 | 65,241 | |||||||||
Operating Segments | Velocity Outdoor | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Loss from continuing operations before income taxes | (27,138) | 4,850 | 1,308 | |||||||||
Operating Segments | 5.11 Tactical | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Loss from continuing operations before income taxes | 22,408 | 3,916 | (7,121) | |||||||||
Operating Segments | Ergobaby | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Loss from continuing operations before income taxes | 10,404 | 11,522 | 24,503 | |||||||||
Operating Segments | Liberty | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Loss from continuing operations before income taxes | 8,526 | 5,906 | 9,475 | |||||||||
Operating Segments | ACI | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Loss from continuing operations before income taxes | 25,680 | 26,335 | 23,575 | |||||||||
Operating Segments | Arnold Magnetics | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Loss from continuing operations before income taxes | 8,361 | 7,416 | (5,693) | |||||||||
Operating Segments | Sterno Candle Lamp | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Loss from continuing operations before income taxes | 44,810 | 38,730 | 19,194 | |||||||||
Reconciliation of Segment to Consolidated | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Interest expense, net | 58,216 | 55,245 | 27,255 | |||||||||
Other expense, net | (2,185) | (5,889) | 2,745 | |||||||||
Loss on equity method investment | 0 | 0 | (5,620) | |||||||||
Reconciliation of Segment to Consolidated | Corporate and Other | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Loss from continuing operations before income taxes | $ (72,973) | $ (56,950) | (44,742) | |||||||||
Velocity Outdoor | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Transaction costs | 1,800 | |||||||||||
5.11 Tactical | ||||||||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||||||||
Integration service fees | $ 2,300 |
Operating Segment Data - Summ_3
Operating Segment Data - Summary of Accounts Receivable of Operating Segment (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Allowance for doubtful accounts | $ (14,800) | $ (9,995) |
Total consolidated net accounts receivable | $ 191,405 | $ 205,545 |
Operating Segment Data - Summ_4
Operating Segment Data - Summary of Goodwill and Identifiable Assets of Operating Segments (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Goodwill | $ 438,519 | $ 471,115 | $ 371,566 | |
Identifiable assets of segments | 1,197,438 | 1,146,833 | ||
Integration service fees | 300 | 2,700 | 3,100 | |
Goodwill impairment expense | (32,881) | |||
5.11 Tactical | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Goodwill | 92,966 | 92,966 | 92,966 | |
Identifiable assets of segments | 357,292 | 319,583 | ||
Integration service fees | 2,300 | |||
Goodwill impairment expense | 0 | |||
Ergobaby | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Goodwill | 61,031 | 61,031 | 61,031 | |
Identifiable assets of segments | 91,798 | 100,679 | ||
Goodwill impairment expense | 0 | |||
Liberty | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Goodwill | 32,828 | 32,828 | 32,828 | |
Identifiable assets of segments | 38,558 | 27,881 | ||
Goodwill impairment expense | 0 | |||
ACI | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Identifiable assets of segments | 24,408 | 13,407 | ||
Arnold Magnetics | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Goodwill impairment expense | 8,900 | |||
Arnold | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Goodwill | 26,903 | 26,903 | 26,903 | |
Identifiable assets of segments | 72,650 | 66,744 | ||
Goodwill impairment expense | 0 | |||
Velocity Outdoor | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Integration service fees | $ 750 | |||
Goodwill impairment expense | $ 32,900 | 32,900 | ||
Operating Segments | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Identifiable assets of segments | 1,261,969 | 1,155,190 | ||
UNITED STATES | Operating Segments | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Identifiable assets of segments | 1,195,407 | 1,091,960 | ||
Canada | Operating Segments | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Identifiable assets of segments | 1,859 | 1,688 | ||
Europe | Operating Segments | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Identifiable assets of segments | 40,298 | 37,286 | ||
Non United States | Operating Segments | ||||
Segment Reporting, Asset Reconciling Item [Line Items] | ||||
Identifiable assets of segments | $ 24,405 | $ 24,256 |
Operating Segment Data Operatin
Operating Segment Data Operating Segment Data - Accounts Receivable and Identifiable Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accounts Receivable, Credit Loss Expense (Reversal) | $ 14,800 | $ 11,882 | |
Accounts Receivable, after Allowance for Credit Loss | 191,405 | 205,545 | |
Identifiable Assets, Total, Including Other Identifiable Assets | 1,261,969 | 1,695,675 | |
Amortization of Debt Issuance Costs | 3,314 | 3,905 | $ 4,002 |
Identifiable assets of segments | 1,197,438 | 1,146,833 | |
Disposal Group, Including Discontinued Operation, Assets | 540,485 | ||
Corporate | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Amortization of Debt Issuance Costs | 3,773 | 4,483 | $ 5,007 |
Other Identifiable Assets | 64,531 | 8,357 | |
5.11 Tactical | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accounts Receivable, before Allowance for Credit Loss | 49,543 | 52,069 | |
Identifiable assets of segments | 357,292 | 319,583 | |
Velocity Outdoor | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accounts Receivable, before Allowance for Credit Loss | 20,290 | 21,881 | |
Identifiable assets of segments | 192,288 | 209,398 | |
Ergobaby | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accounts Receivable, before Allowance for Credit Loss | 10,460 | 11,361 | |
Identifiable assets of segments | 91,798 | 100,679 | |
Liberty | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accounts Receivable, before Allowance for Credit Loss | 13,574 | 10,416 | |
Identifiable assets of segments | 38,558 | 27,881 | |
ACI | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accounts Receivable, before Allowance for Credit Loss | 8,318 | 9,193 | |
Identifiable assets of segments | 24,408 | 13,407 | |
Arnold | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accounts Receivable, before Allowance for Credit Loss | 19,043 | 16,298 | |
Identifiable assets of segments | 72,650 | 66,744 | |
Foam Fabricators | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accounts Receivable, before Allowance for Credit Loss | 24,455 | 23,848 | |
Identifiable assets of segments | 156,914 | 155,504 | |
Sterno Products | |||
Segment Reporting, Asset Reconciling Item [Line Items] | |||
Accounts Receivable, before Allowance for Credit Loss | 60,522 | 72,361 | |
Identifiable assets of segments | $ 263,530 | $ 253,637 |
Operating Segment Data Summary
Operating Segment Data Summary of Depreciation and Amortization Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | $ 91,081 | $ 95,184 | $ 87,067 |
Amortization of Debt Issuance Costs | 3,314 | 3,905 | 4,002 |
5.11 Tactical | |||
Segment Reporting Information [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 21,131 | 21,477 | 39,934 |
Ergobaby | |||
Segment Reporting Information [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 8,531 | 8,493 | 11,419 |
Foam Fabricators | |||
Segment Reporting Information [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 12,183 | 10,712 | 0 |
Liberty | |||
Segment Reporting Information [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 1,584 | 1,541 | 1,657 |
ACI | |||
Segment Reporting Information [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 2,401 | 3,160 | 3,323 |
Arnold | |||
Segment Reporting Information [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 6,459 | 6,229 | 6,428 |
Sterno Products | |||
Segment Reporting Information [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | 22,035 | 26,970 | 11,573 |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Amortization of Debt Issuance Costs | 3,773 | 4,483 | 5,007 |
Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Accumulated Depreciation, Depletion and Amortization, Period Increase (Decrease) | $ 87,308 | $ 90,701 | $ 82,060 |
Inventory, Property, Plant an_3
Inventory, Property, Plant and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |||
Raw materials and supplies | $ 59,888 | $ 60,788 | |
Work-in-process | 14,318 | 12,915 | |
Finished goods | 262,352 | 253,982 | |
Inventory, Gross | 336,558 | 327,685 | |
Inventory Valuation Reserves | (19,252) | (20,248) | |
Inventories | 317,306 | 307,437 | |
Depreciation expense | $ 33,153 | $ 31,195 | $ 22,388 |
Inventory, Property, Plant an_4
Inventory, Property, Plant and Equipment- Summary of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Construction in Progress, Gross | $ 10,559 | $ 8,869 |
Property, plant and equipment, gross | 287,903 | 257,552 |
Less: accumulated depreciation | (141,475) | (110,951) |
Total | 146,428 | 146,601 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 191,897 | 174,983 |
Office furniture, computers and software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 36,604 | 29,096 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 40,851 | 34,786 |
Buildings and Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 7,992 | $ 9,818 |
Inventory, Property, Plant an_5
Inventory, Property, Plant and Equipment - Summary of Inventory (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Abstract] | ||
Raw materials and supplies | $ 59,888 | $ 60,788 |
Work-in-process | 14,318 | 12,915 |
Finished goods | 262,352 | 253,982 |
Less: obsolescence reserve | (19,252) | (20,248) |
Total | $ 317,306 | $ 307,437 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Additional Information (Detail) $ in Thousands | Mar. 05, 2012Reporting_Unit | Mar. 31, 2018Reporting_Unit | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Finite-Lived Intangible Assets [Line Items] | ||||||
Trade names, not subject to amortization | $ 59,985 | $ 59,985 | ||||
Goodwill - gross carrying amount | 496,264 | 495,979 | ||||
Goodwill impairment expense | 32,881 | |||||
Goodwill, net | 438,519 | 471,115 | $ 371,566 | |||
Carrying value of trade names | 501,961 | 555,607 | ||||
Goodwill deductible for income tax | 148,100 | |||||
Amortization expense | 54,155 | 49,686 | 34,665 | |||
Trade name | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Carrying value of trade names | 142,676 | 156,610 | ||||
Arnold | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Number of reporting units at Arnold Subsidiary | Reporting_Unit | 3 | 1 | ||||
Impairment Assessment Assumptions Weighted Average Cost Of Capital | 12.60% | |||||
Goodwill impairment expense | 0 | |||||
Goodwill, net | 26,903 | 26,903 | 26,903 | |||
Velocity Outdoor | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Impairment Assessment Assumptions Weighted Average Cost Of Capital | 12.20% | |||||
Goodwill impairment expense | $ (32,900) | (32,900) | ||||
FlexMag | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Impairment Assessment Assumptions Weighted Average Cost Of Capital | 12.40% | |||||
Liberty | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Impairment Assessment Assumptions Weighted Average Cost Of Capital | 14.80% | |||||
Goodwill impairment expense | 0 | |||||
Goodwill, net | $ 32,828 | $ 32,828 | $ 32,828 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Summary of Reconciliation of Change in Carrying Value of Goodwill (Detail) $ in Thousands | Mar. 05, 2012Reporting_Unit | Mar. 31, 2018USD ($)Reporting_Unit | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Balance as of January 1, 2014 | |||||
Goodwill | $ 371,566 | $ 471,115 | $ 471,115 | $ 371,566 | |
Goodwill, Acquired During Period | 285 | 99,479 | |||
Accumulated impairment losses | (57,745) | (24,864) | |||
Goodwill | 438,519 | 471,115 | |||
5.11 Tactical | |||||
Balance as of January 1, 2014 | |||||
Goodwill | 92,966 | 92,966 | 92,966 | 92,966 | |
Goodwill, Acquired During Period | 0 | 0 | |||
Goodwill | 92,966 | 92,966 | |||
Ergobaby | |||||
Balance as of January 1, 2014 | |||||
Goodwill | 61,031 | $ 61,031 | 61,031 | 61,031 | |
Goodwill, Acquired During Period | 0 | 0 | |||
Goodwill | 61,031 | 61,031 | |||
Liberty | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Impairment Assessment Assumptions Weighted Average Cost Of Capital | 14.80% | ||||
Balance as of January 1, 2014 | |||||
Goodwill | 32,828 | $ 32,828 | 32,828 | 32,828 | |
Goodwill, Acquired During Period | 0 | 0 | |||
Goodwill | 32,828 | 32,828 | |||
Velocity Outdoor | |||||
Balance as of January 1, 2014 | |||||
Goodwill | 49,352 | 62,675 | 62,675 | 49,352 | |
Goodwill, Acquired During Period | 285 | 13,253 | |||
Goodwill | 30,079 | 62,675 | |||
ACI | |||||
Balance as of January 1, 2014 | |||||
Goodwill | $ 58,019 | 58,019 | 58,019 | 58,019 | |
Goodwill, Acquired During Period | 0 | 0 | |||
Goodwill | 58,019 | 58,019 | |||
Arnold | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Impairment Assessment Assumptions Weighted Average Cost Of Capital | 12.60% | ||||
Number of reporting units at Arnold Subsidiary | Reporting_Unit | 3 | 1 | |||
Balance as of January 1, 2014 | |||||
Goodwill | $ 26,903 | 26,903 | 26,903 | 26,903 | |
Goodwill, Acquired During Period | 0 | 0 | |||
Goodwill | 26,903 | 26,903 | |||
Foam Fabricators | |||||
Balance as of January 1, 2014 | |||||
Goodwill | 0 | 72,708 | 72,708 | 0 | |
Goodwill, Acquired During Period | 0 | 72,708 | |||
Goodwill | 72,708 | 72,708 | |||
Sterno Products | |||||
Balance as of January 1, 2014 | |||||
Goodwill | 41,818 | 55,336 | 55,336 | 41,818 | |
Goodwill, Acquired During Period | 0 | 13,518 | |||
Goodwill | 55,336 | 55,336 | |||
Corporate, Non-Segment [Member] | |||||
Balance as of January 1, 2014 | |||||
Goodwill | $ 8,649 | $ 8,649 | 8,649 | 8,649 | |
Goodwill, Acquired During Period | 0 | 0 | |||
Goodwill | $ 8,649 | $ 8,649 | |||
FlexMag | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Impairment Assessment Assumptions Weighted Average Cost Of Capital | 12.40% |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Summary of Other Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | |||
Document Period End Date | Dec. 31, 2019 | ||
Finite-Lived Intangible Assets, Gross | $ 740,192 | $ 739,689 | |
Total accumulated amortization | (238,231) | (184,082) | |
Finite-Lived Intangible Assets, Net | 501,961 | 555,607 | |
Trade names, not subject to amortization | 59,985 | 59,985 | |
Intangible Assets, Gross (Excluding Goodwill) | 800,177 | 799,674 | |
Intangible assets, net | 561,946 | 615,592 | |
Amortization expense | 54,155 | 49,686 | $ 34,665 |
Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | 462,686 | 462,686 | |
Total accumulated amortization | (155,200) | (120,786) | |
Finite-Lived Intangible Assets, Net | $ 307,486 | 341,900 | |
Weighted average useful lives | 13 years | ||
Technology and patents | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 80,082 | 79,646 | |
Total accumulated amortization | (28,748) | (23,409) | |
Finite-Lived Intangible Assets, Net | $ 51,334 | 56,237 | |
Weighted average useful lives | 13 years | ||
Trade names, subject to amortization | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 189,183 | 189,116 | |
Total accumulated amortization | (46,507) | (32,506) | |
Finite-Lived Intangible Assets, Net | $ 142,676 | 156,610 | |
Weighted average useful lives | 15 years | ||
Licensing and non-compete agreements | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 7,515 | 7,515 | |
Total accumulated amortization | (7,050) | (6,655) | |
Finite-Lived Intangible Assets, Net | $ 465 | 860 | |
Weighted average useful lives | 5 years | ||
Distributor relations and other | |||
Finite-Lived Intangible Assets [Line Items] | |||
Finite-Lived Intangible Assets, Gross | $ 726 | 726 | |
Total accumulated amortization | (726) | (726) | |
Finite-Lived Intangible Assets, Net | $ 0 | $ 0 | |
Weighted average useful lives | 5 years |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Summary of Estimated Charges to Amortization Expense of Intangible Assets (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 54,084 |
2021 | 53,642 |
2022 | 52,010 |
2023 | 51,613 |
2024 | $ 50,519 |
Goodwill and Other Intangible_7
Goodwill and Other Intangible Asset - Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 9 Months Ended | |||
Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill [Line Items] | ||||
Goodwill - gross carrying amount | $ 496,264 | $ 495,979 | ||
Accumulated impairment losses | (57,745) | (24,864) | ||
Goodwill - net carrying amount | 438,519 | 471,115 | $ 371,566 | |
Liberty | ||||
Goodwill [Line Items] | ||||
Impairment Assessment Assumptions Weighted Average Cost Of Capital | 14.80% | |||
Goodwill - net carrying amount | $ 32,828 | $ 32,828 | $ 32,828 |
Goodwill and Other Intangible_8
Goodwill and Other Intangible Assets Goodwill and Other Intangible Asset - Carrying Amount of Goodwill Reconciliation By Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill [Line Items] | |||
Goodwill | $ 438,519 | $ 471,115 | $ 371,566 |
Goodwill, Acquired During Period | 285 | 99,479 | |
Goodwill impairment expense | (32,881) | ||
Goodwill, Other Increase (Decrease) | 70 | ||
5.11 Tactical | |||
Goodwill [Line Items] | |||
Goodwill | 92,966 | 92,966 | 92,966 |
Goodwill, Acquired During Period | 0 | 0 | |
Goodwill impairment expense | 0 | ||
Goodwill, Other Increase (Decrease) | 0 | ||
Velocity Outdoor | |||
Goodwill [Line Items] | |||
Goodwill | 30,079 | 62,675 | 49,352 |
Goodwill, Acquired During Period | 285 | 13,253 | |
Goodwill impairment expense | (32,881) | ||
Goodwill, Other Increase (Decrease) | 70 | ||
ACI | |||
Goodwill [Line Items] | |||
Goodwill | 58,019 | 58,019 | 58,019 |
Goodwill, Acquired During Period | 0 | 0 | |
Goodwill impairment expense | 0 | ||
Goodwill, Other Increase (Decrease) | 0 | ||
Ergobaby | |||
Goodwill [Line Items] | |||
Goodwill | 61,031 | 61,031 | 61,031 |
Goodwill, Acquired During Period | 0 | 0 | |
Goodwill impairment expense | 0 | ||
Goodwill, Other Increase (Decrease) | 0 | ||
Liberty | |||
Goodwill [Line Items] | |||
Goodwill | 32,828 | 32,828 | 32,828 |
Goodwill, Acquired During Period | 0 | 0 | |
Goodwill impairment expense | 0 | ||
Goodwill, Other Increase (Decrease) | 0 | ||
Arnold | |||
Goodwill [Line Items] | |||
Goodwill | 26,903 | 26,903 | 26,903 |
Goodwill, Acquired During Period | 0 | 0 | |
Goodwill impairment expense | 0 | ||
Goodwill, Other Increase (Decrease) | 0 | ||
Sterno Products | |||
Goodwill [Line Items] | |||
Goodwill | 55,336 | 55,336 | 41,818 |
Goodwill, Acquired During Period | 0 | 13,518 | |
Goodwill impairment expense | 0 | ||
Goodwill, Other Increase (Decrease) | 0 | ||
Corporate, Non-Segment [Member] | |||
Goodwill [Line Items] | |||
Goodwill | 8,649 | 8,649 | 8,649 |
Goodwill, Acquired During Period | 0 | 0 | |
Goodwill impairment expense | 0 | ||
Goodwill, Other Increase (Decrease) | 0 | ||
Foam Fabricators | |||
Goodwill [Line Items] | |||
Goodwill | 72,708 | 72,708 | $ 0 |
Goodwill, Acquired During Period | 0 | 72,708 | |
Goodwill impairment expense | $ 0 | ||
Goodwill, Other Increase (Decrease) | $ 0 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | Aug. 31, 2016 | Jun. 06, 2014 | Sep. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Apr. 18, 2018 | Sep. 16, 2014 |
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Unamortized Discount | $ 5,555,000 | $ 20,379,000 | ||||||
Deferred debt issuance costs | 13,252,000 | 24,609,000 | ||||||
Long-term Debt | 394,445,000 | 1,103,871,000 | ||||||
Debt modification and extinguishment costs | 0 | 14,887,000 | $ 2,899,000 | |||||
Quarterly term loan facility payment | $ 28,000 | 8,000 | 70,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | |||||||
Interest Rate Swap | ||||||||
Debt Instrument [Line Items] | ||||||||
Amount of debt hedged | $ 220,000,000 | |||||||
New Interest Rate Swap | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest Rate On Notional Amount | 2.97% | |||||||
Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt, gross | 0 | 228,000,000 | ||||||
Term Loan Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt, gross | 0 | 496,250,000 | ||||||
New Line Of Credit [Member] | Line of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Letter of credit, aggregate face amount | $ 25,000,000 | |||||||
New Line Of Credit [Member] | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | |||||||
New Line Of Credit [Member] | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.50% | |||||||
New Line Of Credit [Member] | Revolving Credit Facility | Federal Funds Effective Swap Rate | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 0.50% | |||||||
New Line Of Credit [Member] | Revolving Credit Facility | Base Rate | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% | |||||||
New Line Of Credit [Member] | Revolving Credit Facility | Base Rate | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 0.50% | |||||||
New Line Of Credit [Member] | Revolving Credit Facility | Base Rate | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.50% | |||||||
New Line Of Credit [Member] | Letter of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Letter of credit, aggregate face amount | $ 100,000,000 | |||||||
New Line Of Credit [Member] | Letter of Credit | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of Credit Facility, Commitment Fee Percentage | 0.45% | |||||||
New Line Of Credit [Member] | Letter of Credit | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of Credit Facility, Commitment Fee Percentage | 0.60% | |||||||
Senior notes due 2026 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt issuance, aggregate principal amount | 400,000,000 | $ 400,000,000 | ||||||
Debt modification and extinguishment costs | $ 7,000,000 | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | |||||||
Letter of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Letter of credit, aggregate face amount | 100,000,000 | |||||||
Letter of credit outstanding | $ 3,600,000 | $ 300,000 | ||||||
Debt instrument fees amount | $ 100,000 | |||||||
Term Loan | New Line Of Credit [Member] | Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 500,000,000 | |||||||
Deferred debt issuance costs | 8,400,000 | |||||||
Loans Payable | 2014 Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Letter of credit, aggregate face amount | $ 325,000,000 | |||||||
Loans Payable | 2016 Incremental Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit facility borrowing capacity increase | $ 250,000,000 | |||||||
Line of Credit | New Line Of Credit [Member] | Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 600,000,000 | |||||||
Line of Credit | 2014 Revolving Credit Facility | Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 550,000,000 |
Debt - Summary of Debt Holdings
Debt - Summary of Debt Holdings (Detail) - USD ($) | Apr. 18, 2018 | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||||||
Senior notes | $ 400,000,000 | $ 400,000,000 | $ 400,000,000 | |||
Less: unamortized discounts and debt issuance costs | (5,555,000) | (5,555,000) | (20,379,000) | |||
Total debt | 394,445,000 | 394,445,000 | 1,103,871,000 | |||
Less: Current portion, term loan facilities | 0 | 0 | (5,000,000) | |||
Long term debt | 394,445,000 | 394,445,000 | 1,098,871,000 | |||
Payments for (Proceeds from) Derivative Instrument, Investing Activities | $ 4,942,000 | 0 | $ 0 | |||
Document Period End Date | Dec. 31, 2019 | |||||
Repayments of Debt | 298,800,000 | $ 193,800,000 | ||||
Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | 0 | $ 0 | 228,000,000 | |||
Term Loan Facility | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | $ 0 | $ 0 | $ 496,250,000 | |||
Loans Payable | Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility borrowing capacity increase | $ 250,000,000 | |||||
Term Loan | New Line Of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument, Original Issue Discount Rate | 99.75% | |||||
Debt Instrument, Quarterly Payment, Amount | $ 1,250,000 |
Debt - Summary of Annual Maturi
Debt - Summary of Annual Maturities of Term Loan Facility and Revolving Credit Facility (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Disclosure [Abstract] | ||
Total debt | $ 394,445 | $ 1,103,871 |
Debt - Issuance Costs (Details)
Debt - Issuance Costs (Details) - USD ($) $ in Thousands | Apr. 18, 2018 | Dec. 31, 2019 | Sep. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||||||
Debt modification and extinguishment costs | $ 0 | $ 14,887 | $ 2,899 | |||
Accumulated amortization | $ (3,667) | (3,667) | (2,807) | |||
Deferred debt issuance costs, net | 9,585 | 9,585 | 21,802 | |||
Amortization of Debt Issuance Costs | 3,314 | 3,905 | $ 4,002 | |||
Other noncurrent assets | ||||||
Debt Instrument [Line Items] | ||||||
Deferred debt issuance costs, net | 4,030 | 4,030 | 5,254 | |||
Long-term debt | ||||||
Debt Instrument [Line Items] | ||||||
Deferred debt issuance costs, net | 5,555 | $ 5,555 | $ 16,548 | |||
Original Issue Discount [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Write off of Deferred Debt Issuance Cost | 3,400 | |||||
Senior notes due 2026 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt modification and extinguishment costs | $ 7,000 | |||||
Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Write off of Deferred Debt Issuance Cost | $ 8,900 | |||||
Revolving Credit Facility | Term Loan | New Line Of Credit [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Deferred debt issuance costs, net | $ 7,800 | |||||
Amortization of Debt Issuance Costs | $ 600 |
Debt - Summary of Actual Financ
Debt - Summary of Actual Financial Ratios as Part of Affirmative Covenants Credit Facility (Detail) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Instrument [Line Items] | |
Actual fixed charge coverage ratio | 2.24 |
Actual secured debt to EBITDA ratio | 0.00% |
Actual debt to EBITDA ratio | 1.36 |
Debt - Summary of Components of
Debt - Summary of Components of Interest Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |||
Interest on credit facilities | $ 21,996 | $ 32,414 | $ 23,940 |
Interest on Senior Notes | 32,000 | 22,489 | 0 |
Unused fee on Revolving Credit Facility | 1,851 | 1,630 | 2,856 |
Amortization of original issue discount | 459 | 729 | 1,037 |
Unrealized (gains) losses on interest rate derivatives | 3,486 | (2,251) | (648) |
Letter of credit fees | 28 | 8 | 70 |
Other interest expense | 285 | 301 | 0 |
Interest Income, Other | (1,889) | (75) | 0 |
Interest expense, net | 58,216 | 55,245 | 27,255 |
Average daily balance outstanding - credit facilities | $ 451,117 | $ 721,643 | $ 597,114 |
Effective interest rate - credit facilities | 6.20% | 4.50% | 4.60% |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Sep. 16, 2014 | |
Derivative [Line Items] | ||||
Debt Instrument, Unamortized Discount | $ 5,555 | $ 20,379 | ||
Deferred debt issuance costs | 13,252 | 24,609 | ||
Payments for (Proceeds from) Derivative Instrument, Investing Activities | $ 4,942 | 0 | $ 0 | |
New Interest Rate Swap | ||||
Derivative [Line Items] | ||||
Notional amount | $ 220,000 | |||
Interest Rate On Notional Amount | 2.97% | |||
Derivative, Gain (Loss) on Derivative, Net | 2,100 | |||
Three-Year Interest Rate Swap | Other Current Liabilities [Member] | ||||
Derivative [Line Items] | ||||
Fair value of interest | 600 | |||
Three-Year Interest Rate Swap | Long-term debt | ||||
Derivative [Line Items] | ||||
Fair value of interest | $ 1,500 |
Defined Benefit Plan - Addition
Defined Benefit Plan - Additional Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Defined Benefit Plan Disclosure [Line Items] | ||
2020 | $ 1,173 | |
Defined benefit plan expected contribution by employer | 400 | |
Long-term debt | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Unfunded liability | $ (4,746) | $ (3,765) |
Defined Benefit Plan - Summary
Defined Benefit Plan - Summary of Foreign Plan's Status and Recognized Amounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Change in benefit obligation: | |||
Benefit obligation, beginning of year | $ 15,017 | $ 14,753 | |
Service cost | 512 | 536 | $ 534 |
Interest cost | 132 | 96 | 94 |
Actuarial (gain)/loss | 804 | (239) | |
Employee contributions and transfer | 0 | (21) | |
Foreign currency translation | 212 | (56) | |
Benefit obligation, end of year | 14,854 | 15,017 | 14,753 |
Change in plan assets: | |||
Fair value of assets, beginning of period | 11,252 | 11,132 | |
Actual return on plan assets | 128 | 224 | |
Company contribution | 423 | 4 | |
Foreign currency translation | 128 | (56) | |
Fair value of assets, end of period | 10,108 | 11,252 | $ 11,132 |
Defined Benefit Plan, Plan Assets, Increase (Decrease) for Assets Transferred to (from) Plan | 356 | 365 | |
Defined Benefit Plan, Benefit Obligation, Benefits Paid | $ 2,179 | $ 417 |
Defined Benefit Plan - Summar_2
Defined Benefit Plan - Summary of Net Periodic Benefit Cost (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |||
Service cost | $ 512 | $ 536 | $ 534 |
Interest cost | 132 | 96 | 94 |
Expected return on plan assets | (135) | (156) | (155) |
Defined Benefit Plan, Benefit Obligation, (Increase) Decrease for Curtailment | 140 | 197 | 250 |
Net periodic benefit cost | $ 649 | $ 673 | $ 723 |
Defined Benefit Plan - Summar_3
Defined Benefit Plan - Summary of Assumptions Used to Determine the Benefit Obligations and Components of the Net Periodic Benefit Cost (Detail) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Retirement Benefits [Abstract] | ||
Discount rate | 0.20% | 0.88% |
Expected return on plan assets | 0.80% | 1.20% |
Rate of compensation increase | 1.00% | 1.00% |
Defined Benefit Plan - Summar_4
Defined Benefit Plan - Summary of Expected Foreign Plan Benefit Payments (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Retirement Benefits [Abstract] | |
2020 | $ 1,173 |
2021 | 651 |
2022 | 645 |
2023 | 508 |
2024 | 780 |
Thereafter | 3,482 |
Total | $ 7,239 |
Defined Benefit Plan - Summar_5
Defined Benefit Plan - Summary of Allocation of Assets in Swiss Life's Group Life Portfolio (Detail) - Pension Plan | Dec. 31, 2019 |
Defined Benefit Plan Disclosure [Line Items] | |
Allocation of pension plan assets | 100.00% |
Certificates of deposit and cash and cash equivalents | |
Defined Benefit Plan Disclosure [Line Items] | |
Allocation of pension plan assets | 1.00% |
Fixed income bonds and securities | |
Defined Benefit Plan Disclosure [Line Items] | |
Allocation of pension plan assets | 65.00% |
Equities and investment funds | |
Defined Benefit Plan Disclosure [Line Items] | |
Allocation of pension plan assets | 15.00% |
Real estate | |
Defined Benefit Plan Disclosure [Line Items] | |
Allocation of pension plan assets | 18.00% |
Other investments | |
Defined Benefit Plan Disclosure [Line Items] | |
Allocation of pension plan assets | 1.00% |
Stockholder's Equity - Addition
Stockholder's Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jan. 30, 2020 | Jan. 23, 2020 | Nov. 20, 2019 | Oct. 30, 2019 | Oct. 24, 2019 | Jul. 30, 2019 | Jul. 25, 2019 | Apr. 30, 2019 | Apr. 25, 2019 | Jan. 30, 2019 | Jan. 24, 2019 | Oct. 30, 2018 | Oct. 25, 2018 | Jul. 30, 2018 | Jul. 26, 2018 | Apr. 30, 2018 | Apr. 26, 2018 | Mar. 13, 2018 | Jan. 30, 2018 | Jan. 25, 2018 | Oct. 30, 2017 | Oct. 26, 2017 | Jul. 27, 2017 | Jun. 28, 2017 | Apr. 27, 2017 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 02, 2019 |
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Document Period End Date | Dec. 31, 2019 | |||||||||||||||||||||||||||||||||
Finite-Lived Intangible Assets, Gross | $ 740,192 | $ 740,192 | $ 739,689 | |||||||||||||||||||||||||||||||
Income (loss) from continuing operations | (46,315) | (24,094) | $ 5,865 | |||||||||||||||||||||||||||||||
Less: Distributions paid - Allocation Interests | 60,369 | 0 | 39,188 | |||||||||||||||||||||||||||||||
Less: Distributions paid - Preferred Shares | $ 15,125 | $ 12,179 | 2,457 | |||||||||||||||||||||||||||||||
Trust shares, authorized (in shares) | 500,000,000 | 500,000,000 | 500,000,000 | |||||||||||||||||||||||||||||||
Issuance of Trust common shares, net of offering costs | $ 110,997 | $ 96,504 | 96,417 | |||||||||||||||||||||||||||||||
Dividends, Preferred Stock, Cash | $ 2,315 | $ 1,334 | 0 | |||||||||||||||||||||||||||||||
Preferred Stock, Shares Authorized | 50,000,000 | 50,000,000 | 50,000,000 | |||||||||||||||||||||||||||||||
Preferred Stock, Redemption Price Per Share | $ 25 | $ 25 | ||||||||||||||||||||||||||||||||
Trust shares, voting rights | One vote per share | |||||||||||||||||||||||||||||||||
Distribution declared per share (in dollars per share) | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | $ 0.36 | |||||||||||||||||||||||
Payments Of Distributions To Shareholders | $ 21,564 | $ 21,564 | $ 21,564 | $ 21,564 | $ 21,564 | $ 21,564 | $ 21,564 | $ 21,564 | $ 21,564 | $ 21,564 | $ 21,564 | $ 86,256 | $ 86,256 | 86,256 | ||||||||||||||||||||
Net Income Loss Available to Trust Stock Net of Distributions | (124,124) | (37,607) | (35,780) | |||||||||||||||||||||||||||||||
Finite-Lived Intangible Assets, Accumulated Amortization | $ 238,231 | 238,231 | 184,082 | |||||||||||||||||||||||||||||||
Intangible assets, net | 561,946 | 561,946 | 615,592 | |||||||||||||||||||||||||||||||
Carrying value of trade names | 501,961 | 501,961 | 555,607 | |||||||||||||||||||||||||||||||
Trade names, not subject to amortization | 59,985 | 59,985 | 59,985 | |||||||||||||||||||||||||||||||
Intangible assets, gross (excluding goodwill) | $ 800,177 | 800,177 | $ 799,674 | |||||||||||||||||||||||||||||||
Distributions Payable to Holders of Allocation Interests | $ 25,834 | |||||||||||||||||||||||||||||||||
Preferred Stock [Member] | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Trust shares, issued (in shares) | 96,504,000 | 96,400,000 | ||||||||||||||||||||||||||||||||
Retained Earnings | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Less: Distributions paid - Allocation Interests | 60,369 | $ 25,834 | ||||||||||||||||||||||||||||||||
Distributions Payable to Holders of Allocation Interests | $ 25,800 | $ 13,400 | ||||||||||||||||||||||||||||||||
Series C Preferred Stock [Member] | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Issuance of Trust common shares, net of offering costs | $ 111,000 | |||||||||||||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 7.875% | 7.875% | ||||||||||||||||||||||||||||||||
Dividends, Preferred Stock, Cash | $ 1,000 | |||||||||||||||||||||||||||||||||
Preferred Stock, Shares Issued | 4,000,000 | 4,600,000 | 4,600,000 | 0 | 600,000 | |||||||||||||||||||||||||||||
Proceeds from issuance of preferred stock | $ 115,000 | |||||||||||||||||||||||||||||||||
Preferred Stock, Value, Issued | $ 110,997 | $ 110,997 | $ 0 | |||||||||||||||||||||||||||||||
Preferred Shares Redemption, Fundamental Change, Increase In Distribution Rate Per Annum Following Notice Period | 5.00% | |||||||||||||||||||||||||||||||||
Series C Preferred Stock [Member] | Preferred Stock [Member] | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Trust shares, issued (in shares) | 110,997,000 | |||||||||||||||||||||||||||||||||
Series B Preferred Stock [Member] | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Issuance of Trust common shares, net of offering costs | $ 96,500 | |||||||||||||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 7.875% | 7.875% | ||||||||||||||||||||||||||||||||
Dividends, Preferred Stock, Cash | $ 1,300 | |||||||||||||||||||||||||||||||||
Preferred Stock, Shares Issued | 4,000,000 | 4,000,000 | 4,000,000 | 4,000,000 | ||||||||||||||||||||||||||||||
Proceeds from issuance of preferred stock | $ 100,000 | |||||||||||||||||||||||||||||||||
Preferred Stock, Value, Issued | $ 96,504 | $ 96,504 | $ 96,504 | |||||||||||||||||||||||||||||||
Preferred Shares Redemption, Fundamental Change, Increase In Distribution Rate Per Annum Following Notice Period | 5.00% | |||||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Shares, Issued | 0 | |||||||||||||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 7.25% | 7.25% | ||||||||||||||||||||||||||||||||
Preferred Stock, Shares Issued | 4,000,000 | 4,000,000 | 4,000,000 | 4,000,000 | ||||||||||||||||||||||||||||||
Preferred Stock, Liquidation Preference Per Share | $ 25 | |||||||||||||||||||||||||||||||||
Proceeds from issuance of preferred stock | $ 100,000 | |||||||||||||||||||||||||||||||||
Preferred Stock, Value, Issued | $ 96,417 | $ 96,417 | $ 96,417 | |||||||||||||||||||||||||||||||
Preferred Stock, Redemption Price Per Share | $ 25 | |||||||||||||||||||||||||||||||||
Preferred Shares Redemption, Fundamental Change, Increase In Distribution Rate Per Annum Following Notice Period | 5.00% | |||||||||||||||||||||||||||||||||
Preferred Stock, Cash Distributions Paid, Per Share | $ 0.453125 | $ 0.453125 | $ 0.453125 | $ 0.453125 | $ 0.453125 | $ 0.453125 | $ 0.453125 | $ 0.453125 | $ 0.61423611 | |||||||||||||||||||||||||
Distribution To Shareholders | $ 1,813 | $ 1,813 | $ 1,813 | $ 1,813 | $ 1,813 | $ 1,813 | $ 1,813 | $ 1,813 | $ 2,457 | |||||||||||||||||||||||||
Series B [Member] | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Preferred Stock, Cash Distributions Paid, Per Share | $ 0.4921875 | $ 0.4921875 | $ 0.4921875 | $ 0.4921875 | $ 0.4921875 | $ 0.74 | ||||||||||||||||||||||||||||
Distribution To Shareholders | $ 1,969 | $ 1,969 | $ 1,969 | $ 1,969 | $ 1,969 | $ 2,960 | ||||||||||||||||||||||||||||
Minimum | Series C Preferred Stock [Member] | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Preferred Stock, Redemption Price Per Share | $ 25.25 | $ 25.25 | ||||||||||||||||||||||||||||||||
Preferred Shares Redemption, Fundamental Change, Notice Period | 31 days | |||||||||||||||||||||||||||||||||
Preferred Shares Redemption, Notice Period | 30 days | |||||||||||||||||||||||||||||||||
Preferred Shares Tax Redemption, Notice Period | 60 days | |||||||||||||||||||||||||||||||||
Minimum | Series B Preferred Stock [Member] | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Preferred Stock, Redemption Price Per Share | $ 25.25 | |||||||||||||||||||||||||||||||||
Preferred Shares Redemption, Fundamental Change, Notice Period | 31 days | |||||||||||||||||||||||||||||||||
Preferred Shares Redemption, Notice Period | 30 days | |||||||||||||||||||||||||||||||||
Preferred Shares Tax Redemption, Notice Period | 60 days | |||||||||||||||||||||||||||||||||
Minimum | Series A Preferred Stock [Member] | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Preferred Stock, Redemption Price Per Share | $ 25.25 | |||||||||||||||||||||||||||||||||
Preferred Shares Redemption, Fundamental Change, Notice Period | 31 days | |||||||||||||||||||||||||||||||||
Preferred Shares Redemption, Notice Period | 30 days | |||||||||||||||||||||||||||||||||
Preferred Shares Tax Redemption, Notice Period | 60 days | |||||||||||||||||||||||||||||||||
Customer relationships | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Finite-Lived Intangible Assets, Gross | $ 462,686 | $ 462,686 | 462,686 | |||||||||||||||||||||||||||||||
Finite-Lived Intangible Assets, Accumulated Amortization | 155,200 | 155,200 | 120,786 | |||||||||||||||||||||||||||||||
Carrying value of trade names | 307,486 | $ 307,486 | 341,900 | |||||||||||||||||||||||||||||||
Finite-Lived Intangible Asset, Useful Life | 13 years | |||||||||||||||||||||||||||||||||
Technology and patents | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Finite-Lived Intangible Assets, Gross | 80,082 | $ 80,082 | 79,646 | |||||||||||||||||||||||||||||||
Finite-Lived Intangible Assets, Accumulated Amortization | 28,748 | 28,748 | 23,409 | |||||||||||||||||||||||||||||||
Carrying value of trade names | 51,334 | $ 51,334 | 56,237 | |||||||||||||||||||||||||||||||
Finite-Lived Intangible Asset, Useful Life | 13 years | |||||||||||||||||||||||||||||||||
Trade name | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Finite-Lived Intangible Assets, Gross | 189,183 | $ 189,183 | 189,116 | |||||||||||||||||||||||||||||||
Finite-Lived Intangible Assets, Accumulated Amortization | 46,507 | 46,507 | 32,506 | |||||||||||||||||||||||||||||||
Carrying value of trade names | 142,676 | $ 142,676 | 156,610 | |||||||||||||||||||||||||||||||
Finite-Lived Intangible Asset, Useful Life | 15 years | |||||||||||||||||||||||||||||||||
Licensing and non-compete agreements | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Finite-Lived Intangible Assets, Gross | 7,515 | $ 7,515 | 7,515 | |||||||||||||||||||||||||||||||
Finite-Lived Intangible Assets, Accumulated Amortization | 7,050 | 7,050 | 6,655 | |||||||||||||||||||||||||||||||
Carrying value of trade names | 465 | $ 465 | 860 | |||||||||||||||||||||||||||||||
Finite-Lived Intangible Asset, Useful Life | 5 years | |||||||||||||||||||||||||||||||||
Distributor relations and other | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Finite-Lived Intangible Assets, Gross | 726 | $ 726 | 726 | |||||||||||||||||||||||||||||||
Finite-Lived Intangible Assets, Accumulated Amortization | 726 | 726 | 726 | |||||||||||||||||||||||||||||||
Carrying value of trade names | 0 | $ 0 | $ 0 | |||||||||||||||||||||||||||||||
Finite-Lived Intangible Asset, Useful Life | 5 years | |||||||||||||||||||||||||||||||||
Discontinued Operations, Disposed of by Sale | Clean Earth | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Distributions For Contribution Based Profit Allocation Payments | $ 43,300 | |||||||||||||||||||||||||||||||||
Discontinued Operations, Disposed of by Sale | Manitoba Harvest | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Distributions For Contribution Based Profit Allocation Payments | $ 9,100 | $ 8,000 | ||||||||||||||||||||||||||||||||
Subsequent Event [Member] | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Distribution declared per share (in dollars per share) | $ 0.36 | |||||||||||||||||||||||||||||||||
Payments Of Distributions To Shareholders | $ 21,564 | |||||||||||||||||||||||||||||||||
Subsequent Event [Member] | Series C Preferred Stock [Member] | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Preferred Stock, Cash Distributions Paid, Per Share | $ 0.38281 | |||||||||||||||||||||||||||||||||
Distribution To Shareholders | $ 1,531 | |||||||||||||||||||||||||||||||||
Subsequent Event [Member] | Series A Preferred Stock [Member] | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Preferred Stock, Cash Distributions Paid, Per Share | $ 0.453125 | |||||||||||||||||||||||||||||||||
Distribution To Shareholders | $ 1,813 | |||||||||||||||||||||||||||||||||
Subsequent Event [Member] | Series B [Member] | ||||||||||||||||||||||||||||||||||
Stockholders Equity [Line Items] | ||||||||||||||||||||||||||||||||||
Preferred Stock, Cash Distributions Paid, Per Share | $ 0.4921875 | |||||||||||||||||||||||||||||||||
Distribution To Shareholders | $ 1,969 |
Stockholder's Equity Stockhol_2
Stockholder's Equity Stockholders' Equity - Summary of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Class of Stock [Line Items] | |||||||||||
NetIncomeLossAvailabletoTrustNetofDistributions | $ (124,124) | $ (37,607) | $ (35,780) | ||||||||
Less: Effect of contribution based profit—Holding Event | 5,659 | 5,893 | 10,072 | ||||||||
Loss from Holdings attributable to common shares | (129,783) | (43,500) | (45,852) | ||||||||
Income from discontinued operations attributable to Holdings | 348,180 | 18,392 | 22,126 | ||||||||
Income from discontinued operations of Holdings attributable to common shares | $ 348,180 | $ 18,392 | $ 19,472 | ||||||||
Basic and diluted weighted average shares outstanding (in shares) | 59,900,000 | 59,900,000 | 59,900,000 | ||||||||
Income from operations—Basic and fully diluted (in dollars per share) | $ (0.24) | $ (1.33) | $ (0.32) | $ (0.34) | $ (0.28) | $ (0.18) | $ (0.24) | $ (0.11) | $ (2.17) | $ (0.73) | $ (0.77) |
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Diluted Share | $ 0.01 | $ 0.03 | $ 3.70 | $ 2.06 | $ 0.03 | $ 0.11 | $ 0.14 | $ 0.02 | 5.81 | 0.31 | 0.33 |
Earnings per share, diluted | $ 3.64 | $ (0.42) | $ (0.44) | ||||||||
Discontinued Operations, Disposed of by Sale | |||||||||||
Class of Stock [Line Items] | |||||||||||
Less: Effect of contribution based profit—Holding Event | $ 0 | $ (2,654) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Income Tax Examination [Line Items] | |||||
Tax Cuts And Job Acts Of 2017, Change In Tax Rate, Income Tax Expense (Benefit) | $ (20,400) | $ (20,400) | |||
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest | $ (26,031) | $ (8,411) | (9,631) | ||
Recognized deferred tax liabilities | (105,197) | (81,876) | |||
Valuation allowance | [1] | (8,099) | (6,904) | ||
Reductions for prior years’ tax positions | 57 | 18 | 9,354 | ||
Unrecognized tax benefits, if recognized, would affect the Company's effective tax rate | $ 1,100 | 1,100 | |||
Tax Cuts And Jobs Act Of 2017, Transition Tax For Accumulated Foreign Earnings, Income Tax Expense (Benefit) | $ 400 | $ 4,900 | |||
[1] | Primarily relates to the 5.11 and Arnold operating segments. |
Income Taxes - Components of th
Income Taxes - Components of the Company's pretax income (loss) before taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Domestic (including U.S. exports) | $ (38,195) | $ (23,984) | $ (29,404) |
Foreign subsidiaries | 12,164 | 15,573 | 19,773 |
Income Before Income Taxes | $ (26,031) | $ (8,411) | $ (9,631) |
Income Taxes - Components of _2
Income Taxes - Components of the Company's Income Tax Provision (Benefit) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current taxes | |||
Federal | $ 7,985 | $ 6,449 | $ 8,668 |
State | 2,319 | 1,436 | 1,217 |
Foreign | 4,984 | 4,835 | 6,248 |
Total current taxes | 15,288 | 12,720 | 16,133 |
Deferred taxes: | |||
Federal | (1,234) | (483) | (37,407) |
State | 937 | (478) | (1,424) |
Foreign | (249) | (1,293) | (1,043) |
Total deferred taxes | (546) | (2,254) | (39,874) |
Total tax provision | $ 14,742 | $ 10,466 | $ (23,741) |
Income Taxes - Summary of Defer
Income Taxes - Summary of Deferred Tax Assets and Deferred Tax Liabilities (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2017 | Dec. 31, 2018 | ||
Deferred tax assets: | ||||
Tax credits | $ 4,584 | $ 4,256 | ||
Accounts receivable and allowances | 2,501 | 1,504 | ||
Net operating loss carryforwards | 26,186 | 30,671 | ||
Accrued expenses | 5,683 | 5,656 | ||
Interest expense limitation carryforwards | 9,348 | 4,822 | ||
Other | 31,955 | 7,887 | ||
Total deferred tax assets | 80,257 | 54,796 | ||
Valuation allowance | [1] | (8,099) | (6,904) | |
Net deferred tax assets | $ 72,158 | 47,892 | ||
Allowable deduction for interest | 30.00% | 30.00% | ||
Deferred tax liabilities: | ||||
Intangible assets | $ (64,870) | (63,950) | ||
Property and equipment | (18,188) | (17,217) | ||
Repatriation of foreign earnings | (38) | (38) | ||
Prepaid and other expenses | (22,101) | (671) | ||
Total deferred tax liabilities | (105,197) | (81,876) | ||
Total net deferred tax liability | $ (33,039) | $ (33,984) | ||
[1] | Primarily relates to the 5.11 and Arnold operating segments. |
Income Taxes - Reconciliation B
Income Taxes - Reconciliation Between Federal Statutory Rate and Effective Income Tax Rate (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Income Tax Disclosure [Abstract] | |||||
United States Federal Statutory Rate | (21.00%) | (21.00%) | (35.00%) | ||
State income taxes (net of Federal benefits) | 10.60% | 9.70% | (4.00%) | ||
Foreign income taxes | 2.50% | 10.50% | (14.30%) | ||
Expenses of Compass Group Diversified Holdings, LLC representing a pass through to shareholders | [1] | 39.40% | 90.60% | 63.60% | |
Effect of (gain) loss on equity method investment | [1] | 0.00% | 0.00% | 20.40% | |
Impact of subsidiary employee stock options | 0.50% | (0.60%) | 2.60% | ||
Domestic production activities deduction | 0.00% | 0.00% | (5.80%) | ||
Non-deductible acquisition costs | 0.00% | 0.00% | 3.50% | ||
Impairment expense | 21.70% | 0.00% | 31.30% | ||
Effect of undistributed foreign earnings | 0.00% | 0.00% | (14.40%) | ||
Non-recognition of various carryforwards at subsidiaries | 4.60% | 11.60% | (14.00%) | ||
Adjustments to uncertain tax positions (2) | 0.00% | 0.00% | (95.40%) | ||
Utilization of tax credits | (7.70%) | (5.20%) | (27.80%) | ||
Effect of Tax Act - GILTI tax | 5.60% | 20.60% | 0.00% | ||
Effect of Tax Act - remeasurement of deferred tax assets and liabilities (3) | 0.00% | 0.20% | (211.30%) | ||
Effect of Tax Act - transition tax on non-U.S. subsidiaries' earnings(3) | 0.00% | 4.20% | 50.50% | ||
Other | 0.40% | 3.80% | 3.60% | ||
Effective income tax rate | 56.60% | 124.40% | (246.50%) | ||
Reversal of uncertain tax position, tax benefit, amount | $ 9,200 | ||||
Tax cuts and job acts of 2017, change in tax rate, income tax expense (benefit) | $ 20,400 | 20,400 | |||
Tax Cuts And Jobs Act Of 2017, Transition Tax For Accumulated Foreign Earnings, Income Tax Expense (Benefit) | $ 400 | 4,900 | |||
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest | $ (26,031) | $ (8,411) | $ (9,631) | ||
[1] | The effective income tax rate for each of the years presented includes losses at the Company’s parent, which is taxed as a partnership. (2) Represents the effect of the reversal of an uncertain tax position at our 5.11 business that existed as of the acquisition date and was settled during the fourth quarter of 2017, resulting in a tax benefit of $9.2 million in our 2017 tax provision. (3) The effect of the enactment of the Tax Act on our tax provision for the year ended December 31, 2017 was a benefit of $20.4 million related to the reduction in the U.S. federal corporate income tax rate from 35% to 21%, and tax expense of $4.9 million related to the one-time transition tax liability of our foreign subsidiaries. Our loss before income taxes for 2017 was $9.6 million , and as a result, the effect from the Tax Act on the reconciliation in the table above for the year ended December 31, 2017 was significant. |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 1,072 | $ 1,036 | $ 10,357 |
Additions for current years’ tax positions | 83 | 50 | 96 |
Additions for prior years’ tax positions (1) | 27 | 4 | 23 |
Reductions for prior years’ tax positions | (57) | (18) | (9,354) |
Reductions for settlements | 0 | ||
Reductions for expiration of statute of limitations | (86) | ||
Ending balance | $ 1,125 | $ 1,072 | $ 1,036 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Detail) - USD ($) $ in Thousands | Sep. 04, 2018 | Feb. 26, 2018 | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Payments for (Proceeds from) Derivative Instrument, Investing Activities | $ 4,942 | $ 0 | $ 0 | ||||
Impairment expense | $ 500 | $ 33,400 | 32,881 | 0 | 8,864 | ||
Total debt | 394,445 | 394,445 | 1,103,871 | ||||
Term Loan Facility | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Long-term debt, gross | $ 0 | 0 | 496,250 | ||||
Northern International, Inc. | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 6,396 | 0 | |||||
Ravin [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Fair value of contingent consideration | 0 | (4,734) | |||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | (2,022) | 360 | |||||
Rimports | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Contingent consideration | $ 25,000 | ||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 0 | 4,800 | |||||
Baby Tula, LLC | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Fair value of contingent consideration | 0 | (4,800) | |||||
Velocity Outdoor | Ravin [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Contingent consideration | $ 25,000 | ||||||
Fair value of contingent consideration | $ (4,700) | (6,400) | (4,300) | ||||
Arnold | Fair Value, Measurements, Nonrecurring | Goodwill | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Impairment expense | 8,864 | ||||||
Arnold | Fair Value, Measurements, Nonrecurring | Carrying Value | Goodwill | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Goodwill, Fair Value Disclosure | 26,903 | ||||||
Arnold | Level 1 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Goodwill, Fair Value Disclosure | 0 | ||||||
Arnold | Level 3 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Goodwill, Fair Value Disclosure | 26,903 | ||||||
Arnold | Level 2 | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Goodwill, Fair Value Disclosure | $ 0 | ||||||
5.11 Tactical | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Issuances | 10 | 5 | |||||
Sterno Products | Rimports | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Contingent consideration | 25,000 | ||||||
Fair value of contingent consideration | $ (4,800) | ||||||
Liberty | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Other Comprehensive Income (Loss) | $ (72) | $ 0 |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of Assets and Liabilities Carried at Fair Value Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | Sep. 04, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | $ (111) | $ (4,547) | $ (178) | |
Document Period End Date | Dec. 31, 2019 | |||
Fair Value Measurements Recurring | Carrying Value | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | $ (111) | (6,619) | ||
Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | 0 | 0 | ||
Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | 0 | (2,072) | ||
Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | (111) | (4,547) | ||
Interest Rate Swap | Fair Value Measurements Recurring | Carrying Value | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | 2,072 | |||
Interest Rate Swap | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | 0 | |||
Interest Rate Swap | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | 2,072 | |||
Interest Rate Swap | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | 0 | |||
Put Option | Fair Value Measurements Recurring | Carrying Value | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | (111) | 173 | ||
Put Option | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | 0 | 0 | ||
Put Option | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | 0 | 0 | ||
Put Option | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | (111) | 173 | ||
Business Acquisition [Member] | Fair Value Measurements Recurring | Carrying Value | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | 4,374 | |||
Business Acquisition [Member] | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | 0 | |||
Business Acquisition [Member] | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | 0 | |||
Business Acquisition [Member] | Fair Value Measurements Recurring | Estimate of Fair Value Measurement | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | 4,374 | |||
Ravin [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Purchases | 0 | 4,734 | ||
Velocity Outdoor | Ravin [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Purchases | $ 4,700 | $ 6,400 | $ 4,300 |
Fair Value Measurement - Reconc
Fair Value Measurement - Reconciliations of Change in Carrying Value of Level 3 Supplemental Put Liability (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Supplemental put liability, beginning balance | $ (4,547) | $ (178) |
Supplemental put liability, ending balance | (111) | (4,547) |
5.11 Tactical | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Put option issued to noncontrolling shareholder | (10) | (5) |
Liberty | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Increase in the fair value of put option of noncontrolling shareholders | 72 | 0 |
Baby Tula, LLC | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value of contingent consideration | $ 0 | $ (4,800) |
Fair Value Measurement - Summ_2
Fair Value Measurement - Summary of Assets and Liabilities Carried at Fair Value Measured on Non-recurring Basis (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Apr. 18, 2018 | |
Fair Value Assets Liabilities Quantitative Information [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | 8.00% | ||||
Long-term Debt, Fair Value | $ 439,000 | $ 439,000 | ||||
Impairment Expenses | 500 | $ 33,400 | 32,881 | $ 0 | $ 8,864 | |
Velocity Outdoor | Fair Value, Measurements, Nonrecurring | Goodwill | ||||||
Fair Value Assets Liabilities Quantitative Information [Line Items] | ||||||
Impairment Expenses | 32,881 | |||||
Velocity Outdoor | Fair Value, Measurements, Nonrecurring | Carrying Value | Goodwill | ||||||
Fair Value Assets Liabilities Quantitative Information [Line Items] | ||||||
Goodwill, Fair Value Disclosure | 30,079 | 30,079 | ||||
Velocity Outdoor | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | Level 1 | ||||||
Fair Value Assets Liabilities Quantitative Information [Line Items] | ||||||
Goodwill, Fair Value Disclosure | 0 | 0 | ||||
Velocity Outdoor | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | Level 2 | ||||||
Fair Value Assets Liabilities Quantitative Information [Line Items] | ||||||
Goodwill, Fair Value Disclosure | 0 | 0 | ||||
Velocity Outdoor | Fair Value, Measurements, Nonrecurring | Estimate of Fair Value Measurement | Goodwill | Level 3 | ||||||
Fair Value Assets Liabilities Quantitative Information [Line Items] | ||||||
Goodwill, Fair Value Disclosure | 30,079 | 30,079 | ||||
Senior notes due 2026 [Member] | ||||||
Fair Value Assets Liabilities Quantitative Information [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | |||||
Debt issuance, aggregate principal amount | $ 400,000 | $ 400,000 | $ 400,000 |
Noncontrolling Interest - Compa
Noncontrolling Interest - Company's Ownership Percentage of its Majority Owned Operating Segments and Related Noncontrolling Interest (Detail) - USD ($) | Oct. 24, 2019 | Jul. 25, 2019 | Apr. 25, 2019 | Jan. 24, 2019 | Oct. 25, 2018 | Jul. 26, 2018 | Apr. 26, 2018 | Jan. 25, 2018 | Oct. 26, 2017 | Jul. 27, 2017 | Apr. 27, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 31, 2018 | |
Noncontrolling Interest [Line Items] | ||||||||||||||||
Noncontrolling interest | $ 50,548,000 | $ 39,922,000 | ||||||||||||||
Payments Of Distributions To Shareholders | $ 21,564,000 | $ 21,564,000 | $ 21,564,000 | $ 21,564,000 | $ 21,564,000 | $ 21,564,000 | $ 21,564,000 | $ 21,564,000 | $ 21,564,000 | $ 21,564,000 | $ 21,564,000 | 86,256,000 | 86,256,000 | $ 86,256,000 | ||
Share-based Payment Arrangement, Expense | 6,100,000 | 6,700,000 | $ 4,500,000 | |||||||||||||
5.11 Tactical | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
Noncontrolling interest | $ 12,056,000 | $ 9,873,000 | ||||||||||||||
5.11 Tactical | Primary | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 97.60% | 97.50% | 97.50% | ||||||||||||
5.11 Tactical | Fully Diluted | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 88.90% | 88.70% | 85.50% | ||||||||||||
Ergobaby | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
Noncontrolling interest | $ 27,036,000 | $ 25,362,000 | ||||||||||||||
Ergobaby | Primary | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 81.90% | 81.90% | 82.70% | ||||||||||||
Ergobaby | Fully Diluted | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 75.80% | 76.40% | 76.60% | ||||||||||||
Liberty | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
Noncontrolling interest | $ 2,936,000 | $ 3,342,000 | ||||||||||||||
Liberty | Primary | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 91.20% | 88.60% | 88.60% | ||||||||||||
Liberty | Fully Diluted | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 86.00% | 85.20% | 84.70% | ||||||||||||
ACI | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
Noncontrolling interest | $ 3,670,000 | $ (1,236,000) | ||||||||||||||
ACI | Primary | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 69.40% | 69.40% | 69.40% | ||||||||||||
ACI | Fully Diluted | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 65.40% | 69.20% | 69.20% | ||||||||||||
Arnold Magnetics | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
Noncontrolling interest | $ 1,255,000 | $ 1,176,000 | ||||||||||||||
Arnold Magnetics | Primary | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 96.70% | 96.70% | 96.70% | ||||||||||||
Arnold Magnetics | Fully Diluted | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 80.20% | 79.40% | 84.70% | ||||||||||||
Foam Fabricators | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
Noncontrolling interest | $ 1,873,000 | $ 848,000 | ||||||||||||||
Foam Fabricators | Primary | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 100.00% | 100.00% | |||||||||||||
Foam Fabricators | Fully Diluted | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 91.50% | 91.50% | |||||||||||||
Sterno Candle Lamp | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
Noncontrolling interest | $ (884,000) | $ (2,067,000) | ||||||||||||||
Sterno Candle Lamp | Primary | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 100.00% | 100.00% | 100.00% | ||||||||||||
Sterno Candle Lamp | Fully Diluted | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 88.50% | 88.90% | 89.50% | ||||||||||||
Allocation Interests [Member] | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
Noncontrolling interest | $ 100,000 | $ 100,000 | ||||||||||||||
Velocity Outdoor | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
Noncontrolling interest | $ 2,506,000 | $ 2,524,000 | ||||||||||||||
Velocity Outdoor | Primary | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 99.30% | 99.20% | 98.80% | ||||||||||||
Velocity Outdoor | Fully Diluted | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
% Ownership | [1] | 93.90% | 91.00% | 89.20% | ||||||||||||
Sterno Products | ||||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 57,700,000 | |||||||||||||||
Stock Repurchased During Period, Shares | 58,000 | |||||||||||||||
[1] | The principal difference between primary and fully diluted percentages of our operating segments is due to stock option issuances of operating segment stock to management of the respective business. |
Noncontrolling Interest - Summa
Noncontrolling Interest - Summary of Each Purchase of Noncontrolling Interest (Detail) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Jan. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Noncontrolling Interest [Line Items] | |||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 50,548,000 | $ 39,922,000 | |||
5.11 Tactical | |||||
Noncontrolling Interest [Line Items] | |||||
Stockholders' Equity Attributable to Noncontrolling Interest | 12,056,000 | 9,873,000 | |||
Velocity Outdoor | |||||
Noncontrolling Interest [Line Items] | |||||
Stockholders' Equity Attributable to Noncontrolling Interest | 2,506,000 | 2,524,000 | |||
Ergobaby | |||||
Noncontrolling Interest [Line Items] | |||||
Stockholders' Equity Attributable to Noncontrolling Interest | 27,036,000 | 25,362,000 | |||
Liberty | |||||
Noncontrolling Interest [Line Items] | |||||
Stockholders' Equity Attributable to Noncontrolling Interest | 2,936,000 | 3,342,000 | |||
ACI | |||||
Noncontrolling Interest [Line Items] | |||||
Stockholders' Equity Attributable to Noncontrolling Interest | 3,670,000 | (1,236,000) | |||
Arnold Magnetics | |||||
Noncontrolling Interest [Line Items] | |||||
Stockholders' Equity Attributable to Noncontrolling Interest | 1,255,000 | 1,176,000 | |||
Foam Fabricators | |||||
Noncontrolling Interest [Line Items] | |||||
Stockholders' Equity Attributable to Noncontrolling Interest | 1,873,000 | 848,000 | |||
Sterno Candle Lamp | |||||
Noncontrolling Interest [Line Items] | |||||
Stockholders' Equity Attributable to Noncontrolling Interest | (884,000) | (2,067,000) | |||
Allocation Interests [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 100,000 | $ 100,000 | |||
Primary | 5.11 Tactical | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 97.60% | 97.50% | 97.50% | |
Primary | Velocity Outdoor | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 99.30% | 99.20% | 98.80% | |
Primary | Ergobaby | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 81.90% | 81.90% | 82.70% | |
Primary | Liberty | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 91.20% | 88.60% | 88.60% | |
Primary | ACI | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 69.40% | 69.40% | 69.40% | |
Primary | Arnold Magnetics | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 96.70% | 96.70% | 96.70% | |
Primary | Foam Fabricators | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 100.00% | 100.00% | ||
Primary | Sterno Candle Lamp | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 100.00% | 100.00% | 100.00% | |
Fully Diluted | 5.11 Tactical | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 88.90% | 88.70% | 85.50% | |
Fully Diluted | Velocity Outdoor | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 93.90% | 91.00% | 89.20% | |
Fully Diluted | Ergobaby | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 75.80% | 76.40% | 76.60% | |
Fully Diluted | Liberty | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 86.00% | 85.20% | 84.70% | |
Fully Diluted | ACI | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 65.40% | 69.20% | 69.20% | |
Fully Diluted | Arnold Magnetics | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 80.20% | 79.40% | 84.70% | |
Fully Diluted | Foam Fabricators | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 91.50% | 91.50% | ||
Fully Diluted | Sterno Candle Lamp | |||||
Noncontrolling Interest [Line Items] | |||||
% Ownership | [1] | 88.50% | 88.90% | 89.50% | |
Sterno Products | |||||
Noncontrolling Interest [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 57,700,000 | ||||
Stock Repurchased During Period, Shares | 58,000 | ||||
Business Combination, Consideration Transferred | $ 6,000,000 | ||||
Sterno Products | |||||
Noncontrolling Interest [Line Items] | |||||
Ownership percentage intercompany loan agreement | 100.00% | ||||
[1] | The principal difference between primary and fully diluted percentages of our operating segments is due to stock option issuances of operating segment stock to management of the respective business. |
Supplemental Data - Summary of
Supplemental Data - Summary of Supplemental Balance Sheet Data (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Summary of accrued expenses: | ||
Accrued payroll and fringes | $ 26,274 | $ 24,426 |
Accrued taxes | 10,025 | 5,755 |
Income taxes payable | 3,543 | 5,104 |
Accrued interest | 5,812 | 5,773 |
Accrued rebates | 6,871 | 11,038 |
Warranty payable | 1,583 | 1,528 |
Accrued inventory | 32,471 | 35,426 |
Other accrued expenses | 22,189 | 17,562 |
Total | 108,768 | 106,612 |
Warranty liability: | ||
Beginning balance | 1,624 | 2,197 |
Accrual | 2,238 | 3,531 |
Warranty payments | (2,279) | (4,258) |
Other (1) | 0 | 154 |
Ending balance | $ 1,583 | $ 1,624 |
Supplemental Data - Summary o_2
Supplemental Data - Summary of Supplemental Cash Flow Data (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |||
Interest paid | $ 57,904 | $ 51,298 | $ 27,375 |
Taxes paid | $ 19,225 | $ 14,002 | $ 16,043 |
Supplemental Data - Statement o
Supplemental Data - Statement of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Foreign currency gain (loss) | $ 46 | $ (5,355) | $ 3,462 |
Gain (loss) on sale of capital assets | (1,730) | (158) | 7 |
Other income (expense) | (501) | 368 | (724) |
Other expense, net | $ (2,185) | $ (5,145) | $ 2,745 |
Equity Method Investment - Addi
Equity Method Investment - Additional Information (Detail) - USD ($) $ in Thousands | Jul. 10, 2014 | Jul. 31, 2014 | Mar. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Nov. 30, 2016 |
Subsidiary, Sale of Stock [Line Items] | ||||||||
Proceeds from sale of Fox shares, net | $ (136,100) | |||||||
Company's ownership interest before transaction | 53.00% | |||||||
Company's ownership interest after transaction | 41.00% | |||||||
Gain on deconsolidation of subsidiary | $ 264,300 | |||||||
Investment owned, balance, shares | 15,108,718 | |||||||
Loss on equity method investment | $ 0 | $ 0 | $ 5,620 | |||||
Equity Method Investment, Amount Sold | 5,108,718 | |||||||
Profit Allocation Payment Declared | $ 25,800 | |||||||
FOX | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Proceeds from sale of Fox shares, net | $ (136,100) | |||||||
Non-controlling interest percent | 14.00% | |||||||
Ownership percentage | 14.00% | |||||||
Subsidiaries | Secondary Offering | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Number of shares to be sold by shareholders | 5,750,000 | |||||||
Parent Company | Secondary Offering | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Number of shares to be sold by shareholders | 4,466,569 | |||||||
Corporate Joint Venture | Arnold Magnetics | ||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||
Non-controlling interest percent | 50.00% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Operating Lease, Payments | $ 25,077 | |||
Operating Lease, Right-of-Use Asset | $ 92,355 | $ 90,600 | ||
Operating Lease, Weighted Average Remaining Lease Term | 6 years 5 months 26 days | |||
Operating Lease, Cost | $ 26,800 | $ 24,600 | $ 14,800 | |
Operating lease expiration period | One year or more | |||
Operating Lease, Weighted Average Discount Rate, Percent | 7.81% | |||
Operating Lease, Liability, Current | $ 18,892 | |||
Operating Lease, Liability, Noncurrent | 76,955 | |||
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | 18,146 | |||
Present value of lease liabilities | $ 95,847 | $ 97,400 |
Commitments and Contingencies_2
Commitments and Contingencies - Summary of Future Minimum Rental Commitments under Operating Leases (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 01, 2019 |
Commitments and Contingencies Disclosure [Abstract] | ||
2020 | $ 26,004 | |
2021 | 23,041 | |
2022 | 20,798 | |
2023 | 14,808 | |
2024 | 11,488 | |
Thereafter | 38,595 | |
Lessee, Operating Lease, Liability, Payments, Due | 134,734 | |
Less: Interest | 38,887 | |
Present value of lease liabilities | $ 95,847 | $ 97,400 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) $ / shares in Units, $ in Thousands | Jul. 10, 2014shares | May 16, 2006 | Jul. 31, 2014USD ($) | Sep. 30, 2018USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2019USD ($)executivevendor | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Nov. 20, 2019$ / shares | Mar. 13, 2018$ / shares | Feb. 15, 2018USD ($) | Jun. 02, 2017USD ($) | Dec. 31, 2016 | Nov. 30, 2016 |
Related Party Transaction [Line Items] | ||||||||||||||
Proceeds To Parent From Shares Sold to Subsidiary | $ 136,100 | |||||||||||||
Notes Payable, Related Parties | $ 11,100 | |||||||||||||
Unpaid management fees incurred | $ 8,049 | $ 11,093 | ||||||||||||
Percentage of allocation agreement | 51.00% | 51.00% | ||||||||||||
Document Period End Date | Dec. 31, 2019 | |||||||||||||
Integration service fees | $ 300 | $ 2,700 | $ 3,100 | |||||||||||
Reimbursement of occupancy and staffing costs to CGM | 5,600 | 4,100 | 3,800 | |||||||||||
Company's ownership interest before transaction | 53.00% | |||||||||||||
Company's ownership interest after transaction | 41.00% | |||||||||||||
Investment owned, balance, shares | shares | 15,108,718 | |||||||||||||
Gain on deconsolidation of subsidiary | $ 264,300 | |||||||||||||
Preferred Stock, Redemption Price Per Share | $ / shares | $ 25 | $ 25 | ||||||||||||
Management fees | 37,030 | 43,443 | 31,843 | |||||||||||
Secondary Offering | Subsidiaries | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of shares to be sold by shareholders | shares | 5,750,000 | |||||||||||||
Secondary Offering | Parent Company | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of shares to be sold by shareholders | shares | 4,466,569 | |||||||||||||
Retained Earnings | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Distributions Made to Holders of Allocation Interests, Cash Distributions Paid | (60,400) | (39,200) | ||||||||||||
Velocity Outdoor | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Integration service fees | 1,500 | |||||||||||||
5.11 Tactical | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Integration service fees | 3,500 | |||||||||||||
Integration service fees | 2,300 | |||||||||||||
Velocity Outdoor | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Integration service fees | $ 1,500 | |||||||||||||
Integration service fees | 750 | 750 | ||||||||||||
Foam Fabricators | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Integration service fees | 2,300 | $ 2,250 | ||||||||||||
Integration service fees | $ 300 | $ 2,000 | ||||||||||||
Employees and Partners of the Manager | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Percentage of allocation agreement | 49.00% | 49.00% | ||||||||||||
Board of Directors Chairman | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Percentage of allocation agreement | 5.00% | 5.00% | ||||||||||||
Founding Partner | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Percentage of allocation agreement | 41.00% | 41.00% | ||||||||||||
Liberty | Non-Controlling Interest | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Effect of FOX IPO proceeds | $ 0 | |||||||||||||
FOX | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Period to acquired controlling interest in business on fifth anniversary | 30 days | |||||||||||||
Management Service Agreement with CGM | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Management fees paid equal to net asset | 0.50% | |||||||||||||
Management fees | $ 37,030 | $ 43,443 | 31,843 | |||||||||||
Management Service Agreement with CGM | Velocity Outdoor | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Management fees | 500 | 500 | 290 | |||||||||||
Management Fee Expense, Waived | $ 600 | |||||||||||||
Management Service Agreement with CGM | Liberty | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Management fees | 500 | 500 | 500 | |||||||||||
Management Service Agreement with CGM | Ergobaby | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Management fees | 500 | 500 | 500 | |||||||||||
Management Service Agreement with CGM | ACI | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Management fees | $ 500 | 500 | 500 | |||||||||||
Vendor | 5.11 Tactical | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Non-controlling interest percent | 40.00% | |||||||||||||
Purchases from related party | $ 4,400 | $ 5,000 | 5,600 | |||||||||||
Vendor | Executive Officer | 5.11 Tactical | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of Related Party Vendors | vendor | 1 | |||||||||||||
CGI Diversified Holdings LP | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Percentage of allocation agreement | 5.00% | 5.00% | ||||||||||||
FOX | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Proceeds To Parent From Shares Sold to Subsidiary | $ 136,100 | |||||||||||||
Non-controlling interest percent | 14.00% | |||||||||||||
Ownership percentage | 14.00% | |||||||||||||
Purchase of Raw Materials | Liberty | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of Related Party Vendors | vendor | 2 | |||||||||||||
Purchase of Raw Materials | Liberty | Executive Officer | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of Related Parties | executive | 2 | |||||||||||||
Purchase of Raw Materials | Family Members of Management, Vendor | Liberty | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Purchases from related party | $ 500 | $ 2,100 | $ 2,100 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Incurred Management Fees (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | $ 37,030 | $ 43,443 | $ 31,843 |
Management Service Agreement with CGM | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 37,030 | 43,443 | 31,843 |
Management Service Agreement with CGM | 5.11 Tactical | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 1,000 | 1,000 | 1,000 |
Management Service Agreement with CGM | Velocity Outdoor | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 500 | 500 | 290 |
Management Service Agreement with CGM | Ergobaby | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 500 | 500 | 500 |
Management Service Agreement with CGM | Liberty | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 500 | 500 | 500 |
Management Service Agreement with CGM | ACI | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 500 | 500 | 500 |
Management Service Agreement with CGM | Arnold Magnetics | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 500 | 500 | 500 |
Management Service Agreement with CGM | Foam Fabricators | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 750 | 658 | |
Management Service Agreement with CGM | Sterno Candle Lamp | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | 500 | 500 | 500 |
Management Service Agreement with CGM | Corporate | |||
Schedule of Other Related Party Transactions [Line Items] | |||
Management Fee | $ 32,280 | $ 38,785 | $ 28,053 |
Unaudited Quarterly Financial_3
Unaudited Quarterly Financial Data - Summary of Unaudited Quarterly Financial Data (Detail) - USD ($) $ / shares in Units, $ in Thousands | Jul. 10, 2014 | Feb. 28, 2019 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 28, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Selected Quarterly Financial Information [Line Items] | ||||||||||||||
Impairment expense | $ 500 | $ 33,400 | $ 32,881 | $ 0 | $ 8,864 | |||||||||
Goodwill impairment expense | 32,881 | |||||||||||||
Revenues | 386,999 | 388,313 | $ 336,084 | $ 338,857 | $ 370,918 | $ 360,283 | $ 339,989 | $ 286,130 | 1,450,253 | 1,357,320 | 1,002,783 | |||
Gross profit | 140,790 | 136,535 | 122,563 | 119,555 | 123,479 | 123,997 | 118,479 | 103,887 | 519,443 | 469,842 | 361,389 | |||
Operating income | 27,644 | (1,267) | 20,208 | 13,611 | 19,255 | 20,864 | 11,702 | 4,807 | 60,196 | 56,628 | 24,501 | |||
Loss from continuing operations | 4,543 | (28,582) | (3,806) | (12,928) | (7,459) | (657) | (8,262) | (2,499) | (40,773) | (18,877) | 14,110 | |||
Net income (loss) attributable to Holdings | $ 3,808 | $ (27,785) | $ 216,534 | $ 109,308 | $ (7,179) | $ 4,726 | $ (908) | $ (2,341) | $ 301,865 | $ (5,702) | $ 27,991 | |||
Continuing operations (in dollars per share) | $ (0.24) | $ (1.33) | $ (0.32) | $ (0.34) | $ (0.28) | $ (0.18) | $ (0.24) | $ (0.11) | $ (2.17) | $ (0.73) | $ (0.77) | |||
Income (Loss) from Discontinued Operations and Disposal of Discontinued Operations, Net of Tax, Per Diluted Share | $ 0.01 | $ 0.03 | 3.70 | 2.06 | $ 0.03 | 0.11 | 0.14 | 0.02 | $ 5.81 | $ 0.31 | $ 0.33 | |||
Goodwill, impaired, accumulated impairment loss | $ 57,745 | $ 24,864 | $ 57,745 | $ 24,864 | ||||||||||
Disposal group, not discontinued operation, gain (loss) on disposal | $ (121,700) | |||||||||||||
Basic and fully diluted income (loss) per share attributable to Holdings: | ||||||||||||||
Basic and fully income (loss) per share attributable to Holdings (in dollars per share) | $ (0.23) | $ (1.30) | $ 3.38 | $ 1.72 | $ (0.25) | $ (0.07) | $ (0.10) | $ (0.09) | ||||||
Company's ownership interest after transaction | 41.00% | |||||||||||||
Loss on debt extinguishment | (12,319) | (744) | $ 0 | |||||||||||
Income from discontinued operations | $ 0 | $ 0 | $ 15,474 | $ 1,427 | $ 898 | $ 6,423 | $ 7,630 | $ 878 | 16,901 | 15,829 | 19,162 | |||
Gain on sale of discontinued operations, net of income tax | 331,013 | 1,258 | 340 | |||||||||||
Clean Earth | ||||||||||||||
Selected Quarterly Financial Information [Line Items] | ||||||||||||||
Net sales | $ 132,737 | 266,916 | 211,247 | |||||||||||
Disposal group, not discontinued operation, gain (loss) on disposal | (209,300) | |||||||||||||
Basic and fully diluted income (loss) per share attributable to Holdings: | ||||||||||||||
Gross profit | 39,678 | 75,470 | 61,219 | |||||||||||
Operating income | 6,232 | 14,443 | 12,037 | |||||||||||
Income from discontinued operations | $ 17,487 | 16,151 | 27,258 | |||||||||||
Gain on sale of discontinued operations, net of income tax | 206,300 | |||||||||||||
Manitoba Harvest | ||||||||||||||
Selected Quarterly Financial Information [Line Items] | ||||||||||||||
Net sales | $ 10,024 | 67,437 | 55,699 | |||||||||||
Basic and fully diluted income (loss) per share attributable to Holdings: | ||||||||||||||
Gross profit | 4,874 | 28,877 | 25,101 | |||||||||||
Operating income | (1,118) | (1,754) | (9,332) | |||||||||||
Income from discontinued operations | $ (586) | $ (323) | $ (8,096) | |||||||||||
Gain on sale of discontinued operations, net of income tax | 121,700 | |||||||||||||
Arnold | ||||||||||||||
Selected Quarterly Financial Information [Line Items] | ||||||||||||||
Goodwill impairment expense | $ 0 | |||||||||||||
Secondary Offering | Parent Company | ||||||||||||||
Basic and fully diluted income (loss) per share attributable to Holdings: | ||||||||||||||
Number of shares to be sold by shareholders | 4,466,569 | |||||||||||||
Discontinued Operations, Disposed of by Sale | ||||||||||||||
Selected Quarterly Financial Information [Line Items] | ||||||||||||||
Discontinued Operation, Gain on Disposal of Discontinued Operation, Net of Tax | $ 810 | $ 2,039 | $ 206,505 | $ 121,659 | $ 93 | $ 0 | $ 1,165 | $ 0 |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Deductions | $ 0 | $ 116 | $ 1,969 |
Allowance for Doubtful Accounts | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of year | 11,882 | 9,395 | 4,526 |
Additions, Charge to costs and expense | 7,259 | 3,779 | 15,298 |
Other | 0 | 2,965 | 1,164 |
Deductions | 4,341 | 4,257 | 11,593 |
Balance at end of Year | 14,800 | 11,882 | 9,395 |
Valuation Allowance of Deferred Tax Assets | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of year | 6,904 | 5,912 | 7,256 |
Additions, Charge to costs and expense | 1,195 | 1,108 | 625 |
Other | 0 | 0 | 0 |
Balance at end of Year | $ 8,099 | $ 6,904 | $ 5,912 |