Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Mar. 31, 2021 | May 26, 2021 | Sep. 30, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K/A | ||
Document Annual Report | true | ||
Document Period End Date | Mar. 31, 2021 | ||
Document Transition Report | false | ||
Entity File Number | 001-35159 | ||
Entity Registrant Name | THERMON GROUP HOLDINGS, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 27-2228185 | ||
Entity Address, Address Line One | 7171 Southwest Parkway, | ||
Entity Address, Address Line Two | Building 300, | ||
Entity Address, Address Line Three | Suite 200, | ||
Entity Address, City or Town | Austin, | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 78735 | ||
City Area Code | 512 | ||
Local Phone Number | 690-0600 | ||
Title of 12(b) Security | Common Stock, $0.001 par value per share | ||
Trading Symbol | THR | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Public Float | $ 367,767,182 | ||
Entity Common Stock, Shares Outstanding | 33,245,749 | ||
Documents Incorporated by Reference | As permitted by General Instruction G of Form 10-K, certain portions, as expressly described in this report, of the registrant's Definitive Proxy Statement for the 2021 Annual Meeting of Stockholders to be filed with the SEC are incorporated by reference into Part III of this Annual Report on Form 10-K. | ||
Entity Central Index Key | 0001489096 | ||
Current Fiscal Year End Date | --03-31 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | true |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | |||
Sales | $ 276,181 | $ 383,486 | $ 412,642 |
Cost of sales | 158,938 | 221,848 | 236,702 |
Gross profit | 117,243 | 161,638 | 175,940 |
Operating expenses: | |||
Marketing, general, administrative, and engineering | 91,398 | 111,202 | 106,660 |
Amortization of intangible assets | 9,445 | 17,773 | 20,771 |
Restructuring and other charges/(income) | 8,623 | 0 | 0 |
Income from operations | 7,777 | 32,663 | 48,509 |
Other income/(expenses): | |||
Interest income | 76 | 252 | 238 |
Interest expense | (10,261) | (14,279) | (15,714) |
Other income/(expense) | 2,135 | (1,558) | 109 |
Income/(loss) before provision for income taxes | (273) | 17,078 | 33,142 |
Income tax expense/(benefit) | (1,438) | 5,142 | 9,973 |
Net income/(loss) | 1,165 | 11,936 | 23,169 |
Income (loss) attributable to non-controlling interests | 0 | (2) | 413 |
Net income/(loss) available to Thermon Group Holdings, Inc. | 1,165 | 11,938 | 22,756 |
Other comprehensive income (loss): | |||
Net income/(loss) available to Thermon Group Holdings, Inc. | 1,165 | 11,938 | 22,756 |
Foreign currency translation adjustment | 28,615 | (15,485) | (13,233) |
Other | (640) | 540 | 825 |
Total comprehensive income (loss) | $ 29,140 | $ (3,007) | $ 10,348 |
Net income/(loss) per common share: | |||
Basic (in dollars per share) | $ 0.04 | $ 0.36 | $ 0.70 |
Diluted (in dollars per share) | $ 0.03 | $ 0.36 | $ 0.69 |
Weighted-average shares used in computing net income/(loss) per common share: | |||
Basic (in shares) | 33,134,592 | 32,760,327 | 32,568,541 |
Diluted (in shares) | 33,340,954 | 33,148,670 | 33,054,304 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 40,124 | $ 43,237 |
Accounts receivable, net of allowance for doubtful accounts of $2,074 and $834 as of March 31, 2021 and 2020, respectively | 74,501 | 92,478 |
Inventories, net | 63,790 | 60,273 |
Contract assets | 11,379 | 10,194 |
Prepaid expenses and other current assets | 8,784 | 9,219 |
Income tax receivable | 8,231 | 2,535 |
Total current assets | 206,809 | 217,936 |
Property, plant and equipment, net of depreciation and amortization of $55,555 and $43,550 as of March 31, 2021 and 2020, respectively | 72,630 | 72,542 |
Goodwill | 213,038 | 197,978 |
Intangible assets, net | 103,784 | 104,546 |
Operating lease right-of-use assets | 12,619 | 16,637 |
Deferred income taxes | 2,586 | 2,904 |
Other long-term assets | 6,412 | 8,362 |
Total assets | 617,878 | 620,905 |
Current liabilities: | ||
Accounts payable | 19,722 | 25,070 |
Accrued liabilities | 23,517 | 23,757 |
Current portion of long-term debt | 2,500 | 2,500 |
Contract liabilities | 2,959 | 4,538 |
Lease liabilities | 3,511 | 3,553 |
Income taxes payable | 219 | 1,217 |
Total current liabilities | 52,428 | 60,635 |
Long-term debt, net of current maturities and deferred debt issuance costs and debt discounts of $2,983 and $4,447 as of March 31, 2021 and 2020, respectively | 143,017 | 169,053 |
Deferred income taxes | 21,088 | 22,245 |
Non-current lease liabilities | 12,373 | 15,571 |
Other non-current liabilities | 9,811 | 6,962 |
Total liabilities | 238,717 | 274,466 |
Equity | ||
Common stock: $.001 par value; 150,000,000 authorized; 33,225,808 and 32,916,818 shares issued and outstanding at March 31, 2021 and 2020, respectively | 33 | 33 |
Preferred stock: $.001 par value; 10,000,000 authorized; no shares issued and outstanding | 0 | 0 |
Additional paid in capital | 231,322 | 227,741 |
Accumulated other comprehensive loss | (35,919) | (63,894) |
Retained earnings | 183,725 | 182,559 |
Total equity | 379,161 | 346,439 |
Total liabilities and equity | $ 617,878 | $ 620,905 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts (in dollars) | $ 2,074 | $ 834 |
Debt issuance costs, net | $ 2,983 | $ 4,447 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 33,225,808 | 32,916,818 |
Common stock, shares outstanding | 33,225,808 | 32,916,818 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Consolidated Statement of Equit
Consolidated Statement of Equity Consolidated Statement of Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Non-controlling Interests | Accumulated Other Comprehensive Income (Loss) | DirectorsCommon Stock | EmployeesCommon Stock | Executive OfficersCommon Stock |
Balance, beginning of period, shares at Mar. 31, 2018 | 32,492,339 | ||||||||
Balance, beginning of period at Mar. 31, 2018 | $ 340,853 | $ 32 | $ 222,622 | $ 148,812 | $ 5,928 | $ (36,541) | |||
Issuance of common stock in exercise of stock options, shares | 37,906 | ||||||||
Issuance of common stock in exercise of stock options | 396 | 396 | |||||||
Issuance of restricted stock as deferred compensation to employees and directors, shares | 20,064 | ||||||||
Issuance of common stock in lieu of compensation, shares | 51,775 | 22,116 | |||||||
Issuance of common stock as deferred compensation to employees | 1 | $ 1 | |||||||
Stock compensation expense | 4,148 | 4,148 | |||||||
Excess tax deduction from stock options | (598) | (598) | |||||||
Net income (loss) | 22,756 | 22,756 | |||||||
Foreign curency translation adjustment | (13,233) | (13,233) | |||||||
Other | 825 | 825 | |||||||
Purchase of non-controlling interest | (947) | (947) | |||||||
Distribution to non-controlling interest | (947) | (947) | |||||||
Remeasurement of non-controlling interest | (3,528) | 3,528 | |||||||
Purchase of non-controlling interest | (5,665) | (5,665) | |||||||
Income attributable to non-controlling interests | 413 | 413 | |||||||
Balance, end of period, shares at Mar. 31, 2019 | 32,624,200 | ||||||||
Balance, end of period at Mar. 31, 2019 | 348,949 | $ 33 | 223,040 | 170,621 | 4,204 | (48,949) | |||
Issuance of common stock in exercise of stock options, shares | 159,062 | ||||||||
Issuance of common stock in exercise of stock options | 1,016 | 1,016 | |||||||
Issuance of restricted stock as deferred compensation to employees and directors, shares | 26,608 | ||||||||
Issuance of common stock in lieu of compensation, shares | 59,570 | 47,378 | |||||||
Issuance of common stock as deferred compensation to employees | 0 | $ 0 | |||||||
Stock compensation expense | 4,960 | 4,960 | |||||||
Excess tax deduction from stock options | (969) | (969) | |||||||
Net income (loss) | 11,938 | 11,938 | |||||||
Foreign curency translation adjustment | (15,485) | (15,485) | |||||||
Interest rate swap | 540 | 540 | |||||||
Purchase of non-controlling interest | (4,508) | (4,508) | |||||||
Distribution to non-controlling interest | (4,508) | (4,508) | |||||||
Remeasurement of non-controlling interest | (306) | 306 | |||||||
Income attributable to non-controlling interests | $ (2) | (2) | |||||||
Balance, end of period, shares at Mar. 31, 2020 | 32,916,818 | 32,916,818 | |||||||
Balance, end of period at Mar. 31, 2020 | $ 346,439 | $ 33 | 227,741 | 182,559 | 0 | (63,894) | |||
Issuance of common stock in exercise of stock options, shares | 97,156 | ||||||||
Issuance of common stock in exercise of stock options | 629 | 629 | |||||||
Issuance of restricted stock as deferred compensation to employees and directors, shares | 52,098 | ||||||||
Issuance of common stock in lieu of compensation, shares | 88,254 | 71,482 | |||||||
Issuance of common stock as deferred compensation to employees | 0 | $ 0 | |||||||
Stock compensation expense | 3,728 | 3,728 | |||||||
Excess tax deduction from stock options | (784) | (784) | |||||||
Net income (loss) | 1,165 | 1,165 | |||||||
Foreign curency translation adjustment | 28,615 | 28,615 | |||||||
Other | (631) | (8) | (640) | ||||||
Income attributable to non-controlling interests | $ 0 | ||||||||
Balance, end of period, shares at Mar. 31, 2021 | 33,225,808 | 33,225,808 | |||||||
Balance, end of period at Mar. 31, 2021 | $ 379,161 | $ 33 | $ 231,322 | $ 183,725 | $ 0 | $ (35,919) |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Operating activities | |||
Net income | $ 1,165 | $ 11,936 | $ 23,169 |
Adjustment to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 20,722 | 28,275 | 29,965 |
Amortization of debt costs | 1,525 | 1,885 | 1,756 |
Amortization of inventory step-up | 0 | 0 | 170 |
Stock compensation expense | 3,728 | 4,960 | 4,148 |
Loss on sale of business, net of cash surrendered | 2,065 | 0 | 0 |
Deferred income taxes | (3,072) | (3,737) | (5,552) |
Long-term cross currency swap loss/(gain) | 5,842 | (2,580) | (3,313) |
Reserve (release) for uncertain tax positions | 79 | (408) | 1,136 |
Remeasurement loss/(gain) on intercompany balances | (6,227) | 6,169 | 4,147 |
Changes in operating assets and liabilities: | |||
Accounts receivable | 22,930 | 9,449 | (14,541) |
Inventories | (549) | 1,407 | (3,432) |
Contract assets | (2,693) | 12,220 | (11,990) |
Other current and non-current assets | (2,127) | (2,915) | (370) |
Accounts payable | (5,651) | 3,407 | (21) |
Accrued liabilities and non-current liabilities | (608) | (284) | 4,076 |
Income taxes payable and receivable | (6,840) | 942 | (6,121) |
Net cash provided by operating activities | 30,289 | 70,726 | 23,227 |
Investing activities | |||
Purchases of property, plant and equipment | (8,132) | (10,855) | (12,036) |
Sales of rental equipment | 300 | 603 | 981 |
Proceeds from the sale of property, plant and equipment | 0 | 242 | 33 |
Proceeds from the sale of investments | 0 | 0 | 952 |
Net cash used in investing activities | (7,832) | (10,010) | (10,070) |
Financing activities | |||
Payments on long-term debt and revolving credit facility | (64,963) | (51,883) | (40,323) |
Proceeds from revolving credit facility | 37,189 | 10,000 | 33,241 |
Purchase of shares from non-controlling interests | 0 | (4,508) | (5,665) |
Distribution to non-controlling interest | 0 | 0 | (947) |
Lease financing | (276) | (196) | (205) |
Issuance of common stock including exercise of stock options | 629 | 1,016 | 396 |
Repurchase of employee stock units on vesting | (784) | (969) | (598) |
Net cash provided by (used in) financing activities | (28,205) | (46,540) | (14,101) |
Effect of exchange rate changes on cash and cash equivalents | 2,192 | (2,011) | (1,542) |
Change in cash and cash equivalents | (3,556) | 12,165 | (2,486) |
Cash, cash equivalents and restricted cash at beginning of period | 46,006 | 33,841 | 36,327 |
Cash, cash equivalents and restricted cash at end of period | 42,450 | 46,006 | 33,841 |
Interest paid | 8,736 | 12,397 | 13,959 |
Income taxes paid | 9,667 | 12,614 | 22,260 |
Income tax refunds received | $ 2,070 | $ 4,842 | $ 900 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 12 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Summary of Significant Accounting Policies | Organization and Summary of Significant Accounting Policies Organization On April 30, 2010, a group of investors led by entities affiliated with CHS Capital LLC ("CHS") and two other private equity firms acquired a controlling interest in Thermon Holding Corp. and its subsidiaries from Thermon Holdings, LLC ("Predecessor") for approximately $321,500 in a transaction that was financed by approximately $129,252 of equity investments by CHS, two other private equity firms and certain members of our former management team (collectively, the "management investors") and $210,000 of debt raised in an exempt Rule 144A senior secured note offering to qualified institutional investors (collectively, the "CHS Transactions"). The proceeds from the equity investments and debt financing were used both to finance the acquisition and pay related transaction costs. As a result of the CHS Transactions, Thermon Group Holdings, Inc. became the ultimate parent of Thermon Holding Corp. Thermon Group Holdings, Inc. and its direct and indirect subsidiaries are referred to collectively as "we," "our," or the "Company" herein. Canadian Emergency Wage Subsidy On April 11, 2020, the Canadian government officially enacted the Canadian Emergency Wage Subsidy (the “CEWS”) for the purposes of assisting employers in financial hardship due to the COVID-19 pandemic and of reducing potential lay-offs of employees. The CEWS, which was made retroactive to March 15, 2020, generally provides “eligible entities” with a wage subsidy of up to 75% of “eligible remuneration” paid to an eligible employee per week, limited to a certain weekly maximum. On September 23, 2020, the Canadian government announced that the CEWS program would be extended through the summer of 2021 and announced certain modifications to the subsidy calculation. Our Canadian operations have benefited from such wage subsidies and have received distributions from the Canadian government. During fiscal 2021, we recorded subsidies in the amount of $6,842, as an offset to the related underlying expenses and assets, accordingly. Basis of Consolidation The consolidated financial statements include the accounts of the Company, its subsidiaries and entities in which the Company has a controlling financial interest. The ownership of non-controlling investors is recorded as non-controlling interests. All significant inter-company balances and transactions have been eliminated in consolidation. Consolidated subsidiaries domiciled in foreign countries comprised approximately 65%, 59% and 63%, of the Company's consolidated sales for fiscal 2021, fiscal 2020 and fiscal 2019, respectively, and 65% and 61%, of the Company's consolidated total assets at March 31, 2021 and 2020, respectively. Segment Reporting We maintain four reportable segments based on the four geographic countries or regions in which we operate: (i) United States and Latin America ("US-LAM"), (ii) Canada, (iii) Europe, Middle East and Africa ("EMEA") and (iv) Asia-Pacific ("APAC"). Profitability within our segments is measured by operating income. See Note 19, "Segment Information" for financial data relating to our four reportable geographic segments. Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results inevitably will differ from those estimates, and such differences may be material to the financial statements. Cash Equivalents Cash and cash equivalents consist of cash in bank and money market funds. All highly liquid investments purchased with original maturities of three months or less are considered to be cash equivalents. Restricted Cash The Company maintains restricted cash related to certain letter of credit guarantees and performance bonds securing performance obligations. The following table provides a reconciliation of cash, cash equivalents, restricted cash included in prepaid expenses and other current assets and restricted cash included in other long-term assets reported within the statement of financial position that sum to the total of the same such amounts shown in the statement of cash flows. March 31, March 31, March 31, Cash and cash equivalents $ 40,124 $ 43,237 $ 31,402 Restricted cash included in prepaid expenses and other current assets 1,962 2,421 1,624 Restricted cash included in other long-term assets 364 348 815 Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 42,450 $ 46,006 $ 33,841 Amounts shown in restricted cash included in prepaid expenses and other current assets and other long-term assets represent those required to be set aside by a contractual agreement, which contain cash deposits pledged as collateral on performance bonds and letters of credit. Amounts shown in restricted cash in other long-term assets represent such agreements that require a commitment term longer than one year. Receivables The Company's receivables are recorded at cost when earned and represent claims against third parties that will be settled in cash. The carrying value of the Company's receivables, net of allowance for doubtful accounts, represents its estimated net realizable value. If events or changes in circumstances indicate specific receivable balances may be impaired, further consideration is given to the Company's ability to collect those balances and the allowance is adjusted accordingly. The Company has established an allowance for doubtful accounts based upon an analysis of aged receivables. Past-due receivable balances are written-off when the Company's internal collection efforts have been unsuccessful in collecting the amounts due. The Company's primary base of customers operates in the chemical and petrochemical, oil and gas, power generation, rail and transit, and other industries; we are diversifying our customer base through numerous other end markets. Although the Company has a concentration of credit risk within these industries, the Company has not experienced significant collection losses on sales to these customers. The Company's foreign receivables are not concentrated within any one geographic segment nor are they subject to any current economic conditions that would subject the Company to unusual risk. The Company does not generally require collateral or other security from customers. The Company performs credit evaluations of new customers and sometimes requires deposits, prepayments or use of trade letters of credit to mitigate our credit risk. Allowance for doubtful account balances were $2,074 and $834 as of March 31, 2021 and 2020, respectively. Although we have fully provided for these balances, we continue to pursue collection of these receivables. The following table summarizes the annual changes in our allowance for doubtful accounts: Balance at March 31, 2018 $ 1,231 Additions to reserve 354 Write-off of uncollectible accounts (598) Balance at March 31, 2019 987 Additions to reserve 674 Write-off of uncollectible accounts (827) Balance at March 31, 2020 834 Additions to reserve 1,466 Write-off of uncollectible accounts (226) Balance at March 31, 2021 $ 2,074 Inventories Inventories, principally raw materials and finished goods, are valued at the lower of cost (weighted average cost) or net realizable value. We write down our inventory for estimated excess or obsolete inventory equal to the difference between the cost of inventory and estimated fair market value based on assumptions of future demand and market conditions. Fair market value is determined quarterly by comparing inventory levels of individual products and components to historical usage rates, current backlog and estimated future sales and by analyzing the age and potential applications of inventory, in order to identify specific products and components of inventory that are judged unlikely to be sold. Our finished goods inventory consists primarily of completed electrical cable that has been manufactured for various heat tracing solutions, as well as various types of immersion, circulation and space heaters for THS. Most of our manufactured product offerings are built to industry standard specifications that have general purpose applications and therefore are sold to a variety of customers in various industries. Some of our products, such as custom orders and ancillary components outsourced from third-party manufacturers, have more specific applications and therefore may be at a higher risk of inventory obsolescence. Inventory is written-off in the period in which the disposal occurs. Actual future write-offs of inventory may differ from estimates and calculations used to determine valuation allowances due to changes in customer demand, customer negotiations, product application, technology shifts and other factors. Historically, inventory obsolescence and potential excess cost adjustments have been within our expectations, and management does not believe that there is a reasonable likelihood that there will be a material change in future estimates or assumptions used to calculate the inventory valuation reserves. Revenue Recognition Effective April 1, 2018, we adopted Accounting Standards Codification Topic 606, Revenue from Contracts with Customers ("ASC 606") using the modified retrospective method and applying ASC 606 to all revenue contracts with customers which were not completed as of the date of adoption. In accordance with the modified retrospective approach, prior period amounts were not adjusted. We expect the impact of the adoption of the new standard to continue to be immaterial to revenues and net income on an ongoing basis. Please refer to Note 4 "Revenue from Contracts with Customers" for additional information. Property, Plant and Equipment Property, plant and equipment are stated at cost. Expenditures for renewals and improvements that significantly extend the useful life of an asset are capitalized. Expenditures for maintenance and repairs of assets are charged to operations as incurred. When assets are sold or retired, the cost and accumulated depreciation are removed from the accounts and any gain or loss is credited or charged to operations. Depreciation is computed using the straight-line method over the following lives: Useful Lives in Years Land improvements 15 - 20 Buildings and improvements 10 - 40 Machinery and equipment 3 - 25 Office furniture and equipment 3 - 10 Internally developed software 5 - 7 Goodwill and Other Intangible Assets We conduct a required annual review of goodwill for potential impairment in the fourth quarter, or sooner if events or changes in circumstances indicate that the fair value of a reporting unit is below its carrying value. Our reporting units are our operating segments: US-LAM, Canada, EMEA, and APAC. We have the option to perform a qualitative assessment to satisfy the annual test requirement if we believe that it is more likely than not that we do not have an impairment in any one of our reporting units. If the carrying value of a reporting unit that includes goodwill exceeds its fair value, which is determined using both the income approach and market approach, goodwill is considered impaired. The income approach determines fair value based on discounted cash flow model derived from a reporting unit’s long-term forecasted cash flows. The market approach determines fair value based on the application of earnings multiples of comparable companies to projected earnings of the reporting unit. The amount of impairment loss is measured as the difference between the carrying value and the fair value of a reporting unit but is limited to the total amount of goodwill allocated to the reporting unit. In performing the fair value analysis, management makes various judgments, estimates and assumptions, the most significant of which is the assumption related to revenue growth rates. The factors we considered in developing our estimates and projections for cash flows include, but are not limited to, the following: (i) macroeconomic conditions; (ii) industry and market considerations; (iii) costs, such as increases in raw materials, labor, or other costs; (iv) our overall financial performance; and, (v) other relevant entity-specific events that impact our reporting units. The determination of whether goodwill is impaired involves a significant level of judgment in the assumptions underlying the approach used to determine the estimated fair values of our reporting units. We believe that the estimates and assumptions used in our impairment assessment are reasonable; however, these assumptions are judgmental and variations in any assumptions could result in materially different calculations of fair value. We will continue to evaluate goodwill on an annual basis in our fourth quarter, and whenever events or changes in circumstances, such as significant adverse changes in operating results, market conditions, or changes in management’s business strategy indicate that there may be a probable indicator of impairment. It is possible that the assumptions used by management related to the evaluation may change or that actual results may vary significantly from management’s estimates. In fiscal 2021, 2020 and 2019, the Company determined that no impairment of goodwill existed. Other intangible assets include indefinite lived intangible assets for which we must also perform an annual test of impairment. The Company's indefinite lived intangible assets consist primarily of trademarks. The fair value of the Company's trademarks is calculated using a "relief from royalty payments" methodology. This approach involves first estimating reasonable royalty rates for each trademark then applying these royalty rates to a net sales stream and discounting the resulting cash flows to determine the fair value. The royalty rate is estimated using both a market and income approach. The market approach relies on the existence of identifiable transactions in the marketplace involving the licensing of trademarks similar to those owned by the Company. The income approach uses a projected pretax profitability rate relevant to the licensed income stream. We believe the use of multiple valuation techniques results in a more accurate indicator of the fair value of each trademark. This fair value is then compared with the carrying value of each trademark. The results of this test during the fourth quarter of our fiscal year indicated that there was no impairment of our indefinite life intangible assets during fiscal 2021, 2020 and 2019. Debt Issuance Costs The Company capitalizes and defers the costs associated with establishing our debt and financing arrangements. These costs are amortized as interest expense over the life of the loan or related financing. Additionally, for any unscheduled principal payments the Company will record incremental deferred debt charges on a pro rata basis of the unamortized deferred debt balance at the time of the repayment. When debt or the contract is retired prematurely, the proportionate unamortized deferred issuance costs are expensed as loss on retirement. Deferred debt issuance costs expensed as part of interest expense for fiscal 2021, 2020 and 2019 were $1,525, $1,885 and $1,756, respectively. Long-Lived Assets The Company evaluates its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amounts to the future undiscounted cash flows that the assets are expected to generate. If the long-lived assets are considered impaired, the impairment to be recognized equals the amount by which the carrying value of the asset exceeds the estimated fair value and is recorded in the period the determination was made. In fiscal 2021, 2020, and 2019, the Company determined that no impairment of long-lived assets existed. Stock-based Compensation We account for share-based payments to employees in accordance with ASC 718, Compensation-Stock Compensation , which requires that share-based payments (to the extent they are compensatory) be recognized in our consolidated statements of operations and comprehensive income/(loss) based on their fair values. As required by ASC 718, we recognize stock-based compensation expense for share-based payments that are expected to vest. In determining whether an award is expected to vest, we account for forfeitures as they occur, rather than estimate expected forfeitures. We are also required to determine the fair value of stock-based awards at the grant date. For option awards that are subject to service conditions and/or performance conditions, we estimate the fair values of employee stock options using a Black-Scholes-Merton valuation model. Some of our option grants and awards included a market condition for which we used a Monte Carlo pricing model to establish grant date fair value. These determinations require judgment, including estimating expected volatility. If actual results differ significantly from these estimates, stock-based compensation expense and our results of operations could be impacted. Income Taxes We account for income taxes under the asset and liability method that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in our financial statements or tax returns. Judgment is required in assessing the future tax consequences of events that have been recognized in our financial statements or tax returns. Variations in the actual outcome of these future tax consequences could materially impact our financial position, results of operations or effective tax rate. Significant judgment is required in determining our worldwide income tax provision. In the ordinary course of a global business, there are many transactions and calculations where the ultimate tax outcome is uncertain. Some of these uncertainties arise as a consequence of revenue sharing and cost reimbursement arrangements among related entities, the process of identifying items of revenue and expense that qualify for preferential tax treatment, and segregation of foreign and domestic earnings and expenses to avoid double taxation. Although we believe that our estimates are reasonable, the final tax outcome of these matters could be different from that which is reflected in our historical income tax provisions and accruals. Such differences could have a material effect on our income tax provision and net income in the period in which such determination is made. In estimating future tax consequences, all expected future events are considered other than enactments of changes in tax laws or rates. Valuation allowances are established when necessary to reduce deferred tax assets to amounts which are more likely than not to be realized. We consider future growth, forecasted earnings, future taxable income, the mix of earnings in the jurisdictions in which we operate, historical earnings, taxable income in prior years, if carryback is permitted under the law, and prudent and feasible tax planning strategies in determining the need for a valuation allowance. In the event we were to determine that we would not be able to realize all or part of our net deferred tax assets in the future, an adjustment to the deferred tax assets valuation allowance would be charged to earnings in the period in which we make such a determination, or goodwill would be adjusted at our final determination of the valuation allowance related to an acquisition within the measurement period. If we later determine that it is more likely than not that the net deferred tax assets would be realized, we would reverse the applicable portion of the previously provided valuation allowance as an adjustment to earnings at such time. The amount of income tax we pay is subject to ongoing audits by federal, state and foreign tax authorities, which often result in proposed assessments. Our estimate of the potential outcome for any uncertain tax issue is highly judgmental. We account for these uncertain tax issues pursuant to ASC 740, Income Taxes , which contains a two-step approach to recognizing and measuring uncertain tax positions taken or expected to be taken in a tax return. The first step is to determine if the weight of available evidence indicates that it is more likely than not that the tax position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement. Although we believe we have adequately reserved for our uncertain tax positions, no assurance can be given with respect to the final outcome of these matters. We adjust reserves for our uncertain tax positions due to changing facts and circumstances, such as the closing of a tax audit, judicial rulings, refinement of estimates or realization of earnings or deductions that differ from our estimates. To the extent that the final outcome of these matters is different than the amounts recorded, such differences generally will impact our provision for income taxes in the period in which such a determination is made. Our provisions for income taxes include the impact of reserve provisions and changes to reserves that are considered appropriate and also include the related interest and penalties. During fiscal 2018, we revised our permanent reinvestment position whereby we expect to repatriate future earnings. Given the significant changes and potential opportunities to repatriate cash tax free due to H.R.1, “An Act to Provide for Reconciliation Pursuant to Titles II and V of the Concurrent Resolution on the Budget for fiscal Year 2018” (the “Tax Act”) , we have reevaluated our current permanent reinvestment position. Accordingly, we will no longer assert a permanent reinvestment position in most of our foreign subsidiaries. We expect to repatriate certain earnings which will be subject to withholding taxes. These additional withholding taxes are being recorded as an additional deferred tax liability associated with the basis difference in such jurisdictions. Please see Note 18, "Income Taxes" for more information on the impacts of the Tax Act. Foreign Currency Transactions and Translation Exchange rate gains and losses that result from foreign currency transactions are recognized in income as they are realized. For the Company's non-U.S. dollar functional currency subsidiaries, assets and liabilities of foreign subsidiaries are translated into U.S. dollars using year-end exchange rates. Income and expense items are translated at weighted average exchange rates prevailing during the year. Adjustments resulting from translation of financial statements are reflected as a separate component of shareholders' equity. Loss Contingencies We accrue for probable losses from contingencies on an undiscounted basis, when such costs are considered probable of being incurred and are reasonably estimable. Legal expense related to such matters are expensed as incurred. We periodically evaluate available information, both internal and external, relative to such contingencies and adjust this accrual as necessary. Disclosure of a contingency is required if there is at least a reasonable possibility that a material loss has been incurred. In determining whether a loss should be accrued we evaluate, among other factors, the degree of probability of an unfavorable outcome and the ability to make a reasonable estimate of the amount of loss. Warranties The Company offers a standard warranty on product sales. Specifically, we will replace any defective product within one year from the date of purchase. Warranties on construction projects are negotiated individually, are typically one year in duration, and may include the cost of labor to replace products. Factors that affect the Company's warranty liability include the amount of sales, historical and anticipated rates of warranty claims, and cost per claim. The Company periodically assesses the adequacy of its recorded warranty liabilities and adjusts the amounts as necessary. Research and Development Research and development expenditures are expensed when incurred and are included in marketing, general, administrative, and engineering expenses. Research and development expenses include salaries, direct material costs incurred, plus building and other overhead expenses. The amounts expensed for fiscal 2021, fiscal 2020 and fiscal 2019 were $7,466, $8,378 and $6,289, respectively. Shipping and Handling Cost The Company includes shipping and handling as part of cost of sales and freight due from customers is included as part of sales. Economic Dependence As of March 31, 2021 and 2020, no one customer represented more than 10% of the Company's accounts receivable balance. In fiscal 2021 and 2020, no one customer represented more than 10% of sales. Recent Accounting Pronouncements Leases - In February 2016, the FASB issued Accounting Standard Update 2016-02 Leases (“ASC 842”), which provides guidance on the recognition, measurement, presentation and disclosure on leases. Under the standard, substantially all leases will be reported on the balance sheet as right-of-use assets and lease liabilities. The new guidance is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2018. The Company adopted the amended guidance using the modified retrospective method as of April 1, 2019. Please refer to Note 3 "Leases" for further discussion, including the impact the adoption had on our consolidated financial statements. Financial Instruments- In June 2016, the FASB issued Accounting Standards Update 2016-13 Financial Instruments- Credit Losses (“ASC 326”), which amends the guidance on the impairment of financial instruments. The standard adds an impairment model, referred to as current expected credit loss, which is based on expected losses rather than incurred losses. The standard applies to most debt instruments, trade receivables, lease receivables, reinsurance receivables, financial guarantees and loan commitments. Under the guidance, companies are required to disclose credit quality indicators disaggregated by year of origination for a five-year period. The new guidance is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2019. We adopted this standard effective April 1, 2020, and such adoption did not have a material impact on our consolidated financial statements. Intangibles- In January 2017, the FASB issued Accounting Standards Update 2017-04 Intangibles- Goodwill and Other (“ASC 350”), which amends and simplifies the accounting for goodwill impairment by eliminating step 2 of the goodwill impairment test. Under the amended guidance, goodwill impairment will be measured as the excess of the reporting unit’s carrying value over its fair value, not to exceed the carrying amount of goodwill for that reporting unit. The changes are effective for annual and interim periods beginning after December 15, 2019, and amendments should be applied prospectively. Early adoption is permitted for any impairment tests performed after January 1, 2017. We adopted this standard effective April 1, 2020, and such adoption did not have a material impact on our consolidated financial statements. Reference Rate Reform - In March 2020, the FASB issued Accounting Standards Update 2020-04- Reference Rate Reform ("ASC 848"). The update is intended to provide temporary optional expedients and exceptions to the GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. As of March 31, 2021, we have not yet elected any optional expedients provided in the standard. We will apply the accounting relief, if necessary, as relevant contract and hedge accounting relationship modifications are made during the reference rate reform transition period. We have adopted this standard effective April 1, 2020, and such adoption did not have a material impact on our consolidated financial statements. Income Taxes - In December 2019, the FASB issued Accounting Standards Update 2019-12- Income Taxes ("ASC 740"). This ASU amends ASC 740 to add, remove, and clarify disclosure requirements related to income taxes. The new standard is effective for fiscal years beginning after December 15, 2020. We are still evaluating the impact of this new standard. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements We measure fair value based on authoritative accounting guidance, which defines fair value, establishes a framework for measuring fair value and expands on required disclosures regarding fair value measurements. Inputs are referred to as assumptions that market participants would use in pricing the asset or liability. The uses of inputs in the valuation process are categorized into a three-level fair value hierarchy. • Level 1 — uses quoted prices in active markets for identical assets or liabilities we have the ability to access. • Level 2 — uses observable inputs other than quoted prices in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. • Level 3 — uses one or more significant inputs that are unobservable and supported by little or no market activity, and that reflect the use of significant management judgment. Financial assets and liabilities with carrying amounts approximating fair value include cash, trade accounts receivable, accounts payable, accrued expenses and other current liabilities. The carrying amount of these financial assets and liabilities approximates fair value because of their short maturities. At March 31, 2021 and 2020, no assets or liabilities were valued using Level 3 criteria. Information about our short-term debt and long-term debt that is not measured at fair value follows: March 31, 2021 March 31, 2020 Carrying Fair Value Carrying Fair Value Valuation Technique Financial Liabilities Outstanding principal amount of senior secured credit facility $ 148,500 $ 148,871 $ 176,000 $ 150,480 Level 2 - Market Approach At March 31, 2021 and 2020, the fair value of our long-term debt is based on market quotes available for issuance of debt with similar terms. As the quoted price is only available for similar financial assets, the Company concluded the pricing is indirectly observable through dealers and has been classified as Level 2. The Company believes the decline in fair value as of March 31, 2020 was attributable to the economic effects of the COVID-19 pandemic. Cross Currency Swap The Company has entered into a long-term cross currency swap to hedge the currency rate fluctuations related to a $54,603 intercompany receivable at March 31, 2021 from our wholly-owned Canadian subsidiary, Thermon Canada Inc., maturing on October 30, 2022. Periodic principal payments are to be settled twice annually with interest payments settled quarterly through the cross currency derivative contract. We do not designate the cross currency swap as a cash flow hedge under ASC 815, Derivatives and Hedging ("ASC 815"). At March 31, 2021, we recorded $5,842 of unrealized mark-to-market losses on the cross-currency swap which is reported as "Other income and expense," in the consolidated statements of operations and comprehensive income. Cross currency swap contracts are measured on a recurring basis at fair value and are classified as Level 2 measurements. Hedge assets in the amount of $1,265 and $4,011 were included in "Other long-term assets" in the consolidated balance sheet at March 31, 2021 and 2020, respectively. For the twelve months ended March 31, 2021, the loss on the long-term cross currency swap derivative contract was more than offset by unrealized gains on the intercompany note of $6,400, resulting in a net gain of $558. Deferred Compensation Plan Assets The Company provides a non-qualified deferred compensation plan for certain highly compensated employees where payroll contributions are made by the employees on a pre-tax basis. Please refer to Note 13 "Employee Benefits" for further discussion. Foreign Currency Forward Contracts We transact business in various foreign currencies and have established a program that primarily utilizes foreign currency forward contracts to offset the risk associated with fluctuations of certain foreign currencies. Under this program, increases or decreases in our foreign currency exposures are offset by gains or losses on the forward contracts to mitigate foreign currency transaction gains or losses. These foreign currency exposures typically arise from intercompany transactions. Our forward contracts generally have terms of 30 days. We do not use forward contracts for trading purposes or designate these forward contracts as hedging instruments pursuant to ASC 815. We adjust the carrying amount of all contracts to their fair value at the end of each reporting period and unrealized gains and losses are included in our results of operations for that period. These gains and losses are intended to offset gains and losses resulting from settlement of payments received from our foreign operations which are settled in U.S. dollars. All outstanding foreign currency forward contracts are marked to market at the end of the period with unrealized gains and losses included in other expense. The fair value is determined by quoted prices from active foreign currency markets (Level 2). The consolidated balance sheets reflect unrealized gains within accounts receivable, net and unrealized losses within accrued liabilities. Our ultimate realized gain or loss with respect to currency fluctuations will depend on the currency exchange rates and other factors in effect as the contracts mature. As of March 31, 2021 and 2020, the notional amounts of forward contracts as well as the related fair values were as follows: March 31, 2021 March 31, 2020 Russian Ruble $ 3,000 $ 1,103 Euro — 500 Canadian Dollar 5,500 1,500 South Korean Won 5,000 3,500 Mexican Peso 1,500 2,000 Australian Dollar 900 700 Great Britain Pound 500 500 Total notional amounts $ 16,400 $ 9,803 March 31, 2021 March 31, 2020 Fair Value Fair Value Assets Liabilities Assets Liabilities Foreign exchange contract forwards $ 61 $ 32 $ 140 $ 49 |
Leases
Leases | 12 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Leases | Leases On April 1, 2019, we adopted ASC 842 utilizing the modified retrospective approach. The modified retrospective approach we selected provides a method of transition allowing for the recognition of existing leases as of the beginning of the period of adoption, and which does not require the adjustment of comparative periods. Specifically, our results for reporting periods beginning after April 1, 2019 are presented under ASC 842, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under ASC 840. Description of Leases The significant majority of our lease obligations are for real property. We lease numerous facilities relating to our operations, primarily for office, manufacturing and warehouse facilities, as well as, from time to time, both long-term and short-term employee housing. Leases for real property have terms ranging from month-to-month to ten years. We also lease various types of equipment, including vehicles, office equipment (such as copiers and postage machines), heavy warehouse equipment (such as fork lifts), heavy construction equipment (such as cranes), medium and light construction equipment used for customer project needs (such as pipe threading machines) and mobile offices and other general equipment that is normally associated with an office environment. Equipment leases generally have terms ranging from six months to five years. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. We do not have any significant leases that have not yet commenced but that create significant rights and obligations for us. We lease temporary power products produced by our Thermon Power Solutions Inc. (“TPS”) division to our customers on a short-term basis. Lease contracts associated with such rental of the temporary power products have historically been month-to-month contracts without purchase options. No lease contracts in which the Company was the lessor have had an initial term in excess of one year. As such, lease revenues for temporary power products recognized under ASC 842 in fiscal 2021 did not materially differ from leases that would have been recorded under ASC 840. See Note 12 "Related-Party Transactions" for more information about TPS. Variable Lease Payments A majority of our lease agreements include fixed rental payments. A small number of our lease agreements include fixed rental payments that are adjusted periodically for changes in the Consumer Price Index (“CPI”). Payments based on an index or rate such as CPI are included in the lease payments based on the commencement date index or rate. Estimated changes to the index or rate during the lease term are not considered in the determination of the lease payments. Options to Extend or Terminate Leases Most of our real property leases include early termination options and/or one or more options to renew, with renewal terms that can extend the lease term for an additional one to five years or longer. The exercise of lease termination and renewal options is at our sole discretion. If it is reasonably certain that we will exercise such renewal options, the periods covered by such renewal options are included in the lease term and are recognized as part of our Right of Use ("ROU") assets and lease liabilities. Certain leases also include options to purchase the leased property. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Discount Rate The Company's leases generally do not provide an implicit rate, and therefore the Company uses its incremental borrowing rate as the discount rate when measuring operating lease liabilities. The incremental borrowing rate represents an estimate of the interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of a lease within a particular currency environment. A large concentration of the Company's operating lease liabilities are attributed to our United States and Latin America operations. Our EMEA operations and APAC operations have limited borrowing needs and rely on cash from operations. However, the U.S. operating subsidiary can make intercompany loans if necessary from its available credit capacity given the more preferential rates available to our U.S. operating subsidiary and the ease with which funds can be drawn from the debt facilities already established within the United States. With this in mind, the Company has utilized its U.S. credit facility rate as the worldwide incremental borrowing rate. The Company used incremental borrowing rates as of April 1, 2019 for operating leases that commenced prior to April 1, 2019 to establish the lease liabilities. For operating leases that commenced during the year ended March 31, 2021, rates applicable at or close to the time of the inception of the lease were used to establish the new lease's ROU liabilities. Lease Term and Discount Rate March 31, 2021 March 31, 2020 Weighted average remaining lease term Operating 6.0 6.2 Finance 3.1 3.4 Weighted average discount rate Operating 4.81 % 4.82 % Finance 6.56 % 6.98 % Supplemental balance sheet information related to leases was as follows: Assets Classification March 31, 2021 March 31, 2020 Operating Operating lease right-of-use assets $ 12,619 $ 16,637 Finance Property, plant and equipment 426 695 Total right-of-use assets $ 13,045 $ 17,332 Liabilities Current Operating Lease liabilities $ 3,383 $ 3,352 Finance Lease liabilities 128 201 Non-current Operating Non-current lease liabilities 12,027 15,060 Finance Non-current lease liabilities 346 511 Total lease liabilities $ 15,884 $ 19,124 Supplemental statement of operations information related to leases was as follows: Lease expense Classification Twelve Months Ended March 31, 2021 Twelve Months Ended March 31, 2020 Operating lease expense Marketing, general, administrative, and engineering $ 4,697 $ 3,835 Finance lease expense: Amortization of ROU assets Marketing, general, administrative, and engineering 266 266 Interest expense on finance lease liabilities Interest expense 21 41 Short-term lease expense Marketing, general, administrative, and engineering 240 1,117 Net lease expense $ 5,224 $ 5,259 Supplemental statement of cash flows information related to leases was as follows: Cash paid for amounts included in the measurement of lease liabilities Twelve Months Ended March 31, 2021 Twelve Months Ended March 31, 2020 Operating cash used for operating leases $ 4,566 $ 3,523 Operating cash flows used for finance leases 39 41 Financing cash flows used for finance leases 276 259 Future lease payments under non-cancellable leases as of March 31, 2021 were as follows: Future Lease Payments Operating Leases Finance Leases Twelve months ending March 31, 2022 $ 4,031 $ 288 2023 3,390 133 2024 2,238 99 2025 1,887 37 2026 1,707 2 Thereafter 4,538 0 Total lease payments $ 17,791 $ 559 Less imputed interest (2,381) (85) Total lease liability $ 15,410 $ 474 |
Leases | Leases On April 1, 2019, we adopted ASC 842 utilizing the modified retrospective approach. The modified retrospective approach we selected provides a method of transition allowing for the recognition of existing leases as of the beginning of the period of adoption, and which does not require the adjustment of comparative periods. Specifically, our results for reporting periods beginning after April 1, 2019 are presented under ASC 842, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under ASC 840. Description of Leases The significant majority of our lease obligations are for real property. We lease numerous facilities relating to our operations, primarily for office, manufacturing and warehouse facilities, as well as, from time to time, both long-term and short-term employee housing. Leases for real property have terms ranging from month-to-month to ten years. We also lease various types of equipment, including vehicles, office equipment (such as copiers and postage machines), heavy warehouse equipment (such as fork lifts), heavy construction equipment (such as cranes), medium and light construction equipment used for customer project needs (such as pipe threading machines) and mobile offices and other general equipment that is normally associated with an office environment. Equipment leases generally have terms ranging from six months to five years. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. We do not have any significant leases that have not yet commenced but that create significant rights and obligations for us. We lease temporary power products produced by our Thermon Power Solutions Inc. (“TPS”) division to our customers on a short-term basis. Lease contracts associated with such rental of the temporary power products have historically been month-to-month contracts without purchase options. No lease contracts in which the Company was the lessor have had an initial term in excess of one year. As such, lease revenues for temporary power products recognized under ASC 842 in fiscal 2021 did not materially differ from leases that would have been recorded under ASC 840. See Note 12 "Related-Party Transactions" for more information about TPS. Variable Lease Payments A majority of our lease agreements include fixed rental payments. A small number of our lease agreements include fixed rental payments that are adjusted periodically for changes in the Consumer Price Index (“CPI”). Payments based on an index or rate such as CPI are included in the lease payments based on the commencement date index or rate. Estimated changes to the index or rate during the lease term are not considered in the determination of the lease payments. Options to Extend or Terminate Leases Most of our real property leases include early termination options and/or one or more options to renew, with renewal terms that can extend the lease term for an additional one to five years or longer. The exercise of lease termination and renewal options is at our sole discretion. If it is reasonably certain that we will exercise such renewal options, the periods covered by such renewal options are included in the lease term and are recognized as part of our Right of Use ("ROU") assets and lease liabilities. Certain leases also include options to purchase the leased property. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Discount Rate The Company's leases generally do not provide an implicit rate, and therefore the Company uses its incremental borrowing rate as the discount rate when measuring operating lease liabilities. The incremental borrowing rate represents an estimate of the interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of a lease within a particular currency environment. A large concentration of the Company's operating lease liabilities are attributed to our United States and Latin America operations. Our EMEA operations and APAC operations have limited borrowing needs and rely on cash from operations. However, the U.S. operating subsidiary can make intercompany loans if necessary from its available credit capacity given the more preferential rates available to our U.S. operating subsidiary and the ease with which funds can be drawn from the debt facilities already established within the United States. With this in mind, the Company has utilized its U.S. credit facility rate as the worldwide incremental borrowing rate. The Company used incremental borrowing rates as of April 1, 2019 for operating leases that commenced prior to April 1, 2019 to establish the lease liabilities. For operating leases that commenced during the year ended March 31, 2021, rates applicable at or close to the time of the inception of the lease were used to establish the new lease's ROU liabilities. Lease Term and Discount Rate March 31, 2021 March 31, 2020 Weighted average remaining lease term Operating 6.0 6.2 Finance 3.1 3.4 Weighted average discount rate Operating 4.81 % 4.82 % Finance 6.56 % 6.98 % Supplemental balance sheet information related to leases was as follows: Assets Classification March 31, 2021 March 31, 2020 Operating Operating lease right-of-use assets $ 12,619 $ 16,637 Finance Property, plant and equipment 426 695 Total right-of-use assets $ 13,045 $ 17,332 Liabilities Current Operating Lease liabilities $ 3,383 $ 3,352 Finance Lease liabilities 128 201 Non-current Operating Non-current lease liabilities 12,027 15,060 Finance Non-current lease liabilities 346 511 Total lease liabilities $ 15,884 $ 19,124 Supplemental statement of operations information related to leases was as follows: Lease expense Classification Twelve Months Ended March 31, 2021 Twelve Months Ended March 31, 2020 Operating lease expense Marketing, general, administrative, and engineering $ 4,697 $ 3,835 Finance lease expense: Amortization of ROU assets Marketing, general, administrative, and engineering 266 266 Interest expense on finance lease liabilities Interest expense 21 41 Short-term lease expense Marketing, general, administrative, and engineering 240 1,117 Net lease expense $ 5,224 $ 5,259 Supplemental statement of cash flows information related to leases was as follows: Cash paid for amounts included in the measurement of lease liabilities Twelve Months Ended March 31, 2021 Twelve Months Ended March 31, 2020 Operating cash used for operating leases $ 4,566 $ 3,523 Operating cash flows used for finance leases 39 41 Financing cash flows used for finance leases 276 259 Future lease payments under non-cancellable leases as of March 31, 2021 were as follows: Future Lease Payments Operating Leases Finance Leases Twelve months ending March 31, 2022 $ 4,031 $ 288 2023 3,390 133 2024 2,238 99 2025 1,887 37 2026 1,707 2 Thereafter 4,538 0 Total lease payments $ 17,791 $ 559 Less imputed interest (2,381) (85) Total lease liability $ 15,410 $ 474 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 12 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customers | Revenue from Contracts with Customers The core principle of the revenue recognition standard is to recognize revenue that reflects the consideration the Company expects to receive for goods or services when or as the promised goods or services are transferred to customers. Accounting Standards Codification Topic 606, Revenue from Contracts with Customers ("ASC 606") requires more judgment than previous guidance, as management will need to consider the terms of the contract and all relevant facts and circumstances when applying the revenue recognition standard. Management performs the following five steps when applying the revenue recognition standard: (i) identify each contract with customers, (ii) identify each performance obligation in the contracts with customers, (iii) estimate the transaction price (including any variable consideration), (iv) allocate the transaction price to each performance obligation and (v) recognize revenue as each performance obligation is satisfied. Description of Product and Service Offerings and Revenue Recognition Policies We principally provide a (i) suite of products, including heating units, heating cables, tubing bundles, control systems including industry-leading customized software solutions, environmental heating solutions, process heating solutions, temporary heating and lighting, filtration, and transportation products and (ii) services, including design optimization, engineering, installation and maintenance services required to deliver comprehensive solutions to complex projects. The performance obligations associated with our product sales are generally recognized at a point in time. Where products and services are provided together under a time and materials contract, the performance obligations are satisfied over time. We also provide fixed-fee turnkey solutions consisting of products and services under which the related performance obligations are satisfied over time. In addition, we offer temporary power products that are designed to provide a safe and efficient means of supplying temporary electrical power distribution and lighting at energy infrastructure facilities for new construction and during maintenance and turnaround projects at operating facilities. Revenues associated with the rental of the temporary power products have historically been less than 5% of our total revenues and are recognized under ASC 842. Revenue is recognized when control of the promised goods or services is transferred to our customers in an amount that reflects the consideration we expect to be entitled to receive in exchange for transferring such goods or providing such services. We account for a contract when a customer provides us with a firm purchase order or other contract that identifies the goods or services to be provided, the payment terms for those services, and when collectability of the consideration due is probable. Generally, our payment terms do not exceed 30 days for product sales, while terms for our projects can vary based on milestones or other key deliverable-based increments. Performance Obligations A performance obligation is a promise to provide the customer with a good or service. At contract inception, the Company will assess the goods or services promised in the contract with a customer and shall identify, as a performance obligation, each promise to transfer to the customer either: (i) a good or service (or a bundle of goods or services) or (ii) a series of distinct goods or services that are substantially the same and that have the same pattern of transfer to the customer. For contracts with multiple performance obligations, standalone selling price is generally readily observable. Revenue from products transferred to customers at a point in time is recognized when obligations under the terms of the contract with the customer are satisfied; generally this occurs with the transfer of control upon shipment. Revenue from products transferred to customers at a point in time accounted for approximately 58.6% and 59.6% of revenue for the fiscal year ended March 31, 2021 and 2020, respectively. Our revenues that are recognized over time include (i) products and services which are billed on a time and materials basis, and (ii) fixed fee contracts for complex turnkey solutions. Revenue from products and services transferred to customers over time accounted for approximately 41.4% and 40.4% of revenue for the fiscal year ended March 31, 2021 and 2020, respectively. For our time and materials service contracts, we recognize revenues as the products and services are provided over the term of the contract and have determined that the stated rate for installation services and products is representative of the stand-alone selling price for those services and products. Our turnkey projects, or fixed fee projects, offer our customers a comprehensive solution for heat tracing from the initial planning stage through engineering/design, manufacture, installation and final proof-of-performance and acceptance testing. Turnkey services also include project planning, product supply, system integration, commissioning and on-going maintenance. Turnkey solutions, containing multiple deliverables, are customer specific and do not have an alternative use and present an unconditional right to payment, and thus are treated as a single performance obligation with revenues recognized over time as work progresses. For revenue recognized under fixed fee turnkey contracts, we measure the costs incurred that contribute towards the satisfaction of our performance obligation as a percentage of the total cost of production (the “cost-to-cost method”), and we recognize a proportionate amount of contract revenue, as the cost-to-cost method appropriately depicts performance towards satisfaction of the performance obligation. Changes to the original cost amount may be required during the life of the contract and such estimates are reviewed on a regular basis. Sales and gross profits are adjusted using the cumulative catch-up method for revisions in estimated contract costs. Reviews of estimates have not generally resulted in significant adjustments to our results of operations. At March 31, 2021, revenues associated with our open performance obligations totaled $114,200, representing our combined backlog and deferred revenue. Within this amount, approximately $20,774 will be earned as revenue in excess of one year. We expect to recognize the remaining revenues associated with unsatisfied or partially satisfied performance obligations within twelve months. Pricing and Sales Incentives Pricing is established at or prior to the time of sale with our customers and we record sales at the agreed-upon net selling price. Generally, we do not enter into sales contracts with customers that offer sales discounts or incentives. Optional Exemptions, Practical Expedients and Policy Elections We expense the incremental costs of obtaining a contract when incurred because the amortization period would be less than one year. The Company has elected to treat shipping and handling activities as a cost of fulfillment rather than a separate performance obligation. The Company has elected to exclude all sales and other similar taxes from the transaction price. Accordingly, the Company presents all collections from customers for sales and other similar taxes on a net basis, rather than having to assess whether the Company is acting as an agent or a principal in each taxing jurisdiction. The Company adopted ASC 606 as of April 1, 2018 using the modified retrospective method for all contracts not completed as of the date of adoption. For contracts that were modified before the effective date, the Company utilized the practical expedient to consider the aggregate effect of all modifications when identifying performance obligations and allocating transaction price. Contract Assets and Liabilities Contract assets and liabilities are presented on our consolidated balance sheet. Contract assets consist of unbilled amounts resulting from sales under long-term contracts when the cost-to-cost method of revenue recognition is utilized and revenue recognized exceeds the amount billed to the customer. In addition, contract assets contain labor and material costs incurred under our time and material service contracts that have not been billed to the customer. Contract liabilities represent deferred revenue from advanced customer payments or billings in excess of costs incurred or revenue earned. The Company invoices customers pursuant to the terms of their related contract. Invoiced amounts are applied to individual contracts and an associated amount is either classified as a contract asset or contract liability depending on whether the revenue associated with the amounts billed had been earned (contract asset) or not (contract liability). As of March 31, 2021 and 2020, contract assets were $11,379 and $10,194, respectively. There were no impairment losses recognized on our contract assets for the twelve months ended March 31, 2021 and 2020. As of March 31, 2021 and 2020, contract liabilities were $2,959 and $4,538, respectively. The majority of contract liabilities at March 31, 2020 were recognized in revenue as of March 31, 2021. Disaggregation of Revenue We disaggregate our revenue from contracts with customers by geographic location, revenues recognized at point in time and revenues recognized over time, as we believe these best depict the nature of our sales and the regions in which those sales are earned and managed. Disaggregation of revenues from contracts with customers for fiscal 2021, 2020 and 2019 are as follows: Fiscal Year Ended March 31, 2021 Revenues recognized at point in time Revenues recognized over time Total United States and Latin America $ 47,599 $ 47,842 $ 95,441 Canada 67,451 23,402 90,853 Europe, Middle East and Africa 29,304 24,915 54,219 Asia-Pacific 17,448 18,220 35,668 Total revenues $ 161,802 $ 114,379 $ 276,181 Fiscal Year Ended March 31, 2020 Revenues recognized at point in time Revenues recognized over time Total United States and Latin America $ 72,334 $ 83,131 $ 155,465 Canada 106,577 21,787 128,364 Europe, Middle East and Africa 31,028 22,734 53,762 Asia-Pacific 18,558 27,337 45,895 Total revenues $ 228,497 $ 154,989 $ 383,486 Fiscal Year Ended March 31, 2019 Revenues recognized at point in time Revenues recognized over time Total United States and Latin America $ 71,865 $ 93,783 $ 165,648 Canada 102,997 24,395 127,392 Europe, Middle East and Africa 46,210 31,298 77,508 Asia-Pacific 26,534 15,560 42,094 Total revenues $ 247,606 $ 165,036 $ 412,642 |
Net Income per Common Share
Net Income per Common Share | 12 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Income per Common Share | Net Income per Common Share Basic net income per common share is computed by dividing net income available to Thermon Group Holdings, Inc. by the weighted average number of common shares outstanding during each period. Diluted net income per common share is computed by dividing net income available to Thermon Group Holdings, Inc. by the weighted average number of common shares and common share equivalents outstanding (if dilutive) during each period. The number of common share equivalents, which includes options and both restricted and performance stock units, is computed using the treasury stock method. With regard to the performance stock units, we assume that the associated performance targets will be met at the target level of performance for purposes of calculating diluted net income per common share until such time that it is probable that the performance target will not be met. The reconciliations of the denominators used to calculate basic net income per common share and diluted net income per common share for fiscal 2021, 2020, and 2019, respectively, is as follows: Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 Basic net income per common share Net income available to Thermon Group Holdings, Inc. $ 1,165 $ 11,938 $ 22,756 Weighted-average common shares outstanding 33,134,592 32,760,327 32,568,541 Basic net income per common share $ 0.04 $ 0.36 $ 0.70 Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 Diluted net income per common share Net income available to Thermon Group Holdings, Inc. $ 1,165 $ 11,938 $ 22,756 Weighted-average common shares outstanding 33,134,592 32,760,327 32,568,541 Common share equivalents: Stock options issued 27,306 134,777 235,802 Restricted and performance stock units issued 179,056 253,566 249,961 Weighted average shares outstanding – dilutive 33,340,954 33,148,670 33,054,304 Diluted net income per common share $ 0.03 $ 0.36 $ 0.69 For the year ended March 31, 2021, 2020, and 2019, 85,322, zero and zero equity awards, respectively, were not included in the calculation of diluted net income per common share since they would have had an anti-dilutive effect. |
Inventories
Inventories | 12 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following at March 31: 2021 2020 Raw materials $ 33,485 $ 31,300 Work in process 4,071 5,317 Finished goods 28,008 25,701 65,564 62,318 Valuation reserves (1,774) (2,045) Inventories, net $ 63,790 $ 60,273 The following table summarizes the annual changes in our valuation reserve accounts: Balance as of March 31, 2018 $ 2,077 Additions in reserve 166 Charged to reserve (44) Balance as of March 31, 2019 2,199 Additions in reserve 172 Charged to reserve (326) Balance as of March 31, 2020 2,045 Additions in reserve 133 Charged to reserve (404) Balance as of March 31, 2021 $ 1,774 |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment consisted of the following at March 31: 2021 2020 Land, buildings and improvements $ 57,317 $ 53,060 Machinery and equipment 47,138 38,880 Office furniture and equipment 15,375 15,587 Internally developed software 7,336 5,793 Construction in progress 1,019 2,772 Property, plant and equipment at cost 128,185 116,092 Accumulated depreciation (55,555) (43,550) Property, plant and equipment, net $ 72,630 $ 72,542 Depreciation expense was $11,277, $10,502 and $9,194, in fiscal 2021, fiscal 2020, and fiscal 2019, respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The carrying amount of goodwill for all reporting segments as of March 31, 2021, 2020 and 2019 is as follows: US-LAM Canada EMEA APAC Total Balance as of March 31, 2019 $ 62,725 $ 114,382 $ 19,264 $ 8,624 $ 204,995 Foreign currency translation impact — (6,643) (374) — (7,017) Balance as of March 31, 2020 $ 62,725 $ 107,739 $ 18,890 $ 8,624 $ 197,978 Foreign currency translation impact — 13,811 1,249 — 15,060 Balance as of March 31, 2021 $ 62,725 $ 121,550 $ 20,139 $ 8,624 $ 213,038 We identified the prolonged economic effects of the COVID-19 pandemic to be an indicator of potential asset impairments in our reporting units. In the fourth quarter of fiscal 2021, we performed our annual goodwill and tangible impairment assessments including our indefinite life trademarks. We analyzed our reporting units utilizing the income approach, based on discounted future cash flows, which are derived from internal forecasts and economic expectations, and the market approach, based on market multiples of guideline public companies. The impairment test for indefinite life trademarks utilized a relief from royalty analysis based on the cash flow streams attributable to the Thermon trademark. Based on the goodwill and assets impairment assessment, the estimated fair value of our reporting units exceeded the carrying value. As such, there was no impairment of goodwill, assets or our indefinite life trademarks as of the respective reporting periods. The most significant inputs in the Company's impairment test are the projected financial information, the weighted average cost of capital and market multiples for similar transactions. If the overall economic conditions, energy market or factors specific to the Company deteriorate further, it could negatively impact the Company's future impairment tests. We will continue to monitor our reporting unit's goodwill and asset valuations and test for potential impairments until the overall market conditions improve. Our total intangible assets at March 31, 2021, and 2020 consisted of the following: Gross Carrying Amount at March 31, 2021 Accumulated Amortization Net Carrying Amount at March 31, 2021 Gross Carrying Amount at March 31, 2020 Accumulated Amortization Net Carrying Amount at March 31, 2020 Products $ 66,250 $ 22,635 $ 43,615 $ 58,722 $ 14,193 $ 44,529 Trademarks 45,581 1,289 44,292 43,865 1,273 42,592 Developed technology 10,028 5,486 4,542 9,564 4,758 4,806 Customer relationships 113,789 102,911 10,878 105,912 93,729 12,183 Certifications 457 — 457 436 — 436 Total $ 236,105 $ 132,321 $ 103,784 $ 218,499 $ 113,953 $ 104,546 Trademarks and certifications have indefinite lives. Developed technology, products, customer relationships and other intangible assets have estimated lives of 20 years, 10 years, 10 years and 6 years, respectively. The weighted average useful life for the group is 12 years. Customer relationships intangibles associated with THS, with a gross carrying amount of $11,438, have a useful life of 17 years. Intangible assets held in non-U.S. entities are valued in foreign currencies; accordingly changes in indefinite life intangible assets, such as certifications, at March 31, 2021 and 2020 were the result of foreign currency translation adjustments. Foreign currency translation adjustments also impacted finite life intangible assets held in non-U.S. entities. The Company recorded amortization expense of $9,445, $17,773, and $20,771 in fiscal 2021, 2020 and 2019, respectively for intangible assets. Annual amortization of intangible assets for the next five years and thereafter will approximate the following: 2022 $ 8,766 2023 8,766 2024 8,118 2025 7,793 2026 7,794 Thereafter 18,329 Total $ 59,566 |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued current liabilities consisted of the following: March 31, March 31, Accrued employee compensation and related expenses $ 11,765 $ 12,542 Accrued interest 648 782 Customer prepayment 283 357 Warranty reserve 250 477 Professional fees 2,361 2,086 Sales tax payable 2,404 2,423 Other 5,806 5,090 Total accrued current liabilities $ 23,517 $ 23,757 |
Short-Term Revolving Credit Fac
Short-Term Revolving Credit Facilities | 12 Months Ended |
Mar. 31, 2021 | |
Short-term Debt [Abstract] | |
Short-Term Revolving Credit Facilities | Short-Term Revolving Credit Facilities Under the Company’s senior secured revolving credit facility described below in Note 11, “Long-Term Debt,” the Company had no outstanding borrowings at March 31, 2021 and March 31, 2020. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt consisted of the following: March 31, March 31, Variable Rate Term Loan, due October 2024, net of deferred debt issuance costs and debt discounts of $2,983 and $4,447 as of March 31, 2021 and 2020, respectively $ 145,517 $ 171,553 Less current portion (2,500) (2,500) Total $ 143,017 $ 169,053 Senior Secured Credit Facility On October 30, 2017, the Company, as a credit party and a guarantor, Thermon Holding Corp. (the “U.S. Borrower”) and Thermon Canada Inc. (the “Canadian Borrower”), as borrowers, entered into a credit agreement with several banks and other financial institutions or entities from time to time party thereto (the “Lenders”) and JPMorgan Chase Bank, N.A. as administrative agent (the “Agent”), which provides for a $250,000 seven-year term loan B facility made available to the U.S. Borrower and a $60,000 five-year senior secured revolving credit facility made available to the U.S. Borrower and the Canadian Borrower, which we refer to collectively as our “credit facility”. The proceeds of the term loan B were used to (1) pay in full $70,875 principal and interest on a previously issued term loan due April 2019; (2) repay $6,000 in unpaid principal and interest on the U.S. Borrower's revolving line of credit; (3) to fund approximately $201,900 CAD of the purchase price of the acquisition of THS and certain related real estate assets for approximately $164,900; and (4) pay certain transaction fees and expenses in connection with the THS acquisition and the credit facility. Interest rates and fees. The U.S. Borrower will have the option to pay interest on the term loan B facility at a base rate, plus an applicable margin, or at a rate based on LIBOR, (subject to a floor of 1.00%), plus an applicable margin. The applicable margin for base rate loans is 275 basis points and the applicable margin for LIBOR loans is 375 basis points. The end-user Borrower may borrow revolving loans in U.S. dollars and the Canadian Borrower may also borrow revolving loans in Canadian dollars. Borrowings under the revolving credit facility (a) made in U.S. dollars will bear interest at a rate equal to a base rate, plus an applicable margin of 225 basis points or at a rate based on LIBOR, plus an applicable margin of 325 basis points and (b) made in Canadian dollars will bear interest at a rate equal to a Canadian base rate, plus an applicable margin of 225 basis points or at a rate based on Canadian Dollar Offered Rate, plus an applicable margin of 325 basis points; provided, that since the completion of the fiscal quarter ended March 31, 2018, the applicable margins in each case will be determined based on a leverage-based performance grid, as set forth in the credit agreement. In addition to paying interest on outstanding principal under the revolving credit facility, the U.S. Borrower is required to pay a commitment fee in respect of any unutilized revolving commitments of 0.50% per annum based on a leverage-based performance grid. Maturity and repayment. The revolving credit facility terminates on October 28, 2022. The scheduled maturity date of the term loan facility is October 30, 2024. Commencing April 1, 2018, the term loan will amortize in equal quarterly installments of 0.25% of the $250,000 term loan, with the payment of the balance at maturity. The U.S. Borrower will be able to voluntarily prepay the principal of the term loan without penalty or premium (subject to breakage fees) at any time in whole or in part; provided that for the first six months after the October 30, 2017 closing date, the U.S. Borrower is required to pay a 1% premium for prepayments of the term loan with the proceeds of certain repricing transactions. The U.S. Borrower is required to repay the term loan with certain asset sale and insurance proceeds, certain debt proceeds and, commencing for the fiscal year ended March 31, 2019, 50% of excess cash flow (reducing to 25% if the Company’s leverage ratio is less than 4.0 to 1.0 but greater than or equal to 3.5 to 1.0 and 0% if the Company’s leverage ratio is less than 3.5 to 1.0). The remaining balance will be due at maturity of the term loan B facility on October 30, 2024. Accordion. The credit facility allows for incremental term loans and incremental revolving commitments in an amount not to exceed $30,000 and an unlimited additional amount that would not cause the consolidated secured leverage ratio to exceed 4.0 to 1.0 (or, if less, the maximum consolidated leverage ratio permitted by the revolving credit facility on such date). At March 31, 2021, we had no outstanding borrowings under our revolving credit facility for the Canadian Borrower line of credit or for the U.S. Borrower line of credit. As of March 31, 2021, we had $56,686 of available borrowing capacity under our revolving credit facility after taking into account the borrowing base, outstanding borrowings and letters of credit outstanding. The variable rate term loan bears interest at the LIBOR rate plus an applicable margin dictated by our leverage ratio (as described above). The interest rate on the variable rate term loan on March 31, 2021 was 4.75%. Guarantees; security. The term loan is guaranteed by the Company and all of the Company's current and future wholly-owned domestic material subsidiaries (the “U.S. Subsidiary Guarantors”), subject to certain exceptions. Obligations of the U.S. Borrower under the revolving credit facility are guaranteed by the Company and the U.S. Subsidiary Guarantors. The obligations of the Canadian Borrower under the revolving credit facility are guaranteed by the Company, the U.S. Borrower, the U.S. Subsidiary Guarantors and each of the wholly owned Canadian material subsidiaries of the Canadian Borrower, subject to certain exceptions. The term loan and the obligations of the U.S. Borrower under the revolving credit facility are secured by a first lien on all of the Company’s assets and the assets of the U.S. Subsidiary Guarantors, including 100% of the capital stock of the U.S. Subsidiary Guarantors and 65% of the capital stock of the first tier material foreign subsidiaries of the Company, the U.S. Borrower and the U.S. Subsidiary Guarantors, subject to certain exceptions. The obligations of the Canadian Borrower under the revolving credit facility are secured by a first lien on all of the Company's assets, the U.S. Subsidiary Guarantors' assets, the Canadian Borrower’s assets and the assets of the material Canadian subsidiaries of the Canadian Borrower, including 100% of the capital stock of the Canadian Borrower’s material Canadian subsidiaries. Financial covenants. The term loan is not subject to any financial covenants. The revolving credit facility requires the Company, on a consolidated basis, to maintain certain financial covenant ratios. The Company must maintain a consolidated leverage ratio of 3.75:1.0 as measured on the last day of any fiscal quarter. In addition, on the last day of any period of four fiscal quarters, the Company must maintain a consolidated fixed charge coverage ratio of not less than 1.25:1.0. As of March 31, 2021, we were in compliance with all financial covenants of the credit facility. Restrictive covenants. The credit agreement governing our facility contains various restrictive covenants that, among other things, restrict or limit our ability to (subject to certain negotiated exceptions): incur additional indebtedness; grant liens; make fundamental changes; sell assets; make restricted payments including cash dividends to shareholders; enter into sales and leaseback transactions; make investments; prepay certain indebtedness; enter into transactions with affiliates; and enter into restrictive agreements. Maturities of long-term debt principal payments are as follows for the fiscal years ended March 31: 2022 $ 2,500 2023 2,500 2024 2,500 2025 141,000 2026 — Total $ 148,500 |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Related-Party Transactions In connection with the TPS transaction, one of the former TPS principals (the "TPS Minority Shareholder") retained 25% of the ownership of the entities holding the TPS business unit. During the fiscal year ended March 31, 2017, this individual, together with the two other former principals of TPS, were paid $5,805 in the aggregate in full satisfaction of the Company's obligations under the $5,905 non-interest bearing performance-based note issued in connection with the TPS transaction. On April 2, 2018, the TPS Minority Shareholder provided the Company notice that he was exercising his option to sell one-half (12.5%) of his remaining equity interest in the entities holding the TPS business unit to the Company, and such sale was completed and effective as of July 20, 2018. The terms of the April 2015 TPS purchase agreement prescribed a valuation formula for such a sale based on TPS's financial results for the 12 months ended March 31, 2018. During the first quarter of the fiscal year ended March 31, 2019, the Company paid $5,665 to purchase the 12.5% non-controlling interest. Similarly, on April 2, 2019, the TPS Minority Shareholder provided the Company notice in order to exercise his option to sell the entirety of his remaining equity interest (12.5% of the entities holding the TPS business unit) to the Company. The terms of the April 2015 TPS purchase agreement prescribed a valuation formula for such a sale based on TPS’s financial results for the fiscal year ended March 31, 2019. The Company paid $4,508 to purchase the remaining 12.5% non-controlling interest on August 1, 2019. |
Employee Benefits
Employee Benefits | 12 Months Ended |
Mar. 31, 2021 | |
Employee Benefits [Abstract] | |
Employee Benefits | Employee Benefits The Company has defined contribution plans covering substantially all domestic employees and certain foreign subsidiary employees who meet certain service and eligibility requirements. Participant benefits are 100% vested upon participation. The Company matches employee contributions, limited to 50% of the first 6% of each employee's salary contributed. The Company's matching contributions to defined contribution plans on a consolidated basis were approximately $2,561, $2,607, and $2,315 in fiscal 2021, 2020, 2019, respectively. The Company has an incentive compensation program to provide employees with incentive pay based on the Company's ability to achieve certain sales, profitability, and safety objectives. From time to time, the compensation committee of the Board of Directors, at its sole discretion, can add additional amounts to the overall incentive pay achieved. The Company recorded approximately $2,767, $3,104, and $9,885 for incentive compensation earned and other discretionary amounts in fiscal 2021, 2020, 2019, respectively. The Company provides a non-qualified deferred compensation plan for certain highly compensated employees where payroll contributions are made by the employees on a pre-tax basis. Included in “Other long-term assets” in the consolidated balance sheets at March 31, 2021 and 2020 were $5,047 and $2,849, respectively, of deferred compensation plan assets held by the Company. Deferred compensation plan assets (mutual funds) are measured at fair value on a recurring basis based on quoted market prices in active markets (Level 1). The Company has a corresponding liability to participants of $4,608 and $2,886 included in “Other long-term liabilities” in the consolidated balance sheet at March 31, 2021 and 2020, respectively. Deferred compensation expense (income) included in marketing, general, administrative, and engineering were $1,564 and $(387) for the twelve months ended March 31, 2021 and 2020, respectively. Expenses and income from our deferred compensation plan were offset by unrealized gains and losses for the deferred compensation plan included in other expense on our consolidated statements of comprehensive income. Our unrealized (gains)/losses on investments were $(1,635) and $498 for the twelve months ended March 31, 2021 and 2020, respectively. |
Restructuring and other charges
Restructuring and other charges (income) | 12 Months Ended |
Mar. 31, 2021 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and other charges (income) | Restructuring and Other Charges/(income) During fiscal 2021, we enacted certain restructuring initiatives to align our cost structure with the decline in demand for our products and services primarily due to COVID-19 and supply/demand fluctuations in commodity prices. Moreover, during fiscal 2021, the Company terminated approximately 252 people (both hourly and salaried positions) and incurred $5,748 in one-time severance costs. These charges were recorded to restructuring and other charges/(income) in our consolidated statements of operations and comprehensive income/(loss). In addition, we incurred $429 in lease impairment costs primarily related to one of our Canadian facilities that was substantially vacated by December 31, 2020, as the Company executed efforts to optimize its global manufacturing footprint. We also exercised the early termination option for one of our existing leases in Canada, which resulted in the remeasurement of the related right-of-use asset and lease liability and accelerated the lease amortization and expense to align with the cease use date of the facility. We substantially vacated the facility by December 31, 2020. Finally, we early terminated one of our leases in our US-LAM segment. As a result of these abandonments, we recorded a total of $381 in lease abandonment charges during fiscal 2021. We recorded these charges to restructuring and other charges/(income) in our consolidated statements of operations and comprehensive income. Disposal of South Africa Business On December 15, 2020, a Sale of Shares Agreement was entered into between one of our consolidated subsidiaries and an investor consortium (the "TSAPL Purchasers"). As a result of this agreement, 100% of the outstanding common shares of our consolidated subsidiary, Thermon South Africa Proprietary Limited (the "South Africa Business"), were sold to the TSAPL Purchasers, with aggregate proceeds of 2,500 South African Rand (ZAR), or $167, as partial satisfaction of an existing note receivable. In addition, Purchasers committed to settle operational receivables attributable to other Company subsidiaries existing at the time of sale. After evaluating our presence in the region served by the South Africa Business, the Company decided to centralize and consolidate our business structure and streamline our organization. A member of the TSAPL Purchasers was the current general manager of the operations of the South Africa business at the time of sale. This sale is accompanied by a distribution agreement whereby the new owners of the business have agreed to distribute our products, continuing the Company's presence in the region. We believe this is an opportunity to optimize the business while pivoting to a new relationship that will better enable us to serve our customers. As a result of the sale and in accordance with Impairment and Disposal of Long-Lived Assets ( " ASC 360"), we recognized a loss on the sale of a business of $2,065, which included the impact of a currency translation adjustment of $828. This loss was recognized within restructuring and other charges/(income) on the consolidated statements of operations and comprehensive income/(loss). The reported loss on sale of stock is not deductible for tax. Prior to the disposal, the South Africa Business's results were reported within the "Europe, Middle East and Africa" segment. Restructuring and other charges/(income) by reportable segment were as follows: Year Ended March 31, 2021 United States and Latin America $ 3,563 Canada 2,591 Europe, Middle East and Africa 2,459 Asia-Pacific 10 $ 8,623 Restructuring activity related to severance activity described above recorded in "Accrued liabilities" on the condensed consolidated balance sheets is summarized as follows for fiscal 2021: Beginning balance, April 1, 2020 $ — Costs incurred 5,748 Less cash payments (5,091) Ending balance, March 31, 2021 $ 657 We believe we are substantially complete with accruing costs related to restructuring activities as of the end of fiscal 2021. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies At March 31, 2021, the Company had in place letter of credit guarantees and performance bonds securing performance obligations of the Company. These arrangements totaled approximately $6,905. Of this amount, $1,066 is secured by cash deposits at the Company's financial institutions and an additional $3,314 represents a reduction of the available amount of the Company's short term and long-term revolving lines of credit. Included in prepaid expenses and other current assets at March 31, 2021 and 2020, was approximately $1,667 and $2,769, respectively, of cash deposits pledged as collateral on performance bonds and letters of credit. Our Indian subsidiary also has $4,938 in customs bonds outstanding to secure the Company's customs and duties obligations in India. The Company has entered into information technology service agreements with several vendors. The service fees expense amounted to $1,768, $2,679, and $3,809 in fiscal 2021, 2020, 2019, respectively. The future annual service fees under the service agreements are as follows for the fiscal years ended March 31: 2022 $ 1,087 2023 896 Total $ 1,983 We are involved in various legal and administrative proceedings that arise from time to time in the ordinary course of doing business. Some of these proceedings may result in fines, penalties or judgments being assessed against us, which may adversely affect our financial results. In addition, from time to time, we are involved in various disputes, which may or may not be settled prior to legal proceedings being instituted and which may result in losses in excess of accrued liabilities, if any, relating to such unresolved disputes. As of March 31, 2021, management believes that adequate reserves have been established for any probable and reasonably estimable losses. Expenses related to litigation reduce operating income. We do not believe that the outcome of any of these proceedings or disputes would have a significant adverse effect on our financial position, long-term results of operations, or cash flows. It is possible, however, that charges related to these matters could be significant to our results of operations or cash flows in any one reporting period. In addition to the legal proceedings described above, in January 2020, the Company received service of process in a class action application in the Superior Court of Quebec, Montreal, Canada related to certain heating elements previously manufactured by THS and incorporated into certain portable construction heaters sold by certain manufacturers. The Company believes this claim is without merit and intends to vigorously defend itself against the claim. While the Company continues to dispute the allegations, in March 2021, it reached an agreement in principle with the plaintiff and other defendants to resolve this matter without admitting to any liability; such agreement remains subject to the agreement of the parties on the terms of a definitive settlement agreement. Settlement of this matter on the agreed terms will require the Company to contribute an amount that would not have a material impact on the Company’s consolidated financial position, results of operations or cash flows. The settlement is subject to, among other things, approval by the Superior Court. As of March 31, 2021 , the Company has accrued $4,380 as estimated additional cost related to the operational execution of a project in our US-LAM segment. Changes in the Company's warranty reserve are as follows: Balance at March 31, 2018 $ 300 Reserve for warranties issued during the period 300 Settlements made during the period (235) Balance at March 31, 2019 $ 365 Reserve for warranties issued during the period 160 Settlements made during the period (48) Balance at March 31, 2020 $ 477 Reserve for warranties issued during the period 217 Settlements made during the period (444) Balance at March 31, 2021 $ 250 |
Stock-Based Compensation Expens
Stock-Based Compensation Expense | 12 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation Expense | Stock-Based Compensation Expense The Board of Directors has adopted and the shareholders have approved three stock option award plans. The 2010 Thermon Group Holdings, Inc. Restricted Stock and Stock Option Plans ("2010 Plan") was approved on July 28, 2010. The plan authorized the issuance of 2,767,171 stock options or restricted shares (on a post stock split basis). On April 8, 2011, the Board of Directors approved the Thermon Group Holdings, Inc. 2011 Long-Term Incentive Plan ("2011 LTIP"). The 2011 LTIP made available 2,893,341 shares of the Company's common stock that may be awarded to employees, directors or non-employee contractor's compensation in the form of stock options or restricted stock awards. On May 21, 2020, the Board of Directors approved the Thermon Group Holdings, Inc. 2020 Long-Term Incentive Plan ("2020 LTIP"). The 2020 LTIP made available 1,400,000 shares of the Company's common stock that may be awarded to employees, directors, or non-employee contractor's compensation in the form of stock options or restricted stock awards. Collectively, the 2010 Plan, the 2011 LTIP, and the 2020 LTIP are referred to as the "Stock Plans." The Company does not hold any shares of its own stock as treasury shares. Accordingly, the vesting of restricted stock units and performance stock units and the exercise of stock options result in the issuance of additional new shares of the Company's stock. Unvested options outstanding are scheduled to cliff vest over three years with 100% vesting on the third anniversary date of the grant. Stock options must be exercised within 10 years from date of grant. Stock options were issued with an exercise price which was equal to the market price of our common stock at the grant date. We account for forfeitures as they occur, rather than estimate expected forfeitures. Stock Options A summary of stock option activity under our Stock Plans for fiscal 2021, 2020, and 2019 are as follows: Options Outstanding Number of Shares Weighted Average Exercise Price Balance at March 31, 2018 365,624 $ 9.09 Exercised (37,906) 10.44 Forfeited (279) 21.52 Balance at March 31, 2019 327,439 $ 8.92 Exercised (185,792) 6.24 Forfeited (4,295) 18.69 Balance at March 31, 2020 137,352 $ 12.25 Granted 71,780 14.28 Exercised (71,492) 6.81 Forfeited (16,171) 14.28 Expired (10,068) 14.73 Balance at March 31, 2021 111,401 $ 16.53 For fiscal 2021, 2020, and 2019 the intrinsic value of stock option exercises was $646, $3,240, and $555, respectively. During fiscal 2021, no options exercised will be transacted in the first quarter of fiscal year ending March 31, 2022. Unvested Options Number of Shares Weighted Average Grant Date Fair Value Balance at March 31, 2018 19,000 $ 5.89 Vested (9,500) 5.89 Balance at March 31, 2019 9,500 $ 5.89 Vested (9,500) 5.89 Balance at March 31, 2020 — $ — Granted — — Vested — — Forfeited — — Balance at March 31, 2021 — $ — For fiscal 2021, 2020, and 2019, we recorded stock-based compensation of $3,728, $4,960, and $4,148, respectively. As of March 31, 2021, there was no unrecognized expense related to unvested stock option awards. The following table summarizes information about stock options outstanding as of March 31, 2021: Options Outstanding Options Vested and Exercisable Exercise Price Number Outstanding Weighted Average Contractual Life (Years) Weighted Average Exercise Price Aggregate Intrinsic Value at March 31, 2021 Number Vested and Exercisable Weighted Average Contractual Life (Years) Weighted Average Exercise Price Aggregate Intrinsic Value at March 31, 2021 $12.00 10,470 0.1 $ 12.00 $ 78,420 10,470 0.1 $ 12.00 $ 78,420 $14.28 55,609 9.2 14.28 289,723 — 0 14.28 — $19.64 28,499 5.8 19.64 (4,275) 28,499 5.8 19.64 (4,275) $21.52 16,823 1.3 21.52 (34,150) 16,823 1.3 21.52 (34,150) $12.00 - $21.52 111,401 6.3 $ 16.53 $ 329,718 55,792 3.3 $ 18.77 $ 39,995 The aggregate intrinsic value in the preceding table represents the total intrinsic value based on our closing stock price o f $19.49 as of March 31, 2021, which would have been received by the option holders had all option holders exercised as of that date. Stock options are valued by using a Black-Scholes-Merton option pricing model. We calculate the value of our stock option awards when they are granted. Accordingly, we update our valuation assumptions for volatility and the risk free interest rate each quarter that option grants are awarded. Annually, we prepare an analysis of the historical activity within our option plans as well as the demographic characteristics of the grantees of options within our stock option plan to determine the estimated life of the grants and possible ranges of estimated forfeiture. The expected life was determined using the simplified method for estimating expected option life, which qualify as "plain-vanilla" options. The risk-free interest rate is based on the rate of a zero-coupon U.S. Treasury instrument with a remaining term approximately equal to the expected term. We do not expect to pay dividends in the near term and therefore do not incorporate the dividend yield as part of our assumptions. Restricted Stock Awards and Units Restricted stock awards have been issued to members of our board of directors and restricted stock units have been issued to certain employees. For restricted stock awards, the actual common shares have been issued with voting rights and are included as part of our total common shares outstanding. The common shares may not be sold or exchanged until the vesting period is completed. For restricted stock units, no common shares are issued until the vesting period is completed. For restricted stock units, the Company allows its employees to withhold a portion of their units upon the vesting dates in order to satisfy their tax obligation. For both restricted stock awards and units, fair value is determined by the market value of our common stock on the date of the grant. During fiscal 2015, we established a plan to issue our directors awards of fully vested common stock in lieu of restricted stock awards. During fiscal 2021 and fiscal 2020, we issued 52,098 and 26,608 fully vested common shares which had a total fair value of $712 and $660 based on the closing price of our common stock on the date of issuance, respectively. As of March 31, 2021, there were no outstanding restricted stock awards. The following table summarizes the activity with regard to unvested restricted stock units issued to employees during fiscal 2021, fiscal 2020, and fiscal 2019. Restricted Stock Units Number of Shares Weighted Average Grant Fair Value Balance of unvested units at March 31, 2018 229,112 $ 19.55 Granted 115,378 23.44 Released (101,874) 19.93 Forfeited (5,591) 19.98 Balance of unvested units at March 31, 2019 237,025 $ 21.26 Granted 122,747 22.17 Released (117,216) 20.39 Forfeited (5,850) 21.81 Balance of unvested units at March 31, 2020 236,706 $ 22.14 Granted 222,679 13.75 Released (115,504) 21.33 Forfeited (39,357) 16.95 Balance of unvested units at March 31, 2021 304,524 $ 12.96 Based on our closing stock price of $19.49, the aggregate intrinsic value of the unvested restricted stock units at March 31, 2021 was $5,935. Total unrecognized expense related to unvested restricted stock awards was approximately $2,994 as of March 31, 2021. We anticipate this expense to be recognized over a weighted average period of approximately 1.8 years. Performance Stock Units. During fiscal 2021, 2020, and 2019, performance stock unit awards were issued to our executive officers and other members of management and had total estimated grant date fair values of $1,947, $2,285 and $1,654, respectively. For the fiscal 2021 awards, the performance indicator for these awards is a combination of stock price and the Company's Adjusted EBITDA. The target number of shares is 49,716 and 86,634 for the stock price awards and Adjusted EBITDA awards, respectively. For those awards utilizing a stock price indicator, the stock price indicator measures our stock price relative to a predetermined peer group of companies with similar business characteristics as ours. Since the stock price indicator is market-based, we prepared a Monte Carlo valuation model to calculate the probable outcome of the market for our stock to arrive at the fair value. The fair value of the market based units will be expensed over three years, whether or not the market condition is met. For those awards utilizing an Adjusted EBITDA indicator, the Adjusted EBITDA indicator establishes the target Adjusted EBITDA for each of the three years ending March 31, 2023. Since these are performance based stock awards, the Company will make estimates of periodic expense until the Adjusted EBITDA target is known and the expense for actual number of shares earned is determinable. During fiscal 2021 and 2020, certain Adjusted EBITDA-based performance stock awards that were scheduled to vest did not meet the minimum Adjusted EBITDA indicator. Accordingly, 130,835 and 5,153 of previously outstanding performance stock units were forfeited during fiscal 2021 and 2020, respectively. For performance stock units, the performance period will end on the third fiscal year end subsequent to the award being granted. It will then be determined how many shares of stock will be issued. In each year of the performance period, the possible number of shares will range from zero percent to two hundred percent of the target shares. The following table summarized the target number of performance stock units outstanding and the minimum and maximum number of shares that can be earned as of March 31, 2021. Fiscal Year Granted Target Minimum Maximum Fiscal 2019 68,178 0 136,356 Fiscal 2020 92,394 0 184,788 Fiscal 2021 136,350 0 272,700 In fiscal 2021, 2020 and 2019, the performance objectives for 4,476, 79,144 and 36,611 awards, respectively, were earned. At March 31, 2021, there was $1,461 in stock compensation that remained to be expensed, which will be recognized over a period of 1.5 years. |
Other Income_(Expense)
Other Income/(Expense) | 12 Months Ended |
Mar. 31, 2021 | |
Other Income and Expenses [Abstract] | |
Other Income/(Expense) | Other Income/(Expense) Other expense consisted of the following: Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 Foreign currency transaction gain/(loss) $ 1,095 $ (143) $ 353 Loss on foreign exchange forwards (811) (437) (125) Gain/(loss) on investments from deferred compensation plan 1,635 (498) (50) Other income/(expense) 216 (480) (69) Total $ 2,135 $ (1,558) $ 109 |
Income Taxes
Income Taxes | 12 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income taxes included in the consolidated income statement consisted of the following: Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 Current provision: Federal provision $ (4,662) $ (759) $ 3,507 Foreign provision 6,098 9,359 11,951 State provision 197 279 681 Deferred provision: Federal deferred benefit (1,880) (796) (2,083) Foreign deferred benefit (1,084) (2,895) (3,964) State deferred benefit (107) (46) (119) Total provision for income taxes $ (1,438) $ 5,142 $ 9,973 Deferred income tax assets and liabilities were as follows: March 31, 2021 2020 Deferred tax assets: Accrued liabilities and reserves $ 3,537 $ 2,915 Stock option compensation 593 896 Foreign deferred benefits 1,954 2,119 Net operating loss carry-forward 1,224 1,545 Inventories 383 377 Interest limitation 204 — Capitalized transaction costs 119 149 Foreign tax credit carry forward 721 458 Valuation allowance (282) (757) Total deferred tax assets $ 8,453 $ 7,702 Deferred tax liabilities: Intangible assets $ (5,959) $ (6,334) Intangible and other - foreign (16,789) (16,189) Property, plant and equipment (3,162) (4,004) Prepaid expenses (227) (154) Unrealized loss on hedge — (42) Undistributed foreign earnings (820) (320) Total deferred tax liabilities $ (26,957) $ (27,043) Net deferred tax asset (liability) $ (18,504) $ (19,341) The Company expects that it is more likely than not that the results of future operations will generate sufficient taxable income to realize its domestic and foreign deferred tax assets, net of valuation allowance reserves. The U.S. and non-U.S. components of income (loss) from continuing operations before income taxes were as follows: Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 U.S. $ (15,447) $ (8,603) $ 44 Non-U.S. 15,174 25,681 33,098 Income from continuing operations $ (273) $ 17,078 $ 33,142 The difference between the provision for income taxes and the amount that would result from applying the U.S. statutory tax rate to income before provision for income taxes is as follows: Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 Notional U.S. federal income tax expense at statutory rate $ (57) $ 3,586 $ 6,960 Adjustments to reconcile to the income tax provision: Impact of U.S. global intangible tax (1,859) 926 946 U.S. net operating loss carry-back rate difference (1,470) — — South Africa divestiture 526 — — Rate difference-international subsidiaries 513 1,181 1,366 Transition tax for United States tax reform — — (1,118) Impact on deferred tax liability for statutory rate change 332 (1,231) — Undistributed foreign earnings 359 259 313 U.S. state income tax provision, net 48 143 408 Charges/(benefits related to uncertain tax positions 79 (408) 1,137 Non-deductible charges 239 349 517 Change in valuation allowance (475) 152 (280) Other, net 327 185 (276) Provision for income taxes $ (1,438) $ 5,142 $ 9,973 On December 22, 2017, the United States enacted significant changes to U.S. tax law following the passage and signing of H.R.1, “An Act to Provide for Reconciliation Pursuant to Titles II and V of the Concurrent Resolution on the Budget for fiscal Year 2018” (the “Tax Act”) (previously known as “The Tax Cuts and Jobs Act”). The Tax Act included significant changes to existing tax law, including a permanent reduction to the U.S. federal corporate income tax rate from 35% to 21%, a one-time repatriation tax on deferred foreign income (“Transition Tax”), deductions, credits and business-related exclusions. Consistent with provisions allowed under the Tax Act, the net $4,007 calculated Transition Tax liability will be paid over an eight year period beginning in fiscal year 2019. At March 31, 2020, $2,478 of the Transition Tax liability is included in “Other liabilities- long-term” in the consolidated balance sheets. The net benefit of $3,097 related to deferred tax assets and liabilities is primarily associated with a reduction in deferred liabilities for unamortized intangible assets. Since these intangible assets are not tax deductible, the reduction of the liability is non-cash and will not reduce future tax payments. Given the Tax Act’s significant changes and the opportunities to repatriate cash tax free, we have reevaluated our current permanent reinvestment position. Accordingly, we no longer assert a permanent reinvestment position in most of our foreign subsidiaries. We expect to repatriate certain earnings which will be subject to withholding taxes. At March 31, 2021 we have accrued $1,073 as an additional deferred tax liability associated with the future repatriation of earnings from jurisdictions that withhold taxes on foreign paid dividends. While the Tax Act provides for a modified territorial tax system, beginning in January 1, 2018, global intangible low-taxed income, or ("GILTI"), provisions will be applied by the United States providing an incremental tax on certain foreign income. The GILTI provisions require the Company to include in its U.S. income tax return foreign subsidiary earnings in excess of an allowable return on the foreign subsidiary's tangible assets. Under GAAP, the Company is allowed to make an accounting policy choice of either (1) treating taxes due on the future U.S. inclusions in taxable income related to GILTI provisions as a current-period expense when incurred, or the period cost method, or (2) factoring such amounts into the Company's measurement of its deferred taxes, or the deferred method. The Company has selected the period cost method as its accounting policy with respect to the new GILTI tax rules. To provide relief for taxpayers impacted by the COVID-19 outbreak, the United States enacted the Coronavirus Aid, Relief, and Economic Security (CARES) Act on March 27, 2020. Among other provisions, the law provides relief to U.S. federal corporate taxpayers through temporary adjustments to net operating loss rules, changes to interest expense deductibility, and enhanced qualified improvement property depreciation. Under ASC 740, the Company recognized the effect of the change in tax law on existing deferred tax assets and liabilities in income from continuing operations in the interim period that includes March 27, 2020. The primary impact to the Company for CARES was our ability to fully deduct interest expense for the twelve months ended March 31, 2020. During the year ended March 31, 2021, the Company recorded discrete tax benefits of $1,859 related to updated Internal Revenue Service rules regarding the United States Global intangible low-taxed income or ("GILTI tax") and related tax planning elections associated with the GILTI tax rule changes. Under the new rules, Thermon was able to reduce previously incurred GILTI tax under the high tax exception rules. Included with this benefit are certain tax elections that resulted in the reduction of previous tax expense. During the year ended March 31, 2021, the Company incurred a taxable loss within its operations in the United States. As a result, the net operating loss was available to be carried back to the Company's 2016 tax year when the federal tax rate was 35%. The rate differential resulted in a discrete tax benef it of $1,470. The loss on the capital stock sale of the South Africa Business, referred to in Note 14, "Restructuring and other charges/(income)," was not deductible for income tax. This resulted in approximately $526 of discrete tax expense during the fiscal 2021. During the twelve months ended March 31, 2020, the Company recorded the impact of a prospective income tax rate reduction in the tax jurisdictions of Alberta, Canada and the Netherlands. The scheduled rate reductions of 4% and 3%, respectively, resulted in a net reduction of deferred tax liabilities of $1,231 reported as a benefit to tax expense. In fiscal 2021, the Netherlands reversed their prospective tax reduction. Accordingly, the Company adjusted its deferred tax liability resulting in additional tax expense $332. As of March 31, 2021, the Company had foreign tax net operating loss carry-forwards ("NOLs") of $4,421. Of this amount, $1,320 may be carried forward indefinitely. As of March 31, 2021, the tax years 2017 through 2020 remain open to examination by the major taxing jurisdictions to which we are subject. At March 31, 2020, reserves for uncertain tax position consisted of uncertain tax positions related to the final Transition Tax that we determined could be overturned if the calculations were examined by tax authorities. The reserves for the Transition Tax will remain subject to examination until January 2025. No reserves are expected to be released within twelve months. Activity within our reserve for uncertain tax positions as well as the penalties and interest are recorded as a component of the Company's income tax expense. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Year Ended March 31, 2021 Year Ended March 31, 2020 Beginning balance $ 729 $ 1,137 Release of reserve — (463) Interest and penalties on prior reserves 79 55 Reserve for uncertain income taxes $ 808 $ 729 |
Segment Information
Segment Information | 12 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information We operate in four reportable segments based on four geographic countries or regions in which we operate: (i) United States and Latin America ("US-LAM"), (ii) Canada, (iii) Europe, Middle East and Africa ("EMEA") and (iv) Asia-Pacific ("APAC"). Within our four reportable segments, our core products and services are focused on thermal solutions primarily related to the electrical heat tracing industry. Each of our reportable segments serves a similar class of customers, including engineering, procurement and construction companies, international and regional oil and gas companies, commercial sub-contractors, electrical component distributors and direct sales to existing plant or industrial applications. Profitability within our segments is measured by operating income. Profitability can vary in each of our reportable segments based on the competitive environment within the region, the level of corporate overhead, such as the salaries of our senior executives, and the level of research and development and marketing activities in the region, as well as the mix of products and services. For purposes of this note, revenue is attributed to individual countries or regions on the basis of the physical location and jurisdiction of organization of the subsidiary that invoices the material and services. Total sales to external customers, inter-segment sales, depreciation expense, amortization expense, income from operations and total assets classified by major geographic area in which the Company operates are as follows: Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 Sales to External Customers: United States and Latin America $ 95,441 $ 155,465 $ 165,648 Canada 90,853 128,364 127,392 Europe, Middle East and Africa 54,219 53,762 77,508 Asia-Pacific 35,668 45,895 42,094 $ 276,181 $ 383,486 $ 412,642 Inter-segment Sales: United States and Latin America $ 40,793 $ 48,891 $ 52,662 Canada 7,272 4,764 6,231 Europe, Middle East and Africa 2,003 2,890 3,406 Asia-Pacific 1,221 991 859 $ 51,289 $ 57,536 $ 63,158 Depreciation Expense: United States and Latin America $ 6,290 $ 6,304 $ 4,935 Canada 4,454 3,462 3,616 Europe, Middle East and Africa 341 551 466 Asia-Pacific 192 185 177 $ 11,277 $ 10,502 $ 9,194 Amortization of Intangibles: United States and Latin America $ 1,464 $ 5,752 $ 5,841 Canada 7,301 9,665 12,515 Europe, Middle East and Africa 453 1,292 1,351 Asia-Pacific 227 1,064 1,064 $ 9,445 $ 17,773 $ 20,771 Income/(Loss) from Operations: United States and Latin America $ (9,119) $ 6,346 $ 16,421 Canada 15,242 24,946 20,601 Europe, Middle East and Africa 3,181 1,196 11,295 Asia-Pacific 3,917 6,628 5,847 Unallocated: Public company costs (1,716) (1,493) (1,507) Stock compensation (3,728) (4,960) (4,148) $ 7,777 $ 32,663 $ 48,509 March 31, 2021 March 31, 2020 Fixed Assets: United States and Latin America $ 36,155 $ 39,815 Canada 32,583 28,703 Europe, Middle East and Africa 3,141 3,246 Asia-Pacific 751 778 $ 72,630 $ 72,542 Total Assets: United States and Latin America $ 218,699 $ 239,751 Canada 287,907 270,055 Europe, Middle East and Africa 77,798 73,334 Asia-Pacific 33,474 37,765 $ 617,878 $ 620,905 At March 31, 2021 and 2020, non-current deferred tax assets of $5,557 and $4,483 respectively, were applicable to the United States. Capital expenditures by geographic area were as follows: Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 Capital Expenditures: United States and Latin America $ 3,075 $ 5,607 $ 8,432 Canada 4,866 4,221 2,753 Europe, Middle East and Africa 68 654 612 Asia-Pacific 123 373 239 $ 8,132 $ 10,855 $ 12,036 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events No subsequent events have been identified for the fiscal year ended March 31, 2021. |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Consolidation | Basis of ConsolidationThe consolidated financial statements include the accounts of the Company, its subsidiaries and entities in which the Company has a controlling financial interest. The ownership of non-controlling investors is recorded as non-controlling interests. All significant inter-company balances and transactions have been eliminated in consolidation. |
Segment Reporting | Segment Reporting We maintain four reportable segments based on the four geographic countries or regions in which we operate: (i) United States and Latin America ("US-LAM"), (ii) Canada, (iii) Europe, Middle East and Africa ("EMEA") and (iv) Asia-Pacific ("APAC"). Profitability within our segments is measured by operating income. See Note 19, "Segment Information" for financial data relating to our four reportable geographic segments. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results inevitably will differ from those estimates, and such differences may be material to the financial statements. |
Cash Equivalents | Cash Equivalents Cash and cash equivalents consist of cash in bank and money market funds. All highly liquid investments purchased with original maturities of three months or less are considered to be cash equivalents. Restricted Cash The Company maintains restricted cash related to certain letter of credit guarantees and performance bonds securing performance obligations. The following table provides a reconciliation of cash, cash equivalents, restricted cash included in prepaid expenses and other current assets and restricted cash included in other long-term assets reported within the statement of financial position that sum to the total of the same such amounts shown in the statement of cash flows. March 31, March 31, March 31, Cash and cash equivalents $ 40,124 $ 43,237 $ 31,402 Restricted cash included in prepaid expenses and other current assets 1,962 2,421 1,624 Restricted cash included in other long-term assets 364 348 815 Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 42,450 $ 46,006 $ 33,841 |
Receivables | Receivables The Company's receivables are recorded at cost when earned and represent claims against third parties that will be settled in cash. The carrying value of the Company's receivables, net of allowance for doubtful accounts, represents its estimated net realizable value. If events or changes in circumstances indicate specific receivable balances may be impaired, further consideration is given to the Company's ability to collect those balances and the allowance is adjusted accordingly. The Company has established an allowance for doubtful accounts based upon an analysis of aged receivables. Past-due receivable balances are written-off when the Company's internal collection efforts have been unsuccessful in collecting the amounts due. The Company's primary base of customers operates in the chemical and petrochemical, oil and gas, power generation, rail and transit, and other industries; we are diversifying our customer base through numerous other end markets. Although the Company has a concentration of credit risk within these industries, the Company has not experienced significant collection losses on sales to these customers. The Company's foreign receivables are not concentrated within any one geographic segment nor are they subject to any current economic conditions that would subject the Company to unusual risk. The Company does not generally require collateral or other security from customers. |
Inventories | Inventories Inventories, principally raw materials and finished goods, are valued at the lower of cost (weighted average cost) or net realizable value. We write down our inventory for estimated excess or obsolete inventory equal to the difference between the cost of inventory and estimated fair market value based on assumptions of future demand and market conditions. Fair market value is determined quarterly by comparing inventory levels of individual products and components to historical usage rates, current backlog and estimated future sales and by analyzing the age and potential applications of inventory, in order to identify specific products and components of inventory that are judged unlikely to be sold. Our finished goods inventory consists primarily of completed electrical cable that has been manufactured for various heat tracing solutions, as well as various types of immersion, circulation and space heaters for THS. Most of our manufactured product offerings are built to industry standard specifications that have general purpose applications and therefore are sold to a variety of customers in various industries. Some of our products, such as custom orders and ancillary components outsourced from third-party manufacturers, have more specific applications and therefore may be at a higher risk of inventory obsolescence. Inventory is written-off in the period in which the disposal occurs. Actual future write-offs of inventory may differ from estimates and calculations used to determine valuation allowances due to changes in customer demand, customer negotiations, product application, technology shifts and other factors. Historically, inventory obsolescence and potential excess cost adjustments have been within our expectations, and management does not believe that there is a reasonable likelihood that there will be a material change in future estimates or assumptions used to calculate the inventory valuation reserves. |
Revenue Recognition | Revenue Recognition Effective April 1, 2018, we adopted Accounting Standards Codification Topic 606, Revenue from Contracts with Customers ("ASC 606") using the modified retrospective method and applying ASC 606 to all revenue contracts with customers which were not completed as of the date of adoption. In accordance with the modified retrospective approach, prior period amounts were not adjusted. We expect the impact of the adoption of the new standard to continue to be immaterial to revenues and net income on an ongoing basis. Please refer to Note 4 "Revenue from Contracts with Customers" for additional information. |
Property, Plant and Equipment | Property, Plant and EquipmentProperty, plant and equipment are stated at cost. Expenditures for renewals and improvements that significantly extend the useful life of an asset are capitalized. Expenditures for maintenance and repairs of assets are charged to operations as incurred. When assets are sold or retired, the cost and accumulated depreciation are removed from the accounts and any gain or loss is credited or charged to operations. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets We conduct a required annual review of goodwill for potential impairment in the fourth quarter, or sooner if events or changes in circumstances indicate that the fair value of a reporting unit is below its carrying value. Our reporting units are our operating segments: US-LAM, Canada, EMEA, and APAC. We have the option to perform a qualitative assessment to satisfy the annual test requirement if we believe that it is more likely than not that we do not have an impairment in any one of our reporting units. If the carrying value of a reporting unit that includes goodwill exceeds its fair value, which is determined using both the income approach and market approach, goodwill is considered impaired. The income approach determines fair value based on discounted cash flow model derived from a reporting unit’s long-term forecasted cash flows. The market approach determines fair value based on the application of earnings multiples of comparable companies to projected earnings of the reporting unit. The amount of impairment loss is measured as the difference between the carrying value and the fair value of a reporting unit but is limited to the total amount of goodwill allocated to the reporting unit. In performing the fair value analysis, management makes various judgments, estimates and assumptions, the most significant of which is the assumption related to revenue growth rates. The factors we considered in developing our estimates and projections for cash flows include, but are not limited to, the following: (i) macroeconomic conditions; (ii) industry and market considerations; (iii) costs, such as increases in raw materials, labor, or other costs; (iv) our overall financial performance; and, (v) other relevant entity-specific events that impact our reporting units. The determination of whether goodwill is impaired involves a significant level of judgment in the assumptions underlying the approach used to determine the estimated fair values of our reporting units. We believe that the estimates and assumptions used in our impairment assessment are reasonable; however, these assumptions are judgmental and variations in any assumptions could result in materially different calculations of fair value. We will continue to evaluate goodwill on an annual basis in our fourth quarter, and whenever events or changes in circumstances, such as significant adverse changes in operating results, market conditions, or changes in management’s business strategy indicate that there may be a probable indicator of impairment. It is possible that the assumptions used by management related to the evaluation may change or that actual results may vary significantly from management’s estimates. In fiscal 2021, 2020 and 2019, the Company determined that no impairment of goodwill existed. Other intangible assets include indefinite lived intangible assets for which we must also perform an annual test of impairment. The Company's indefinite lived intangible assets consist primarily of trademarks. The fair value of the Company's trademarks is calculated using a "relief from royalty payments" methodology. This approach involves first estimating reasonable royalty rates for each trademark then applying these royalty rates to a net sales stream and discounting the resulting cash flows to determine the fair value. The royalty rate is estimated using both a market and income approach. The market approach relies on the existence of identifiable transactions in the marketplace involving the licensing of trademarks similar to those owned by the Company. The income approach uses a projected pretax profitability rate relevant to the licensed income stream. We believe the use of multiple valuation techniques results in a more accurate indicator of the fair value of each trademark. This fair value is then compared with the carrying value of each trademark. The results of this test during the fourth quarter of our fiscal year indicated that there was no impairment of our indefinite life intangible assets during fiscal 2021, 2020 and 2019. |
Debt Issuance Costs | Debt Issuance Costs The Company capitalizes and defers the costs associated with establishing our debt and financing arrangements. These costs are amortized as interest expense over the life of the loan or related financing. Additionally, for any unscheduled principal payments the Company will record incremental deferred debt charges on a pro rata basis of the unamortized deferred debt balance at the time of the repayment. When debt or the contract is retired prematurely, the proportionate unamortized deferred issuance costs are expensed as loss on retirement. Deferred debt issuance costs expensed as part of interest expense for fiscal 2021, 2020 and 2019 were $1,525, $1,885 and $1,756, respectively. |
Long-Lived Assets | Long-Lived AssetsThe Company evaluates its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amounts to the future undiscounted cash flows that the assets are expected to generate. If the long-lived assets are considered impaired, the impairment to be recognized equals the amount by which the carrying value of the asset exceeds the estimated fair value and is recorded in the period the determination was made. |
Stock-based Compensation | Stock-based Compensation We account for share-based payments to employees in accordance with ASC 718, Compensation-Stock Compensation , which requires that share-based payments (to the extent they are compensatory) be recognized in our consolidated statements of operations and comprehensive income/(loss) based on their fair values. As required by ASC 718, we recognize stock-based compensation expense for share-based payments that are expected to vest. In determining whether an award is expected to vest, we account for forfeitures as they occur, rather than estimate expected forfeitures. We are also required to determine the fair value of stock-based awards at the grant date. For option awards that are subject to service conditions and/or performance conditions, we estimate the fair values of employee stock options using a Black-Scholes-Merton valuation model. Some of our option grants and awards included a market condition for which we used a |
Income Taxes | Income Taxes We account for income taxes under the asset and liability method that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in our financial statements or tax returns. Judgment is required in assessing the future tax consequences of events that have been recognized in our financial statements or tax returns. Variations in the actual outcome of these future tax consequences could materially impact our financial position, results of operations or effective tax rate. Significant judgment is required in determining our worldwide income tax provision. In the ordinary course of a global business, there are many transactions and calculations where the ultimate tax outcome is uncertain. Some of these uncertainties arise as a consequence of revenue sharing and cost reimbursement arrangements among related entities, the process of identifying items of revenue and expense that qualify for preferential tax treatment, and segregation of foreign and domestic earnings and expenses to avoid double taxation. Although we believe that our estimates are reasonable, the final tax outcome of these matters could be different from that which is reflected in our historical income tax provisions and accruals. Such differences could have a material effect on our income tax provision and net income in the period in which such determination is made. In estimating future tax consequences, all expected future events are considered other than enactments of changes in tax laws or rates. Valuation allowances are established when necessary to reduce deferred tax assets to amounts which are more likely than not to be realized. We consider future growth, forecasted earnings, future taxable income, the mix of earnings in the jurisdictions in which we operate, historical earnings, taxable income in prior years, if carryback is permitted under the law, and prudent and feasible tax planning strategies in determining the need for a valuation allowance. In the event we were to determine that we would not be able to realize all or part of our net deferred tax assets in the future, an adjustment to the deferred tax assets valuation allowance would be charged to earnings in the period in which we make such a determination, or goodwill would be adjusted at our final determination of the valuation allowance related to an acquisition within the measurement period. If we later determine that it is more likely than not that the net deferred tax assets would be realized, we would reverse the applicable portion of the previously provided valuation allowance as an adjustment to earnings at such time. The amount of income tax we pay is subject to ongoing audits by federal, state and foreign tax authorities, which often result in proposed assessments. Our estimate of the potential outcome for any uncertain tax issue is highly judgmental. We account for these uncertain tax issues pursuant to ASC 740, Income Taxes , which contains a two-step approach to recognizing and measuring uncertain tax positions taken or expected to be taken in a tax return. The first step is to determine if the weight of available evidence indicates that it is more likely than not that the tax position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement. Although we believe we have adequately reserved for our uncertain tax positions, no assurance can be given with respect to the final outcome of these matters. We adjust reserves for our uncertain tax positions due to changing facts and circumstances, such as the closing of a tax audit, judicial rulings, refinement of estimates or realization of earnings or deductions that differ from our estimates. To the extent that the final outcome of these matters is different than the amounts recorded, such differences generally will impact our provision for income taxes in the period in which such a determination is made. Our provisions for income taxes include the impact of reserve provisions and changes to reserves that are considered appropriate and also include the related interest and penalties. During fiscal 2018, we revised our permanent reinvestment position whereby we expect to repatriate future earnings. Given the significant changes and potential opportunities to repatriate cash tax free due to H.R.1, “An Act to Provide for Reconciliation Pursuant to Titles II and V of the Concurrent Resolution on the Budget for fiscal Year 2018” (the “Tax Act”) , we have reevaluated our current permanent reinvestment position. Accordingly, we will no longer assert a permanent reinvestment position in most of our foreign subsidiaries. We expect to repatriate certain earnings which will be subject to withholding taxes. These additional withholding taxes are being recorded as an additional deferred tax liability associated with the basis difference in such jurisdictions. Please see Note 18, "Income Taxes" for more information on the impacts of the Tax Act. |
Foreign Currency Transactions and Translation | Foreign Currency Transactions and Translation Exchange rate gains and losses that result from foreign currency transactions are recognized in income as they are realized. For the Company's non-U.S. dollar functional currency subsidiaries, assets and liabilities of foreign subsidiaries are translated into U.S. dollars using year-end exchange rates. Income and expense items are translated at weighted average |
Loss Contingencies | Loss Contingencies We accrue for probable losses from contingencies on an undiscounted basis, when such costs are considered probable of being incurred and are reasonably estimable. Legal expense related to such matters are expensed as incurred. We periodically evaluate available information, both internal and external, relative to such contingencies and adjust this accrual as necessary. Disclosure of a contingency is required if there is at least a reasonable possibility that a material loss has been incurred. In determining whether a loss should be accrued we evaluate, among other factors, the degree of probability of an unfavorable outcome and the ability to make a reasonable estimate of the amount of loss. |
Warranties | Warranties The Company offers a standard warranty on product sales. Specifically, we will replace any defective product within one year from the date of purchase. Warranties on construction projects are negotiated individually, are typically one year in duration, and may include the cost of labor to replace products. Factors that affect the Company's warranty liability include the amount of sales, historical and anticipated rates of warranty claims, and cost per claim. The Company periodically assesses the adequacy of its recorded warranty liabilities and adjusts the amounts as necessary. |
Research and Development | Research and DevelopmentResearch and development expenditures are expensed when incurred and are included in marketing, general, administrative, and engineering expenses. Research and development expenses include salaries, direct material costs incurred, plus building and other overhead expenses. |
Shipping and Handling Cost | Shipping and Handling Cost The Company includes shipping and handling as part of cost of sales and freight due from customers is included as part of sales. |
Economic Dependence | Economic DependenceAs of March 31, 2021 and 2020, no one customer represented more than 10% of the Company's accounts receivable balance. In fiscal 2021 and 2020, |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Leases - In February 2016, the FASB issued Accounting Standard Update 2016-02 Leases (“ASC 842”), which provides guidance on the recognition, measurement, presentation and disclosure on leases. Under the standard, substantially all leases will be reported on the balance sheet as right-of-use assets and lease liabilities. The new guidance is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2018. The Company adopted the amended guidance using the modified retrospective method as of April 1, 2019. Please refer to Note 3 "Leases" for further discussion, including the impact the adoption had on our consolidated financial statements. Financial Instruments- In June 2016, the FASB issued Accounting Standards Update 2016-13 Financial Instruments- Credit Losses (“ASC 326”), which amends the guidance on the impairment of financial instruments. The standard adds an impairment model, referred to as current expected credit loss, which is based on expected losses rather than incurred losses. The standard applies to most debt instruments, trade receivables, lease receivables, reinsurance receivables, financial guarantees and loan commitments. Under the guidance, companies are required to disclose credit quality indicators disaggregated by year of origination for a five-year period. The new guidance is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2019. We adopted this standard effective April 1, 2020, and such adoption did not have a material impact on our consolidated financial statements. Intangibles- In January 2017, the FASB issued Accounting Standards Update 2017-04 Intangibles- Goodwill and Other (“ASC 350”), which amends and simplifies the accounting for goodwill impairment by eliminating step 2 of the goodwill impairment test. Under the amended guidance, goodwill impairment will be measured as the excess of the reporting unit’s carrying value over its fair value, not to exceed the carrying amount of goodwill for that reporting unit. The changes are effective for annual and interim periods beginning after December 15, 2019, and amendments should be applied prospectively. Early adoption is permitted for any impairment tests performed after January 1, 2017. We adopted this standard effective April 1, 2020, and such adoption did not have a material impact on our consolidated financial statements. Reference Rate Reform - In March 2020, the FASB issued Accounting Standards Update 2020-04- Reference Rate Reform ("ASC 848"). The update is intended to provide temporary optional expedients and exceptions to the GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. As of March 31, 2021, we have not yet elected any optional expedients provided in the standard. We will apply the accounting relief, if necessary, as relevant contract and hedge accounting relationship modifications are made during the reference rate reform transition period. We have adopted this standard effective April 1, 2020, and such adoption did not have a material impact on our consolidated financial statements. Income Taxes - In December 2019, the FASB issued Accounting Standards Update 2019-12- Income Taxes ("ASC 740"). This ASU amends ASC 740 to add, remove, and clarify disclosure requirements related to income taxes. The new standard is effective for fiscal years beginning after December 15, 2020. We are still evaluating the impact of this new standard. |
Organization and Summary of S_3
Organization and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Cash and Cash Equivalents | March 31, March 31, March 31, Cash and cash equivalents $ 40,124 $ 43,237 $ 31,402 Restricted cash included in prepaid expenses and other current assets 1,962 2,421 1,624 Restricted cash included in other long-term assets 364 348 815 Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 42,450 $ 46,006 $ 33,841 |
Schedule of Changes in Allowance for Doubtful Accounts | The following table summarizes the annual changes in our allowance for doubtful accounts: Balance at March 31, 2018 $ 1,231 Additions to reserve 354 Write-off of uncollectible accounts (598) Balance at March 31, 2019 987 Additions to reserve 674 Write-off of uncollectible accounts (827) Balance at March 31, 2020 834 Additions to reserve 1,466 Write-off of uncollectible accounts (226) Balance at March 31, 2021 $ 2,074 |
Schedule of Property, Plant and Equipment | Depreciation is computed using the straight-line method over the following lives: Useful Lives in Years Land improvements 15 - 20 Buildings and improvements 10 - 40 Machinery and equipment 3 - 25 Office furniture and equipment 3 - 10 Internally developed software 5 - 7 Property, plant and equipment consisted of the following at March 31: 2021 2020 Land, buildings and improvements $ 57,317 $ 53,060 Machinery and equipment 47,138 38,880 Office furniture and equipment 15,375 15,587 Internally developed software 7,336 5,793 Construction in progress 1,019 2,772 Property, plant and equipment at cost 128,185 116,092 Accumulated depreciation (55,555) (43,550) Property, plant and equipment, net $ 72,630 $ 72,542 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of long-term debt that is not measured at fair value | Information about our short-term debt and long-term debt that is not measured at fair value follows: March 31, 2021 March 31, 2020 Carrying Fair Value Carrying Fair Value Valuation Technique Financial Liabilities Outstanding principal amount of senior secured credit facility $ 148,500 $ 148,871 $ 176,000 $ 150,480 Level 2 - Market Approach |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | As of March 31, 2021 and 2020, the notional amounts of forward contracts as well as the related fair values were as follows: March 31, 2021 March 31, 2020 Russian Ruble $ 3,000 $ 1,103 Euro — 500 Canadian Dollar 5,500 1,500 South Korean Won 5,000 3,500 Mexican Peso 1,500 2,000 Australian Dollar 900 700 Great Britain Pound 500 500 Total notional amounts $ 16,400 $ 9,803 |
Fair Value Measurements, Recurring and Nonrecurring | March 31, 2021 March 31, 2020 Fair Value Fair Value Assets Liabilities Assets Liabilities Foreign exchange contract forwards $ 61 $ 32 $ 140 $ 49 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Lease cost | Lease Term and Discount Rate March 31, 2021 March 31, 2020 Weighted average remaining lease term Operating 6.0 6.2 Finance 3.1 3.4 Weighted average discount rate Operating 4.81 % 4.82 % Finance 6.56 % 6.98 % Supplemental statement of cash flows information related to leases was as follows: Cash paid for amounts included in the measurement of lease liabilities Twelve Months Ended March 31, 2021 Twelve Months Ended March 31, 2020 Operating cash used for operating leases $ 4,566 $ 3,523 Operating cash flows used for finance leases 39 41 Financing cash flows used for finance leases 276 259 |
Supplemental balance sheet information | Supplemental balance sheet information related to leases was as follows: Assets Classification March 31, 2021 March 31, 2020 Operating Operating lease right-of-use assets $ 12,619 $ 16,637 Finance Property, plant and equipment 426 695 Total right-of-use assets $ 13,045 $ 17,332 Liabilities Current Operating Lease liabilities $ 3,383 $ 3,352 Finance Lease liabilities 128 201 Non-current Operating Non-current lease liabilities 12,027 15,060 Finance Non-current lease liabilities 346 511 Total lease liabilities $ 15,884 $ 19,124 |
Supplemental statement of operations | Supplemental statement of operations information related to leases was as follows: Lease expense Classification Twelve Months Ended March 31, 2021 Twelve Months Ended March 31, 2020 Operating lease expense Marketing, general, administrative, and engineering $ 4,697 $ 3,835 Finance lease expense: Amortization of ROU assets Marketing, general, administrative, and engineering 266 266 Interest expense on finance lease liabilities Interest expense 21 41 Short-term lease expense Marketing, general, administrative, and engineering 240 1,117 Net lease expense $ 5,224 $ 5,259 |
Future lease payments under non-cancellable operating leases | Future lease payments under non-cancellable leases as of March 31, 2021 were as follows: Future Lease Payments Operating Leases Finance Leases Twelve months ending March 31, 2022 $ 4,031 $ 288 2023 3,390 133 2024 2,238 99 2025 1,887 37 2026 1,707 2 Thereafter 4,538 0 Total lease payments $ 17,791 $ 559 Less imputed interest (2,381) (85) Total lease liability $ 15,410 $ 474 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenues | Disaggregation of revenues from contracts with customers for fiscal 2021, 2020 and 2019 are as follows: Fiscal Year Ended March 31, 2021 Revenues recognized at point in time Revenues recognized over time Total United States and Latin America $ 47,599 $ 47,842 $ 95,441 Canada 67,451 23,402 90,853 Europe, Middle East and Africa 29,304 24,915 54,219 Asia-Pacific 17,448 18,220 35,668 Total revenues $ 161,802 $ 114,379 $ 276,181 Fiscal Year Ended March 31, 2020 Revenues recognized at point in time Revenues recognized over time Total United States and Latin America $ 72,334 $ 83,131 $ 155,465 Canada 106,577 21,787 128,364 Europe, Middle East and Africa 31,028 22,734 53,762 Asia-Pacific 18,558 27,337 45,895 Total revenues $ 228,497 $ 154,989 $ 383,486 Fiscal Year Ended March 31, 2019 Revenues recognized at point in time Revenues recognized over time Total United States and Latin America $ 71,865 $ 93,783 $ 165,648 Canada 102,997 24,395 127,392 Europe, Middle East and Africa 46,210 31,298 77,508 Asia-Pacific 26,534 15,560 42,094 Total revenues $ 247,606 $ 165,036 $ 412,642 |
Net Income per Common Share (Ta
Net Income per Common Share (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of reconciliation of the denominators used to calculate basic EPS and diluted EPS | The reconciliations of the denominators used to calculate basic net income per common share and diluted net income per common share for fiscal 2021, 2020, and 2019, respectively, is as follows: Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 Basic net income per common share Net income available to Thermon Group Holdings, Inc. $ 1,165 $ 11,938 $ 22,756 Weighted-average common shares outstanding 33,134,592 32,760,327 32,568,541 Basic net income per common share $ 0.04 $ 0.36 $ 0.70 Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 Diluted net income per common share Net income available to Thermon Group Holdings, Inc. $ 1,165 $ 11,938 $ 22,756 Weighted-average common shares outstanding 33,134,592 32,760,327 32,568,541 Common share equivalents: Stock options issued 27,306 134,777 235,802 Restricted and performance stock units issued 179,056 253,566 249,961 Weighted average shares outstanding – dilutive 33,340,954 33,148,670 33,054,304 Diluted net income per common share $ 0.03 $ 0.36 $ 0.69 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories consisted of the following at March 31: 2021 2020 Raw materials $ 33,485 $ 31,300 Work in process 4,071 5,317 Finished goods 28,008 25,701 65,564 62,318 Valuation reserves (1,774) (2,045) Inventories, net $ 63,790 $ 60,273 The following table summarizes the annual changes in our valuation reserve accounts: Balance as of March 31, 2018 $ 2,077 Additions in reserve 166 Charged to reserve (44) Balance as of March 31, 2019 2,199 Additions in reserve 172 Charged to reserve (326) Balance as of March 31, 2020 2,045 Additions in reserve 133 Charged to reserve (404) Balance as of March 31, 2021 $ 1,774 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Depreciation is computed using the straight-line method over the following lives: Useful Lives in Years Land improvements 15 - 20 Buildings and improvements 10 - 40 Machinery and equipment 3 - 25 Office furniture and equipment 3 - 10 Internally developed software 5 - 7 Property, plant and equipment consisted of the following at March 31: 2021 2020 Land, buildings and improvements $ 57,317 $ 53,060 Machinery and equipment 47,138 38,880 Office furniture and equipment 15,375 15,587 Internally developed software 7,336 5,793 Construction in progress 1,019 2,772 Property, plant and equipment at cost 128,185 116,092 Accumulated depreciation (55,555) (43,550) Property, plant and equipment, net $ 72,630 $ 72,542 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of carrying amount of goodwill | The carrying amount of goodwill for all reporting segments as of March 31, 2021, 2020 and 2019 is as follows: US-LAM Canada EMEA APAC Total Balance as of March 31, 2019 $ 62,725 $ 114,382 $ 19,264 $ 8,624 $ 204,995 Foreign currency translation impact — (6,643) (374) — (7,017) Balance as of March 31, 2020 $ 62,725 $ 107,739 $ 18,890 $ 8,624 $ 197,978 Foreign currency translation impact — 13,811 1,249 — 15,060 Balance as of March 31, 2021 $ 62,725 $ 121,550 $ 20,139 $ 8,624 $ 213,038 |
Schedule of Intangible Assets | Our total intangible assets at March 31, 2021, and 2020 consisted of the following: Gross Carrying Amount at March 31, 2021 Accumulated Amortization Net Carrying Amount at March 31, 2021 Gross Carrying Amount at March 31, 2020 Accumulated Amortization Net Carrying Amount at March 31, 2020 Products $ 66,250 $ 22,635 $ 43,615 $ 58,722 $ 14,193 $ 44,529 Trademarks 45,581 1,289 44,292 43,865 1,273 42,592 Developed technology 10,028 5,486 4,542 9,564 4,758 4,806 Customer relationships 113,789 102,911 10,878 105,912 93,729 12,183 Certifications 457 — 457 436 — 436 Total $ 236,105 $ 132,321 $ 103,784 $ 218,499 $ 113,953 $ 104,546 |
Schedule of Future Amortization Expense | Annual amortization of intangible assets for the next five years and thereafter will approximate the following: 2022 $ 8,766 2023 8,766 2024 8,118 2025 7,793 2026 7,794 Thereafter 18,329 Total $ 59,566 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of accrued current liabilities | Accrued current liabilities consisted of the following: March 31, March 31, Accrued employee compensation and related expenses $ 11,765 $ 12,542 Accrued interest 648 782 Customer prepayment 283 357 Warranty reserve 250 477 Professional fees 2,361 2,086 Sales tax payable 2,404 2,423 Other 5,806 5,090 Total accrued current liabilities $ 23,517 $ 23,757 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | Long-term debt consisted of the following: March 31, March 31, Variable Rate Term Loan, due October 2024, net of deferred debt issuance costs and debt discounts of $2,983 and $4,447 as of March 31, 2021 and 2020, respectively $ 145,517 $ 171,553 Less current portion (2,500) (2,500) Total $ 143,017 $ 169,053 |
Schedule of maturities of long-term debt | Maturities of long-term debt principal payments are as follows for the fiscal years ended March 31: 2022 $ 2,500 2023 2,500 2024 2,500 2025 141,000 2026 — Total $ 148,500 |
Restructuring and other charg_2
Restructuring and other charges (income) (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | Restructuring and other charges/(income) by reportable segment were as follows: Year Ended March 31, 2021 United States and Latin America $ 3,563 Canada 2,591 Europe, Middle East and Africa 2,459 Asia-Pacific 10 $ 8,623 Restructuring activity related to severance activity described above recorded in "Accrued liabilities" on the condensed consolidated balance sheets is summarized as follows for fiscal 2021: Beginning balance, April 1, 2020 $ — Costs incurred 5,748 Less cash payments (5,091) Ending balance, March 31, 2021 $ 657 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of contractual obligations by maturity year | The future annual service fees under the service agreements are as follows for the fiscal years ended March 31: 2022 $ 1,087 2023 896 Total $ 1,983 |
Schedule of product liability contingencies | Changes in the Company's warranty reserve are as follows: Balance at March 31, 2018 $ 300 Reserve for warranties issued during the period 300 Settlements made during the period (235) Balance at March 31, 2019 $ 365 Reserve for warranties issued during the period 160 Settlements made during the period (48) Balance at March 31, 2020 $ 477 Reserve for warranties issued during the period 217 Settlements made during the period (444) Balance at March 31, 2021 $ 250 |
Stock-Based Compensation Expe_2
Stock-Based Compensation Expense (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of shares outstanding | A summary of stock option activity under our Stock Plans for fiscal 2021, 2020, and 2019 are as follows: Options Outstanding Number of Shares Weighted Average Exercise Price Balance at March 31, 2018 365,624 $ 9.09 Exercised (37,906) 10.44 Forfeited (279) 21.52 Balance at March 31, 2019 327,439 $ 8.92 Exercised (185,792) 6.24 Forfeited (4,295) 18.69 Balance at March 31, 2020 137,352 $ 12.25 Granted 71,780 14.28 Exercised (71,492) 6.81 Forfeited (16,171) 14.28 Expired (10,068) 14.73 Balance at March 31, 2021 111,401 $ 16.53 |
Schedule of nonvested share activity | For fiscal 2021, 2020, and 2019 the intrinsic value of stock option exercises was $646, $3,240, and $555, respectively. During fiscal 2021, no options exercised will be transacted in the first quarter of fiscal year ending March 31, 2022. Unvested Options Number of Shares Weighted Average Grant Date Fair Value Balance at March 31, 2018 19,000 $ 5.89 Vested (9,500) 5.89 Balance at March 31, 2019 9,500 $ 5.89 Vested (9,500) 5.89 Balance at March 31, 2020 — $ — Granted — — Vested — — Forfeited — — Balance at March 31, 2021 — $ — |
Schedule of shares oustanding, vested and exercisable | The following table summarizes information about stock options outstanding as of March 31, 2021: Options Outstanding Options Vested and Exercisable Exercise Price Number Outstanding Weighted Average Contractual Life (Years) Weighted Average Exercise Price Aggregate Intrinsic Value at March 31, 2021 Number Vested and Exercisable Weighted Average Contractual Life (Years) Weighted Average Exercise Price Aggregate Intrinsic Value at March 31, 2021 $12.00 10,470 0.1 $ 12.00 $ 78,420 10,470 0.1 $ 12.00 $ 78,420 $14.28 55,609 9.2 14.28 289,723 — 0 14.28 — $19.64 28,499 5.8 19.64 (4,275) 28,499 5.8 19.64 (4,275) $21.52 16,823 1.3 21.52 (34,150) 16,823 1.3 21.52 (34,150) $12.00 - $21.52 111,401 6.3 $ 16.53 $ 329,718 55,792 3.3 $ 18.77 $ 39,995 |
Schedule restricted stock activity | The following table summarizes the activity with regard to unvested restricted stock units issued to employees during fiscal 2021, fiscal 2020, and fiscal 2019. Restricted Stock Units Number of Shares Weighted Average Grant Fair Value Balance of unvested units at March 31, 2018 229,112 $ 19.55 Granted 115,378 23.44 Released (101,874) 19.93 Forfeited (5,591) 19.98 Balance of unvested units at March 31, 2019 237,025 $ 21.26 Granted 122,747 22.17 Released (117,216) 20.39 Forfeited (5,850) 21.81 Balance of unvested units at March 31, 2020 236,706 $ 22.14 Granted 222,679 13.75 Released (115,504) 21.33 Forfeited (39,357) 16.95 Balance of unvested units at March 31, 2021 304,524 $ 12.96 |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | The following table summarized the target number of performance stock units outstanding and the minimum and maximum number of shares that can be earned as of March 31, 2021. Fiscal Year Granted Target Minimum Maximum Fiscal 2019 68,178 0 136,356 Fiscal 2020 92,394 0 184,788 Fiscal 2021 136,350 0 272,700 |
Other Income_(Expense) (Tables)
Other Income/(Expense) (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Other Income and Expenses [Abstract] | |
Other Income/(Expense) | Other expense consisted of the following: Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 Foreign currency transaction gain/(loss) $ 1,095 $ (143) $ 353 Loss on foreign exchange forwards (811) (437) (125) Gain/(loss) on investments from deferred compensation plan 1,635 (498) (50) Other income/(expense) 216 (480) (69) Total $ 2,135 $ (1,558) $ 109 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | Income taxes included in the consolidated income statement consisted of the following: Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 Current provision: Federal provision $ (4,662) $ (759) $ 3,507 Foreign provision 6,098 9,359 11,951 State provision 197 279 681 Deferred provision: Federal deferred benefit (1,880) (796) (2,083) Foreign deferred benefit (1,084) (2,895) (3,964) State deferred benefit (107) (46) (119) Total provision for income taxes $ (1,438) $ 5,142 $ 9,973 |
Schedule of Deferred Tax Assets and Liabilities | Deferred income tax assets and liabilities were as follows: March 31, 2021 2020 Deferred tax assets: Accrued liabilities and reserves $ 3,537 $ 2,915 Stock option compensation 593 896 Foreign deferred benefits 1,954 2,119 Net operating loss carry-forward 1,224 1,545 Inventories 383 377 Interest limitation 204 — Capitalized transaction costs 119 149 Foreign tax credit carry forward 721 458 Valuation allowance (282) (757) Total deferred tax assets $ 8,453 $ 7,702 Deferred tax liabilities: Intangible assets $ (5,959) $ (6,334) Intangible and other - foreign (16,789) (16,189) Property, plant and equipment (3,162) (4,004) Prepaid expenses (227) (154) Unrealized loss on hedge — (42) Undistributed foreign earnings (820) (320) Total deferred tax liabilities $ (26,957) $ (27,043) Net deferred tax asset (liability) $ (18,504) $ (19,341) |
Schedule of Income before Income Tax | The U.S. and non-U.S. components of income (loss) from continuing operations before income taxes were as follows: Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 U.S. $ (15,447) $ (8,603) $ 44 Non-U.S. 15,174 25,681 33,098 Income from continuing operations $ (273) $ 17,078 $ 33,142 |
Schedule of Effective Income Tax Rate Reconciliation | The difference between the provision for income taxes and the amount that would result from applying the U.S. statutory tax rate to income before provision for income taxes is as follows: Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 Notional U.S. federal income tax expense at statutory rate $ (57) $ 3,586 $ 6,960 Adjustments to reconcile to the income tax provision: Impact of U.S. global intangible tax (1,859) 926 946 U.S. net operating loss carry-back rate difference (1,470) — — South Africa divestiture 526 — — Rate difference-international subsidiaries 513 1,181 1,366 Transition tax for United States tax reform — — (1,118) Impact on deferred tax liability for statutory rate change 332 (1,231) — Undistributed foreign earnings 359 259 313 U.S. state income tax provision, net 48 143 408 Charges/(benefits related to uncertain tax positions 79 (408) 1,137 Non-deductible charges 239 349 517 Change in valuation allowance (475) 152 (280) Other, net 327 185 (276) Provision for income taxes $ (1,438) $ 5,142 $ 9,973 |
Schedule of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: Year Ended March 31, 2021 Year Ended March 31, 2020 Beginning balance $ 729 $ 1,137 Release of reserve — (463) Interest and penalties on prior reserves 79 55 Reserve for uncertain income taxes $ 808 $ 729 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Total sales and operating income classified by major geographic area in which the company operates | Total sales to external customers, inter-segment sales, depreciation expense, amortization expense, income from operations and total assets classified by major geographic area in which the Company operates are as follows: Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 Sales to External Customers: United States and Latin America $ 95,441 $ 155,465 $ 165,648 Canada 90,853 128,364 127,392 Europe, Middle East and Africa 54,219 53,762 77,508 Asia-Pacific 35,668 45,895 42,094 $ 276,181 $ 383,486 $ 412,642 Inter-segment Sales: United States and Latin America $ 40,793 $ 48,891 $ 52,662 Canada 7,272 4,764 6,231 Europe, Middle East and Africa 2,003 2,890 3,406 Asia-Pacific 1,221 991 859 $ 51,289 $ 57,536 $ 63,158 Depreciation Expense: United States and Latin America $ 6,290 $ 6,304 $ 4,935 Canada 4,454 3,462 3,616 Europe, Middle East and Africa 341 551 466 Asia-Pacific 192 185 177 $ 11,277 $ 10,502 $ 9,194 Amortization of Intangibles: United States and Latin America $ 1,464 $ 5,752 $ 5,841 Canada 7,301 9,665 12,515 Europe, Middle East and Africa 453 1,292 1,351 Asia-Pacific 227 1,064 1,064 $ 9,445 $ 17,773 $ 20,771 Income/(Loss) from Operations: United States and Latin America $ (9,119) $ 6,346 $ 16,421 Canada 15,242 24,946 20,601 Europe, Middle East and Africa 3,181 1,196 11,295 Asia-Pacific 3,917 6,628 5,847 Unallocated: Public company costs (1,716) (1,493) (1,507) Stock compensation (3,728) (4,960) (4,148) $ 7,777 $ 32,663 $ 48,509 March 31, 2021 March 31, 2020 Fixed Assets: United States and Latin America $ 36,155 $ 39,815 Canada 32,583 28,703 Europe, Middle East and Africa 3,141 3,246 Asia-Pacific 751 778 $ 72,630 $ 72,542 Total Assets: United States and Latin America $ 218,699 $ 239,751 Canada 287,907 270,055 Europe, Middle East and Africa 77,798 73,334 Asia-Pacific 33,474 37,765 $ 617,878 $ 620,905 |
Capital expenditures by reportable segment | Capital expenditures by geographic area were as follows: Year Ended March 31, 2021 Year Ended March 31, 2020 Year Ended March 31, 2019 Capital Expenditures: United States and Latin America $ 3,075 $ 5,607 $ 8,432 Canada 4,866 4,221 2,753 Europe, Middle East and Africa 68 654 612 Asia-Pacific 123 373 239 $ 8,132 $ 10,855 $ 12,036 |
Organization and Summary of S_4
Organization and Summary of Significant Accounting Policies (Details) | Apr. 30, 2010USD ($) | Mar. 31, 2021USD ($)Geographic_Regionsegment | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) |
Business Acquisition [Line Items] | ||||
Cost of selling controlling interest | $ 129,252,000 | |||
Emergency Wage Subsidy | $ 6,842,000 | |||
Entity Wide Disclosure On Geographic Areas, Revenue From External Customers Attributed To Foreign Countries, Percentage | 65.00% | 59.00% | 63.00% | |
Disclosure on Geographic Areas, Long-Lived Assets in Foreign Countries | 65.00% | 61.00% | ||
Number of reportable segments | segment | 4 | |||
Number of Countries in which Entity Operates | Geographic_Region | 4 | |||
Accounts receivable, allowance for doubtful accounts (in dollars) | $ 2,074,000 | $ 834,000 | ||
Goodwill impaired | 0 | 0 | ||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Amortization of Deferred Charges | 1,525,000 | 1,885,000 | $ 1,756,000 | |
Research and Development Expense | $ 7,466,000 | 8,378,000 | 6,289,000 | |
Group of investors and other private equity firms | ||||
Business Acquisition [Line Items] | ||||
Number of other private equity firms | 2 | |||
Group of investors and other private equity firms | Thermon Holding Corp. | ||||
Business Acquisition [Line Items] | ||||
Fair value of total consideration transferred | $ 321,500,000 | |||
Consideration transferred, liabilities incurred | $ 210,000,000 | |||
Land improvements | Minimum | ||||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Property, plant and equipment, estimated useful lives | 15 years | |||
Land improvements | Maximum | ||||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Property, plant and equipment, estimated useful lives | 20 years | |||
Buildings and improvements | Minimum | ||||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Property, plant and equipment, estimated useful lives | 10 years | |||
Buildings and improvements | Maximum | ||||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Property, plant and equipment, estimated useful lives | 40 years | |||
Machinery and equipment | Minimum | ||||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Property, plant and equipment, estimated useful lives | 3 years | |||
Machinery and equipment | Maximum | ||||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Property, plant and equipment, estimated useful lives | 25 years | |||
Office furniture and equipment | Minimum | ||||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Property, plant and equipment, estimated useful lives | 3 years | |||
Office furniture and equipment | Maximum | ||||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Property, plant and equipment, estimated useful lives | 10 years | |||
Internally developed software | Minimum | ||||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Property, plant and equipment, estimated useful lives | 5 years | |||
Internally developed software | Maximum | ||||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Property, plant and equipment, estimated useful lives | 7 years | |||
Allowance for Doubtful Accounts | ||||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance, beginning of period | $ 834,000 | 987,000 | 1,231,000 | |
Additions to reserve | 1,466,000 | 674,000 | 354,000 | |
Write-off of uncollectible accounts | (226,000) | (827,000) | (598,000) | |
Balance, end of period | $ 2,074,000 | $ 834,000 | $ 987,000 |
Organization and Summary of S_5
Organization and Summary of Significant Accounting Policies - Cash Reconciliation (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2018 |
Cash and Cash Equivalents [Line Items] | ||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | $ 42,450 | $ 46,006 | $ 33,841 | $ 36,327 |
Cash and cash equivalents | ||||
Cash and Cash Equivalents [Line Items] | ||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 40,124 | 43,237 | 31,402 | |
Restricted cash included in prepaid expenses and other current assets | ||||
Cash and Cash Equivalents [Line Items] | ||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | 1,962 | 2,421 | 1,624 | |
Restricted cash included in other long-term assets | ||||
Cash and Cash Equivalents [Line Items] | ||||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | $ 364 | $ 348 | $ 815 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying Value | $ 148,500 | |
Fair Value, Inputs, Level 2 | Outstanding principal amount of senior secured credit facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying Value | 148,500 | $ 176,000 |
Fair Value | $ 148,871 | $ 150,480 |
Fair Value Measurements - Cross
Fair Value Measurements - Cross Currency Swap (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | |
Derivative [Line Items] | |||
Due to related parties | $ 54,603 | $ 54,603 | |
Currency swap | Designated as Hedging Instrument | |||
Derivative [Line Items] | |||
Unrealized gain (loss) on derivatives and commodity contracts | (5,842) | ||
Derivative asset | $ 1,265 | 1,265 | $ 4,011 |
Unrealized intercompany profit (loss) not eliminated, amount | 6,400 | ||
Derivative, gain (loss) on derivative, net | $ 558 |
Fair Value Measurements - Defer
Fair Value Measurements - Deferred Compensation Plan Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 |
Fair Value Disclosures [Abstract] | ||
Deferred compensation plan assets | $ 5,047 | $ 2,849 |
Deferred compensation liability, classified, noncurrent | $ 4,608 | $ 2,886 |
Fair Value Measurements - Forei
Fair Value Measurements - Foreign Exchange Contracts by Currency (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Derivative [Line Items] | |||
Gain (loss) on realized on foreign currency related to forward contracts | $ (811) | $ (437) | $ (125) |
Foreign Exchange Forward Contracts | |||
Derivative [Line Items] | |||
Notional amount | 16,400 | 9,803 | |
Gain (loss) on realized on foreign currency related to forward contracts | 811 | (437) | $ (125) |
Russian Ruble | Foreign Exchange Forward Contracts | |||
Derivative [Line Items] | |||
Notional amount | 3,000 | 1,103 | |
Euro | Foreign Exchange Forward Contracts | |||
Derivative [Line Items] | |||
Notional amount | 0 | 500 | |
Canadian Dollar | Foreign Exchange Forward Contracts | |||
Derivative [Line Items] | |||
Notional amount | 5,500 | 1,500 | |
South Korean Won | Foreign Exchange Forward Contracts | |||
Derivative [Line Items] | |||
Notional amount | 5,000 | 3,500 | |
Mexican Peso | Foreign Exchange Forward Contracts | |||
Derivative [Line Items] | |||
Notional amount | 1,500 | 2,000 | |
Australian Dollar | Foreign Exchange Forward Contracts | |||
Derivative [Line Items] | |||
Notional amount | 900 | 700 | |
Great Britain Pound | Foreign Exchange Forward Contracts | |||
Derivative [Line Items] | |||
Notional amount | $ 500 | $ 500 |
Fair Value Measurements - For_2
Fair Value Measurements - Foreign Exchange Contracts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Maximum term of forward contracts | 30 days | ||
Gain (loss) on realized on foreign currency related to forward contracts | $ 811 | $ 437 | $ 125 |
Net foreign currency loss | 283 | 580 | 228 |
Foreign Exchange Forward Contracts | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Foreign exchange contract forwards, assets | 61 | 140 | |
Foreign exchange contract forwards, liabilities | 32 | 49 | |
Gain (loss) on realized on foreign currency related to forward contracts | $ (811) | $ 437 | $ 125 |
Leases (Details)
Leases (Details) | Mar. 31, 2021 |
Real Property | |
Lessee, Lease, Description [Line Items] | |
Term of contract | 10 years |
Minimum | Real Property | |
Lessee, Lease, Description [Line Items] | |
Renewal term | 1 year |
Minimum | Equipment | |
Lessee, Lease, Description [Line Items] | |
Term of contract | 6 months |
Maximum | Real Property | |
Lessee, Lease, Description [Line Items] | |
Renewal term | 5 years |
Maximum | Equipment | |
Lessee, Lease, Description [Line Items] | |
Term of contract | 5 years |
Leases - Lease Term And Discoun
Leases - Lease Term And Discount Rate (Details) | Mar. 31, 2021 | Mar. 31, 2020 |
Weighted average remaining lease term | ||
Operating | 6 years | 6 years 2 months 12 days |
Finance | 3 years 1 month 6 days | 3 years 4 months 24 days |
Weighted average discount rate | ||
Operating | 4.81% | 4.82% |
Finance | 6.56% | 6.98% |
Leases - Supplemental balance s
Leases - Supplemental balance sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 |
Lessee, Lease, Description [Line Items] | ||
Operating lease right-of-use assets | $ 12,619 | $ 16,637 |
Property, plant and equipment | 426 | 695 |
Total right-of-use assets | 13,045 | 17,332 |
Lease liabilities | 128 | 201 |
Non-current lease liabilities | 346 | 511 |
Total lease liabilities | 15,884 | 19,124 |
Lease liabilities [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Lease liabilities | 3,383 | 3,352 |
Non-current lease liabilities [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Non-current lease liabilities | $ 12,027 | $ 15,060 |
Leases - Supplemental statement
Leases - Supplemental statement of operations information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Leases [Abstract] | ||
Operating lease expense | $ 4,697 | $ 3,835 |
Amortization of ROU assets | 266 | 266 |
Interest expense on finance lease liabilities | 21 | 41 |
Short-term lease expense | 240 | 1,117 |
Net lease expense | $ 5,224 | $ 5,259 |
Leases - Supplemental stateme_2
Leases - Supplemental statement of cash flows information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Leases [Abstract] | ||
Operating cash used for operating leases | $ 4,566 | $ 3,523 |
Operating cash flows used for finance leases | 39 | 41 |
Financing cash flows used for finance leases | $ 276 | $ 259 |
Leases - Future lease payments
Leases - Future lease payments under non-cancellable operating leases (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Operating Leases | |
2022 | $ 4,031 |
2023 | 3,390 |
2024 | 2,238 |
2025 | 1,887 |
2026 | 1,707 |
Thereafter | 4,538 |
Total lease payments | 17,791 |
Less imputed interest | (2,381) |
Finance Leases | |
2022 | 288 |
2023 | 133 |
2024 | 99 |
2025 | 37 |
2026 | 2 |
Thereafter | 0 |
Total lease payments | 559 |
Less imputed interest | (85) |
Current and Noncurrent Lease Liabilities [Member] | |
Operating Leases | |
Total lease liability | 15,410 |
Finance Leases | |
Total lease liability | $ 474 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Contract with Customer, Asset, after Allowance for Credit Loss | $ 11,379 | $ 10,194 |
Contract with Customer, Liability | $ 2,959 | $ 4,538 |
Revenues recognized at point in time | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Percentage of total revenue | 58.60% | 59.60% |
Revenues recognized over time | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Percentage of total revenue | 41.40% | 40.40% |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ 276,181 | $ 383,486 | $ 412,642 |
Revenues recognized at point in time | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 161,802 | 228,497 | 247,606 |
Revenues recognized over time | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 114,379 | 154,989 | 165,036 |
United States and Latin America | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 95,441 | 155,465 | 165,648 |
United States and Latin America | Revenues recognized at point in time | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 47,599 | 72,334 | 71,865 |
United States and Latin America | Revenues recognized over time | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 47,842 | 83,131 | 93,783 |
Canada | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 90,853 | 128,364 | 127,392 |
Canada | Revenues recognized at point in time | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 67,451 | 106,577 | 102,997 |
Canada | Revenues recognized over time | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 23,402 | 21,787 | 24,395 |
Europe, Middle East and Africa | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 54,219 | 53,762 | 77,508 |
Europe, Middle East and Africa | Revenues recognized at point in time | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 29,304 | 31,028 | 46,210 |
Europe, Middle East and Africa | Revenues recognized over time | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 24,915 | 22,734 | 31,298 |
Asia-Pacific | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 35,668 | 45,895 | 42,094 |
Asia-Pacific | Revenues recognized at point in time | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 17,448 | 18,558 | 26,534 |
Asia-Pacific | Revenues recognized over time | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ 18,220 | $ 27,337 | $ 15,560 |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Performance Obligation (Details) | Mar. 31, 2021 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, expected timing of recognition, period | 1 year |
Net Income per Common Share (De
Net Income per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 85,322 | 0 | 0 |
Basic net income (loss) per common share | |||
Net income (loss) | $ 1,165 | $ 11,938 | $ 22,756 |
Weighted-average common shares outstanding | 33,134,592 | 32,760,327 | 32,568,541 |
Basic net income (loss) per common share (in dollars per share) | $ 0.04 | $ 0.36 | $ 0.70 |
Diluted net income (loss) per common share | |||
Net income (loss) | $ 1,165 | $ 11,938 | $ 22,756 |
Weighted-average common shares outstanding | 33,134,592 | 32,760,327 | 32,568,541 |
Weighted average shares oustanding - dilutive | 33,340,954 | 33,148,670 | 33,054,304 |
Diluted (in dollars per share) | $ 0.03 | $ 0.36 | $ 0.69 |
Stock Options | |||
Diluted net income (loss) per common share | |||
Restricted and performance stock units issued | 27,306 | 134,777 | 235,802 |
Restricted Stock Units (RSUs) | |||
Diluted net income (loss) per common share | |||
Restricted and performance stock units issued | 179,056 | 253,566 | 249,961 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 33,485 | $ 31,300 |
Work in process | 4,071 | 5,317 |
Finished goods | 28,008 | 25,701 |
Inventories, gross | 65,564 | 62,318 |
Valuation reserves | (1,774) | (2,045) |
Inventories, net | $ 63,790 | $ 60,273 |
Inventories Inventories - Valua
Inventories Inventories - Valuation Reserve Accounts (Details) - SEC Schedule, 12-09, Reserve, Inventory [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance, beginning of period | $ 2,045 | $ 2,199 | $ 2,077 |
Additions in reserve | 133 | 172 | 166 |
Charged to reserve | (404) | (326) | (44) |
Balance, end of period | $ 1,774 | $ 2,045 | $ 2,199 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment at cost | $ 128,185 | $ 116,092 | |
Accumulated depreciation | (55,555) | (43,550) | |
Property, plant and equipment, net | 72,630 | 72,542 | |
Depreciation Expense | 11,277 | 10,502 | $ 9,194 |
Land, buildings and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment at cost | 57,317 | 53,060 | |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment at cost | 47,138 | 38,880 | |
Office furniture and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment at cost | 15,375 | 15,587 | |
Internally developed software | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment at cost | 7,336 | 5,793 | |
Depreciation Expense | 10,502 | 9,194 | |
Depreciation expense | 766 | 790 | $ 479 |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment at cost | $ 1,019 | $ 2,772 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization of intangible assets | $ 9,445 | $ 17,773 | $ 20,771 |
CHS Transactions | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization period | 12 years | ||
CHS Transactions | Developed Technology Rights | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization period | 20 years | ||
CHS Transactions | Product | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization period | 10 years | ||
CHS Transactions | Customer relationships | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization period | 10 years | ||
CHS Transactions | Other Intangible Assets | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization period | 6 years | ||
CHS Transactions | Developed Technology Rights | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount, finite-lived intangibles | $ 10,028 | 9,564 | |
CHS Transactions | Customer relationships | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount, finite-lived intangibles | $ 113,789 | $ 105,912 | |
THS Transactions | Customer relationships | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization period | 17 years | ||
Gross carrying amount, finite-lived intangibles | $ 11,438 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Schedule of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning of period | $ 197,978 | |
Goodwill, end of period | 213,038 | $ 197,978 |
Operating Segments | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning of period | 197,978 | 204,995 |
Foreign currency translation impact | 15,060 | (7,017) |
Goodwill, end of period | 213,038 | 197,978 |
Operating Segments | United States Segment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning of period | 62,725 | 62,725 |
Foreign currency translation impact | 0 | 0 |
Goodwill, end of period | 62,725 | 62,725 |
Operating Segments | Canada | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning of period | 107,739 | 114,382 |
Foreign currency translation impact | 13,811 | (6,643) |
Goodwill, end of period | 121,550 | 107,739 |
Operating Segments | Europe Segment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning of period | 18,890 | 19,264 |
Foreign currency translation impact | 1,249 | (374) |
Goodwill, end of period | 20,139 | 18,890 |
Operating Segments | Asia Segment | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning of period | 8,624 | 8,624 |
Foreign currency translation impact | 0 | 0 |
Goodwill, end of period | $ 8,624 | $ 8,624 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Schedule of Definite-Lived Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 |
Schedule of Acquired Indefinite-Lived and Finite-Lived Intangible Assets [Line Items] | ||
Net carrying amount, finite-lived intangibles | $ 59,566 | |
Intangible assets, net | 103,784 | $ 104,546 |
CHS Transactions | ||
Schedule of Acquired Indefinite-Lived and Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount, intangibles | 236,105 | 218,499 |
Accumulated amortization, intangibles | 132,321 | 113,953 |
Intangible assets, net | 103,784 | 104,546 |
CHS Transactions | Products | ||
Schedule of Acquired Indefinite-Lived and Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount, finite-lived intangibles | 66,250 | 58,722 |
Accumulated Amortization | 22,635 | 14,193 |
Net carrying amount, finite-lived intangibles | 43,615 | 44,529 |
CHS Transactions | Trademarks | ||
Schedule of Acquired Indefinite-Lived and Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount, finite-lived intangibles | 45,581 | 43,865 |
Accumulated Amortization | 1,289 | 1,273 |
Net carrying amount, finite-lived intangibles | 44,292 | 42,592 |
CHS Transactions | Developed Technology Rights | ||
Schedule of Acquired Indefinite-Lived and Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount, finite-lived intangibles | 10,028 | 9,564 |
Accumulated Amortization | 5,486 | 4,758 |
Net carrying amount, finite-lived intangibles | 4,542 | 4,806 |
CHS Transactions | Customer relationships | ||
Schedule of Acquired Indefinite-Lived and Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount, finite-lived intangibles | 113,789 | 105,912 |
Accumulated Amortization | 102,911 | 93,729 |
Net carrying amount, finite-lived intangibles | 10,878 | 12,183 |
CHS Transactions | Certification Marks | ||
Schedule of Acquired Indefinite-Lived and Finite-Lived Intangible Assets [Line Items] | ||
Indefinite-lived Intangible Assets (Excluding Goodwill) | $ 457 | $ 436 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Schedule of Amortization (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
2022 | $ 8,766 |
2022 | 8,766 |
2023 | 8,118 |
2024 | 7,793 |
2025 | 7,794 |
Thereafter | 18,329 |
Net carrying amount, finite-lived intangibles | $ 59,566 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 |
Payables and Accruals [Abstract] | ||
Accrued employee compensation and related expenses | $ 11,765 | $ 12,542 |
Accrued interest | 648 | 782 |
Customer prepayment | 283 | 357 |
Warranty reserve | 250 | 477 |
Professional fees | 2,361 | 2,086 |
Sales tax payable | 2,404 | 2,423 |
Other | 5,806 | 5,090 |
Total accrued current liabilities | $ 23,517 | $ 23,757 |
Short-Term Revolving Lines of C
Short-Term Revolving Lines of Credit (Details) - USD ($) | Mar. 31, 2021 | Mar. 31, 2020 |
Short-Term Revolving Lines of Credit | ||
Outstanding borrowings | $ 0 | $ 0 |
Long-Term Debt (Details)
Long-Term Debt (Details) $ in Thousands | Dec. 31, 2020 | Oct. 30, 2017USD ($) | Oct. 30, 2017CAD ($) | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | Apr. 01, 2018 |
Debt Instrument [Line Items] | |||||||
Less current portion | $ (2,500,000) | $ (2,500,000) | |||||
Long-term debt, net of current maturities and deferred debt issuance costs and debt discounts of $2,983 and $4,447 as of March 31, 2021 and 2020, respectively | 143,017,000 | 169,053,000 | |||||
Repayments of Long-term Debt | 64,963,000 | 51,883,000 | $ 40,323,000 | ||||
Debt Instrument, Debt Covenant, Maximum Leverage Ratio to Secure Additional Borrowing | 4 | 4 | |||||
Outstanding borrowings from revolving line of credit | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Remaining Borrowing Capacity | 56,686,000 | ||||||
Outstanding principal amount of senior secured credit facility | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt | $ 145,517,000 | $ 171,553,000 | |||||
Outstanding borrowings from revolving line of credit | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 60,000,000 | ||||||
Repayments of Lines of Credit | $ 6,000,000 | ||||||
Consideration transferred, liabilities incurred | $ 201,900 | ||||||
Debt instrument term | 5 years | 5 years | |||||
Maximum leverage ratio | 3.75 | ||||||
Debt Instrument, Debt Covenant, Coverage Ratio | 1.25 | 1.25 | |||||
Variable Rate Senior Secured Term Loan B | Secured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, face amount | $ 250,000,000 | ||||||
Debt instrument term | 7 years | 7 years | |||||
Debt Instrument, Quarterly Amortization, Percent | 0.25% | ||||||
Debt Instrument, Prepayment Premium | 1.00% | 1.00% | |||||
Debt Instrument, Debt Covenant, Repayment requirement, Percentage of Excess Cash Flow | 50.00% | ||||||
Debt Instrument, Debt Covenant, Reduced Repayment Requirement, Percentage of Excess Cash Flow | 25.00% | ||||||
Debt Instrument, Debt Covenant, Maximum Leverage Ratio Requirement For Reduced Repayment | 4 | ||||||
Debt Instrument, Debt Covenant, Minimum Leverage Ratio Requirement For Reduced Repayment | 3.5 | ||||||
Debt Instrument, Debt Covenant, Minimum Repayment Requirement, Percentage of Excess Cash Flow | 0.00% | ||||||
Debt Instrument, Debt Covenant, Maximum Leverage Ratio Requirement For Minimum Repayment | 3.5 | ||||||
Line of Credit Facility, Additional Borrowing Capacity | $ 30,000,000 | ||||||
Term Loan A due April 2019 | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of Long-term Debt | 70,875,000 | ||||||
Variable Rate Term Loan due October 2024 | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Interest Rate, Effective Percentage | 4.75% | ||||||
Thermon Heating Systems Inc. | |||||||
Debt Instrument [Line Items] | |||||||
Debt Proceeds Used as Consideration For Business Acquisition | $ 164,900,000 | ||||||
Subsidiary Equity | Variable Rate Senior Secured Term Loan B | Secured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Guarantor Obligations, Liquidation Proceeds, Percentage | 100.00% | 100.00% | |||||
Stock of First Tier Material Foreign Subsidiaries, Domestic Borrower, and Domestic Subsidiary | Variable Rate Senior Secured Term Loan B | Secured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Guarantor Obligations, Liquidation Proceeds, Percentage | 65.00% | 65.00% | |||||
Base Rate | Outstanding borrowings from revolving line of credit | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | 2.25% | |||||
Base Rate | Variable Rate Senior Secured Term Loan B | Secured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | 2.75% | |||||
London Interbank Offered Rate (LIBOR) | Outstanding borrowings from revolving line of credit | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 3.25% | 3.25% | |||||
London Interbank Offered Rate (LIBOR) | Variable Rate Senior Secured Term Loan B | Secured Debt | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 3.75% | 3.75% | |||||
Canadian Base Rate | Outstanding borrowings from revolving line of credit | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | 2.25% | |||||
CDOR | Outstanding borrowings from revolving line of credit | Line of Credit | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, Basis Spread on Variable Rate | 3.25% | 3.25% |
Long Term Debt Maturities (Deta
Long Term Debt Maturities (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Debt Disclosure [Abstract] | |
2022 | $ 2,500 |
2023 | 2,500 |
2024 | 2,500 |
2025 | 141,000 |
2026 | 0 |
Long-term Debt | $ 148,500 |
Related-Party Transactions (Det
Related-Party Transactions (Details) - USD ($) | Aug. 01, 2019 | Jun. 30, 2020 | Mar. 31, 2017 | Jun. 30, 2019 | Apr. 01, 2015 |
Related Party Transaction [Line Items] | |||||
Payments for Repurchase of Equity | $ 5,665 | ||||
Payments to Acquire Interest in Subsidiaries and Affiliates | $ 4,508 | ||||
Payments to Related Party | |||||
Related Party Transaction [Line Items] | |||||
Related Party Transaction, Amounts of Transaction | $ 5,805 | ||||
TPS | |||||
Related Party Transaction [Line Items] | |||||
Debt instrument, face amount | $ 5,905 | ||||
TPS | |||||
Related Party Transaction [Line Items] | |||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 12.50% | 12.50% | |||
TPS | Principal Owner | |||||
Related Party Transaction [Line Items] | |||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 25.00% |
Employee Benefits - (Details)
Employee Benefits - (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Retirement Benefits [Abstract] | |||
Annual vesting percentage | 100.00% | ||
Employer matching contribution, percent | 50.00% | ||
Employer discretionary contribution, amount | $ 2,561 | $ 2,607 | $ 2,315 |
Incentive compensation paid | 2,767 | 3,104 | $ 9,885 |
Deferred compensation plan assets | 5,047 | 2,849 | |
Deferred compensation liability, classified, noncurrent | 4,608 | 2,886 | |
Deferred Compensation Arrangement with Individual, Compensation Expense | (1,564) | 387 | |
Defined Benefit Plan, Accumulated Other Comprehensive Income (Loss), Gain (Loss), before Tax | $ (1,635) | $ 498 |
Restructuring and other charg_3
Restructuring and other charges (income) - Narrative (Details) | Dec. 15, 2020USD ($) | Dec. 15, 2020ZAR (R) | Mar. 31, 2021USD ($) | Mar. 31, 2021USD ($)positions | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) |
Restructuring Cost and Reserve [Line Items] | ||||||
Number of positions eliminated | positions | 252,000 | |||||
Severance costs | $ 5,748,000 | |||||
Lease abandonment charges | 381,000 | |||||
Sale of stock, consideration received on transaction | $ 167,000 | R 2,500,000 | ||||
Loss on disposition of business | (2,065,000) | $ 0 | $ 0 | |||
Accumulated other comprehensive loss | $ (35,919,000) | $ (35,919,000) | $ (63,894,000) | |||
Thermon South Africa Proprieary Limited | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Sale of stock, percentage of ownership before transaction | 100.00% | 100.00% | ||||
Loss on disposition of business | $ 2,065,000 | |||||
Accumulated other comprehensive loss | $ 828,000 | |||||
Canada | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Lease abandonment charges | $ 429,000 |
Restructuring and other charg_4
Restructuring and other charges (income) - Restructuring Costs by Reportable Segments (Details) $ in Thousands | 12 Months Ended |
Mar. 31, 2021USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring costs | $ 8,623 |
United States and Latin America | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring costs | 3,563 |
Canada | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring costs | 2,591 |
Europe, Middle East and Africa | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring costs | 2,459 |
Asia-Pacific | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring costs | $ 10 |
Restructuring and other charg_5
Restructuring and other charges (income) - Restructuring Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Restructuring Reserve [Roll Forward] | |||
Costs incurred | $ 8,623 | $ 0 | $ 0 |
Employee Severance | |||
Restructuring Reserve [Roll Forward] | |||
Beginning balance | 0 | ||
Costs incurred | 5,748 | ||
Less cash payments | (5,091) | ||
Ending balance | $ 657 | $ 0 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Totaled arrangements under letter of credit guarantees and performance bonds securing performance obligations | $ 6,905 | ||
Guarantee obligations secured by cash deposits | 1,066 | ||
Cash deposits pledged as collateral on performance bonds and letters of credit | 1,667 | $ 2,769 | |
Guarantee obligations represented by a reduction of the available amount of the company's short term and long term revolving lines of credit | 3,314 | ||
Related Party Transaction, Expenses from Transactions with Related Party | 1,768 | 2,679 | $ 3,809 |
Indian Custom Bonds Outstanding | 4,938 | ||
Purchase Obligation, Fiscal Year Maturity [Abstract] | |||
2022 | 1,087 | ||
2023 | 896 | ||
Purchase Obligation | 1,983 | ||
Changes in the product liability | |||
Balance at beginning of period | 477 | 365 | 300 |
Reserve for warranties issued during the period | 217 | 160 | 300 |
Settlements made during the period | (444) | (48) | (235) |
Balance at end of period | 250 | $ 477 | $ 365 |
Contract with Customer, Liability, Cumulative Catch-up Adjustment to Revenue, Change in Measure of Progress | $ 4,380 |
Stock-Based Compensation Expe_3
Stock-Based Compensation Expense (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | Apr. 01, 2018 | Jul. 28, 2010 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Intrinsic value of stock options exercised | $ 646 | $ 3,240 | $ 555 | ||
Share price (in dollars per share) | $ 19.49 | ||||
Target number of shares (in shares) | 49,716 | 86,634 | |||
Stock compensation that remained to be expensed | $ 1,461 | ||||
Stock based compensation, recognition period | 1 year 6 months | ||||
Restricted Stock and Stock Option Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum number of shares of the company's common stock that may be awarded | 2,767,171 | ||||
2011 Long-term Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum number of shares of the company's common stock that may be awarded | 2,893,341 | ||||
2020 Long-Term Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum number of shares of the company's common stock that may be awarded | 1,400,000 | ||||
Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period (in years) | 3 years | ||||
Annual vesting percentage | 100.00% | ||||
Stock compensation expense | $ 3,728 | $ 4,960 | $ 4,148 | ||
Vested shares | 52,098 | 26,608 | |||
Fair value of vested shares | $ 712,000 | $ 660,000 | |||
Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock compensation expense | $ 2,994 | ||||
Aggregate intrinsic value of unvested RSU's | $ 5,935 | ||||
Amortization Period For The Fair Value Share Based Compsensation Award (in years) | 1 year 9 months 18 days | ||||
Performance Shares | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vested shares | 4,476 | 79,144 | 36,611 | ||
Amortization Period For The Fair Value Share Based Compsensation Award (in years) | 3 years | ||||
Forfeited in period (shares) | 130,835 | 5,153 | |||
Performance Shares | Executive Officers | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Fair value of vested shares | $ 1,947,000 | $ 2,285,000 | $ 1,654,000 | ||
Performance Shares | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of target shares | 0.00% | ||||
Performance Shares | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Percentage of target shares | 200.00% |
Stock-Based Compensation Expe_4
Stock-Based Compensation Expense Stock-Based Compensation Expense - Unvested Shares (Details) - $ / shares | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Expired (in shares) | (10,068) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | |||
Expired, weighted average exercise price (in dollars per share) | $ 14.73 | ||
Unvested | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Options outstanding, beginning of period (in shares) | 0 | 9,500 | 19,000 |
Granted (in shares) | 0 | ||
Vested (in shares) | 0 | (9,500) | (9,500) |
Forfeited (in shares) | 0 | ||
Options outstanding, end of period (in shares) | 0 | 0 | 9,500 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | |||
Beginning balance, weighted average exercise price (in dollars per share) | $ 0 | $ 5.89 | $ 5.89 |
Granted, weighted average exercise price (in dollars per share) | 0 | ||
Exercised, weighted average exercise price (in dollars per share) | 5.89 | 5.89 | |
Vested, weighted average exercise price (in dollars per share) | 0 | ||
Forfeited, weighted average exercise price (in dollars per share) | 0 | ||
Ending balance, weighted average exercise price (in dollars per share) | $ 0 | $ 0 | $ 5.89 |
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Options outstanding, beginning of period (in shares) | 137,352 | 327,439 | 365,624 |
Granted (in shares) | 71,780 | ||
Exercised (in shares) | (71,492) | (185,792) | (37,906) |
Forfeited (in shares) | (16,171) | (4,295) | (279) |
Options outstanding, end of period (in shares) | 111,401 | 137,352 | 327,439 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | |||
Beginning balance, weighted average exercise price (in dollars per share) | $ 12.25 | $ 8.92 | $ 9.09 |
Granted, weighted average exercise price (in dollars per share) | 14.28 | ||
Exercised, weighted average exercise price (in dollars per share) | 6.81 | 6.24 | 10.44 |
Forfeited, weighted average exercise price (in dollars per share) | 14.28 | 18.69 | 21.52 |
Ending balance, weighted average exercise price (in dollars per share) | $ 16.53 | $ 12.25 | $ 8.92 |
Stock-Based Compensation Expe_5
Stock-Based Compensation Expense - Stock Options Outstanding, Exercisable and Intrinsic Value (Details) - Stock Options - USD ($) | Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2018 |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Options outstanding (in shares) | 111,401 | 137,352 | 327,439 | 365,624 |
Options outstanding, weighted average exercise price (in dollars per share) | $ 16.53 | |||
$12.00 | ||||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Options outstanding (in shares) | 10,470 | |||
Options outstanding, weighted average exercise price (in dollars per share) | $ 12 | |||
Options outstanding, aggregate intrinsic value | $ 78,420 | |||
Options vested and exercisable, number exercisable (in shares) | 10,470 | |||
Options vested and exercisable, weighted average exercise price (in dollars per share) | $ 12 | |||
Options vested and exercisable, aggregate intrinsic value | $ (78,420) | |||
$14.28 | ||||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Options outstanding (in shares) | 55,609 | |||
Options outstanding, weighted average exercise price (in dollars per share) | $ 14.28 | |||
Options outstanding, aggregate intrinsic value | $ 289,723 | |||
Options vested and exercisable, number exercisable (in shares) | 0 | |||
Options vested and exercisable, weighted average exercise price (in dollars per share) | $ 14.28 | |||
Options vested and exercisable, aggregate intrinsic value | $ 0 | |||
$19.64 | ||||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Options outstanding (in shares) | 28,499 | |||
Options outstanding, weighted average exercise price (in dollars per share) | $ 19.64 | |||
Options outstanding, aggregate intrinsic value | $ (4,275) | |||
Options vested and exercisable, number exercisable (in shares) | 28,499 | |||
Options vested and exercisable, weighted average exercise price (in dollars per share) | $ 19.64 | |||
Options vested and exercisable, aggregate intrinsic value | $ 4,275 | |||
$21.52 | ||||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Options outstanding (in shares) | 16,823 | |||
Options outstanding, weighted average exercise price (in dollars per share) | $ 21.52 | |||
Options outstanding, aggregate intrinsic value | $ (34,150) | |||
Options vested and exercisable, number exercisable (in shares) | 16,823 | |||
Options vested and exercisable, weighted average exercise price (in dollars per share) | $ 21.52 | |||
Options vested and exercisable, aggregate intrinsic value | $ 34,150 | |||
$5.20 - $21.52 | ||||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Options outstanding (in shares) | 111,401 | |||
Options outstanding, aggregate intrinsic value | $ 329,718 | |||
Options vested and exercisable, number exercisable (in shares) | 55,792 | |||
Options vested and exercisable, weighted average exercise price (in dollars per share) | $ 18.77 | |||
Options vested and exercisable, aggregate intrinsic value | $ (39,995) | |||
Minimum | ||||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Exercise price | $ 12 | |||
Maximum | ||||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | ||||
Exercise price | $ 21.52 |
Stock-Based Compensation Expe_6
Stock-Based Compensation Expense - Restricted Shares (Details) - Restricted Stock Units (RSUs) - $ / shares | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Outstanding, beginning of period (in shares) | 236,706 | 237,025 | 229,112 |
Granted (in shares) | 222,679 | 122,747 | 115,378 |
Exercised (in shares) | (115,504) | (117,216) | (101,874) |
Forfeited (in shares) | (39,357) | (5,850) | (5,591) |
Outstanding, end of period (in shares) | 304,524 | 236,706 | 237,025 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | |||
Options outstanding, weighted average grant price, beginning of period (in dollars per share) | $ 22.14 | $ 21.26 | $ 19.55 |
Granted, weighted average exercise price (in dollars per share) | 13.75 | 22.17 | 23.44 |
Exercised, weighted average exercise price (in dollars per share) | 21.33 | 20.39 | 19.93 |
Forfeited, weighted average exercise price (in dollars per share) | 16.95 | 21.81 | 19.98 |
Options outstanding, weighted average grant price, end of period (in dollars per share) | $ 12.96 | $ 22.14 | $ 21.26 |
Stock-Based Compensation Expe_7
Stock-Based Compensation Expense - Performance Stock Units Outstanding (Details) - Performance Shares - shares | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Target performance grants (in shares) | 136,350 | 92,394 | 68,178 |
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Possible number of shares issued each year | 0 | 0 | 0 |
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Possible number of shares issued each year | 272,700 | 184,788 | 136,356 |
Other Income_(Expense) (Details
Other Income/(Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Other Income and Expenses [Abstract] | |||
Foreign currency transaction gain/(loss) | $ 1,095 | $ (143) | $ 353 |
Loss on foreign exchange forwards | (811) | (437) | (125) |
Gain/(loss) on investments from deferred compensation plan | 1,635 | (498) | (50) |
Other income/(expense) | 216 | (480) | (69) |
Other income/(expense) | $ 2,135 | $ (1,558) | $ 109 |
Income Taxes - Income Taxes in
Income Taxes - Income Taxes in Consolidated Income Statement (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Current Provision [Abstract] | |||
Federal provision | $ (4,662) | $ (759) | $ 3,507 |
Foreign provision | 6,098 | 9,359 | 11,951 |
State provision | 197 | 279 | 681 |
Deferred Provision [Abstract] | |||
Federal deferred benefit | (1,880) | (796) | (2,083) |
Foreign deferred benefit | (1,084) | (2,895) | (3,964) |
State deferred benefit | (107) | (46) | (119) |
Total provision for income taxes | $ (1,438) | $ 5,142 | $ 9,973 |
Income Taxes - Deferred Income
Income Taxes - Deferred Income Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Mar. 31, 2020 |
Components of Deferred Tax Assets [Abstract] | ||
Accrued liabilities and reserves | $ 3,537 | $ 2,915 |
Stock option compensation | 593 | 896 |
Foreign deferred benefits | 1,954 | 2,119 |
Net operating loss carry-forward | 1,224 | 1,545 |
Inventories | 383 | 377 |
Interest limitation | 204 | 0 |
Capitalized transaction costs | 119 | 149 |
Foreign tax credit carry forward | 721 | 458 |
Valuation allowance | (282) | (757) |
Total deferred tax assets | 8,453 | 7,702 |
Components of Deferred Tax Liabilities [Abstract] | ||
Intangible assets | (5,959) | (6,334) |
Intangible and other - foreign | (16,789) | (16,189) |
Property, plant and equipment | (3,162) | (4,004) |
Prepaid expenses | (227) | (154) |
Unrealized loss on hedge | 0 | (42) |
Undistributed foreign earnings | (820) | (320) |
Deferred Tax Liabilities, Net, Noncurrent | 26,957 | 27,043 |
Net deferred tax asset (liability) | $ (18,504) | $ (19,341) |
Income Taxes - Income (Loss) Fr
Income Taxes - Income (Loss) From Continuing Operations Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Components of Income (Loss) From Continuing Operations Before Income Taxes [Line Items] | |||
Income/(loss) before provision for income taxes | $ (273) | $ 17,078 | $ 33,142 |
U.S. | |||
Components of Income (Loss) From Continuing Operations Before Income Taxes [Line Items] | |||
U.S. | (15,447) | (8,603) | 44 |
Non-U.S. | |||
Components of Income (Loss) From Continuing Operations Before Income Taxes [Line Items] | |||
Non-U.S. | $ 15,174 | $ 25,681 | $ 33,098 |
Income Taxes - Income Tax Recon
Income Taxes - Income Tax Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Notional U.S. federal income tax expense at statutory rate | $ (57) | $ 3,586 | $ 6,960 |
Impact of U.S. global intangible tax | (1,859) | 926 | 946 |
U.S. net operating loss carry-back rate difference | 1,470 | 0 | 0 |
South Africa divestiture | 526 | 0 | 0 |
Rate difference-international subsidiaries | 513 | 1,181 | 1,366 |
Transition tax for United States tax reform | 0 | 0 | (1,118) |
Impact on deferred tax liability for statutory rate change | 332 | (1,231) | 0 |
Undistributed foreign earnings | 359 | 259 | 313 |
U.S. state income tax provision, net | 48 | 143 | 408 |
Charges/(benefits related to uncertain tax positions | 79 | (408) | 1,137 |
Non-deductible charges | 239 | 349 | 517 |
Change in valuation allowance | (475) | 152 | (280) |
Other, net | 327 | 185 | (276) |
Income tax expense/(benefit) | $ (1,438) | $ 5,142 | $ 9,973 |
Income Taxes - Discrete Tax Act
Income Taxes - Discrete Tax Act Items (Details) $ in Thousands | 12 Months Ended |
Mar. 31, 2020USD ($) | |
Income Tax Disclosure [Abstract] | |
Net impact on U.S. deferred tax assets and liabilities (provisional) | $ (3,097) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Income Tax Contingency [Line Items] | ||||
Estimated transition tax liability | $ 4,007,000 | $ 4,007,000 | ||
Deferred Tax Liabilities, Other | $ 1,073 | |||
U.S. net operating loss carry-back rate difference | (1,470,000) | 0 | $ 0 | |
Global Intangible Low-Taxed Income, Discrete Tax Benefit | 1,859,000 | |||
Income Taxes, Discrete Tax Expense | 526,000 | |||
Increase (Decrease) in Deferred Income Taxes | 1,231,000 | |||
Income Tax Expense (Benefit) Reverted | 332,000 | |||
Foreign tax net operating loss carry-forwards | 4,421,000 | 4,421,000 | ||
Foreign tax net operating loss carry-forwards, potentially carried forward indefinitely | $ 1,320,000 | $ 1,320,000 | ||
Other liabilities- long term | ||||
Income Tax Contingency [Line Items] | ||||
Estimated transition tax liability | $ 2,478,000 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Reserve for uncertain income taxes, beginning of period | $ 729 | $ 1,137 |
Release of reserve | 0 | (463) |
Interest and penalties on prior reserves | 79 | 55 |
Reserve for uncertain income taxes, end of period | $ 808 | $ 729 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021USD ($)Geographic_Regionsegment | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | |
Sales by geographic area: | |||
Number of reportable segments | segment | 4 | ||
Number of country in which entity operates | Geographic_Region | 4 | ||
Total revenues | $ 276,181 | $ 383,486 | $ 412,642 |
Depreciation Expense | 11,277 | 10,502 | 9,194 |
Amortization of intangible assets | 9,445 | 17,773 | 20,771 |
Operating income (loss) | 7,777 | 32,663 | 48,509 |
Property, plant and equipment, net of depreciation and amortization of $55,555 and $43,550 as of March 31, 2021 and 2020, respectively | 72,630 | 72,542 | |
Assets | 617,878 | 620,905 | |
Deferred Tax Assets, Noncurrent | 8,453 | 7,702 | |
Operating Segments | |||
Sales by geographic area: | |||
Total revenues | 276,181 | 383,486 | 412,642 |
Intersegment Eliminations | |||
Sales by geographic area: | |||
Total revenues | 51,289 | 57,536 | 63,158 |
Segment Reconciling Items | |||
Sales by geographic area: | |||
Public company costs | 1,716 | 1,493 | 1,507 |
Stock compensation | 3,728 | 4,960 | 4,148 |
United States Segment | |||
Sales by geographic area: | |||
Depreciation Expense | 6,290 | 6,304 | 4,935 |
Amortization of intangible assets | 1,464 | 5,752 | 5,841 |
Operating income (loss) | (9,119) | 6,346 | 16,421 |
Property, plant and equipment, net of depreciation and amortization of $55,555 and $43,550 as of March 31, 2021 and 2020, respectively | 36,155 | 39,815 | |
Assets | 218,699 | 239,751 | |
Deferred Tax Assets, Noncurrent | 5,557 | 4,483 | |
United States Segment | Operating Segments | |||
Sales by geographic area: | |||
Total revenues | 95,441 | 155,465 | 165,648 |
United States Segment | Intersegment Eliminations | |||
Sales by geographic area: | |||
Total revenues | 40,793 | 48,891 | 52,662 |
Canada | |||
Sales by geographic area: | |||
Depreciation Expense | 4,454 | 3,462 | 3,616 |
Amortization of intangible assets | 7,301 | 9,665 | 12,515 |
Operating income (loss) | 15,242 | 24,946 | 20,601 |
Property, plant and equipment, net of depreciation and amortization of $55,555 and $43,550 as of March 31, 2021 and 2020, respectively | 32,583 | 28,703 | |
Assets | 287,907 | 270,055 | |
Canada | Operating Segments | |||
Sales by geographic area: | |||
Total revenues | 90,853 | 128,364 | 127,392 |
Canada | Intersegment Eliminations | |||
Sales by geographic area: | |||
Total revenues | 7,272 | 4,764 | 6,231 |
Europe Segment | |||
Sales by geographic area: | |||
Depreciation Expense | 341 | 551 | 466 |
Amortization of intangible assets | 453 | 1,292 | 1,351 |
Operating income (loss) | 3,181 | 1,196 | 11,295 |
Property, plant and equipment, net of depreciation and amortization of $55,555 and $43,550 as of March 31, 2021 and 2020, respectively | 3,141 | 3,246 | |
Assets | 77,798 | 73,334 | |
Europe Segment | Operating Segments | |||
Sales by geographic area: | |||
Total revenues | 54,219 | 53,762 | 77,508 |
Europe Segment | Intersegment Eliminations | |||
Sales by geographic area: | |||
Total revenues | 2,003 | 2,890 | 3,406 |
Asia Segment | |||
Sales by geographic area: | |||
Depreciation Expense | 192 | 185 | 177 |
Amortization of intangible assets | 227 | 1,064 | 1,064 |
Operating income (loss) | 3,917 | 6,628 | 5,847 |
Property, plant and equipment, net of depreciation and amortization of $55,555 and $43,550 as of March 31, 2021 and 2020, respectively | 751 | 778 | |
Assets | 33,474 | 37,765 | |
Asia Segment | Operating Segments | |||
Sales by geographic area: | |||
Total revenues | 35,668 | 45,895 | 42,094 |
Asia Segment | Intersegment Eliminations | |||
Sales by geographic area: | |||
Total revenues | $ 1,221 | $ 991 | $ 859 |
Segment Information - Capital E
Segment Information - Capital Expenditures by Reportable Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Capital expenditures | $ 8,132 | $ 10,855 | $ 12,036 |
United States Segment | |||
Segment Reporting Information [Line Items] | |||
Capital expenditures | 3,075 | 5,607 | 8,432 |
Canada | |||
Segment Reporting Information [Line Items] | |||
Capital expenditures | 4,866 | 4,221 | 2,753 |
Europe Segment | |||
Segment Reporting Information [Line Items] | |||
Capital expenditures | 68 | 654 | 612 |
Asia Segment | |||
Segment Reporting Information [Line Items] | |||
Capital expenditures | $ 123 | $ 373 | $ 239 |