Document And Entity Information
Document And Entity Information Statement - USD ($) $ in Millions | 12 Months Ended | ||
Sep. 30, 2019 | Oct. 31, 2019 | Mar. 31, 2019 | |
Document Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Sep. 30, 2019 | ||
Document Fiscal Period Focus | Q4 | ||
Document Fiscal Year Focus | 2019 | ||
Entity Registrant Name | EVOQUA WATER TECHNOLOGIES CORP. | ||
Entity Central Index Key | 0001604643 | ||
Current Fiscal Year End Date | --09-30 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Emerging Growth Company | false | ||
Entity Small Reporting Company | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding (in shares) | 114,400,103 | ||
Entity Public Float | $ 665 | ||
Voluntary Filers | No | ||
Well-known Seasoned Issuer | Yes | ||
Current Reporting Status | Yes |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
ASSETS | ||
Current assets | $ 637,293 | $ 565,560 |
Cash and cash equivalents | 109,881 | 82,365 |
Receivables, net | 257,585 | 254,756 |
Inventories, net | 137,164 | 134,988 |
Contract assets | 73,467 | 69,147 |
Prepaid and other current assets | 21,940 | 23,854 |
Income tax receivable | 0 | 450 |
Assets held for sale | 37,256 | 0 |
Property, plant, and equipment, net | 333,584 | 320,023 |
Goodwill | 392,890 | 411,346 |
Intangible assets, net | 314,767 | 340,408 |
Deferred income taxes, net of valuation allowance | 2,790 | 2,438 |
Other non‑current assets | 25,715 | 23,842 |
Non-current assets held for sale | 30,809 | 0 |
Total assets | 1,737,848 | 1,663,617 |
LIABILITIES AND EQUITY | ||
Current liabilities | 322,221 | 284,719 |
Accounts payable | 144,247 | 141,140 |
Current portion of debt, net of deferred financing fees | 13,418 | 11,555 |
Contract liabilities | 39,051 | 17,652 |
Product warranties | 4,922 | 8,907 |
Accrued expenses and other liabilities | 101,839 | 97,672 |
Income tax payable | 4,536 | 7,793 |
Liabilities held for sale | 14,208 | 0 |
Non‑current liabilities | 1,049,805 | 1,016,882 |
Long‑term debt, net of deferred financing fees | 951,599 | 928,075 |
Product warranties | 2,332 | 3,360 |
Other non‑current liabilities | 78,661 | 74,352 |
Deferred income taxes, net of valuation allowance | 13,548 | 11,095 |
Non-current liabilities held for sale | 3,665 | 0 |
Total liabilities | 1,372,026 | 1,301,601 |
Commitments and Contingent Liabilities (Note 21) | ||
Shareholders’ equity | ||
Common stock, par value $0.01: authorized 1,000,000 shares; issued 116,008 shares, outstanding 114,344 at September 30, 2019; issued 115,016, outstanding 113,929 shares at September 30, 2018 | 1,154 | 1,145 |
Treasury stock: 1,664 shares at September 30, 2019 and 1,087 shares at September 30, 2018 | (2,837) | (2,837) |
Additional paid‑in capital | 552,422 | 533,435 |
Retained deficit | (174,976) | (163,871) |
Accumulated other comprehensive loss, net of tax | (13,004) | (9,017) |
Total Evoqua Water Technologies Corp. equity | 362,759 | 358,855 |
Non‑controlling interest | 3,063 | 3,161 |
Total shareholders’ equity | 365,822 | 362,016 |
Total liabilities and shareholders’ equity | $ 1,737,848 | $ 1,663,617 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2019 | Sep. 30, 2018 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common stock authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock issued (in shares) | 116,008,000 | 115,016,000 |
Common stock outstanding (in shares) | 114,344,000 | 113,929,000 |
Treasury stock (in shares) | 1,664,000 | 1,087,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues [Abstract] | |||
Sales to external customers | $ 1,444,441 | $ 1,339,541 | $ 1,247,424 |
Cost of Revenue [Abstract] | |||
Cost of product sales and services | (1,018,479) | (934,808) | (847,673) |
Gross profit | 425,962 | 404,733 | 399,751 |
Operating Expenses [Abstract] | |||
General and administrative expense | (217,013) | (193,816) | (169,617) |
Sales and marketing expense | (138,936) | (136,009) | (142,441) |
Research and development expense | (15,300) | (15,877) | (19,990) |
Total operating expenses | (371,249) | (345,702) | (332,048) |
Other operating income | 5,613 | 8,406 | 2,361 |
Other operating expense | (654) | (591) | (860) |
Income before interest expense and income taxes | 59,672 | 66,846 | 69,204 |
Interest expense | (58,556) | (57,580) | (55,377) |
Income before income taxes | 1,116 | 9,266 | 13,827 |
Income tax expense | (9,587) | (1,382) | (7,417) |
Net (loss) income | (8,471) | 7,884 | 6,410 |
Net income attributable to non‑controlling interest | 1,052 | 1,749 | 4,247 |
Net (loss) income attributable to Evoqua Water Technologies Corp. | $ (9,523) | $ 6,135 | $ 2,163 |
Basic (loss) earnings per common share (in dollars per share) | $ (0.08) | $ 0.05 | $ 0.02 |
Diluted (loss) earnings per common share (in dollars per share) | $ (0.08) | $ 0.05 | $ 0.02 |
Product | |||
Revenues [Abstract] | |||
Sales to external customers | $ 851,161 | $ 802,302 | $ 718,098 |
Cost of Revenue [Abstract] | |||
Cost of product sales and services | (615,171) | (582,606) | (459,641) |
Service | |||
Revenues [Abstract] | |||
Sales to external customers | 593,280 | 537,239 | 529,326 |
Cost of Revenue [Abstract] | |||
Cost of product sales and services | $ (403,308) | $ (352,202) | $ (388,032) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | $ (8,471) | $ 7,884 | $ 6,410 |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |||
Foreign currency translation adjustments | 1,507 | (3,473) | 148 |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, after Tax | 74 | (21) | (19) |
Change in pension liability, net of tax expense of $26, $232 and $0, respectively | (5,568) | 466 | 4,553 |
Total other comprehensive (loss) income | (3,987) | (3,028) | 4,682 |
Less: Comprehensive income attributable to non‑controlling interest | (1,052) | (1,749) | (4,247) |
Comprehensive (loss) income attributable to Evoqua Water Technologies Corp. | $ (13,510) | $ 3,107 | $ 6,845 |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Loss) - Parenthetical - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Change in pension liability, tax | $ 26 | $ 232 | $ 0 |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, Tax | $ 154 | $ 0 | $ 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid‑in Capital | Retained Deficit | Accumulated Other Comprehensive Loss | Non‑controlling Interest |
Common stock issued at the beginning of the period (shares) at Sep. 30, 2016 | 104,495,000 | ||||||
Stockholders' equity, balance at the beginning of the period at Sep. 30, 2016 | $ 203,935 | $ 1,045 | $ (1,133) | $ 381,223 | $ (172,169) | $ (10,671) | $ 5,640 |
Treasury stock, balance at the beginning of the period (shares) at Sep. 30, 2016 | 245,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Equity based compensation expense | 2,251 | 2,251 | |||||
Issuance of common stock (shares) | 864,000 | ||||||
Issuance of common stock | 5,521 | $ 9 | 5,512 | ||||
Stock repurchases (shares) | 165,000 | ||||||
Stock repurchases | (1,474) | $ (1,474) | |||||
Dividends paid to non‑controlling interest | (4,750) | (4,750) | |||||
Net (loss) income | 6,410 | 2,163 | 4,247 | ||||
Other comprehensive income | 4,682 | 4,682 | |||||
Common stock issued at the end of the period (shares) at Sep. 30, 2017 | 105,359,000 | ||||||
Stockholders' equity, balance at the end of the period at Sep. 30, 2017 | 216,575 | $ 1,054 | $ (2,607) | 388,986 | (170,006) | (5,989) | 5,137 |
Treasury stock, balance at the end of the period (shares) at Sep. 30, 2017 | 410,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Equity based compensation expense | 15,742 | 15,742 | |||||
Issuance of common stock (shares) | 8,333,000 | ||||||
Issuance of common stock | 137,605 | $ 83 | 137,522 | ||||
Stock repurchases (shares) | 18,000 | ||||||
Stock repurchases | (230) | $ (230) | |||||
Dividends paid to non‑controlling interest | (3,725) | (3,725) | |||||
Net (loss) income | 7,884 | 6,135 | 1,749 | ||||
Other comprehensive income | (3,028) | (3,028) | |||||
Shares withheld related to net share settlement (including tax withholdings) (shares) | 1,324,000 | 659,000 | |||||
Shares withheld related to net share settlement (including tax withholdings) | $ (8,807) | $ 8 | (8,815) | ||||
Common stock issued at the end of the period (shares) at Sep. 30, 2018 | 115,016,000 | 115,016,000 | |||||
Stockholders' equity, balance at the end of the period at Sep. 30, 2018 | $ 362,016 | $ 1,145 | $ (2,837) | 533,435 | (163,871) | (9,017) | 3,161 |
Treasury stock, balance at the end of the period (shares) at Sep. 30, 2018 | 1,087,000 | 1,087,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Equity based compensation expense | $ 19,903 | 19,903 | |||||
Issuance of common stock (shares) | 108,000 | ||||||
Issuance of common stock | 363 | 363 | |||||
Dividends paid to non‑controlling interest | (1,150) | (1,150) | |||||
Net (loss) income | (8,471) | (9,523) | 1,052 | ||||
Other comprehensive income | (3,987) | ||||||
Shares withheld related to net share settlement (including tax withholdings) (shares) | 884,000 | 577,000 | |||||
Shares withheld related to net share settlement (including tax withholdings) | (1,270) | $ 9 | (1,279) | ||||
Cumulative effect of adoption of new accounting standards | $ (1,582) | (1,582) | |||||
Common stock issued at the end of the period (shares) at Sep. 30, 2019 | 116,008,000 | 116,008,000 | |||||
Stockholders' equity, balance at the end of the period at Sep. 30, 2019 | $ 365,822 | $ 1,154 | $ (2,837) | $ 552,422 | $ (174,976) | $ (13,004) | $ 3,063 |
Treasury stock, balance at the end of the period (shares) at Sep. 30, 2019 | 1,664,000 | 1,664,000 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Operating activities | |||
Net (loss) income | $ (8,471) | $ 7,884 | $ 6,410 |
Reconciliation of net income to cash flows provided by operating activities: | |||
Depreciation and amortization | 98,236 | 85,860 | 77,886 |
Amortization of debt related costs (includes $0, $5,575 and $3,094 write off of deferred financing fees) | 2,612 | 8,073 | 8,511 |
Deferred income taxes | 1,948 | (6,232) | 1,273 |
Share-based compensation | 19,903 | 15,742 | 2,251 |
Gain on sale of property, plant and equipment | (932) | (6,750) | 1,230 |
Foreign currency exchange losses (gains) on intercompany loans and other non-cash items | 10,713 | 5,766 | (5,625) |
Changes in assets and liabilities | |||
Accounts receivable | (13,235) | (3,139) | (44,047) |
Inventories | (1,469) | (12,051) | (5,948) |
Contract assets | (23,827) | (3,544) | (17,296) |
Prepaids and other current assets | 9,447 | (3,773) | (2,971) |
Accounts payable | 9,408 | 24,945 | 4,707 |
Accrued expenses and other liabilities | (9,159) | (22,851) | (2,243) |
Contract liabilities | 21,311 | (9,254) | 1,301 |
Income taxes | (3,651) | 2,777 | 6,656 |
Other non‑current assets and liabilities | 12,362 | (2,436) | (3,593) |
Net cash provided by operating activities | 125,196 | 81,017 | 28,502 |
Investing activities | |||
Purchase of property, plant and equipment | (88,869) | (80,713) | (57,775) |
Purchase of intangibles | (6,426) | (1,950) | (4,914) |
Proceeds from sale of property, plant and equipment | 3,636 | 21,641 | 5,422 |
Proceeds from sale of business | 0 | 430 | 0 |
Acquisitions, net of cash received of $2,073, $27 and $209 | (2,873) | (146,443) | (77,628) |
Net cash used in investing activities | (94,532) | (207,035) | (134,895) |
Financing activities | |||
Issuance of debt, net of deferred issuance costs | 38,381 | 155,270 | 415,602 |
Borrowings under credit facility | 292,825 | 129,000 | 131,000 |
Repayment of debt | (307,809) | (242,470) | (423,418) |
Repayment of capital lease obligation | (12,900) | (10,474) | (7,962) |
Payment of earn-out related to previous acquisitions | (461) | (5,528) | 0 |
Proceeds from issuance of common stock | 363 | 137,605 | 5,521 |
Taxes paid related to net share settlements of share-based compensation awards | (1,270) | (8,807) | 0 |
Stock repurchases | 0 | (230) | (1,474) |
Cash paid for interest rate cap | (2,235) | 0 | 0 |
Distribution to non‑controlling interest | (1,150) | (3,725) | (4,750) |
Net cash provided by financing activities | 5,744 | 150,641 | 114,519 |
Effect of exchange rate changes on cash | (1,601) | (1,512) | 766 |
Cash and cash equivalents classified as held for sale | (7,291) | 0 | 0 |
Change in cash and cash equivalents | 27,516 | 23,111 | 8,892 |
Cash and cash equivalents | |||
Beginning of period | 82,365 | 59,254 | 50,362 |
End of period | 109,881 | 82,365 | 59,254 |
Supplemental disclosure of cash flow information | |||
Cash paid for taxes | 10,340 | 4,450 | 3,017 |
Cash paid for interest | 52,786 | 43,596 | 43,426 |
Non‑cash investing and financing activities | |||
Accrued earn-out related to acquisitions | 0 | 1,570 | 7,479 |
Capital lease transactions | 18,640 | 10,595 | 15,513 |
Landlord incentives | 1,000 | 0 | 1,700 |
Cloud computing related intangible transaction | $ 0 | $ 0 | $ 5,544 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Cash Flows (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2016 | |
Statement of Cash Flows [Abstract] | |||
Write off DFF | $ 0 | $ 5,575 | $ 3,094 |
Cash received acquisitions | $ 2,073 | $ 27 | $ 209 |
Description of the Company and
Description of the Company and Basis of Presentation | 12 Months Ended |
Sep. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of the Company and Basis of Presentation | Description of the Company and Basis of Presentation Background Evoqua Water Technologies Corp. (referred to herein as the “Company” or “EWT”) was incorporated on October 7, 2013. On January 15, 2014, Evoqua Water Technologies Corp., acquired through its wholly owned entities, EWT Holdings II Corp. and EWT Holdings III Corp. (a/k/a Evoqua Water Technologies), all of the outstanding shares of Siemens Water Technologies, a group of legal entity businesses formerly owned by Siemens AG (“Siemens”). The stock purchase closed on January 15, 2014 and was effective January 16, 2014 (the “Acquisition”). The stock purchase price, net of cash received, was approximately $730,577 . On November 6, 2017, the Company completed its initial public offering (“IPO”), pursuant to which an aggregate of 27,777 shares of common stock were sold, of which 8,333 were sold by the Company and 19,444 were sold by the selling shareholders , with a par value of $ 0.01 per share. After underwriting discounts and commissions and expenses, the Company received net proceeds from the IPO of approximately $137,605 . The Company used a portion of these proceeds to repay $104,936 of indebtedness (including accrued and unpaid interest) under EWT III’s senior secured first lien term loan facility and the remainder for general corporate purposes. The Company did not receive any proceeds from the sale of shares by the selling shareholders . On November 7, 2017, the selling shareholders sold an additional 4,167 shares of common stock as a result of the exercise in full by the underwriters of an option to purchase additional shares. On March 19, 2018, the Company completed a secondary public offering, pursuant to which 17,500 shares of common stock were sold by certain selling shareholders . On March 21, 2018, the selling shareholders sold an additional 2,625 shares of common stock as a result of the exercise in full by the underwriters of an option to purchase additional shares. The Company did not receive any proceeds from the sale of shares by the selling shareholders . The Business EWT provides a wide range of product brands and advanced water and wastewater treatment systems and technologies, as well as mobile and emergency water supply solutions and service contract options through its segment branch network. Headquartered in Pittsburgh, Pennsylvania, EWT is a multi‑national corporation with operations in the United States (“U.S.”), Canada, the United Kingdom (“UK”), the Netherlands, Germany, Australia, China, Singapore, Korea and India. The Company is organizationally structured into two reportable operating segments for the purpose of making operational decisions and assessing financial performance: (i) Integrated Solutions and Services and (ii) Applied Product Technologies . Basis of Presentation The accompanying Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the U.S. (“ GAAP ”) from the accounting records of the Company, and reflect the consolidated financial position and results of operations for the fiscal years ended September 30, 2019 , 2018 and 2017 . Unless otherwise specified, references in this section to a year refer to its fiscal year. All intercompany transactions have been eliminated. Unless otherwise specified, all dollar amounts in this section are referred to in thousands. Certain prior period amounts have been reclassified to conform to the current period presentation. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Fiscal Year The Company’s fiscal year ends on September 30. Use of Estimates The Consolidated Financial Statements have been prepared in conformity with GAAP and require management to make estimates and assumptions. These assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the audited Consolidated Financial Statements and the reported amounts of revenue and expenses during the reporting period. Estimates and assumptions are used for, but not limited to: (i) revenue recognition; (ii) allowance for doubtful accounts; (iii) inventory valuation, asset valuations, impairment, and recoverability assessments; (iv) depreciable lives of assets; (v) useful lives of intangible assets; (vi) income tax reserves and valuation allowances; and (vii) product warranty and litigation reserves. Estimates are revised as additional information becomes available. Actual results could differ from these estimates. Cash and Cash Equivalents Cash and cash equivalents are liquid investments with an original maturity of three or fewer months when purchased. Accounts Receivable Receivables are primarily comprised of uncollected amounts owed to the Company from transactions with customers and are presented net of allowances for doubtful accounts. Allowances are estimated based on historical write‑offs and the economic status of customers. The Company considers a receivable delinquent if it is unpaid after the term of the related invoice has expired. Write‑offs are recorded at the time all collection efforts have been exhausted. Inventories Inventories are stated at the lower of cost or market, where cost is generally determined on the basis of an average or first‑in, first‑out (“FIFO”) method. Production costs comprise direct material and labor and applicable manufacturing overheads, including depreciation charges. The Company regularly reviews inventory quantities on hand and writes off excess or obsolete inventory based on estimated forecasts of product demand and production requirements. Manufacturing operations recognize cost of product sales using standard costing rates with overhead absorption which generally approximates actual cost. Property, Plant, and Equipment Property, plant, and equipment is valued at cost less accumulated depreciation. Depreciation expense is recognized using the straight‑line method. Useful lives are reviewed annually and, if expectations differ from previous estimates, adjusted accordingly. Estimated useful lives for major classes of depreciable assets are as follows: Asset Class Estimated Useful Life Machinery and equipment 3 to 20 years Buildings and improvements 10 to 40 years Leasehold improvements are depreciated over the shorter of their estimated useful life or the term of the lease. Costs related to maintenance and repairs that do not extend the assets’ useful life are expensed as incurred. Acquisitions Acquisitions are recorded using the purchase method of accounting. The purchase price of acquisitions is allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair value at the acquisition date. The excess of the acquisition price over those estimated fair values is recorded as goodwill. Changes to the acquisition date preliminary fair values prior to the expiration of the measurement period, a period not to exceed 12 months from date of acquisition, are recorded as an adjustment to the associated goodwill. Contingent consideration resulting from acquisitions is recorded at its estimated fair value on the acquisition date. These obligations are revalued during each subsequent reporting period and changes in the fair value of the contingent consideration obligations can result from adjustments in the probability of achieving future development steps, sales targets and profitability and are recorded in General and administrative expenses in the Consolidated Statements of Operations . Acquisition-related expenses and restructuring costs, if any, are recognized separately from the business combination and are expensed as incurred. Goodwill and Other Intangible Assets Goodwill represents purchase consideration paid in a business combination that exceeds the value assigned to the net assets of acquired businesses. Other intangible assets consist of customer‑related intangibles, proprietary technology, software, trademarks and other intangible assets. The Company amortizes intangible assets with definite useful lives on a straight‑line basis over their respective estimated economic lives which range from 1 to 26 years. The Company reviews goodwill to determine potential impairment annually during the fourth quarter of its fiscal year, or more frequently if events and circumstances indicate that the asset might be impaired. Impairment testing for goodwill is performed at a reporting unit level and the Company has determined that it has three reporting units. The quantitative impairment testing utilizes both a market (guideline public company) and income (discounted cash flows) method for determining fair value. In estimating the fair value of the reporting unit utilizing a discounted cash flow (“DCF”) valuation technique, the Company incorporates its judgment and estimates of future cash flows, future revenue and gross profit growth rates, terminal value amount, capital expenditures and applicable weighted‑average cost of capital used to discount these estimated cash flows. The estimates and projections used in the estimate of fair value are consistent with the Company’s current budget and long‑range plans, including anticipated change in market conditions, industry trend, growth rates and planned capital expenditures, among other considerations. Impairment of Long‑Lived Assets Long‑lived assets, such as property, plant, and equipment, and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability of the asset or asset group is measured by comparison of its carrying amount to undiscounted future net cash flows the asset or asset group is expected to generate. If the carrying amount of an asset or asset group is not recoverable, the Company recognizes an impairment loss based on the excess of the carrying amount of the asset or asset group over its respective fair value which is generally determined as the present value of estimated future cash flows or as the appraised value. Assets Held for Sale Assets and liabilities (the “disposal group”) are classified as held for sale when all of the following criteria are met: (i) the Company commits to a plan to sell the disposal group; (ii) it is unlikely the disposal plan will be significantly modified or discontinued; (iii) the disposal group is available for immediate sale in its present condition; (iv) actions required to complete the sale of the disposal group have been initiated; (v) the sale of the asset is probable and the completed sale is expected to occur within one year; and (vi) the disposal group is actively being marketed for sale at a price that is reasonable given its current market value. Upon classification as held for sale, such assets are no longer depreciated or depleted, and a measurement for impairment is performed to determine if there is any excess of carrying value over fair value less costs to sell. Subsequent changes to estimated fair value less the cost to sell will impact the measurement of assets held for sale if the fair value is determined to be less than the carrying value of the assets. Debt Issuance Costs and Debt Discounts Debt issuance costs are capitalized and amortized over the contractual term of the underlying debt using the straight line method which approximates the effective interest method. Debt discounts and lender arrangement fees deducted from the proceeds have been included as a component of the carrying value of debt and are being amortized to interest expense using the effective interest method. Beginning in the first quarter of 2019, the Company entered into an interest rate cap to mitigate risks associated with the Company’s variable rate debt. See Note 12 , “Derivative Financial Instruments” for further details. The Company paid $2,235 as a premium for the interest rate cap, which is being amortized to interest expense over its three -year term. The Company recorded $621 of premium amortization to interest expense during the year ended September 30, 2019 . Amortization of debt issuance costs and debt discounts/premiums included in interest expense were $1,991 , $2,498 and $4,607 for the years ended September 30, 2019 , 2018 and 2017 , respectively. In July 2018, the Company wrote off $2,581 of deferred financing fees and incurred and expensed an additional $1,346 of fees related to the sixth amendment of its First Lien Term Facility in which an additional $150,000 was borrowed. In November 2017, the Company wrote off $1,844 of deferred financing fees related to a $100,000 prepayment of debt, then subsequently wrote off another $1,150 of fees in December of 2017 due to the refinancing of its First Lien Term Loan. The Company incurred another $2,131 of fees as a result of the December refinancing. In August 2017, the Company wrote off $1,829 of deferred financing fees related to the extinguishment of debt and incurred another $1,188 of fees related to an amendment of its First Lien Term Facility. In October 2016, the Company wrote off $2,075 of deferred financing fees related to the extinguishment of debt and incurred another $481 of fees related to a tack-on financing the Company completed in October 2016. Revenue Recognition The Company adopted Topic 606, Revenue from Contracts with Customers on October 1, 2018, and recognizes sales of products and services based on the five-step analysis of transactions as provided in Topic 606 which requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for such goods or services. For sales of aftermarket parts or products with a low level of customization and engineering time, the Company recognizes revenues at the time risks and rewards of ownership pass, which is generally when products are shipped or delivered to the customer as the Company has no obligation for installation. Sales of short‑term service arrangements are recognized as the services are performed, and sales of long‑term service arrangements are typically recognized on a straight‑line basis over the life of the agreement. For certain arrangements where there is significant customization to the product, the Company recognizes revenue either over time or at a point in time. These products include large capital water treatment projects, systems and solutions for municipal and industrial applications. The nature of the contracts is generally fixed price with milestone billings. The Company recognizes revenue over time if the product has no alternative use and the Company has an enforceable right to payment for the performance completed to date, including a normal profit margin, in the event of termination for convenience. If these two criteria are not met, revenues from these contracts will not be recognized until construction is complete. Contract revenues and cost estimates are reviewed and revised at least quarterly at a minimum and the cumulative effect of such adjustments are recognized in current operations. The amount of such adjustments have not been material. See Note 4 , “Revenue” for further details. Product Warranties Accruals for estimated expenses related to warranties are made at the time products are sold and are recorded as a component of Cost of product sales in the Consolidated Statements of Operations. The estimated warranty obligation is based on product warranty terms offered to customers, ongoing product failure rates, material usage and service delivery costs expected to be incurred in correcting a product failure, as well as specific obligations for known failures and other currently available evidence. The Company assesses the adequacy of the recorded warranty liabilities on a regular basis and adjusts amounts as necessary. Shipping and Handling Cost Shipping and handling costs are included as a component of Cost of product sales. Derivative Financial Instruments The Company’s risk-management strategy uses derivative financial instruments to manage interest rate risk and foreign currency exchange rate risk. The Company’s objective in using interest rate derivatives is to add stability to interest expense and manage its exposure to interest rate movements. To accomplish this objective, in November 2018, the Company entered into an interest rate cap which has been designated as a cash flow hedge. The Company uses foreign currency derivative contracts in order to manage the effect of exchange fluctuations on forecasted sales and purchases that are denominated in foreign currencies. To mitigate the impact of foreign exchange rate risk, the Company entered into a series of forward contracts designated as cash flow hedges. The Company does not enter into derivatives for trading or speculative purposes. The Company accounts for derivatives and hedging activities in accordance with ASC Topic No. 815, “Derivatives and Hedging” (Topic No. 815). The Company recognizes all derivatives on the balance sheet at fair value. Changes in the fair values of derivatives that are not designated as hedges are recognized in earnings. If the derivative is designated and qualifies as a hedge, depending on the nature of the hedge, changes in the fair value of the derivatives are either offset against the change in the hedged assets or liabilities through earnings or recognized in Accumulated other comprehensive income (loss), net of tax (“AOCI”) until the hedged item is recognized in earnings. Income Taxes The Company recognizes deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are provided against deferred tax assets when it is deemed more likely than not that some portion or all of the deferred tax asset will not be realized within a reasonable time period. The Company assesses tax positions using a two‑step process. A tax position is recognized if it meets a more‑likely‑than‑not threshold, and is measured at the largest amount of benefit that is greater than 50.0% percent of being realized. Uncertain tax positions are reviewed each balance sheet date. Foreign Currency Translation and Transactions The functional currency for the international subsidiaries is the local currency. Assets and liabilities are translated into U.S. dollars using current rates of exchange, with the resulting translation adjustments recorded in Accumulated other comprehensive loss, net of tax within shareholders ’ equity. Revenues and expenses are translated at the weighted‑average exchange rate for the period, with the resulting translation adjustments recorded in the Consolidated Statements of Operations. Foreign currency translation losses (gains), mainly related to intercompany loans, which aggregated $12,599 , $7,018 and $(7,111) for the years ended September 30, 2019 , 2018 and 2017 , respectively, are primarily included in General and administrative expenses in the Consolidated Statements of Operations. Research and Development Costs Research and development costs are expensed as incurred. The Company recorded $15,300 , $15,877 and $19,990 of costs for the years ended September 30, 2019 , 2018 and 2017 , respectively. Equity‑based Compensation The Company measures the cost of awards of equity instruments to employees based on the grant‑date fair value of the award. The grant‑date fair value of a non-qualified stock option is determined using the Black‑Scholes model. The fair value of restricted stock unit awards is determined using the closing price of our common stock on date of grant. Compensation costs resulting from equity-based payment transactions are recognized primarily within General and administrative expenses, at fair value over the requisite vesting period on a straight-line basis. Earnings (Loss) Per Share Basic earnings (loss) per common share is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted earnings per common share is computed based on the weighted average number of shares of common stock, plus the effect of diluted common shares outstanding during the period using the treasury stock method. Diluted potential common shares include outstanding stock options. Retirement Benefits The Company applies ASC Topic 715, Compensation—Retirement Benefits , which requires the recognition in pension obligations and accumulated other comprehensive income of actuarial gains or losses, prior service costs or credits and transition assets or obligations that have previously been deferred. The determination of retirement benefit pension obligations and associated costs requires the use of actuarial computations to estimate participant plan benefits to which the employees will be entitled. The significant assumptions primarily relate to discount rates, expected long‑term rates of return on plan assets, rate of future compensation increases, mortality, years of service, and other factors. The Company develops each assumption using relevant experience in conjunction with market‑related data for each individual country in which such plans exist. All actuarial assumptions are reviewed annually with third‑party consultants and adjusted as necessary. For the recognition of net periodic postretirement cost, the calculation of the expected return on plan assets is generally derived by applying the expected long‑term rate of return on the market‑related value of plan assets. The fair value of plan assets is determined based on actual market prices or estimated fair value at the measurement date. Treated Water Outsourcing Treated Water Outsourcing (“TWO”) is a joint venture between the Company and Nalco Water, an Ecolab company, in which the Company holds a 50% partnership interest. The Company is obligated to absorb all risk of loss up to 100% of the joint venture partner’s equity. As such, the Company fully consolidates TWO as a variable interest entity (“VIE”) under ASC 810, Consolidation. The Company has not provided additional financial support to this entity which it is not contractually required to provide, and the Company does not have the ability to use the assets of TWO to settle obligations of the Company’s other subsidiaries. The following provides a summary of TWO’s balance sheet as of September 30, 2019 and 2018 , and summarized financial information for the years ended September 30, 2019 , 2018 and 2017 . September 30, 2019 September 30, 2018 Current assets (includes cash of $3,903 and $3,304) $ 6,324 $ 5,486 Property, plant and equipment 2,186 4,441 Goodwill 2,206 2,206 Other non-current assets 3 3 Total liabilities (2,388 ) (3,608 ) Year Ended September 30, 2019 2018 2017 Total revenues $ 10,633 $ 15,526 $ 22,039 Total operating expenses (8,732 ) (12,996 ) (14,835 ) Income from operations $ 1,901 $ 2,530 $ 7,204 Recent Accounting Pronouncements Accounting Pronouncements Not Yet Adopted In November 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-19 , Codification Improvements to Topic 326, Financial Instruments—Credit Losses which clarifies that receivables from operating leases are accounted for using the lease guidance and not as financial instruments. ASU 2018-19 will be effective for the Company for the quarter ending December 31, 2020, with early adoptions permitted. The Company is currently assessing the impact of adoption on the Company’s Consolidated Financial Statements . In November 2018, the FASB issued ASU 2018-18 , Collaborative Arrangements (Topic 808) Clarifying the Interaction between Topic 808 and Topic 606 , which clarifies that certain transactions between collaborative arrangement participants should be accounted for as revenue under Topic 606 when the collaborative arrangement participant is a customer in the context of a unit of account. In addition, unit-of-account guidance in Topic 808 was aligned with the guidance in Topic 606 (that is, a distinct good or service) when an entity is assessing whether the collaborative arrangement or a part of the arrangement is within the scope of Topic 606. ASU 2018-18 should be applied retrospectively to the date of initial adoption of Topic 606 and is effective for the Company for the quarter ending December 31, 2020, with early adoption permitted. The Company is currently assessing the impact of adoption on the Company’s Consolidated Financial Statements . In August 2018, the FASB issued ASU 2018-13 , Fair Value Measurement (Subtopic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement , which modifies the disclosure requirements on fair value measurements. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. ASU 2018-13 will be effective for the Company for the quarter ending December 31, 2020, with early adoption permitted. The Company is currently assessing the impact of adoption on the Company’s disclosures. In June 2018, the FASB issued ASU 2018‑07 , Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, which expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. The Company adopted this standard on October 1, 2019 but noted that this adoption did not have an impact on its Consolidated Financial Statements . In August 2017, the FASB issued ASU 2017‑12 , Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities, which expands and refines hedge accounting for both nonfinancial and financial risk components and align the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements and also made certain targeted improvements to simplify the application of hedge accounting guidance and ease the administrative burden of hedge documentation requirements and assessing hedge effectiveness. The Company adopted this standard on October 1, 2019 but noted that this adoption did not have a material impact on its Consolidated Financial Statements . In June 2016, the FASB issued ASU 2016-13 , Financial Instruments—Credit Losses (Topic 326) : Measurement of Credit Losses on Financial Instruments, which requires entities to use a new forward-looking “expected loss” model that reflects expected credit losses, including credit losses related to trade receivables, and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates which generally will result in the earlier recognition of allowances for losses. ASU 2016-13 will be effective for the Company for the quarter ending December 31, 2020, with early adoption permitted. The Company does not expect the impact of adoption on the Consolidated Financial Statements to be material. In February 2016, the FASB issued ASU 2016-02 , Leases (Topic 842) . ASU 2016-02 requires recognition of operating leases as lease assets and liabilities on the balance sheet, and disclosure of key information about leasing arrangements. Amendments to the standard were issued by the FASB in January, July and December 2018, and March 2019 including certain practical expedients, an amendment that provides an additional and optional transition method to adopt the standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption and certain narrow-scope improvements for lessors. The Company adopted this standard on October 1, 2019 using the modified retrospective approach. In order to comply with Topic 842, the Company completed an assessment of the existing lease portfolio including performing data and policy gap reviews, implemented a new lease accounting system, and updated its processes and accounting policies. The Company expects the impact of adoption on the Consolidated Financial Statements and related disclosures to result in an increase to the Consolidated Balance Sheet in the range of $38 million to $42 million . The Company continues to evaluate certain aspects of lessor accounting, however, it is not expected that this will have a material impact on the Consolidated Financial Statements . Accounting Pronouncements Recently Adopted The Company adopted ASU 2017‑09 , Scope of Modification Accounting , which amended Accounting Standards Code Topic 718 as of October 1, 2018. The FASB issued ASU 2017‑09 to reduce the cost and complexity when applying Topic 718 and standardize the practice of applying Topic 718 to financial reporting. The ASU was not developed to fundamentally change the definition of a modification, but instead to provide guidance for what changes would qualify as a modification. This adoption did not have a material impact on the Company’s Consolidated Financial Statements . The Company adopted ASU 2017-07 , Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost , as of October 1, 2018. This ASU requires the disaggregation of the service cost component from other components of net periodic benefit cost, clarifies how to present the service cost component and other components of net benefit costs in the Statements of Consolidated Operations and allows only the service cost component of net benefit costs to be eligible for capitalization. The adoption of this guidance did not have an impact on the Consolidated Financial Statements and had a minimal impact to the related disclosures. The Company adopted ASU 2016-16 , Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory, as of October 1, 2018. The purpose of this update is to improve the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. The ASU requires the tax effects of all intra-entity sales of assets other than inventory to be recognized in the period in which the transaction occurs. The changes were required to be applied by means of a cumulative-effect adjustment recorded to retained earnings as of the beginning of the year of adoption. This adoption did not have an impact on the Company’s Consolidated Financial Statements . The Company adopted ASU 2014-09 , Revenue from Contracts with Customers (Topic 606) , as of October 1, 2018. ASU 2014-09 clarifies the principles for recognizing revenue when an entity either enters into a contract with customers to transfer goods or services or enters into a contract for the transfer of non-financial assets. The Company utilized the modified retrospective approach and the cumulative effect of adoption resulted in a net decrease to opening retained earnings of $1,582 which was recognized at October 1, 2018. Based on the new guidance, the Company determined that for some of these contracts in which revenue was previously recognized over a period of time, revenue instead needs to be recognized at a point in time. This change is mainly due to the nature of certain products, which in some cases have an alternative use, and the Company’s right to payment in the event of termination for convenience. This adoption did not have a material impact on the Company’s Consolidated Financial Statements . See Note 4 , “Revenue” for further details. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 12 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisitions and Divestitures | Acquisitions and Divestitures Acquisitions support the Company’s strategy of delivering a broad solutions portfolio with robust technology across multiple geographies and end markets. The Company continues to evaluate potential strategic acquisitions of businesses, assets and product lines and believes that capex-like, tuck-in acquisitions present a key opportunity within its overall growth strategy. On May 25, 2019 , the Company acquired all of the issued and outstanding equity securities of ATG UV Technology Limited (“ATG UV”), a leading manufacturer of ultraviolet (“UV”) light disinfection systems used in a wide range of municipal, aquatics and industrial applications, for £5,500 ( $6,931 ) paid in cash at closing. During the year ended September 30, 2019 , the Company incurred approximately $193 in acquisition costs, which are included in General and administrative expenses. ATG UV, based in Wigan, UK, is the exclusive technology supplier to Evoqua’s ETS-UV TM product line in North America and the acquisition expands Evoqua’s reach, allowing the Company to serve customers globally. ATG UV is part of the Applied Product Technologies segment. The accounting for the acquisition has not yet been completed because the Company has not finalized the valuations of the acquired assets, assumed liabilities and identifiable intangible assets, including goodwill. The preliminary opening balance sheet for ATG UV as of September 30, 2019 is summarized as follows: Current assets $ 6,296 Property, plant and equipment 362 Goodwill 1,738 Intangible assets 2,277 Total assets acquired 10,673 Total liabilities assumed (3,742 ) Net assets acquired $ 6,931 On October 1, 2019, the Company, entered into a Purchase and Sale Agreement with DuPont de Nemours, Inc., pursuant to which the Company will divest their Memcor® low pressure membrane product line (including the product line’s global workforce, its manufacturing site in Windsor, Australia, associated operations and intellectual property) (“Memcor”) to DuPont. In connection with this transaction, DuPont will purchase 100% of the corporate capital of the Australian Subsidiaries and all of the assets related to the Memcor® low pressure membrane product line. The Company expects to recognize a gain on this transaction upon closing. The agreement to sell Memcor met all of the criteria to classify its assets and liabilities as held for sale in the fourth quarter of 2019, which are included within the Company’s APT segment’s total assets. The sale of Memcor does not represent a strategic shift that will have a major effect on the Company’s operations and financial results and is, therefore, not classified as discontinued operations in accordance with ASU 2014-08. As part of the required evaluation under the held for sale guidance, the Company determined that the approximate fair value less costs to sell the operations exceeded the carrying value of the net assets and no impairment charge was recorded. The following represents the carrying amounts of assets and liabilities, by major class, classified as held for sale on the Consolidated Balance Sheets at September 30, 2019 : ASSETS Cash and cash equivalents $ 7,291 Receivables, net 9,603 Inventories, net 6,456 Contract assets 13,025 Prepaid and other current assets 881 Current assets held for sale 37,256 Property, plant and equipment, net 14,827 Goodwill 14,911 Intangible assets, net 1,024 Other non-current assets 47 Non-current assets held for sale 30,809 Total assets held for sale $ 68,065 LIABILITIES Accounts payable $ 5,646 Contract liabilities 1,302 Product warranties 3,264 Accrued expenses and other liabilities 3,996 Current liabilities held for sale 14,208 Product warranties 1,594 Other non-current liabilities 2,071 Non-current liabilities held for sale 3,665 Total liabilities held for sale $ 17,873 The above amounts are excluded from the respective balance sheet footnotes at September 30, 2019 . The Company incurred aggregate deal costs related to this divestiture of $2,795 during the year ended September 30, 2019 , which are primarily included in General and administrative expenses. 2018 Acquisitions On August 31, 2018 , the Company acquired substantially all of the assets of Le Groupe IsH20Top Inc. (“Isotope”), a Quebec-based provider of high-purity water treatment equipment and systems, equipment maintenance services and service deionization for CAD 3,651 ( $2,804 ); CAD 3,171 ( $2,435 ) cash at closing in addition to earn-out payments one year after the closing. Included in consideration is CAD 226 ( $175 ), which represents the fair value of earn-out payments at the date of acquisition if certain revenue targets are achieved, with the maximum earn-out payment of CAD 480 ( $369 ). Isotope serves the ultrapure pharmaceutical, laboratory, medical, university, industrial and microelectronics markets in the Quebec region and provides its customer base with a variety of solutions including reverse osmosis, deionized water systems and steam purification. The Company incurred approximately $188 of acquisition costs, which are included in General and administrative expenses. Isotope is part of the Integrated Solutions and Services segment and strengthens the Company’s Canadian service capabilities. On July 26, 2018 , the Company acquired all of the issued and outstanding equity securities of ProAct Services Corporation (“ProAct”) and its subsidiaries for $133,772 paid in cash at closing which was funded through incremental borrowings under the Company’s Term Loan. ProAct is a leading provider of on-site treatment services of contaminated water in all 50 states. ProAct will operate within the Company’s Integrated Solutions and Services segment and will continue to be based in Ludington, Michigan with a nationwide service footprint and facilities in California, Florida, Michigan, Minnesota, New Jersey, Virginia and Texas. ProAct provides an array of expanded offerings across the Company’s existing environmental solutions and enhances its existing service capabilities in mobile/temporary process water and wastewaster treatment, hydrostatic water treatment and coal ash pond remediation. The Company incurred approximately $1,067 of acquisition costs, which are included in General and administrative expenses. The operating results of ProAct have been included in the Company’s Consolidated Statements of Operations since the acquisition date, and resulted in $8,042 and $590 of revenue and net income, respectively, for the year ended September 30, 2018 . The following table presents the unaudited pro forma results for the years ended September 30, 2018 and 2017 . The unaudited pro forma financial information combines the results of operations of EWT and ProAct as though the Company had been combined as of the beginning of years ended September 30, 2018 and 2017 , and the pro forma information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at such time. Pro forma results for other acquisitions completed in the year ended September 30, 2018 were determined to not be material. The unaudited pro forma results presented below include adjustments for increased fair value of acquired intangible assets and related amortization charges, acquisition costs, and interest. Year Ended September 30, 2018 2017 Total revenues $ 1,385,159 $ 1,294,167 Net loss attributable to Evoqua Water 2,116 1,527 On March 9, 2018 , the Company acquired all of the issued and outstanding equity securities of Pacific Ozone Technology, Inc. (“Pacific Ozone”), a provider of advanced ozone disinfection systems, testing products and support services for $8,557 ; $6,557 cash at closing in addition to earn-out payments to be paid out over three years after the closing. Included in consideration is $934 , which represents the fair value of earn-out payments if certain performance metrics are achieved, with a maximum amount of $2,000 . The Company incurred approximately $191 of acquisition costs, which are included in General and administrative expenses. Pacific Ozone, based in Benecia, California, is part of the Applied Product Technologies segment and adds a new technology, ozone disinfection, to the portfolio and further enhances the Company’s ability in the industrial water treatment and aquatics market . On January 31, 2018 , the Company acquired substantially all of the assets of Pure Water Solutions, LLC (“Pure Water”), a provider of high-purity water equipment and systems, service deionization and resin regeneration, with service operations in suburban Denver, Colorado and Santa Fe, New Mexico for $4,699 ; $3,706 cash at closing in addition to earn-out payments to be paid out one year after the closing. Included in consideration is $993 , which represents the fair value of earn-out payments if certain revenue targets are achieved, with a maximum amount of $461 . The Company incurred approximately $132 of acquisition costs, which are included in General and administrative expenses. Pure Water is part of the Integrated Solutions and Services segment, and extends the Company’s service network. The opening balance sheet for the acquisitions is summarized as follows: Isotope ProAct Pacific Ozone Pure Water Total Current Assets $ 627 $ 11,513 $ 1,822 $ 295 $ 14,257 Property, plant and equipment — 26,272 151 156 26,579 Goodwill 1,266 84,308 4,337 2,506 92,417 Intangible assets 933 27,464 2,678 1,488 32,563 Other non-current assets — — 135 — 135 Total asset acquired 2,826 149,557 9,123 4,445 165,951 Total liabilities assumed (216 ) (15,785 ) (1,632 ) (278 ) (17,911 ) Net assets acquired $ 2,610 $ 133,772 $ 7,491 $ 4,167 $ 148,040 2018 Divestitures On April 9, 2018, the Company completed the sale of 100% of the corporate capital of Evoqua Water Technologies S.r.l., which includes the Company’s former operations in Italy, to Giotto Water S.r.l. (“Giotto”). The aggregate purchase price paid in cash by Giotto in the transaction was €350 ( $430 ), subject to certain earn-out adjustments to be paid by Giotto in connection with the realization of specified tax benefits relating to previous years, and resulted in a nominal gain which is included in Other operating income on the Consolidated Statements of Operations . |
Revenue
Revenue | 12 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer [Text Block] | Revenue Adoption of ASU 2014-09 “Revenue from Contracts with Customers (Topic 606)” As discussed in Note 2 , “Summary of Significant Accounting Policies” the Company adopted ASU 2014-09 on October 1, 2018, using the modified retrospective approach to those contracts that were not completed or substantially complete as of October 1, 2018. Results for the reporting period beginning after October 1, 2018 are presented under Topic 606, while prior period amounts have not been adjusted and continue to be reported in accordance with the Company’s historical accounting under Topic 605. The Company has applied the standard to all open contracts at the date of initial application. The Company recorded a net decrease to opening retained earnings of $1,582 as of October 1, 2018 as a result of the cumulative impact of adopting Topic 606 representing the unfavorable impact to prior results had the over-time revenue recognition for some customer agreements, as discussed below, been applied. In addition, a $6,106 reduction of contract assets, along with an increase of $6,194 to work-in-process inventory and an increase of $1,773 to contract liabilities was recorded as a result of the adoption using the modified retrospective method. The impact to the Consolidated Statements of Operations as a result of applying Topic 606 was higher Revenue from product sales and services and higher Cost of product sales and services of $2,066 and $1,508 , respectively, for the year ended September 30, 2019 , as compared to what those amounts would have been under the previous revenue recognition guidance. In addition, the impact on the Consolidated Balance Sheets at September 30, 2019 was lower Inventories, net of $135 as compared to what this amount would have been under the previous guidance. Also, $644 of contract assets were recognized on the consolidated balance sheet at September 30, 2019 related to this over-time revenue recognition. As a result of adopting Topic 606, the Company reevaluated how they view the types of revenue between product sales and services, and their related cost of sales. As a result, the Company reclassified amounts between the two categories on the Consolidated Statements of Operations. Revenue Recognition The Company recognizes sales of products and services based on the five-step analysis of transactions as provided in Topic 606. For all contracts with customers, the Company first identifies the contract which usually is established when the customer’s purchase order is accepted or acknowledged. Next the Company identifies the performance obligations in the contract. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. The Company then determines the transaction price in the arrangement and allocates the transaction price to each performance obligation identified in the contract. The Company’s allocation of the transaction price to the performance obligations are based on the relative standalone selling prices for the goods and services contained in a particular performance obligation. The transaction price is adjusted for the Company’s estimate of variable consideration which may include discounts if the Company would fail to meet certain performance requirements, volume discounts or early payment discounts. To estimate variable consideration, the Company utilizes historical experience and known terms. Variable consideration in contracts for the year ended September 30, 2019 was insignificant. For sales of aftermarket parts or products with a low level of customization and engineering time, the Company recognizes revenues at the time risks and rewards of ownership pass, which is generally when products are shipped or delivered to the customer as the Company has no obligation for installation. The Company considers shipping and handling services to be fulfillment activities and as such they do not represent separate performance obligations for revenue recognition. Sales of service arrangements are recognized as the services are performed. For certain arrangements where there is significant customization to the product and for long-term construction-type sales contracts, revenue may be recognized over time. In these instances, revenue is recognized using a measure of progress that applies an input method based on costs incurred in relation to total estimated costs. Approximately $326,035 , of revenues from construction-type contracts was recognized over time during the year ended September 30, 2019 . These arrangements include large capital water treatment projects, systems and solutions for municipal and industrial applications. The nature of the contracts is generally fixed price with milestone billings. In order for revenue to be recognized over a period of time, the product must have no alternative use and the Company must have an enforceable right to payment for the performance completed to date, including a normal profit margin, in the event of termination for convenience. If these two criteria are not met, revenues from these contracts will not be recognized until construction is complete. Revenues from construction-type contracts formerly recognized over time of approximately $1,068 were not recognized during the year ended September 30, 2019 . Instead, revenues from these contracts will be recognized when construction is complete. Contract revenues and cost estimates are reviewed and revised quarterly at a minimum and the cumulative effect of such adjustments are recognized in current operations. The amount of such adjustments have not been material. The Company has made accounting policy elections to exclude all taxes by governmental authorities from the measurement of the transaction price and that long-term construction-type sales contracts, or those contracts for products with significant customization for which the total contract price is less than $100 will be recorded at the point in time when the construction is complete or the product is delivered. Approximately $19,815 of revenues from construction-type contracts was recognized on a completed contract method during the year ended September 30, 2019 . This represents projects that are either below the $100 threshold, or the product has no alternative use, but the Company does not have an enforceable right to payment. The Company has also elected the following practical expedients: Financing Component As the Company’s standard payment terms are less than one year, the Company has elected the practical expedient not to assess whether a contract has a significant financing component. Performance Obligations The Company elects to apply the practical expedient to exclude from this disclosure revenue related to performance obligations if the product has an alternative use and the Company does not have an enforceable right to payment for the performance completed to date, including a normal profit margin, in the event of termination for convenience. The Company maintains a backlog of confirmed orders of approximately $179,341 at September 30, 2019 . This backlog represents the aggregate amount of the transaction price allocated to performance obligations that were unsatisfied or partially unsatisfied as of the end of the reporting period. The Company estimates that the majority of these performance obligations will be satisfied within the next twelve months. The recording of assets recognized from the costs to obtain and fulfill customer contracts primarily relate to the deferral of sales commissions. The Company’s costs incurred to obtain or fulfill a contract with a customer are classified as non-current assets and amortized to expense over the period of benefit of the related revenue. These costs are recorded within Cost of product sales and services. The amount of contract costs was insignificant at September 30, 2019 . The Company offers standard warranties that generally do not represent a separate performance obligation. In certain instances, a warranty is obtained separately from the original equipment sale or the warranty provides incremental services and as such is treated as a separate performance obligation. Disaggregation of Revenue In accordance with Topic 606, the Company disaggregates revenue from contracts with customers into source of revenue, reportable operating segment and geographical regions. The Company determined that disaggregating revenue into these categories meets the disclosure objective in Topic 606 which is to depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. Information regarding the source of revenues: Year Ended September 30, 2019 Revenue from contracts with customers recognized under Topic 606 $ 1,309,303 Other (1) 135,138 Total $ 1,444,441 (1) Other revenue relates to revenue recognized from Topic 840, Leases, mainly attributable to long term rentals. Information regarding revenues disaggregated by source of revenue and segment is as follows: Year Ended September 30, 2019 Integrated Solutions and Services Applied Product Technologies Total Revenue from capital $ 219,289 $ 344,097 $ 563,386 Revenue from aftermarket 122,719 165,056 287,775 Revenue from service 568,826 24,454 593,280 Total $ 910,834 $ 533,607 $ 1,444,441 Information regarding revenues disaggregated by geographic area is as follows: Year Ended September 30, 2019 United States $ 1,147,649 Europe 102,998 Asia 90,273 Canada 80,083 Australia 23,438 Total $ 1,444,441 Contract Balances The Company performs its obligations under a contract with a customer by transferring products and/or services in exchange for consideration from the customer. The Company receives payments from customers based on a billing schedule as established in its contracts. Contract assets relate to costs incurred to perform in advance of scheduled billings. Contract liabilities relate to payments received in advance of performance under the contracts. Change in contract assets and liabilities are due to our performance under the contract. The tables below provides a roll-forward of contract assets and contract liabilities balances for the periods presented: Contract Assets (a) Balance at September 30, 2018 $ 69,147 Cumulative effect of adoption of new accounting standards (6,106 ) Recognized in current period 325,289 Reclassified to accounts receivable (302,055 ) Foreign currency 217 Reclassified to assets held for sale (13,025 ) Balance at September 30, 2019 $ 73,467 (a) Excludes receivable balances which are disclosed on the Consolidated Balance Sheets. Contract Liabilities Balance at September 30, 2018 $ 17,652 Cumulative effect of adoption of new accounting standards 1,773 Recognized in current period 319,722 Amounts in beginning balance reclassified to revenue (20,754 ) Current period amounts reclassified to revenue (276,002 ) Foreign currency (2,038 ) Reclassified to liabilities held for sale (1,302 ) Balance at September 30, 2019 $ 39,051 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurements As of September 30, 2019 and 2018 , the fair values of cash and cash equivalents, accounts receivable and accounts payable approximate carrying values due to the short maturity of these items. The Company measures the fair value of pension plan assets and liabilities, deferred compensation and plan assets and liabilities on a recurring basis pursuant to ASC Topic 820. ASC Topic 820 establishes a three‑tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1: Quoted prices for identical instruments in active markets. Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model‑derived valuations whose inputs are observable or whose significant value driver is observable. Level 3: Unobservable inputs in which little or no market data is available, therefore requiring an entity to develop its own assumptions. The following table presents the Company’s financial assets and liabilities at fair value. The fair values related to the pension assets are determined using net asset value (“NAV”) as a practical expedient, or by information categorized in the fair value hierarchy level based on the inputs used to determine fair value. The reported carrying amounts of deferred compensation assets and liabilities and debt approximate their fair values. The Company uses interest rates and other relevant information generated by market transactions involving similar instruments to fair value these assets and liabilities, therefore all are classified as Level 2 within the valuation hierarchy. For the years ended September 30, 2019 and 2018 , there were no transfers between Level 1 and 2 of the fair value hierarchy. Net Asset Value Quoted Market Significant Other Significant As of September 30, 2019 Assets: Pension plan Cash $ — $ 14,607 $ — $ — Government Securities 4,703 — — — Liability Driven Investment 3,261 — — — Guernsey Unit Trust 997 — — — Global Absolute Return 1,957 — — — Deferred compensation plan assets Trust Assets — 16 — — Insurance — — 18,684 — Interest rate cap — — 19 — Foreign currency forward contracts — — 278 — Liabilities: Pension plan — — (42,948 ) — Deferred compensation plan liabilities — — (21,318 ) — Long‑term debt — — (979,357 ) — Foreign currency forward contracts — — (154 ) — Earn-outs related to acquisitions — — — (1,545 ) As of September 30, 2018 Assets: Pension plan Cash $ — $ 15,821 $ — $ — Government Securities 3,161 — — — Liability Driven Investment 2,598 — — — Guernsey Unit Trust 965 — — — Global Absolute Return 2,038 — — — Deferred compensation plan assets Trust Assets — 648 — — Insurance — — 18,448 — Foreign currency forward contracts — — 345 — Liabilities: Pension plan — — (35,541 ) — Deferred compensation plan liabilities — — (21,834 ) — Long‑term debt — — (957,441 ) — Foreign currency forward contracts — — (67 ) — Earn-outs related to acquisitions — — — (1,916 ) The pension plan assets and liabilities and deferred compensation assets and liabilities are included in other non-current assets and other non-current liabilities on the Consolidated Balance Sheets at September 30, 2019 and 2018 . The Company records contingent consideration arrangements at fair value on a recurring basis and the associated balances presented as of September 30, 2019 and 2018 are earn-outs related to acquisitions. See Note 3 , “Acquisitions and Divestitures” for further discussion regarding the earn-outs recorded for specific acquisitions. The fair value of earn-outs related to acquisitions is based on significant unobservable inputs including the achievement of certain performance metrics. Significant changes in these inputs would result in corresponding increases or decreases in the fair value of the earn-out each period until the related contingency has been resolved. Changes in the fair value of the contingent consideration obligations can result from adjustments in the probability of achieving future development steps, sales targets and profitability and are recorded in General and administrative expenses in the Consolidated Statements of Operations . A rollforward of the activity in the Company’s fair value of earn-outs related to acquisitions is as follows: Current Portion (1) Long-term Portion (2) Total Balance at September 30, 2017 $ 4,304 $ 1,691 $ 5,995 Acquisitions 634 934 1,568 Payments (8,111 ) — (8,111 ) Reclassifications 1,479 (1,479 ) — Fair value increase 2,619 — 2,619 Foreign currency (155 ) — (155 ) Balance at September 30, 2018 770 1,146 1,916 Payments (1,650 ) — (1,650 ) Reclassifications 212 (212 ) — Fair value increase 1,283 — 1,283 Foreign currency (4 ) — (4 ) Balance at September 30, 2019 $ 611 $ 934 $ 1,545 (1) Included in Accrued expenses and other liabilities on the Consolidated Balance Sheets . (2) Included in Other non‑current liabilities on the Consolidated Balance Sheets . |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Sep. 30, 2019 | |
Receivables [Abstract] | |
Accounts receivable | Accounts Receivable Accounts receivable are summarized as follows: September 30, 2019 September 30, 2018 Accounts Receivable $ 262,491 $ 258,955 Allowance for Doubtful Accounts (4,906 ) (4,199 ) Receivables, net $ 257,585 $ 254,756 The movement in the allowance for doubtful accounts was as follows: Year Ended September 30, 2019 2018 2017 Balance at beginning of period $ (4,199 ) $ (3,494 ) $ (4,784 ) Charged to costs and expenses (788 ) (1,832 ) (1,206 ) Write-offs 39 1,387 2,481 Foreign currency and other 42 (260 ) 15 Balance at end of period $ (4,906 ) $ (4,199 ) $ (3,494 ) |
Inventories
Inventories | 12 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The major classes of inventory, net are as follows: September 30, 2019 September 30, 2018 Raw materials and supplies $ 75,223 $ 69,176 Work in progress 14,741 19,461 Finished goods and products held for resale 58,223 53,786 Costs of unbilled projects 2,347 1,878 Reserves for excess and obsolete (13,370 ) (9,313 ) Inventories, net $ 137,164 $ 134,988 The following is the activity in the reserves for excess and obsolete inventory: Year Ended September 30, 2019 2018 2017 Balance at beginning of period $ (9,313 ) $ (10,599 ) $ (10,141 ) Additions charged to expense (5,754 ) (419 ) (1,004 ) Write-offs 1,541 104 947 Foreign currency and other 156 1,601 (401 ) Balance at end of period $ (13,370 ) $ (9,313 ) $ (10,599 ) |
Property, Plant, and Equipment
Property, Plant, and Equipment | 12 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant, and Equipment Property, plant, and equipment consists of the following: September 30, 2019 September 30, 2018 Machinery and equipment $ 488,924 $ 399,619 Land and buildings 64,165 76,459 Construction in process 40,599 60,803 593,688 536,881 Less: accumulated depreciation (260,104 ) (216,858 ) Property, plant, and equipment, net $ 333,584 $ 320,023 The Company entered into secured financing agreements that require providing a security interest in specified equipment. As of September 30, 2019 , the gross and net amounts of those assets are as follows: Gross Net Machinery and equipment $ 48,288 $ 42,162 Construction in process 2,531 2,531 $ 50,819 $ 44,693 Depreciation expense and maintenance and repairs expense for the years ended September 30, 2019 , 2018 and 2017 were as follows: Year Ended September 30, 2019 2018 2017 Depreciation expense $ 66,031 $ 59,017 $ 53,327 Maintenance and repair expense 23,861 23,343 21,392 |
Goodwill
Goodwill | 12 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill Changes in the carrying amount of goodwill are as follows: Integrated Solutions and Services Applied Product Technologies Total Balance at September 30, 2017 $ 138,181 $ 183,732 $ 321,913 Business combinations 88,080 4,192 92,272 Measurement period adjustment (404 ) (311 ) (715 ) Foreign currency translation (1,487 ) (637 ) (2,124 ) Balance at September 30, 2018 224,370 186,976 411,346 Business combinations and divestitures — 1,738 1,738 Measurement period adjustments (1,937 ) 63 (1,874 ) Goodwill reclassified to assets held for sale — (14,911 ) (14,911 ) Foreign currency translation (420 ) (2,989 ) (3,409 ) Balance at September 30, 2019 $ 222,013 $ 170,877 $ 392,890 As of September 30, 2019 and 2018 , $151,880 and $147,861 , respectively, of goodwill is deductible for tax purposes. The Company reviewed the recoverability of the carrying value of goodwill of its reporting units. As the fair value of the Company’s reporting units was determined to be in excess of the carrying values at July 1, 2019 and 2018, no further analysis was performed. |
Other Intangible Assets
Other Intangible Assets | 12 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Other Intangible Assets | Other Intangible Assets Intangible assets consist of the following: September 30, 2019 Estimated Life (years) Carrying Amount Accumulated Amortization Net Amortizing intangible assets Customer related 5 ‑ 26 $ 290,407 $ (64,548 ) $ 225,859 Proprietary technology 10 50,725 (24,187 ) 26,538 Trademark 10-15 26,432 (6,245 ) 20,187 Backlog 1 81,834 (81,834 ) — Other 3 22,868 (14,892 ) 7,976 Total amortizing intangible assets 472,266 (191,706 ) 280,560 Indefinite‑lived intangible assets 34,207 — 34,207 Total intangible assets $ 506,473 $ (191,706 ) $ 314,767 September 30, 2018 Estimated Life (years) Carrying Amount Accumulated Amortization Net Amortizing intangible assets Customer related 5 ‑ 26 $ 292,115 $ (47,348 ) $ 244,767 Proprietary technology 10 49,315 (19,685 ) 29,630 Trademark 10-15 26,535 (3,563 ) 22,972 Backlog 1 82,315 (81,764 ) 551 Other 4 17,175 (8,894 ) 8,281 Total amortizing intangible assets 467,455 (161,254 ) 306,201 Indefinite‑lived intangible assets 34,207 — 34,207 Total intangible assets $ 501,662 $ (161,254 ) $ 340,408 The Company’s indefinite-lived intangible asset relate to Federal hazardous waste treatment management permits obtained for locations operated by the Integrated Solutions and Services segment. The permits are considered perpetually renewable. The Company performs an indefinite-lived intangible asset impairment analysis on an annual basis during the fourth quarter of the year and whenever events or changes in circumstances indicate that the carrying value may not be recoverable. The Company assessed the carrying value of the permits at the Integrated Solutions and Services segment as of July 1, 2019 using a quantitative analysis outlined in ASU No. 2012-02 to determine whether the existence of events or circumstances would lead to the conclusion that it is more likely than not that the fair values of the permits are less than the carrying amounts. Events and circumstances considered in this review included macroeconomic conditions, new competition, financial performance of the entities which utilizes the permits and other financial and non-financial events. Based on these factors, the Company concluded the fair value of the permits were not more likely than not less than the carrying amounts. For the amortizing intangible assets, the remaining weighted-average amortization period at September 30, 2019 was as follows: Years Customer-related intangibles 11 Proprietary technology 5 Trademarks 7 Other 2 Aggregate net intangible assets 8 Intangible asset amortization was $32,205 , $26,843 and $24,559 for the years ended September 30, 2019 , 2018 and 2017 , respectively. The estimated future amortization expense is as follows: 2020 $ 29,403 2021 27,682 2022 27,473 2023 26,076 2024 22,591 Thereafter 147,335 Total $ 280,560 |
Debt
Debt | 12 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Debt Long‑term debt consists of the following: September 30, 2019 September 30, 2018 First Lien Term Loan, due December 20, 2024 $ 928,753 $ 938,230 Revolving Credit Facility — — Equipment Financing, due June 30, 2024 to July 5, 2029 45,960 11,588 Notes Payable, due July 31, 2023 807 2,106 Mortgage, due June 30, 2028 1,635 1,835 Total debt 977,155 953,759 Less unamortized discount and lender fees (12,138 ) (14,129 ) Total net debt 965,017 939,630 Less current portion (13,418 ) (11,555 ) Total long‑term debt $ 951,599 $ 928,075 Term Facilities and Revolving Credit Facility On January 15, 2014, EWT Holdings III Corp. (“EWT III”), an indirect wholly-owned subsidiary of the Company, entered into a First Lien Credit Agreement and Second Lien Credit Agreement (the “Credit Agreements” or, after the prepayment and termination of the Second Lien Credit Agreement, the “First Lien Credit Agreement” or “Credit Agreement”) among EWT III, EWT Holdings II Corp., the lenders party thereto and Credit Suisse AG as administrative agent and collateral agent. The First Lien Credit Agreement provided for a seven -year term loan facility, and the Second Lien Credit Agreement provided for an eight -year term loan facility. The term loan facilities originally consisted of the “First Lien Term Loan” and “Second Lien Term Loan” in aggregate principal amounts of $505,000 and $75,000 , respectively. The First Lien Credit Agreement also made available to the Company a $75,000 revolving credit facility (the “Revolver”), which provided for a letter of credit sub-facility up to $35,000 . During the year ended September 30, 2018, certain subsidiaries of the Company entered into two amendments to the Credit Agreement which provided for, among other things, the refinancing of the Existing Term Loans with the proceeds of refinancing term loans, extension of the maturity date to December 20, 2024, the reduction in the interest rate spreads on the Term Loan borrowing to 3.00% and an additional $150,000 borrowed in incremental term loans. In addition, the revolving credit commitment and letters of credit sublimit were increased to $125,000 and $45,000 , respectively. The other terms of the Existing Credit Agreement, including rates, remain generally the same. As a result of the incremental borrowings, quarterly principal payments increased to $2,369 . At September 30, 2019 , the interest rate on borrowings was 5.11% , comprised of 2.11% LIBOR plus the 3.00% spread. Total deferred fees related to the First Lien Term Loan were $12,138 and $14,129 , net of amortization, as of September 30, 2019 and 2018 , respectively. These fees were included as a contra liability to debt on the Consolidated Balance Sheets . At September 30, 2019 and 2018 , the Company had no outstanding revolver borrowings and as a result, borrowing availability under the Revolver was $125,000 at September 30, 2019 and 2018 , respectively, reduced for outstanding letters of credit. The Company’s outstanding letters of credit under this agreement aggregated approximately $12,956 and $11,777 at September 30, 2019 and 2018 , respectively. Unused amounts, defined as total revolver capacity less outstanding letters of credit and revolver borrowings, were $112,044 and $113,223 at September 30, 2019 and 2018 , respectively. At September 30, 2019 and 2018 , the Company had additional letters of credit of $204 and $64 issued under a separate arrangement, respectively. The First Lien Credit Agreement contains limitations on incremental borrowings, is subject to leverage ratios and allows for optional prepayments. Under certain circumstances, the Company may be required to remit excess cash flows as defined based upon exceeding certain leverage ratios. The Company did not exceed such ratios during the year ended September 30, 2019 , does not anticipate exceeding such ratios during the year ending September 30, 2020 , and therefore does not anticipate any additional repayments during the year ending September 30, 2020 . Equipment Financing As of September 30, 2019 and 2018 , the Company had equipment financings in an aggregate outstanding amount of $45,960 and $11,588 , with interest rates ranging from 5.02% to 8.07% , and due dates ranging from June 30, 2024 to July 5, 2029. Notes Payable As of September 30, 2019 and 2018 , the Company had notes payable in an aggregate outstanding amount of $807 and $2,106 , with an interest rate of 6.53% , and a due date of July 31, 2023. These notes are related to certain equipment related contracts and are secured by the underlying equipment and assignment of the related contracts. Mortgage On June 29, 2018, the Company's subsidiary MAGNETO special anodes B.V. entered into a 10 -year mortgage agreement for €1,600 ( $1,744 ) to finance a facility in the Netherlands, subject to monthly principal payments of €7 ( $7 ) at a blended interest rate of 2.4% with maturity in June 2028. The Company had $1,635 and $1,835 principal outstanding under this facility at September 30, 2019 and 2018 , respectively. Repayment Schedule Aggregate maturities of all long‑term debt, including current portion of long‑term debt and excluding capital lease obligations as of September 30, 2019 , are presented below: Year Ended September 30, 2020 $ 13,418 2021 13,589 2022 13,794 2023 13,952 2024 13,864 Thereafter 908,538 Total $ 977,155 |
Derivative Financial Instrument
Derivative Financial Instruments | 12 Months Ended |
Sep. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | Derivative Financial Instruments Interest Rate Risk Management The Company is subject to market risk exposure arising from changes in interest rates on the senior secured credit facilities, which bear interest at rates that are indexed against LIBOR. The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to mitigate its exposure to rising interest rates. To accomplish these objectives, the Company entered into an interest rate cap, designated as a cash flow hedge, to mitigate risks associated with variable rate debt effective November 28, 2018. The LIBOR interest rate cap covers a notional amount of $600,000 of the Company’s senior secured debt, is effective for a period of three years and has a strike rate of 3.5% . Interest rate caps designated as cash flow hedges involve the receipt of stipulated amounts from a counterparty if interest rates rise above the strike rate defined in the contract. The premium paid for the interest rate cap was $2,235 and is being amortized to interest expense over its three-year term using the caplet method. The unamortized premium was $1,614 at September 30, 2019 , of which $745 is included in Prepaid and other current assets and the remaining $869 is included in Other non‑current assets. The Company recorded $621 of premium amortization to interest expense during the year ended September 30, 2019 , respectively. Foreign Currency Risk Management The Company’s functional currency is the U.S. dollar. By operating internationally, the Company is subject to foreign currency risk from transactions denominated in currencies other than the U.S. dollar (“foreign currencies”). To mitigate cross-currency transaction risk, the Company analyzes significant exposures where it has receipts or payments in a currency other than the functional currency of its operations, and from time to time may strategically enter into short-term foreign currency forward contracts to lock in some or all of the cash flows associated with these transactions. The Company is also subject to currency translation risk associated with converting the foreign operations’ financial results into U.S. dollars. The Company uses foreign currency derivative contracts in order to manage the effect of exchange fluctuations on forecasted sales and purchases that are denominated in foreign currencies. To mitigate the impact of foreign exchange rate risk, the Company entered into a series of forward contracts designated as cash flow hedges. As of September 30, 2019 , the notional amount of the forward contracts held to sell foreign currencies was $12,917 . Credit Risk Management The counterparties to the Company’s derivative contracts are highly rated financial institutions. The Company regularly reviews the creditworthiness of its financial counterparties and does not expect to incur a significant failure of any counterparties to perform under any agreements. The Company is not subject to any obligations to post collateral under derivative instrument contracts. The Company records all derivative instruments on a gross basis in the Consolidated Balance Sheets. Accordingly, there are no offsetting amounts that net assets against liabilities. Derivatives Designated as Cash Flow Hedges The Company accounts for derivatives and hedging activities in accordance with ASC Topic No. 815, “Derivatives and Hedging” (Topic No. 815). As required by Topic No. 815, the Company records all derivatives on the balance sheet at fair value and adjusts to market on a quarterly basis. The Company’s interest rate cap is valued based on readily observable market inputs, such as quotations on interest rates and LIBOR yield curves at the reporting date. The Company’s foreign currency forward contracts are valued based on quoted forward foreign exchange prices and spot rates at the reporting date. For a derivative that is designated as a cash flow hedge, changes in the fair value of the derivative are recognized in AOCI to the extent the derivative is effective at offsetting the changes in the cash flows being hedged until the hedged item affects earnings. To the extent there is any hedge ineffectiveness, changes in fair value relating to the ineffective portion are immediately recognized in earnings in the Consolidated Statements of Operations . The Company recorded no hedge ineffectiveness during the year ended September 30, 2019 . The Company does not use derivative financial instruments for trading or speculative purposes. The following represents the fair value recorded for derivatives designated as cash flow hedges for the periods presented: Asset Derivatives Balance Sheet Location September 30, September 30, Interest rate cap Prepaid and other current assets $ 19 $ — Foreign currency forward contracts Prepaid and other current assets 269 282 Liability Derivative Balance Sheet Location September 30, September 30, Foreign currency forward contracts Accrued expenses and other current liabilities $ 154 $ 67 The following represents the amount of gain (loss) recognized in AOCI (net of tax) during the periods presented: Year Ended September 30, 2019 2018 2017 Interest rate cap $ 19 $ — $ — Foreign currency forward contracts (443 ) (118 ) (70 ) $ (424 ) $ (118 ) $ (70 ) The following represents the amount of (loss) gain reclassified from AOCI into earnings (effective portion) during the periods presented: Year Ended September 30, Location of (Loss) Gain 2019 2018 2017 Foreign currency forward contracts Cost of product sales and services $ (309 ) $ (76 ) $ (13 ) Foreign currency forward contracts General and administrative expense 82 18 (35 ) Foreign currency forward contracts Research and development expense (271 ) (39 ) (3 ) $ (498 ) $ (97 ) $ (51 ) Based on the fair value amounts of the Company’s cash flow hedges at September 30, 2019 , the Company expects that approximately $7 of pre-tax net losses will be reclassified from AOCI into earnings during the next twelve months . The amount ultimately realized, however, will differ as exchange rates vary and the underlying contracts settle. In addition, $745 of caplet amortization will be amortized into interest expense during the next twelve months. Derivatives Not Designated as Cash Flow Hedges The following represents the fair value recorded for derivatives not designated as cash flow hedges for the periods presented: Asset Derivative Balance Sheet Location September 30, September 30, Foreign currency forward contracts Prepaid and other current assets $ 9 $ 63 |
Product Warranties
Product Warranties | 12 Months Ended |
Sep. 30, 2019 | |
Guarantees and Product Warranties [Abstract] | |
Product warranties | Product Warranties The Company accrues warranty obligations associated with certain products as revenue is recognized. Provisions for the warranty obligations are based upon historical experience of costs incurred for such obligations, adjusted for site‑specific risk factors and as necessary, for current conditions and factors. There are significant uncertainties and judgments involved in estimating warranty obligations, including changing product designs, differences in customer installation processes and future claims experience which may vary from historical claims experience. A reconciliation of the activity related to the accrued warranty, including both the current and long‑term portions, is as follows: Current Product Warranties Non-Current Product Warranties Year Ended September 30, Year Ended September 30, 2019 2018 2017 2019 2018 2017 Balance at beginning of the period $ 8,907 $ 11,164 $ 16,860 $ 3,360 $ 6,110 $ 6,449 Business combination recognition — — 285 — — — Warranty provision for sales 5,745 4,930 5,970 1,915 654 727 Settlement of warranty claims (6,529 ) (6,836 ) (11,817 ) (999 ) (3,132 ) (852 ) Foreign currency translation and other 63 (351 ) (134 ) (350 ) (272 ) (214 ) Amounts reclassified to liabilities held for sale (3,264 ) — — (1,594 ) — — Balance at end of the period $ 4,922 $ 8,907 $ 11,164 $ 2,332 $ 3,360 $ 6,110 |
Restructuring and Related Charg
Restructuring and Related Charges | 12 Months Ended |
Sep. 30, 2019 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and related charges | Restructuring and Related Charges To better align its resources with its growth strategies and reduce the cost structure, the Company commits to restructuring plans as necessary. The Company has undertaken various restructuring initiatives, including the wind-down of the Company’s operations in Italy, restructuring of the Company’s operations in Australia, consolidation of functional support structures on a global basis, and consolidation of the Singaporean research and development center. On October 30, 2018, the Company announced a transition from a three -segment structure to a two -segment operating model designed to better serve the needs of customers worldwide. This new structure was effective October 1, 2018 and combined the Municipal services business with the former Industrial segment into a new segment, Integrated Solutions and Services , a group entirely focused on engaging directly with end users. The former Products segment and Municipal products businesses have been combined into a new segment, Applied Product Technologies , which is focused on developing product platforms to be sold primarily through third party channels. The Company expects to incur approximately $3 million of cash costs through fiscal 2020 as a result of this transition related to other non-employee related business optimizations. During the year ended September 30, 2017 , the Company initiated a Voluntary Separation Plan (“VSP”) that continued throughout the year ended September 30, 2018 and concluded during the six months ended March 31, 2018. The VSP plan included severance payments to employees as a result of streamlining business operations for efficiency, elimination of redundancies, and reorganizing business processes. The table below sets forth the amounts accrued for the restructuring components and related activity: Year Ended September 30, 2019 2018 2017 Balance at beginning of the period $ 710 $ 3,542 $ 13,217 Restructuring charges related to two-segment realignment 11,090 — — Restructuring charges related to other initiatives (including VSP) 2,444 11,085 32,392 Write-off charge and other non‑cash activity (541) (663) (727) Cash payments (12,966) (13,280) (41,432) Other adjustments (82) 26 92 Balance at end of the period $ 655 $ 710 $ 3,542 The balances for accrued restructuring liabilities at September 30, 2019 and 2018 , are recorded in Accrued expenses and other liabilities on the Consolidated Balance Sheets . Restructuring charges primarily represent severance charges. The Company expects to pay the remaining amounts accrued as of September 30, 2019 during the first half of 2020. The table below sets forth the location of amounts recorded above on the Consolidated Statements of Operations: Year Ended September 30, 2019 2018 2017 Cost of product sales and services $ 6,257 $ 3,897 $ 14,574 General and administrative expense 5,531 4,775 7,877 Sales and marketing expense 1,082 908 8,727 Research and development expense 123 606 487 Other operating (income) expense, net — 236 — $ 12,993 $ 10,422 $ 31,665 The Company continues to evaluate restructuring activities that may result in additional charges in the future. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Sep. 30, 2019 | |
Retirement Benefits [Abstract] | |
Employee benefit plans | Employee Benefit Plans Defined Benefit Plans The Company maintains multiple employee benefit plans. Certain of the Company’s employees in the UK were participants in a Siemen’s defined benefit plan established for employees of a UK-based operation acquired by Siemens in 2004. The plan was frozen with respect to future service credits for active employees, however the benefit formula recognized future compensation increases. The Company agreed to establish a replacement defined benefit plan, with the assets of the Siemens scheme transferring to the new scheme on April 1, 2015. The Company’s employees in Germany also participate in a defined benefit plan. Assets equaling the plan’s accumulated benefit obligation were transferred to a German defined benefit plan sponsored by the Company upon the acquisition of EWT from Siemens. The German entity also sponsors a defined benefit plan for a small group of employees located in France. The changes in projected benefit obligations, plan assets and the funded status of the UK and German defined benefit plans as of and for the years ended September 30, 2019 and 2018 , respectively, are as follows: 2019 2018 Change in projected benefit obligation Projected benefit obligation at prior year measurement date $ 35,541 $ 34,803 Service cost 898 933 Interest cost 699 466 Actuarial losses 8,056 76 Benefits paid from company assets (139 ) (294 ) Plan amendment 113 — Foreign currency exchange impact (2,220 ) (443 ) Projected benefit obligation at measurement date 42,948 35,541 Change in plan assets Fair value of assets at prior year measurement date 24,583 25,055 Actual return on plan assets 2,269 145 Benefits paid (48 ) (271 ) Employer contribution 175 211 Foreign currency exchange impact (1,454 ) (557 ) Fair value of assets at measurement date 25,525 24,583 Funded status and amount recognized in assets and liabilities $ (17,423 ) $ (10,958 ) Amount recognized in assets and liabilities Other non‑current assets $ 2,655 $ 2,558 Other non‑current liabilities $ (20,078 ) $ (13,516 ) Amount recognized in accumulated other comprehensive loss, before taxes Actuarial loss $ 11,251 $ 5,607 The following table provides summary information for the German plan where the projected benefit obligation and accumulated benefit obligation are in excess of plan assets: September 30, 2019 September 30, 2018 Projected benefit obligation $ 42,948 $ 27,181 Accumulated benefit obligation $ 22,469 $ 24,864 Fair value of plan assets $ 25,525 $ 13,665 The weighted average assumptions in the following table represent the rates used to develop the actuarial present value of the projected benefit obligation for the year indicated as well as net periodic pension cost for the following year. The discount rate is based on settling the obligation with high grade, high yield corporate bonds, and the rate of compensation increase is based upon actual experience. The expected return on assets is based on historical performance as well as expected future rates of return on plan assets considering the current investment portfolio mix and the long‑term investment strategy. 2019 2018 Discount rate 0.80% - 1.97% 1.90% - 2.97% Expected long‑term rate of return on plan assets 0.90% - 1.98% 0.90% - 3.12% Salary scale 2.25% - 4.44% 2.25% - 4.58% Pension increases 1.00% - 3.38% 1.00% - 3.46% The Plan trustees for the UK and German pension plans have established investment policies and strategies. The UK Pension Committee established and implemented a liability driven investment approach to take advantage of, and seeking to protect, its well‑funded status. The current German investment strategy is to maintain cash reserves. Through a trust arrangement, the German plan assets are held in cash at a German bank. The actual overall asset allocation for the UK pension plan as compared to the investment policy goals as of September 30, 2019 was as follows by asset category: 2019 Actual 2019 Target Equity 49.6 % 23.5 % Index‑linked gilts 37.6 % 76.5 % Cash 12.8 % — % Pension expense for the German and UK plans were as follows: Year Ended September 30, 2019 2018 2017 Service cost $ 898 $ 933 $ 1,137 Interest cost 699 742 606 Expected return on plan assets (440 ) (470) (476) Amortization of actuarial losses 371 299 797 Pension expense for defined benefit plans $ 1,528 $ 1,504 $ 2,064 The components of pension expense, other than the service cost component which is included in General and administrative expense, are included in the line item Other operating expense in the Consolidated Statements of Operations. Benefits expected to be paid to participants of the plans are as follows: Year Ended September 30, 2020 $ 310 2021 294 2022 526 2023 507 2024 575 Five years thereafter 5,089 Total $ 7,301 Defined Contribution Plans The Company maintains a defined contribution 401(k) plan, which covers all U.S.-based employees who meet minimum age and length of service requirements. Plan participants can elect to defer pre-tax compensation through payroll deductions. These deferrals are regulated under Section 401(k) of the Internal Revenue Code. The Company matches 100% of eligible participants’ deferrals that do not exceed 6% of their pay (subject to limitations imposed by the Internal Revenue Code). The Company’s matching contributions were $14,533 , $12,955 and $13,026 for the years ended September 30, 2019 , 2018 and 2017 , respectively. Employees in the UK and Germany also participate in a defined contribution plan maintained by the Company. For the years ended September 30, 2019 , 2018 and 2017 , contributions made to the Company’s plan in the UK and Germany were $796 , $707 and $739 , respectively. Deferred Compensation On April 1, 2014, the Company adopted a non-qualified deferred compensation plan for certain highly compensated employees. The Plan matches on a dollar-for-dollar basis, up to the first 6% of a participants’ pay. The Company’s obligation under the plan represents an unsecured promise to pay benefits in the future. In the event of bankruptcy or insolvency of the Company, assets of the plan would be available to satisfy the claims of general creditors. To increase the security of the participants’ deferred compensation plan benefits, the Company has established and funded a grantor trust (known as a rabbi trust). The rabbi trust is specifically designed so that assets are available to pay plan benefits to participants in the event the Company is unwilling or unable to pay the plan benefits for any reason other than bankruptcy or insolvency. As a result, the Company is prevented from withdrawing or accessing assets for corporate needs. Plan participants choose to receive a return on their account balances equal to the return on the various investment options. The rabbi trust assets are primarily invested in mutual funds and insurance contracts of which the rabbi trust is the owner and beneficiary. Health Benefit Plan The Company maintains a qualified employee health benefit plan in the U.S. and is self‑funded by the Company with respect to claims up to a certain amount. The plan requires contributions from eligible employees and their dependents. |
Income Taxes
Income Taxes | 12 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For financial reporting purposes, (loss) income before income taxes includes the following components: Year Ended September 30, 2019 2018 2017 Domestic $ (9,140 ) $ (8,613 ) $ 12,833 Foreign 10,256 17,879 994 Income before income taxes $ 1,116 $ 9,266 $ 13,827 The components of income tax (expense) benefit were as follows: Year Ended September 30, 2019 2018 2017 Current: Federal $ — $ — $ (876 ) State (400 ) (911 ) — Foreign (7,239 ) (6,703 ) (5,268 ) (7,639 ) (7,614 ) (6,144 ) Deferred: Federal (3,597 ) 6,311 (2,350 ) State 196 (209 ) (421 ) Foreign 1,453 130 1,498 (1,948 ) 6,232 (1,273 ) Total income tax expense $ (9,587 ) $ (1,382 ) $ (7,417 ) For the year ended September 30, 2019 , the U.S. federal statutory rate was 21% and for the year ended September 30, 2018 , the U.S. federal statutory rate was 24.5% , a blended rate based upon the number of days in fiscal 2018 that the company will be taxed at the former statutory rate of 35% and the number of days that it will be taxed at the new rate of 21.0% . A reconciliation of income tax (expense) benefit and the amount computed by applying 21% for the year ended September 30, 2019 , the blended statutory federal income tax rate of 24.5% for the year ended September 30, 2018 and 35% for the year ended September 30, 2017 to income from operations before income taxes was as follows: Year Ended September 30, 2019 2018 2017 Income tax (expense) benefit at the federal statutory rate of 21% $ (234 ) $ (2,270 ) $ (4,839 ) State and local income taxes, net of federal tax benefit (204 ) (1,053 ) (34 ) Foreign tax rate differential (1,471 ) (2,389 ) 914 Nondeductible transaction costs — (1,489 ) — Nondeductible interest expense (1,073 ) (853 ) (1,396 ) Meals and entertainment expense (953 ) (553 ) (649 ) U.S. tax on foreign earnings (1,421 ) — — Nondeductible legal expenses (112 ) — (859 ) Other nondeductible expenses (223 ) (47 ) (488 ) Impact of tax rate changes (548 ) 3,626 — Valuation allowances (3,886 ) (4,218 ) (2,264 ) Share-based compensation in excess of accounting 475 5,156 — Nondeductible loss on sale of subsidiary — 1,131 — Return-to-provision adjustments (655 ) 449 895 Non-controlling interest 221 428 1,486 Net benefit of foreign R&D expenses 191 336 (1,060 ) Transaction related contingent liabilities (58 ) 89 — Puerto Rico taxes, net of federal benefit — — (556 ) Contingent liabilities - warranty 93 — 566 Contingent liabilities - long term disability — — 105 Foreign R&D credit — — 1,165 Foreign withholding taxes 369 — — Non-deductible exchange gain or loss (587 ) — — Deferred tax adjustments 2,016 — — Accrued tax adjustments (1,348 ) — — Tax benefits of other comprehensive income (154 ) — — Other (25 ) 275 (403 ) Total $ (9,587 ) $ (1,382 ) $ (7,417 ) Annual Tax (Expense) Benefit For the year ended September 30, 2019 , tax expense differed from tax expense based on the Company’s blended U.S. federal statutory tax rate principally due to the unfavorable impact of maintain a valuation allowance against U.S., state and certain foreign deferred tax assets, providing tax expense on U.S. deferred tax liabilities associated with indefinite lived intangible assets and non-deductible interest expense at certain holding company locations. For the year ended September 30, 2019 , the Company provided tax expense of $9,587 as compared to expense of $1,382 for the fiscal year ended September 30, 2018 . This increase in expense was primarily the result of the favorable impact included in the prior fiscal year related to the reduction of the U.S. federal tax rate which required the remeasurement of U.S. deferred tax liabilities associated with indefinite lived intangible assets and the favorable impact of current year acquisitions for which the acquired deferred tax liabilities generated a reduction in the amount of valuation allowance required against the Company’s existing U.S. and state deferred tax assets. For the year ended September 30, 2018 , the Company provided tax expense of $1,382 as compared to expense of $7,417 in the fiscal year ended September 30, 2017 . This reduction in expense was primarily the result of the favorable impact of the reduction of the U.S. federal tax rate which required the remeasurement of U.S. deferred tax liabilities associated with indefinite lived intangible assets and the favorable impact of current year acquisitions for which the acquired deferred tax liabilities generated a reduction in the amount of valuation allowance required against the Company’s existing U.S. and state deferred tax assets. Significant components of deferred tax assets and liabilities were as follows: September 30, 2019 September 30, 2018 Deferred Tax Assets Receivable allowances $ 1,018 $ 975 Reserves and accruals 24,473 16,813 Inventory valuation and other assets 4,989 3,772 Investment in partnership 2,569 4,345 Unrealized foreign exchange gains (losses) 6,730 4,632 Other deferred taxes 897 704 Disallowed interest 7,096 — Net operating loss carryforwards 49,786 42,392 Gross deferred tax assets 97,558 73,633 Less: Valuation allowance (41,084 ) (36,683 ) Deferred tax assets less valuation allowance 56,474 36,950 Deferred Tax Liabilities Goodwill (9,801 ) (7,231 ) Fixed assets (38,293 ) (20,372 ) Intangibles (15,720 ) (15,717 ) Other deferred tax liabilities (3,418 ) (2,287 ) Gross deferred tax liabilities (67,232 ) (45,607 ) Net deferred tax liabilities $ (10,758 ) $ (8,657 ) Accounting standards require that deferred tax assets be reduced by a valuation allowance if, based on all available evidence, it is considered more likely than not that some portion or all of the recorded deferred tax assets will not be realized in future periods. This assessment requires significant judgement, and in making this evaluation, the Company considers all available positive and negative evidence, including the potential to carryback net operating losses and credits, the future reversal of certain taxable temporary differences, actual and forecasted results, and tax planning strategies that are both prudent and feasible. A significant piece of objective negative evidence evaluated was the cumulative loss incurred over the three‑year period ended September 30, 2019 . Such objective evidence limits the ability to consider other subjective evidence, such as the Company’s projections for future growth. After considering all available evidence, both positive and negative, management determined that a valuation allowance was necessary in certain jurisdictions. As of September 30, 2019 , the company maintains a full valuation allowance against its net deferred tax assets (excluding deferred tax liabilities related to indefinite lived intangibles) in the U.S., Germany, and the UK. A partial valuation allowance is maintained in the Netherlands related to deferred tax assets generated prior to the Magneto acquisition that are not expected to be realized. A reconciliation of the valuation allowance on deferred tax assets is as follows: Year Ended September 30, 2019 2018 2017 Valuation allowance beginning of period $ 36,683 $ 48,573 $ 47,846 Change in assessment (865 ) — — Current year operations 3,495 (1,435 ) 3,398 Foreign currency and other 2,254 71 (953 ) Acquisitions (483 ) (10,526 ) (1,718 ) Valuation allowance end of period $ 41,084 $ 36,683 $ 48,573 Subject to the assets held for sale, the Company does not anticipate that it will dispose any of its foreign subsidiaries in the foreseeable future and as such has not recorded a U.S. deferred tax asset where the tax basis exceeds the financial reporting basis of these investments. Additionally, the Company has not provided a U.S. deferred tax liability on the excess of financial reporting over tax basis of its investments. As of September 30, 2019 , 2018 and 2017 , undistributed earnings of non-U.S. affiliates were approximately $49,480 , $36,879 and $5,218 , respectively, which are considered to be indefinitely reinvested. Upon distribution of these earnings the Company may be subject to U.S. income taxes and foreign withholding taxes. The amount of taxes that may be payable on remittance of these earnings is dependent on the tax laws and profile of the Company at that time and the availability of foreign tax credits in the year in which such earnings are remitted. Therefore, it is not practicable to estimate the amount of taxes that may be payable when these earnings are remitted in the future. The Company utilizes the more-likely-than-not standard in recognizing a tax benefit in its financial statements. For the year ended September 30, 2019 , the Company had unrecognized tax benefits. The Company did not have unrecognized tax benefits for the years ended September 30, 2018 or 2017 . The following is a reconciliation of the Company’s total gross unrecognized tax benefits: Year Ended September 30, 2019 2018 2017 Balance as of beginning of period $ — $ — $ — Tax positions related to the current year Additions — — — Tax positions related to prior years Additions 1,075 — — Expiration of statutes of limitations — — — Balance as of end of period $ 1,075 $ — $ — At September 30, 2019 , the Company has classified $1,075 as a current liability. The amount of unrecognized tax benefits is not expected to change significantly during the next 12 months. If the Company’s tax positions are sustained by the taxing authorities in favor of the Company, the amount that would affect the Company’s effective tax rate is approximately $1,075 at September 30, 2019 . No such amounts would affect the Company’s effective tax rate at September 30, 2018 . The Company classifies interest expense and, if applicable, penalties which could be assessed related to unrecognized tax benefits as component of income tax (expense) benefit. For the year ended September 30, 2019 , the Company recognized approximately $(95) of gross interest and penalties, respectively, which was accrued for at September 30, 2019 . No such amounts were recognized for the years ended September 30, 2018 and 2017 , respectively. Tax attributes available to reduce future taxable income begin to expire as follows: September 30, 2019 First year of Expiration Federal net operating loss $ 197,122 September 30, 2034 State net operating loss 94,082 September 30, 2019 Foreign net operating loss 2,814 September 30, 2023 Foreign net operating loss (Germany and the UK) 18,806 Indefinitely The Company is subject to audit in the U.S. as well as various states and foreign jurisdictions. The following table summarizes the Company’s earliest open tax years by major jurisdiction as of September 30, 2019 : Jurisdiction Open Tax Years United States 2015-2019 Australia 2015-2019 Canada 2015-2019 China 2014-2018 Germany 2015-2019 Netherlands 2014-2019 Singapore 2015-2019 United Kingdom 2017-2019 Effects of the Tax Cuts and Jobs Act The Tax Cuts and Jobs Act (the Tax Act) introduced new provisions that were effective January 1, 2018 and changed how certain provisions are calculated beginning with the year ended September 30, 2018. These provisions included additional limitations on certain meals and entertainment expenses, and the inclusion of commissions and performance-based compensation in determining the excessive compensation limitation applicable to certain employees, a limitation on the current deductibility of net interest expense in excess of 30% of adjusted taxable income, a limitation on the use of net operating losses generated after fiscal 2018 to 80% of taxable income, an incremental tax (base erosion anti-abuse tax or BEAT) on excessive amounts paid to foreign related parties. These new provisions did not have a material impact to the Company’s tax expense. The Tax Act also created a provision known as GILTI that imposes a tax on certain earnings of foreign subsidiaries. The Company has elected to account for GILTI tax in the period in which it is incurred, and therefore has not provided any deferred tax impacts of GILTI in its Consolidated Financial Statements for the year ended September 30, 2018. Amounts recorded where accounting is complete principally related to the reduction in the U.S. corporate income tax rate to 21% , which resulted in the Company reporting an income tax benefit of $3,641 to remeasure deferred taxes liabilities associated with indefinite lived intangible assets that will reverse at the new 21% rate. Absent this deferred tax liability, the Company is in a net deferred tax asset position that is fully offset by a valuation allowance. Though the tax effected net deferred tax asset changed, the movement was offset by movement in the valuation allowance with a net tax effect of $0 . |
Share Based Compensation
Share Based Compensation | 12 Months Ended |
Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Share Based Compensation | Share-Based Compensation The Company designs equity compensation plans to attract and retain employees while also aligning employees’ interests with the interests of the Company’s shareholders . In addition, members of the Company’s Board of Directors (the “Board”) participate in equity compensation plans in connection with their service on the Company’s Board. The Company established the Evoqua Water Technologies Corp. Stock Option Plan (the “ Stock Option Plan ”) shortly after the acquisition date of January 16, 2014 . The plan allows certain management employees and the Board to purchase shares in Evoqua Water Technologies Corp. Under the Stock Option Plan , the number of shares available for award was 11,083 . As of September 30, 2019 , there were approximately 1,704 shares available for future grants, however, the Company does not currently intend to make additional grants under the Stock Option Plan . In connection with the IPO, the Board adopted and the Company’s shareholders approved the Evoqua Water Technologies Corp. 2017 Equity Incentive Plan (the “Equity Incentive Plan”), under which equity awards may be made in the respect of 5,100 shares of common stock of the Company. Under the Equity Incentive Plan, awards may be granted in the form of options, restricted stock, restricted stock units (“RSU”), stock appreciation rights, dividend equivalent rights, share awards and performance-based awards (including performance share units and performance-based restricted stock). As of September 30, 2019 , there were approximately 2,008 shares available for grants under the Equity Incentive Plan. In addition to the establishment of the Equity Incentive Plan, in connection with the IPO, the Company entered into RSU agreements with each of the executive officers and certain other key members of management. Pursuant to the RSU agreements, recipients received, in the aggregate 1,197 stock-settled RSUs, the aggregate value of which equals $25,000 . The RSUs will vest and settle in full upon the second anniversary of the IPO (the “Vesting Date”), subject to the grantee’s continued employment with the Company or any of its subsidiaries through the Vesting Date; provided, however, that in the event that a Change in Control (as defined in the RSU agreements) occurs prior to the Vesting Date, the RSUs will vest and settle in full upon the date of such Change in Control, subject to the grantee’s continued employment with the Company or any of its subsidiaries through the Change in Control date. In the event that the grantee’s employment is terminated for any reason prior to the Vesting Date, the grantee will forfeit each of his or her RSUs for no consideration as of the date of such termination of employment; provided, that, if the grantee’s employment is terminated without Cause (as defined in the RSU agreement) prior to the Vesting Date, the RSUs will vest and settle in full upon the Vesting Date as though the grantee had remained employed through such date. Option awards are granted at various times during the year, vest ratably at 25% per year, and are exercisable at the time of vesting. The options granted have a ten -year contractual term. A summary of the stock option activity for the years ended September 30, 2019 and 2018 is presented below: (In thousands, except per share amounts) Options Weighted Average Exercise Price/Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding at September 30, 2017 9,060 5.18 7.5 years Granted 1,380 20.94 Exercised (1,303 ) 4.80 Forfeited (164 ) 10.37 Expired — — Outstanding at September 30, 2018 8,973 $ 7.57 6.9 years $ 95,864 Granted 1,114 $ 12.74 Exercised (930 ) $ 5.22 Forfeited (511 ) $ 12.43 Cancelled (27 ) 20.88 Expired — — Outstanding at September 30, 2019 8,619 $ 8.15 6.3 years $ 80,826 Options exercisable at September 30, 2019 6,240 $ 5.70 5.4 years $ 71,757 Options vested and expected to vest at September 30, 2019 8,560 $ 8.11 6.3 years $ 80,606 The total intrinsic value of options exercised (which is the amount by which the stock price exceeded the exercise price of the options of the date of exercise) during the year ended September 30, 2019 was $4,941 . During the year ended September 30, 2019 , $363 was received from the exercise of stock options. The remaining stock options exercised during the year ended September 30, 2019 were effected through a cashless net exercise. A summary of the status of the Company's nonvested stock options as of and for the years ended September 30, 2019 , 2018 and 2017 is presented below. 2019 2018 2017 (In thousands, except per share amounts) Shares Weighted Average Grant Date Fair Value/Share Shares Weighted Average Grant Date Fair Value/Share Shares Weighted Average Grant Date Fair Value/Share Nonvested at beginning of period 3,335 $ 4.11 4,300 $ 1.36 5,931 $ 1.15 Granted 1,114 $ 3.87 1,380 $ 7.91 1,039 $ 2.12 Vested (1,559 ) $ 2.61 (2,180 ) $ 1.20 (2,002 ) $ 1.23 Forfeited (511 ) $ 4.38 (165 ) $ 3.27 (668 ) $ 1.00 Nonvested at end of period 2,379 $ 4.96 3,335 $ 4.11 4,300 $ 1.36 The total fair value of options vested during the year was $4,064 , $2,623 and $2,514 for the years ended September 30, 2019 , 2018 and 2017 , respectively. Restricted Stock Units The following is a summary of the RSU activity for the years ended September 30, 2019 and 2018 . On November 2, 2019, 1,158 stock-settled RSUs vested, resulting in the issuance of 739 shares of common stock to the grantees and 419 shares of common stock to treasury to satisfy withholding tax obligations. Shares Weighted Average Grant Date Fair Value/Share Outstanding at September 30, 2017 — $ — Granted 1,224 $ 20.88 Forfeited (11 ) $ 20.88 Outstanding at September 30, 2018 1,213 $ 20.88 Granted 883 $ 12.69 Vested (24 ) $ 20.75 Forfeited (70 ) $ 15.84 Outstanding at September 30, 2019 2,002 $ 17.45 Vested and expected to vest at September 30, 2019 1,946 $ 17.50 Expense Measurement and Recognition The Company recognizes share-based compensation for all current award grants and, in future periods, will recognize compensation costs for the unvested portion of previous award grants based on grant date fair values. Total share-based compensation expense was $19,978 during the year ended September 30, 2019 , of which $19,903 was non-cash. Share-based compensation expense was $15,742 and $2,251 during the years ended September 30, 2018 and 2017 , respectively. Reported non-cash share-based compensation expense was classified on the Consolidated Statements of Operations as shown in the following table: Year Ended September 30, 2019 2018 2017 Cost of services $ 142 $ 80 $ 43 General and administrative 19,761 15,662 2,208 $ 19,903 $ 15,742 $ 2,251 The unrecognized compensation expense related to stock options and RSUs was $9,117 and $8,531 , respectively at September 30, 2019 , and is expected to be recognized over a weighted average period of 2.5 years and 1.1 years, respectively. The Company has little historic data with respect to estimates of expected employee behaviors related to option exercises and forfeitures. As a result, in addition to Company data, the Company has used historic data from public disclosures of comparable companies which the Company believes to be representative of its own expected employee behaviors. The Company estimates the fair value of each stock option award on the grant date using the Black-Scholes valuation model incorporating the assumptions noted in the following table. Option valuation models require the input of highly subjective assumptions, and changes in assumptions used can materially affect the fair value estimate. Option valuation assumptions for options granted are as follows: Year Ended September 30, 2019 2018 2017 Expected volatility 26.3% -30.0 % 23.5% - 34.3% 25.30% ‑ 28.70% Expected dividends — — — Expected term (in years) 5.6 - 6.0 6.0 - 6.1 6.0 - 6.1 Risk free rate 1.5% - 2.6% 2.5% - 2.8% 1.89% ‑ 1.93% Grant date fair value per share of options granted $3.14 - $7.06 $5.58 - $7.96 $2.13 ‑ $2.41 The risk‑free interest rate is based on the U.S. treasury security rate in effect as of the date of grant. As the Company has little history with respect to volatility of share prices the expected volatility is not based on realized volatility. The Company, as permitted under ASC 718, has identified guideline public companies who are participants in the Company’s markets. The Company obtained share price trading data from the guideline companies and based their estimate of expected volatility on the implied volatility of the guideline companies in addition to the Company’s own implied volatility. As the guideline companies are comparable in most significant respects, the Company believes they represent an appropriate basis for estimating expected volatility. Employee Stock Purchase Plan Effective October 1, 2018, the Company implemented an employee stock purchase plan (“ESPP”) which allows employees to purchase shares of the Company’s stock at 85% of the lower of the fair market value on the first day of the applicable offering period or on the last business day of a six-month purchase period within the offering period. These purchases were offered twice throughout fiscal 2019, and were paid by employees through payroll deductions over the respective six month purchase period, at which point the stock was be transferred to the employees. On December 21, 2018, the Company registered 11,297 shares of common stock, par value $0.01 per share, of which 5,000 are available for future issuance under the ESPP. During the year ended September 30, 2019 , the Company incurred compensation expense of $400 , primarily in salaries and wages in respect of the ESPP, representing the fair value of the discounted price of the shares. These amounts are included in the total share-based compensation expense above. On April 1, 2019 and October 1, 2019, 46 shares and 58 shares, respectively, were issued under the ESPP plan. |
Other Comprehensive Loss
Other Comprehensive Loss | 12 Months Ended |
Sep. 30, 2019 | |
Disclosure Text Block [Abstract] | |
Other Comprehensive Loss | Other Comprehensive Loss The components of accumulated other comprehensive (loss) were: September 30, 2019 September 30, 2018 Foreign currency translation loss $ (2,705 ) $ (4,212 ) Pension benefit plans, net of tax benefit of $776 and $700 (10,475 ) (4,907 ) Unrealized derivative gain on cash flow hedges, net of tax expense of $135 and $289 176 102 Total accumulated other comprehensive loss $ (13,004 ) $ (9,017 ) The gains (losses) in accumulated other comprehensive (loss) by component, net of tax, for the years ended September 30, 2019 , 2018 and 2017 are as follows: Foreign currency Pension Cash flow Hedges Balance at September 30, 2016 $ (887 ) $ (9,926 ) $ 142 Other comprehensive income (loss) before reclassifications 148 4,553 (70 ) Amounts (loss) reclassified from accumulated other comprehensive loss into earnings — — 51 Balance at September 30, 2017 $ (739 ) $ (5,373 ) $ 123 Other comprehensive (loss) income before reclassifications (3,473 ) 167 (118 ) Amounts (loss) reclassified from accumulated other comprehensive loss into earnings — 299 97 Balance at September 30, 2018 (4,212 ) (4,907 ) 102 Other comprehensive income (loss) before reclassifications 1,507 (5,939 ) (424 ) Amounts (loss) reclassified from accumulated other comprehensive loss into earnings — 371 498 Balance at September 30, 2019 $ (2,705 ) $ (10,475 ) $ 176 Amounts reclassified out of other comprehensive loss related to the amortization of actuarial losses are included in pension expense. Refer to Note 12 , “Derivative Financial Instruments” for the location in the Consolidated Statements of Operations of amounts reclassified out of other comprehensive loss related to cash flow hedges. |
Concentration of Credit Risk
Concentration of Credit Risk | 12 Months Ended |
Sep. 30, 2019 | |
Risks and Uncertainties [Abstract] | |
Concentration of Credit Risk | Concentration of Credit Risk The Company’s cash and cash equivalents and accounts receivable are potentially subject to concentration of credit risk. Cash and cash equivalents are placed with financial institutions that management believes are of high credit quality. Accounts receivable are derived from revenue earned from customers located in the U.S. and internationally and generally do not require collateral. The Company’s trade receivables do not represent a significant concentration of credit risk at September 30, 2019 and 2018 due to the wide variety of customers and markets into which products are sold and their dispersion across geographic areas. The Company does perform ongoing credit evaluations of its customers and maintains an allowance for potential credit losses on trade receivables. As of and for the years ended September 30, 2019 , 2018 and 2017 , no customer accounted for more than 10% of net sales or net accounts receivable. The Company operates predominantly in ten countries worldwide and provides a wide range of proven product brands and advanced water and wastewater treatment technologies, mobile and emergency water supply solutions and service contract options through its Integrated Solutions and Services and Applied Product Technologies segments. The Company is a multi-national business but its sales and operations are primarily in the U.S. Sales to unaffiliated customers are based on the Company locations that maintain the customer relationship and transacts the external sale. The following tables set forth external net revenue, net of intercompany eliminations, and net asset information by region: Year Ended September 30, 2019 2018 2017 Sales to external customers United States $ 1,147,649 $ 1,067,636 $ 1,033,404 Rest of World 296,792 271,905 214,020 Total $ 1,444,441 $ 1,339,541 $ 1,247,424 September 30, 2019 September 30, 2018 Net Assets United States $ 324,887 $ 332,624 Rest of World 40,935 29,392 365,822 362,016 Long Lived Assets United States 304,088 286,193 Rest of World 29,496 33,830 $ 333,584 $ 320,023 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related-party transactions | Related‑Party Transactions Transactions with Investors Prior to the IPO, the Company paid an advisory fee of $333 per quarter to AEA Investors LP (“AEA”), the private equity firm and ultimate majority shareholder. In addition, the Company reimburses AEA for normal and customary expenses incurred by AEA on behalf of the Company. The Company incurred expenses, excluding advisory fees, of $20 , $328 and $288 for the years ended September 30, 2019 , 2018 and 2017 , respectively. The Company owed no amounts to AEA at September 30, 2019 and 2018 , respectively. Transactions with Customers and Employees The Company also has a related party relationship with one of their customers, who is also a shareholder of the Company. The Company had sales to this customer of $2,476 , $3,603 and $3,917 , respectively, for the years ended September 30, 2019 , 2018 and 2017 and was owed $518 and $3,139 from them at September 30, 2019 and 2018 , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases The Company occupies certain facilities and operates certain equipment and vehicles under non‑cancelable lease arrangements. Lease agreements may contain lease escalation clauses and purchase and renewal options. The Company recognizes scheduled lease escalation clauses over the course of the applicable lease term on a straight-line basis in the Consolidated Statement of Operations. Total rent expense was $20,088 , $18,864 and $15,267 for the years ended September 30, 2019 , 2018 and 2017 , respectively. Future minimum aggregate rental payments under non-cancelable operating leases are as follows: Year Ended September 30, 2020 $ 15,994 2021 12,714 2022 8,554 2023 6,147 2024 4,073 Thereafter 8,765 Total $ 56,247 Capital Leases The Company leases certain equipment under leases classified as capital leases. The leased equipment is depreciated on a straight line basis over the life of the lease and is included in depreciation expense on the Consolidated Statements of Operations. The gross and net carrying values of the equipment under capital leases as of September 30, 2019 and 2018 was as follows: September 30, 2019 September 30, 2018 Gross carrying amount $ 69,760 $ 52,314 Net carrying amount 36,337 31,116 The following is a schedule showing the future minimum lease payments under capital leases by years and the present value of the minimum lease payments as of September 30, 2019 . Year Ended September 30, 2020 $ 13,663 2021 10,328 2022 7,628 2023 5,033 2024 2,987 Thereafter 1,957 Total 41,596 Less amount representing interest (at rates ranging from 1.71% to 9.71%) 5,451 Present value of net minimum capital lease payments 36,145 Less current installments of obligations under capital leases 17,859 Obligations under capital leases, excluding current installments $ 18,286 The current installments of obligations under capital leases are included in Accrued expenses and other liabilities on the Consolidated Balance Sheets . Obligations under capital leases, excluding current installments, are included in other non-current liabilities on the Consolidated Balance Sheets . The Company is a lessor to multiple parties. The Company purchases equipment through internal funding or bank debt equal to the fair market value of the equipment. The equipment is then leased to customers for periods ranging from five to twenty years . As of September 30, 2019 , future minimum lease payments receivable under operating leases are as follows: Year Ended September 30, 2020 $ 5,986 2021 5,044 2022 5,072 2023 4,090 2024 3,967 Thereafter 55,737 Future minimum lease payments $ 79,896 Guarantees From time to time, the Company is required to provide letters of credit, bank guarantees, or surety bonds in support of its commitments and as part of the terms and conditions on water treatment projects. In addition, the Company is required to provide letters of credit or surety bonds to the department of environmental protection or equivalent in some states in order to maintain its licenses to handle toxic substances at certain of its water treatment facilities. These financial instruments typically expire after all Company commitments have been met, a period typically ranging from twelve months to ten years , or more in some circumstances. The letters of credit, bank guarantees, or surety bonds are arranged through major banks or insurance companies. In the case of surety bonds, the Company generally indemnifies the issuer for all costs incurred if a claim is made against the bond. As of September 30, 2019 and 2018 the Company had Revolving Credit capacity to issue of $45,000 with letters of credit outstanding of $12,956 and $11,777 , respectively, and remaining available of $32,044 and $33,223 , respectively, under the Company's credit arrangements. As of September 30, 2019 and 2018 the Company had Surety capacity from surety underwriters of $220,000 and $200,000 with surety issuance of $144,717 and $123,427 and remaining available of $75,283 and $76,573 . Additionally, as of September 30, 2018 , the Company had letters of credit and surety bonds totaling $857 and $2,469 , respectively, outstanding under the Company's prior arrangement with Siemens. No such amounts were outstanding as of September 30, 2019 . The longest maturity date of letters of credit and surety bonds in effect as of September 30, 2019 was March 26, 2029 . Litigation From time to time, as a normal incident of the nature and kind of business in which the Company is engaged, various claims or charges are asserted and litigation commenced against it arising from or related to: product liability; personal injury; trademarks, trade secrets or other intellectual property; labor and employee disputes; commercial or contractual disputes; breach of warranty; or environmental matters. Claimed amounts may be substantial but may not bear any reasonable relationship to the merits of the claim or the extent of any real risk of court or arbitral awards. While it is not feasible to predict the outcome of these matters with certainty, and some lawsuits, claims or proceedings may be disposed or decided unfavorably, the Company does not expect that any asserted or un-asserted legal claims or proceedings, individually or in the aggregate, will have a material adverse effect on the results of operations, or financial conditi |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 12 Months Ended |
Sep. 30, 2019 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Liabilities | Accrued Expenses and Other Liabilities Accrued expenses and other liabilities consisted of the following: September 30, 2019 September 30, 2018 Salaries, wages and other benefits $ 35,206 $ 34,688 Obligation under capital leases 17,859 12,236 Third party commissions 11,394 5,097 Taxes, other than income 5,215 11,561 Insurance liabilities 4,895 5,005 Provisions for litigation 1,533 1,137 Severance payments 655 710 Earn-outs related to acquisitions 611 770 Other 24,471 26,468 $ 101,839 $ 97,672 |
Business Segments
Business Segments | 12 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Business segments | Business Segments The Company’s reportable operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated on a regular basis by the chief operating decision maker, or decision making group, in deciding how to allocate resources to an individual segment and in assessing performance. The key factors used to identify these reportable operating segments are the organization and alignment of the Company’s internal operations, the nature of the products and services, and customer type. During the first quarter of 2019, the Company implemented changes to its organizational and management structure that resulted in changes to our reportable operating segments for financial reporting purposes. Through the fiscal year ended September 30, 2018, the Company had three reportable operating segments: Industrial, Municipal and Products. Changes in the management reporting structure during the first quarter of 2019 required an assessment to be conducted in accordance with ASC Topic 280, Segment Reporting, to determine the Company’s reportable operating segments. As a result of this assessment, the Company now has two reportable operating segments, Integrated Solutions and Services and Applied Product Technologies . Prior period information has been revised to reflect this new segment structure. The business segments are described as follows: Integrated Solutions and Services is a group entirely focused on engaging directly with end users through direct sales with a market vertical focus. Integrated Solutions and Services provides tailored services and solutions in collaboration with the customers backed by life‑cycle services including on‑demand water, outsourced water, recycle / reuse and emergency response service alternatives to improve operational reliability, performance and environmental compliance. Key offerings within this segment also include equipment systems for industrial needs (influent water, boiler feed water, ultrahigh purity, process water, wastewater treatment and recycle / reuse), full-scale outsourcing of operations and maintenance, and municipal services, including odor and corrosion control services. Applied Product Technologies is focused on developing product platforms to be sold primarily through third party channels. This segment primarily engages in indirect sales through independent sales representatives, distributors and aftermarket channels. Applied Product Technologies provides a range of highly differentiated and scalable products and technologies specified by global water treatment designers, OEMs, engineering firms and integrators. Key offerings within this segment include filtration and separation, disinfection, wastewater solutions, anode and electrochlorination technology and aquatics technologies and solutions for the global recreational and commercial pool market. The Company evaluates its business segments’ operating results based on revenue, earnings before interest, taxes, depreciation and amortization, and certain other charges that are specific to the activities of the respective segments. Corporate activities include general corporate expenses, elimination of intersegment transactions, interest income and expense and certain other charges. Certain other charges include restructuring and other business transformation charges that have been undertaken to align and reposition the Company to the current reporting structure, acquisition related costs (including transaction costs, certain integration costs and recognition of backlog intangible assets recorded in purchase accounting) and share-based compensation charges. Since certain administrative costs and other operating expenses have not been allocated to business segments, the results in the below table are not necessarily a measure computed in accordance with generally accepted accounting principles and may not be comparable to other companies. The tables below provide segment information for the periods presented and a reconciliation to total consolidated information: Year Ended September 30, 2019 2018 2017 Total sales Integrated Solutions and Services $ 919,985 $ 844,851 $ 753,858 Applied Product Technologies 631,332 579,291 567,820 Total sales 1,551,317 1,424,142 1,321,678 Intersegment sales Integrated Solutions and Services 9,151 9,217 8,524 Applied Product Technologies 97,725 75,384 65,730 Total intersegment sales 106,876 84,601 74,254 Sales to external customers Integrated Solutions and Services 910,834 835,634 745,334 Applied Product Technologies 533,607 503,907 502,090 Total sales 1,444,441 1,339,541 1,247,424 Earnings before interest, taxes, depreciation and amortization (EBITDA) Integrated Solutions and Services 205,810 186,824 168,182 Applied Product Technologies 87,052 88,682 100,634 Corporate (134,954 ) (122,800 ) (121,726 ) Total EBITDA 157,908 152,706 147,090 Depreciation and amortization Integrated Solutions and Services 57,217 48,781 43,583 Applied Product Technologies 17,675 16,734 16,007 Corporate 23,344 20,345 18,296 Total depreciation and amortization 98,236 85,860 77,886 Income (loss) from operations Integrated Solutions and Services 148,593 138,043 124,599 Applied Product Technologies 69,377 71,948 84,627 Corporate (158,298 ) (143,145 ) (140,022 ) Total income from operations 59,672 66,846 69,204 Interest expense (58,556 ) (57,580 ) (55,377 ) Income before income taxes 1,116 9,266 13,827 Income tax expense (9,587 ) (1,382 ) (7,417 ) Net (loss) income $ (8,471 ) $ 7,884 $ 6,410 Capital expenditures Integrated Solutions and Services 73,656 $ 58,464 $ 45,611 Applied Product Technologies 7,589 11,501 5,282 Corporate 7,624 10,748 6,882 Total Capital expenditures $ 88,869 $ 80,713 $ 57,775 September 30, 2019 September 30, 2018 Assets Integrated Solutions and Services $ 762,707 $ 711,622 Applied Product Technologies 657,879 677,993 Corporate 317,262 274,002 Total assets 1,737,848 1,663,617 Goodwill Integrated Solutions and Services 222,013 224,370 Applied Product Technologies 170,877 186,976 Total goodwill $ 392,890 $ 411,346 |
Earnings per share
Earnings per share | 12 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings per share | Earnings Per Share The following table sets forth the computation of basic and diluted income from continuing operations per common share: Year Ended September 30, (In thousands, except per share data) 2019 2018 2017 Numerator: Net (loss) income attributable to Evoqua Water Technologies Corp. $ (9,523 ) $ 6,135 $ 2,163 Denominator: Denominator for basic net income per common share—weighted average shares 114,703 113,944 104,964 Effect of dilutive securities: Share‑based compensation — 6,221 4,724 Denominator for diluted net loss per common share—adjusted weighted average shares 114,703 120,165 109,688 Basic (loss) income per common share $ (0.08 ) $ 0.05 $ 0.02 Diluted (loss) income per common share $ (0.08 ) $ 0.05 $ 0.02 Since the Company was in a net loss position for the year ended September 30, 2019 , there was no difference between the number of shares used to calculate basic and diluted loss per share. Because of their anti-dilutive effect, 3,356 common share equivalents, comprised of employee stock options, have been excluded from the diluted EPS calculation for the year ended September 30, 2019 . |
Quarterly Financial Data
Quarterly Financial Data | 12 Months Ended |
Sep. 30, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Quarterly Financial Data | Quarterly Financial Data (Unaudited, in thousands, except per share data) Three months ended December 31, March 31, June 30, September 30, Revenue from product sales and services $ 323,002 $ 348,628 $ 360,343 $ 412,468 Gross profit 88,730 95,611 111,294 130,327 Interest expense (14,443 ) (14,474 ) (14,842 ) (14,797 ) Income tax benefit (expense) 4,514 4,579 (7,959 ) (10,721 ) Net (loss) income (16,288 ) 1,573 4,290 1,954 Net (loss) income attributable to Evoqua Water Technologies, Corp (16,730 ) 1,384 4,135 1,688 Basis (loss) earnings per common share $ (0.15 ) $ 0.01 $ 0.04 $ 0.01 Diluted (loss) earnings per common share $ (0.15 ) $ 0.01 $ 0.03 $ 0.01 Three months ended December 31, March 31, June 30, September 30, Revenue from product sales and services $ 297,051 $ 333,690 $ 342,475 $ 366,326 Gross profit 88,379 107,997 102,007 106,350 Interest expense (17,243 ) (10,810 ) (12,370 ) (17,157 ) Income tax benefit (expense) 4,410 (2,018 ) (1,433 ) (2,342 ) Net (loss) income (3,005 ) 12,980 1,035 (3,128 ) Net (loss) income attributable to Evoqua Water Technologies, Corp (3,713 ) 12,503 793 (3,450 ) Basis (loss) earnings per common share $ (0.03 ) $ 0.11 $ 0.01 $ (0.03 ) Diluted (loss) earnings per common share $ (0.03 ) $ 0.10 $ 0.01 $ (0.03 ) |
Subsequent Events
Subsequent Events | 12 Months Ended |
Sep. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On October 1, 2019, the Company acquired a 60% investment position in San Diego-based Frontier Water Systems, LLC (“Frontier”). Frontier is a pioneer in the development of patented, engineered equipment packages for high-rate treatment and removal of selenium, nitrate and other metals from complex water systems. Frontier will be part of the Integrated Solutions and Services segment On October 3, 2019, the Company entered into a Purchase and Sale Agreement (the “Agreement”) with DuPont de Nemours, Inc. (“DuPont”), pursuant to which the Company will divest their Memcor® low pressure membrane product line (including the product line’s global workforce, its manufacturing site in Windsor, Australia, associated operations and intellectual property) (“Memcor”) to DuPont (the “Transaction”). In connection with the Transaction, DuPont will purchase 100% of the corporate capital of the Australian Subsidiaries and all of the assets related to the Memcor® low pressure membrane product line. The aggregate purchase price to be paid by DuPont in the Transaction is $110 million in cash, subject to certain post-closing purchase price adjustments as described in the Agreement. The Agreement contains representations, warranties and covenants customary for dispositions of this type. The Company currently expects the Transaction to close in the first quarter of fiscal 2020, subject to customary closing conditions. The Company and DuPont have a history of collaboration, and following the Transaction, Dupont will continue to supply the Company with Memcor® products. As of a result of this transaction, all of the assets and liabilities associated with the Memcor product line were moved to Held for Sale on the Consolidated Balance Sheets and Consolidated Statements of Changes in Cash Flows. Memcor is part of the Applied Product Technologies segment. On November 2, 2019, 1,158 stock-settled RSUs vested, resulting in the issuance of 739 shares of common stock to the grantees and 419 shares of common stock to treasury to satisfy withholding tax obligations. |
SCHEDULE I - Evoqua Water Techn
SCHEDULE I - Evoqua Water Technologies Corp. | 12 Months Ended |
Sep. 30, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Financial Information of Parent Company Only Disclosure [Text Block] | SCHEDULE I-Evoqua Water Technologies Corp. (Parent company only) Condensed Consolidated Balance Sheets (In thousands) September 30, 2019 September 30, 2018 ASSETS Current assets $ 335 $ 129 Cash and cash equivalents 121 76 Prepaid and other current assets 214 53 Investment in affiliate 385,175 376,555 Total assets $ 385,510 $ 376,684 LIABILITIES AND EQUITY Due to affiliates 9,747 8,812 Total liabilities 9,747 8,812 Common stock, par value $0.01: authorized 1,000,000 shares; issued 116,008 shares, outstanding 114,344 at September 30, 2019; issued 115,016, outstanding 113,929 shares at September 30, 2018 1,154 1,145 Treasury stock: 1,664 shares at September 30, 2019 and 1,087 shares at September 30, 2018 (2,837 ) (2,837 ) Additional paid‑in capital 552,422 533,435 Retained deficit (174,976 ) (163,871 ) Total shareholders’ equity 375,763 367,872 Total liabilities and shareholder’s equity $ 385,510 $ 376,684 SCHEDULE I-Evoqua Water Technologies Corp. (Parent company only) Condensed Statements of Operations (In thousands) Year Ended September 30, 2019 2018 2017 Other operating income $ 73 $ 78 $ 29 General and administrative expense (303 ) (2,142 ) — Net (loss) income of subsidiaries (9,293 ) 8,199 2,134 (Loss) income before taxes (9,523 ) 6,135 2,163 Benefit for income taxes — — — Net (loss) income $ (9,523 ) $ 6,135 $ 2,163 SCHEDULE 1-Evoqua Water Technologies Corp. Condensed Statements of Changes in Cash Flows (Parent company only) (In thousands) Year Ended September 30, 2019 2018 2017 Operating activities Net income $ (9,523 ) $ 6,135 $ 2,163 Adjustments to reconcile net income to net cash used in operating activities Net income of subsidiaries 9,293 (8,199 ) (2,134 ) Changes in assets and liabilities Due to affiliates 1,343 8,812 — Accrued expenses — (61 ) 61 Prepaids and other current assets (161 ) — 256 New cash provided by operating activities 952 6,687 346 Investing activities Contributed capital — (140,999 ) — Net cash used in investing activities — (140,999 ) — Financing activities Proceeds from issuance of common stock 363 137,605 5,521 Stock repurchases — (230 ) (1,474 ) Taxes paid related to net share settlements of share-based compensation awards (1,270 ) (8,807 ) — Net cash provided by financing activities (907 ) 128,568 4,047 Change in cash and cash equivalents 45 (5,744 ) 4,393 Cash and cash equivalents Beginning of period 76 5,820 1,427 End of period $ 121 $ 76 $ 5,820 SCHEDULE I-Evoqua Water Technologies Corp. (Parent company only) Notes to Financial Statements (In thousands) 1. Basis of Presentation Basis of Presentation In the parent‑company‑only financial statements, the Company’s investment in subsidiaries is stated at cost plus equity in undistributed earnings of subsidiaries. The Company’s share of net income (loss) of its consolidated subsidiaries is included in consolidated income (loss) using the equity method. The parent‑company‑only financial statements should be read in conjunction with the Company’s consolidated financial statements. 2. Guarantees and Restrictions As of September 30, 2019 , EWT Holdings III, Corp., a subsidiary of the Company, had $928,753 collectively of debt outstanding under the First Lien Term Loan. Under the terms of the credit agreements governing the Company’s senior secured credit facilities, EWT Holdings II, Corp. has guaranteed the payment of all principal and interest. In the event of a default under our senior secured credit facilities, certain of the Company’s subsidiaries will be directly liable to the debt holders. As of September 30, 2019 , the Term Loan Facility had a maturity date of December 20, 2024. The credit agreements governing the Company’s senior secured credit facilities also include restrictions on the ability of the Company and its subsidiaries to (i) incur additional indebtedness and liens in connection therewith; (ii) pay dividends and make certain other restricted payments; (iii) effect mergers or consolidations; (iv) enter into transactions with affiliates; (v) sell or dispose of property or assets; and (vi) engage in unrelated lines of business. 3. Dividends from Subsidiaries There were no cash dividends paid to Evoqua Water Technologies Corp. from the Company’s consolidated subsidiaries of each of the periods ended September 30, 2019 , 2018 and 2017 . |
Description of the Company an_2
Description of the Company and Basis of Presentation - (Policies) | 12 Months Ended |
Sep. 30, 2019 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Basis of presentation | Basis of Presentation The accompanying Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the U.S. (“ GAAP ”) from the accounting records of the Company, and reflect the consolidated financial position and results of operations for the fiscal years ended September 30, 2019 , 2018 and 2017 . Unless otherwise specified, references in this section to a year refer to its fiscal year. All intercompany transactions have been eliminated. |
Fiscal Year | Fiscal Year The Company’s fiscal year ends on September 30. |
Use of estimates | Use of Estimates The Consolidated Financial Statements have been prepared in conformity with GAAP and require management to make estimates and assumptions. These assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the audited Consolidated Financial Statements and the reported amounts of revenue and expenses during the reporting period. Estimates and assumptions are used for, but not limited to: (i) revenue recognition; (ii) allowance for doubtful accounts; (iii) inventory valuation, asset valuations, impairment, and recoverability assessments; (iv) depreciable lives of assets; (v) useful lives of intangible assets; (vi) income tax reserves and valuation allowances; and (vii) product warranty and litigation reserves. Estimates are revised as additional information becomes available. Actual results could differ from these estimates. |
Cash and cash equivalents | Cash and Cash Equivalents Cash and cash equivalents are liquid investments with an original maturity of three or fewer months when purchased. |
Accounts receivable | Accounts Receivable Receivables are primarily comprised of uncollected amounts owed to the Company from transactions with customers and are presented net of allowances for doubtful accounts. Allowances are estimated based on historical write‑offs and the economic status of customers. The Company considers a receivable delinquent if it is unpaid after the term of the related invoice has expired. Write‑offs are recorded at the time all collection efforts have been exhausted. |
Inventories | Inventories Inventories are stated at the lower of cost or market, where cost is generally determined on the basis of an average or first‑in, first‑out (“FIFO”) method. Production costs comprise direct material and labor and applicable manufacturing overheads, including depreciation charges. The Company regularly reviews inventory quantities on hand and writes off excess or obsolete inventory based on estimated forecasts of product demand and production requirements. Manufacturing operations recognize cost of product sales using standard costing rates with overhead absorption which generally approximates actual cost. |
Property, plant and equipment | Property, Plant, and Equipment Property, plant, and equipment is valued at cost less accumulated depreciation. Depreciation expense is recognized using the straight‑line method. Useful lives are reviewed annually and, if expectations differ from previous estimates, adjusted accordingly. Estimated useful lives for major classes of depreciable assets are as follows: Asset Class Estimated Useful Life Machinery and equipment 3 to 20 years Buildings and improvements 10 to 40 years Leasehold improvements are depreciated over the shorter of their estimated useful life or the term of the lease. Costs related to maintenance and repairs that do not extend the assets’ useful life are expensed as incurred. |
Acquisitions | Acquisitions Acquisitions are recorded using the purchase method of accounting. The purchase price of acquisitions is allocated to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair value at the acquisition date. The excess of the acquisition price over those estimated fair values is recorded as goodwill. Changes to the acquisition date preliminary fair values prior to the expiration of the measurement period, a period not to exceed 12 months from date of acquisition, are recorded as an adjustment to the associated goodwill. Contingent consideration resulting from acquisitions is recorded at its estimated fair value on the acquisition date. These obligations are revalued during each subsequent reporting period and changes in the fair value of the contingent consideration obligations can result from adjustments in the probability of achieving future development steps, sales targets and profitability and are recorded in General and administrative expenses in the Consolidated Statements of Operations . Acquisition-related expenses and restructuring costs, if any, are recognized separately from the business combination and are expensed as incurred. |
Goodwill and other intangible assets | Goodwill and Other Intangible Assets Goodwill represents purchase consideration paid in a business combination that exceeds the value assigned to the net assets of acquired businesses. Other intangible assets consist of customer‑related intangibles, proprietary technology, software, trademarks and other intangible assets. The Company amortizes intangible assets with definite useful lives on a straight‑line basis over their respective estimated economic lives which range from 1 to 26 years. The Company reviews goodwill to determine potential impairment annually during the fourth quarter of its fiscal year, or more frequently if events and circumstances indicate that the asset might be impaired. Impairment testing for goodwill is performed at a reporting unit level and the Company has determined that it has three reporting units. The quantitative impairment testing utilizes both a market (guideline public company) and income (discounted cash flows) method for determining fair value. In estimating the fair value of the reporting unit utilizing a discounted cash flow (“DCF”) valuation technique, the Company incorporates its judgment and estimates of future cash flows, future revenue and gross profit growth rates, terminal value amount, capital expenditures and applicable weighted‑average cost of capital used to discount these estimated cash flows. The estimates and projections used in the estimate of fair value are consistent with the Company’s current budget and long‑range plans, including anticipated change in market conditions, industry trend, growth rates and planned capital expenditures, among other considerations. |
Impairment of long-lived assets | Impairment of Long‑Lived Assets Long‑lived assets, such as property, plant, and equipment, and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability of the asset or asset group is measured by comparison of its carrying amount to undiscounted future net cash flows the asset or asset group is expected to generate. If the carrying amount of an asset or asset group is not recoverable, the Company recognizes an impairment loss based on the excess of the carrying amount of the asset or asset group over its respective fair value which is generally determined as the present value of estimated future cash flows or as the appraised value. |
Assets Held for Sale | Assets Held for Sale Assets and liabilities (the “disposal group”) are classified as held for sale when all of the following criteria are met: (i) the Company commits to a plan to sell the disposal group; (ii) it is unlikely the disposal plan will be significantly modified or discontinued; (iii) the disposal group is available for immediate sale in its present condition; (iv) actions required to complete the sale of the disposal group have been initiated; (v) the sale of the asset is probable and the completed sale is expected to occur within one year; and (vi) the disposal group is actively being marketed for sale at a price that is reasonable given its current market value. Upon classification as held for sale, such assets are no longer depreciated or depleted, and a measurement for impairment is performed to determine if there is any excess of carrying value over fair value less costs to sell. Subsequent changes to estimated fair value less the cost to sell will impact the measurement of assets held for sale if the fair value is determined to be less than the carrying value of the assets. |
Debt Issuance Costs And Debt Discounts | Debt Issuance Costs and Debt Discounts Debt issuance costs are capitalized and amortized over the contractual term of the underlying debt using the straight line method which approximates the effective interest method. Debt discounts and lender arrangement fees deducted from the proceeds have been included as a component of the carrying value of debt and are being amortized to interest expense using the effective interest method. |
Revenue Recognition | Revenue Recognition The Company adopted Topic 606, Revenue from Contracts with Customers on October 1, 2018, and recognizes sales of products and services based on the five-step analysis of transactions as provided in Topic 606 which requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for such goods or services. For sales of aftermarket parts or products with a low level of customization and engineering time, the Company recognizes revenues at the time risks and rewards of ownership pass, which is generally when products are shipped or delivered to the customer as the Company has no obligation for installation. Sales of short‑term service arrangements are recognized as the services are performed, and sales of long‑term service arrangements are typically recognized on a straight‑line basis over the life of the agreement. For certain arrangements where there is significant customization to the product, the Company recognizes revenue either over time or at a point in time. These products include large capital water treatment projects, systems and solutions for municipal and industrial applications. The nature of the contracts is generally fixed price with milestone billings. The Company recognizes revenue over time if the product has no alternative use and the Company has an enforceable right to payment for the performance completed to date, including a normal profit margin, in the event of termination for convenience. If these two criteria are not met, revenues from these contracts will not be recognized until construction is complete. Contract revenues and cost estimates are reviewed and revised at least quarterly at a minimum and the cumulative effect of such adjustments are recognized in current operations. The amount of such adjustments have not been material. See Note 4 , “Revenue” for further details. |
Derivatives, Policy | Derivative Financial Instruments The Company’s risk-management strategy uses derivative financial instruments to manage interest rate risk and foreign currency exchange rate risk. The Company’s objective in using interest rate derivatives is to add stability to interest expense and manage its exposure to interest rate movements. To accomplish this objective, in November 2018, the Company entered into an interest rate cap which has been designated as a cash flow hedge. The Company uses foreign currency derivative contracts in order to manage the effect of exchange fluctuations on forecasted sales and purchases that are denominated in foreign currencies. To mitigate the impact of foreign exchange rate risk, the Company entered into a series of forward contracts designated as cash flow hedges. The Company does not enter into derivatives for trading or speculative purposes. The Company accounts for derivatives and hedging activities in accordance with ASC Topic No. 815, “Derivatives and Hedging” (Topic No. 815). The Company recognizes all derivatives on the balance sheet at fair value. Changes in the fair values of derivatives that are not designated as hedges are recognized in earnings. If the derivative is designated and qualifies as a hedge, depending on the nature of the hedge, changes in the fair value of the derivatives are either offset against the change in the hedged assets or liabilities through earnings or recognized in Accumulated other comprehensive income (loss), net of tax (“AOCI”) until the hedged item is recognized in earnings. |
Product warranties | Product Warranties Accruals for estimated expenses related to warranties are made at the time products are sold and are recorded as a component of Cost of product sales in the Consolidated Statements of Operations. The estimated warranty obligation is based on product warranty terms offered to customers, ongoing product failure rates, material usage and service delivery costs expected to be incurred in correcting a product failure, as well as specific obligations for known failures and other currently available evidence. The Company assesses the adequacy of the recorded warranty liabilities on a regular basis and adjusts amounts as necessary. |
Income Taxes | Income Taxes The Company recognizes deferred tax assets and liabilities for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are provided against deferred tax assets when it is deemed more likely than not that some portion or all of the deferred tax asset will not be realized within a reasonable time period. The Company assesses tax positions using a two‑step process. A tax position is recognized if it meets a more‑likely‑than‑not threshold, and is measured at the largest amount of benefit that is greater than 50.0% percent of being realized. Uncertain tax positions are reviewed each balance sheet date. |
Foreign currency translations and transactions | Foreign Currency Translation and Transactions The functional currency for the international subsidiaries is the local currency. Assets and liabilities are translated into U.S. dollars using current rates of exchange, with the resulting translation adjustments recorded in Accumulated other comprehensive loss, net of tax within shareholders ’ equity. |
Research and Development Costs | Research and Development Costs Research and development costs are expensed as incurred. |
Equity-based compensation | Equity‑based Compensation The Company measures the cost of awards of equity instruments to employees based on the grant‑date fair value of the award. The grant‑date fair value of a non-qualified stock option is determined using the Black‑Scholes model. The fair value of restricted stock unit awards is determined using the closing price of our common stock on date of grant. Compensation costs resulting from equity-based payment transactions are recognized primarily within General and administrative expenses, at fair value over the requisite vesting period on a straight-line basis. |
Earnings per share | Earnings (Loss) Per Share Basic earnings (loss) per common share is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted earnings per common share is computed based on the weighted average number of shares of common stock, plus the effect of diluted common shares outstanding during the period using the treasury stock method. Diluted potential common shares include outstanding stock options. |
Retirement benefits | Retirement Benefits The Company applies ASC Topic 715, Compensation—Retirement Benefits , which requires the recognition in pension obligations and accumulated other comprehensive income of actuarial gains or losses, prior service costs or credits and transition assets or obligations that have previously been deferred. The determination of retirement benefit pension obligations and associated costs requires the use of actuarial computations to estimate participant plan benefits to which the employees will be entitled. The significant assumptions primarily relate to discount rates, expected long‑term rates of return on plan assets, rate of future compensation increases, mortality, years of service, and other factors. The Company develops each assumption using relevant experience in conjunction with market‑related data for each individual country in which such plans exist. All actuarial assumptions are reviewed annually with third‑party consultants and adjusted as necessary. For the recognition of net periodic postretirement cost, the calculation of the expected return on plan assets is generally derived by applying the expected long‑term rate of return on the market‑related value of plan assets. The fair value of plan assets is determined based on actual market prices or estimated fair value at the measurement date. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting Pronouncements Not Yet Adopted In November 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-19 , Codification Improvements to Topic 326, Financial Instruments—Credit Losses which clarifies that receivables from operating leases are accounted for using the lease guidance and not as financial instruments. ASU 2018-19 will be effective for the Company for the quarter ending December 31, 2020, with early adoptions permitted. The Company is currently assessing the impact of adoption on the Company’s Consolidated Financial Statements . In November 2018, the FASB issued ASU 2018-18 , Collaborative Arrangements (Topic 808) Clarifying the Interaction between Topic 808 and Topic 606 , which clarifies that certain transactions between collaborative arrangement participants should be accounted for as revenue under Topic 606 when the collaborative arrangement participant is a customer in the context of a unit of account. In addition, unit-of-account guidance in Topic 808 was aligned with the guidance in Topic 606 (that is, a distinct good or service) when an entity is assessing whether the collaborative arrangement or a part of the arrangement is within the scope of Topic 606. ASU 2018-18 should be applied retrospectively to the date of initial adoption of Topic 606 and is effective for the Company for the quarter ending December 31, 2020, with early adoption permitted. The Company is currently assessing the impact of adoption on the Company’s Consolidated Financial Statements . In August 2018, the FASB issued ASU 2018-13 , Fair Value Measurement (Subtopic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement , which modifies the disclosure requirements on fair value measurements. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. ASU 2018-13 will be effective for the Company for the quarter ending December 31, 2020, with early adoption permitted. The Company is currently assessing the impact of adoption on the Company’s disclosures. In June 2018, the FASB issued ASU 2018‑07 , Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, which expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. The Company adopted this standard on October 1, 2019 but noted that this adoption did not have an impact on its Consolidated Financial Statements . In August 2017, the FASB issued ASU 2017‑12 , Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities, which expands and refines hedge accounting for both nonfinancial and financial risk components and align the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements and also made certain targeted improvements to simplify the application of hedge accounting guidance and ease the administrative burden of hedge documentation requirements and assessing hedge effectiveness. The Company adopted this standard on October 1, 2019 but noted that this adoption did not have a material impact on its Consolidated Financial Statements . In June 2016, the FASB issued ASU 2016-13 , Financial Instruments—Credit Losses (Topic 326) : Measurement of Credit Losses on Financial Instruments, which requires entities to use a new forward-looking “expected loss” model that reflects expected credit losses, including credit losses related to trade receivables, and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates which generally will result in the earlier recognition of allowances for losses. ASU 2016-13 will be effective for the Company for the quarter ending December 31, 2020, with early adoption permitted. The Company does not expect the impact of adoption on the Consolidated Financial Statements to be material. In February 2016, the FASB issued ASU 2016-02 , Leases (Topic 842) . ASU 2016-02 requires recognition of operating leases as lease assets and liabilities on the balance sheet, and disclosure of key information about leasing arrangements. Amendments to the standard were issued by the FASB in January, July and December 2018, and March 2019 including certain practical expedients, an amendment that provides an additional and optional transition method to adopt the standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption and certain narrow-scope improvements for lessors. The Company adopted this standard on October 1, 2019 using the modified retrospective approach. In order to comply with Topic 842, the Company completed an assessment of the existing lease portfolio including performing data and policy gap reviews, implemented a new lease accounting system, and updated its processes and accounting policies. The Company expects the impact of adoption on the Consolidated Financial Statements and related disclosures to result in an increase to the Consolidated Balance Sheet in the range of $38 million to $42 million . The Company continues to evaluate certain aspects of lessor accounting, however, it is not expected that this will have a material impact on the Consolidated Financial Statements . Accounting Pronouncements Recently Adopted The Company adopted ASU 2017‑09 , Scope of Modification Accounting , which amended Accounting Standards Code Topic 718 as of October 1, 2018. The FASB issued ASU 2017‑09 to reduce the cost and complexity when applying Topic 718 and standardize the practice of applying Topic 718 to financial reporting. The ASU was not developed to fundamentally change the definition of a modification, but instead to provide guidance for what changes would qualify as a modification. This adoption did not have a material impact on the Company’s Consolidated Financial Statements . The Company adopted ASU 2017-07 , Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost , as of October 1, 2018. This ASU requires the disaggregation of the service cost component from other components of net periodic benefit cost, clarifies how to present the service cost component and other components of net benefit costs in the Statements of Consolidated Operations and allows only the service cost component of net benefit costs to be eligible for capitalization. The adoption of this guidance did not have an impact on the Consolidated Financial Statements and had a minimal impact to the related disclosures. The Company adopted ASU 2016-16 , Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory, as of October 1, 2018. The purpose of this update is to improve the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. The ASU requires the tax effects of all intra-entity sales of assets other than inventory to be recognized in the period in which the transaction occurs. The changes were required to be applied by means of a cumulative-effect adjustment recorded to retained earnings as of the beginning of the year of adoption. This adoption did not have an impact on the Company’s Consolidated Financial Statements . The Company adopted ASU 2014-09 , Revenue from Contracts with Customers (Topic 606) , as of October 1, 2018. ASU 2014-09 clarifies the principles for recognizing revenue when an entity either enters into a contract with customers to transfer goods or services or enters into a contract for the transfer of non-financial assets. The Company utilized the modified retrospective approach and the cumulative effect of adoption resulted in a net decrease to opening retained earnings of $1,582 which was recognized at October 1, 2018. Based on the new guidance, the Company determined that for some of these contracts in which revenue was previously recognized over a period of time, revenue instead needs to be recognized at a point in time. This change is mainly due to the nature of certain products, which in some cases have an alternative use, and the Company’s right to payment in the event of termination for convenience. This adoption did not have a material impact on the Company’s Consolidated Financial Statements . See Note 4 , “Revenue” for further details. |
Shipping and Handling Cost | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Revenue Recognition | Shipping and Handling Cost Shipping and handling costs are included as a component of Cost of product sales. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Schedule Of Estimated Useful Lives For Major Classes Of Depreciable Assets | Estimated useful lives for major classes of depreciable assets are as follows: Asset Class Estimated Useful Life Machinery and equipment 3 to 20 years Buildings and improvements 10 to 40 years Property, plant, and equipment consists of the following: September 30, 2019 September 30, 2018 Machinery and equipment $ 488,924 $ 399,619 Land and buildings 64,165 76,459 Construction in process 40,599 60,803 593,688 536,881 Less: accumulated depreciation (260,104 ) (216,858 ) Property, plant, and equipment, net $ 333,584 $ 320,023 Depreciation expense and maintenance and repairs expense for the years ended September 30, 2019 , 2018 and 2017 were as follows: Year Ended September 30, 2019 2018 2017 Depreciation expense $ 66,031 $ 59,017 $ 53,327 Maintenance and repair expense 23,861 23,343 21,392 |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net | The Company has not provided additional financial support to this entity which it is not contractually required to provide, and the Company does not have the ability to use the assets of TWO to settle obligations of the Company’s other subsidiaries. The following provides a summary of TWO’s balance sheet as of September 30, 2019 and 2018 , and summarized financial information for the years ended September 30, 2019 , 2018 and 2017 . September 30, 2019 September 30, 2018 Current assets (includes cash of $3,903 and $3,304) $ 6,324 $ 5,486 Property, plant and equipment 2,186 4,441 Goodwill 2,206 2,206 Other non-current assets 3 3 Total liabilities (2,388 ) (3,608 ) Year Ended September 30, 2019 2018 2017 Total revenues $ 10,633 $ 15,526 $ 22,039 Total operating expenses (8,732 ) (12,996 ) (14,835 ) Income from operations $ 1,901 $ 2,530 $ 7,204 |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | Isotope ProAct Pacific Ozone Pure Water Total Current Assets $ 627 $ 11,513 $ 1,822 $ 295 $ 14,257 Property, plant and equipment — 26,272 151 156 26,579 Goodwill 1,266 84,308 4,337 2,506 92,417 Intangible assets 933 27,464 2,678 1,488 32,563 Other non-current assets — — 135 — 135 Total asset acquired 2,826 149,557 9,123 4,445 165,951 Total liabilities assumed (216 ) (15,785 ) (1,632 ) (278 ) (17,911 ) Net assets acquired $ 2,610 $ 133,772 $ 7,491 $ 4,167 $ 148,040 |
Schedule of Business Acquisition, Pro Forma Information | Year Ended September 30, 2018 2017 Total revenues $ 1,385,159 $ 1,294,167 Net loss attributable to Evoqua Water 2,116 1,527 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | Current assets $ 6,296 Property, plant and equipment 362 Goodwill 1,738 Intangible assets 2,277 Total assets acquired 10,673 Total liabilities assumed (3,742 ) Net assets acquired $ 6,931 |
Disposal Groups, Including Discontinued Operations | ASSETS Cash and cash equivalents $ 7,291 Receivables, net 9,603 Inventories, net 6,456 Contract assets 13,025 Prepaid and other current assets 881 Current assets held for sale 37,256 Property, plant and equipment, net 14,827 Goodwill 14,911 Intangible assets, net 1,024 Other non-current assets 47 Non-current assets held for sale 30,809 Total assets held for sale $ 68,065 LIABILITIES Accounts payable $ 5,646 Contract liabilities 1,302 Product warranties 3,264 Accrued expenses and other liabilities 3,996 Current liabilities held for sale 14,208 Product warranties 1,594 Other non-current liabilities 2,071 Non-current liabilities held for sale 3,665 Total liabilities held for sale $ 17,873 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Information regarding the source of revenues: Year Ended September 30, 2019 Revenue from contracts with customers recognized under Topic 606 $ 1,309,303 Other (1) 135,138 Total $ 1,444,441 (1) Other revenue relates to revenue recognized from Topic 840, Leases, mainly attributable to long term rentals. Information regarding revenues disaggregated by source of revenue and segment is as follows: Year Ended September 30, 2019 Integrated Solutions and Services Applied Product Technologies Total Revenue from capital $ 219,289 $ 344,097 $ 563,386 Revenue from aftermarket 122,719 165,056 287,775 Revenue from service 568,826 24,454 593,280 Total $ 910,834 $ 533,607 $ 1,444,441 |
Schedule of Revenue from External Customers by Geographic Areas | Information regarding revenues disaggregated by geographic area is as follows: Year Ended September 30, 2019 United States $ 1,147,649 Europe 102,998 Asia 90,273 Canada 80,083 Australia 23,438 Total $ 1,444,441 The following tables set forth external net revenue, net of intercompany eliminations, and net asset information by region: Year Ended September 30, 2019 2018 2017 Sales to external customers United States $ 1,147,649 $ 1,067,636 $ 1,033,404 Rest of World 296,792 271,905 214,020 Total $ 1,444,441 $ 1,339,541 $ 1,247,424 |
Contract with Customer, Asset and Liability | The tables below provides a roll-forward of contract assets and contract liabilities balances for the periods presented: Contract Assets (a) Balance at September 30, 2018 $ 69,147 Cumulative effect of adoption of new accounting standards (6,106 ) Recognized in current period 325,289 Reclassified to accounts receivable (302,055 ) Foreign currency 217 Reclassified to assets held for sale (13,025 ) Balance at September 30, 2019 $ 73,467 (a) Excludes receivable balances which are disclosed on the Consolidated Balance Sheets. Contract Liabilities Balance at September 30, 2018 $ 17,652 Cumulative effect of adoption of new accounting standards 1,773 Recognized in current period 319,722 Amounts in beginning balance reclassified to revenue (20,754 ) Current period amounts reclassified to revenue (276,002 ) Foreign currency (2,038 ) Reclassified to liabilities held for sale (1,302 ) Balance at September 30, 2019 $ 39,051 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table presents the Company’s financial assets and liabilities at fair value. The fair values related to the pension assets are determined using net asset value (“NAV”) as a practical expedient, or by information categorized in the fair value hierarchy level based on the inputs used to determine fair value. The reported carrying amounts of deferred compensation assets and liabilities and debt approximate their fair values. The Company uses interest rates and other relevant information generated by market transactions involving similar instruments to fair value these assets and liabilities, therefore all are classified as Level 2 within the valuation hierarchy. For the years ended September 30, 2019 and 2018 , there were no transfers between Level 1 and 2 of the fair value hierarchy. Net Asset Value Quoted Market Significant Other Significant As of September 30, 2019 Assets: Pension plan Cash $ — $ 14,607 $ — $ — Government Securities 4,703 — — — Liability Driven Investment 3,261 — — — Guernsey Unit Trust 997 — — — Global Absolute Return 1,957 — — — Deferred compensation plan assets Trust Assets — 16 — — Insurance — — 18,684 — Interest rate cap — — 19 — Foreign currency forward contracts — — 278 — Liabilities: Pension plan — — (42,948 ) — Deferred compensation plan liabilities — — (21,318 ) — Long‑term debt — — (979,357 ) — Foreign currency forward contracts — — (154 ) — Earn-outs related to acquisitions — — — (1,545 ) As of September 30, 2018 Assets: Pension plan Cash $ — $ 15,821 $ — $ — Government Securities 3,161 — — — Liability Driven Investment 2,598 — — — Guernsey Unit Trust 965 — — — Global Absolute Return 2,038 — — — Deferred compensation plan assets Trust Assets — 648 — — Insurance — — 18,448 — Foreign currency forward contracts — — 345 — Liabilities: Pension plan — — (35,541 ) — Deferred compensation plan liabilities — — (21,834 ) — Long‑term debt — — (957,441 ) — Foreign currency forward contracts — — (67 ) — Earn-outs related to acquisitions — — — (1,916 ) |
Schedule of Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | A rollforward of the activity in the Company’s fair value of earn-outs related to acquisitions is as follows: Current Portion (1) Long-term Portion (2) Total Balance at September 30, 2017 $ 4,304 $ 1,691 $ 5,995 Acquisitions 634 934 1,568 Payments (8,111 ) — (8,111 ) Reclassifications 1,479 (1,479 ) — Fair value increase 2,619 — 2,619 Foreign currency (155 ) — (155 ) Balance at September 30, 2018 770 1,146 1,916 Payments (1,650 ) — (1,650 ) Reclassifications 212 (212 ) — Fair value increase 1,283 — 1,283 Foreign currency (4 ) — (4 ) Balance at September 30, 2019 $ 611 $ 934 $ 1,545 (1) Included in Accrued expenses and other liabilities on the Consolidated Balance Sheets . (2) Included in Other non‑current liabilities on the Consolidated Balance Sheets . |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Receivables [Abstract] | |
Schedule of accounts receivable | Accounts receivable are summarized as follows: September 30, 2019 September 30, 2018 Accounts Receivable $ 262,491 $ 258,955 Allowance for Doubtful Accounts (4,906 ) (4,199 ) Receivables, net $ 257,585 $ 254,756 The movement in the allowance for doubtful accounts was as follows: Year Ended September 30, 2019 2018 2017 Balance at beginning of period $ (4,199 ) $ (3,494 ) $ (4,784 ) Charged to costs and expenses (788 ) (1,832 ) (1,206 ) Write-offs 39 1,387 2,481 Foreign currency and other 42 (260 ) 15 Balance at end of period $ (4,906 ) $ (4,199 ) $ (3,494 ) |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | The major classes of inventory, net are as follows: September 30, 2019 September 30, 2018 Raw materials and supplies $ 75,223 $ 69,176 Work in progress 14,741 19,461 Finished goods and products held for resale 58,223 53,786 Costs of unbilled projects 2,347 1,878 Reserves for excess and obsolete (13,370 ) (9,313 ) Inventories, net $ 137,164 $ 134,988 |
Schedule of Activity in Reserves for Excess and Obsolete Inventory | The following is the activity in the reserves for excess and obsolete inventory: Year Ended September 30, 2019 2018 2017 Balance at beginning of period $ (9,313 ) $ (10,599 ) $ (10,141 ) Additions charged to expense (5,754 ) (419 ) (1,004 ) Write-offs 1,541 104 947 Foreign currency and other 156 1,601 (401 ) Balance at end of period $ (13,370 ) $ (9,313 ) $ (10,599 ) |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Estimated useful lives for major classes of depreciable assets are as follows: Asset Class Estimated Useful Life Machinery and equipment 3 to 20 years Buildings and improvements 10 to 40 years Property, plant, and equipment consists of the following: September 30, 2019 September 30, 2018 Machinery and equipment $ 488,924 $ 399,619 Land and buildings 64,165 76,459 Construction in process 40,599 60,803 593,688 536,881 Less: accumulated depreciation (260,104 ) (216,858 ) Property, plant, and equipment, net $ 333,584 $ 320,023 Depreciation expense and maintenance and repairs expense for the years ended September 30, 2019 , 2018 and 2017 were as follows: Year Ended September 30, 2019 2018 2017 Depreciation expense $ 66,031 $ 59,017 $ 53,327 Maintenance and repair expense 23,861 23,343 21,392 |
Schedule of Financial Instruments Owned and Pledged as Collateral [Table Text Block] | As of September 30, 2019 , the gross and net amounts of those assets are as follows: Gross Net Machinery and equipment $ 48,288 $ 42,162 Construction in process 2,531 2,531 $ 50,819 $ 44,693 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill are as follows: Integrated Solutions and Services Applied Product Technologies Total Balance at September 30, 2017 $ 138,181 $ 183,732 $ 321,913 Business combinations 88,080 4,192 92,272 Measurement period adjustment (404 ) (311 ) (715 ) Foreign currency translation (1,487 ) (637 ) (2,124 ) Balance at September 30, 2018 224,370 186,976 411,346 Business combinations and divestitures — 1,738 1,738 Measurement period adjustments (1,937 ) 63 (1,874 ) Goodwill reclassified to assets held for sale — (14,911 ) (14,911 ) Foreign currency translation (420 ) (2,989 ) (3,409 ) Balance at September 30, 2019 $ 222,013 $ 170,877 $ 392,890 |
Other Intangible Assets (Tables
Other Intangible Assets (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Intangible assets consist of the following: September 30, 2019 Estimated Life (years) Carrying Amount Accumulated Amortization Net Amortizing intangible assets Customer related 5 ‑ 26 $ 290,407 $ (64,548 ) $ 225,859 Proprietary technology 10 50,725 (24,187 ) 26,538 Trademark 10-15 26,432 (6,245 ) 20,187 Backlog 1 81,834 (81,834 ) — Other 3 22,868 (14,892 ) 7,976 Total amortizing intangible assets 472,266 (191,706 ) 280,560 Indefinite‑lived intangible assets 34,207 — 34,207 Total intangible assets $ 506,473 $ (191,706 ) $ 314,767 September 30, 2018 Estimated Life (years) Carrying Amount Accumulated Amortization Net Amortizing intangible assets Customer related 5 ‑ 26 $ 292,115 $ (47,348 ) $ 244,767 Proprietary technology 10 49,315 (19,685 ) 29,630 Trademark 10-15 26,535 (3,563 ) 22,972 Backlog 1 82,315 (81,764 ) 551 Other 4 17,175 (8,894 ) 8,281 Total amortizing intangible assets 467,455 (161,254 ) 306,201 Indefinite‑lived intangible assets 34,207 — 34,207 Total intangible assets $ 501,662 $ (161,254 ) $ 340,408 |
Schedule of Finite-lived Intangible Assets Amortization Expense | For the amortizing intangible assets, the remaining weighted-average amortization period at September 30, 2019 was as follows: Years Customer-related intangibles 11 Proprietary technology 5 Trademarks 7 Other 2 Aggregate net intangible assets 8 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The estimated future amortization expense is as follows: 2020 $ 29,403 2021 27,682 2022 27,473 2023 26,076 2024 22,591 Thereafter 147,335 Total $ 280,560 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Long‑term debt consists of the following: September 30, 2019 September 30, 2018 First Lien Term Loan, due December 20, 2024 $ 928,753 $ 938,230 Revolving Credit Facility — — Equipment Financing, due June 30, 2024 to July 5, 2029 45,960 11,588 Notes Payable, due July 31, 2023 807 2,106 Mortgage, due June 30, 2028 1,635 1,835 Total debt 977,155 953,759 Less unamortized discount and lender fees (12,138 ) (14,129 ) Total net debt 965,017 939,630 Less current portion (13,418 ) (11,555 ) Total long‑term debt $ 951,599 $ 928,075 |
Schedule of Aggregate Maturities of Long-term Debt | Aggregate maturities of all long‑term debt, including current portion of long‑term debt and excluding capital lease obligations as of September 30, 2019 , are presented below: Year Ended September 30, 2020 $ 13,418 2021 13,589 2022 13,794 2023 13,952 2024 13,864 Thereafter 908,538 Total $ 977,155 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Derivative [Line Items] | |
Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss) [Table Text Block] | Year Ended September 30, 2019 2018 2017 Interest rate cap $ 19 $ — $ — Foreign currency forward contracts (443 ) (118 ) (70 ) $ (424 ) $ (118 ) $ (70 ) |
Derivative Instruments, Gain (Loss) [Table Text Block] | Year Ended September 30, Location of (Loss) Gain 2019 2018 2017 Foreign currency forward contracts Cost of product sales and services $ (309 ) $ (76 ) $ (13 ) Foreign currency forward contracts General and administrative expense 82 18 (35 ) Foreign currency forward contracts Research and development expense (271 ) (39 ) (3 ) $ (498 ) $ (97 ) $ (51 ) |
Designated as Hedging Instrument [Member] | |
Derivative [Line Items] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | Asset Derivatives Balance Sheet Location September 30, September 30, Interest rate cap Prepaid and other current assets $ 19 $ — Foreign currency forward contracts Prepaid and other current assets 269 282 Liability Derivative Balance Sheet Location September 30, September 30, Foreign currency forward contracts Accrued expenses and other current liabilities $ 154 $ 67 |
Not Designated as Hedging Instrument [Member] | |
Derivative [Line Items] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | Asset Derivative Balance Sheet Location September 30, September 30, Foreign currency forward contracts Prepaid and other current assets $ 9 $ 63 |
Product Warranties (Tables)
Product Warranties (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Guarantees and Product Warranties [Abstract] | |
Schedule of product warranty liability | A reconciliation of the activity related to the accrued warranty, including both the current and long‑term portions, is as follows: Current Product Warranties Non-Current Product Warranties Year Ended September 30, Year Ended September 30, 2019 2018 2017 2019 2018 2017 Balance at beginning of the period $ 8,907 $ 11,164 $ 16,860 $ 3,360 $ 6,110 $ 6,449 Business combination recognition — — 285 — — — Warranty provision for sales 5,745 4,930 5,970 1,915 654 727 Settlement of warranty claims (6,529 ) (6,836 ) (11,817 ) (999 ) (3,132 ) (852 ) Foreign currency translation and other 63 (351 ) (134 ) (350 ) (272 ) (214 ) Amounts reclassified to liabilities held for sale (3,264 ) — — (1,594 ) — — Balance at end of the period $ 4,922 $ 8,907 $ 11,164 $ 2,332 $ 3,360 $ 6,110 |
Restructuring and Related Cha_2
Restructuring and Related Charges (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Restructuring and Related Activities [Abstract] | |
Schedule of restructuring components | The table below sets forth the location of amounts recorded above on the Consolidated Statements of Operations: Year Ended September 30, 2019 2018 2017 Cost of product sales and services $ 6,257 $ 3,897 $ 14,574 General and administrative expense 5,531 4,775 7,877 Sales and marketing expense 1,082 908 8,727 Research and development expense 123 606 487 Other operating (income) expense, net — 236 — $ 12,993 $ 10,422 $ 31,665 The table below sets forth the amounts accrued for the restructuring components and related activity: Year Ended September 30, 2019 2018 2017 Balance at beginning of the period $ 710 $ 3,542 $ 13,217 Restructuring charges related to two-segment realignment 11,090 — — Restructuring charges related to other initiatives (including VSP) 2,444 11,085 32,392 Write-off charge and other non‑cash activity (541) (663) (727) Cash payments (12,966) (13,280) (41,432) Other adjustments (82) 26 92 Balance at end of the period $ 655 $ 710 $ 3,542 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Retirement Benefits [Abstract] | |
Defined Benefit Plan, Plan with Projected Benefit Obligation in Excess of Plan Assets [Table Text Block] | The changes in projected benefit obligations, plan assets and the funded status of the UK and German defined benefit plans as of and for the years ended September 30, 2019 and 2018 , respectively, are as follows: 2019 2018 Change in projected benefit obligation Projected benefit obligation at prior year measurement date $ 35,541 $ 34,803 Service cost 898 933 Interest cost 699 466 Actuarial losses 8,056 76 Benefits paid from company assets (139 ) (294 ) Plan amendment 113 — Foreign currency exchange impact (2,220 ) (443 ) Projected benefit obligation at measurement date 42,948 35,541 Change in plan assets Fair value of assets at prior year measurement date 24,583 25,055 Actual return on plan assets 2,269 145 Benefits paid (48 ) (271 ) Employer contribution 175 211 Foreign currency exchange impact (1,454 ) (557 ) Fair value of assets at measurement date 25,525 24,583 Funded status and amount recognized in assets and liabilities $ (17,423 ) $ (10,958 ) Amount recognized in assets and liabilities Other non‑current assets $ 2,655 $ 2,558 Other non‑current liabilities $ (20,078 ) $ (13,516 ) Amount recognized in accumulated other comprehensive loss, before taxes Actuarial loss $ 11,251 $ 5,607 |
Schedule of Changes in Projected Benefit Obligations [Table Text Block] | The following table provides summary information for the German plan where the projected benefit obligation and accumulated benefit obligation are in excess of plan assets: September 30, 2019 September 30, 2018 Projected benefit obligation $ 42,948 $ 27,181 Accumulated benefit obligation $ 22,469 $ 24,864 Fair value of plan assets $ 25,525 $ 13,665 |
Defined Benefit Plan, Assumptions [Table Text Block] | 2019 2018 Discount rate 0.80% - 1.97% 1.90% - 2.97% Expected long‑term rate of return on plan assets 0.90% - 1.98% 0.90% - 3.12% Salary scale 2.25% - 4.44% 2.25% - 4.58% Pension increases 1.00% - 3.38% 1.00% - 3.46% |
Schedule of Allocation of Plan Assets [Table Text Block] | The actual overall asset allocation for the UK pension plan as compared to the investment policy goals as of September 30, 2019 was as follows by asset category: 2019 Actual 2019 Target Equity 49.6 % 23.5 % Index‑linked gilts 37.6 % 76.5 % Cash 12.8 % — % |
Schedule of net benefit costs | Pension expense for the German and UK plans were as follows: Year Ended September 30, 2019 2018 2017 Service cost $ 898 $ 933 $ 1,137 Interest cost 699 742 606 Expected return on plan assets (440 ) (470) (476) Amortization of actuarial losses 371 299 797 Pension expense for defined benefit plans $ 1,528 $ 1,504 $ 2,064 |
Schedule of Expected Benefit Payments [Table Text Block] | Benefits expected to be paid to participants of the plans are as follows: Year Ended September 30, 2020 $ 310 2021 294 2022 526 2023 507 2024 575 Five years thereafter 5,089 Total $ 7,301 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | For financial reporting purposes, (loss) income before income taxes includes the following components: Year Ended September 30, 2019 2018 2017 Domestic $ (9,140 ) $ (8,613 ) $ 12,833 Foreign 10,256 17,879 994 Income before income taxes $ 1,116 $ 9,266 $ 13,827 |
Schedule of Components of Income Tax Expense (Benefit) | The components of income tax (expense) benefit were as follows: Year Ended September 30, 2019 2018 2017 Current: Federal $ — $ — $ (876 ) State (400 ) (911 ) — Foreign (7,239 ) (6,703 ) (5,268 ) (7,639 ) (7,614 ) (6,144 ) Deferred: Federal (3,597 ) 6,311 (2,350 ) State 196 (209 ) (421 ) Foreign 1,453 130 1,498 (1,948 ) 6,232 (1,273 ) Total income tax expense $ (9,587 ) $ (1,382 ) $ (7,417 ) |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of income tax (expense) benefit and the amount computed by applying 21% for the year ended September 30, 2019 , the blended statutory federal income tax rate of 24.5% for the year ended September 30, 2018 and 35% for the year ended September 30, 2017 to income from operations before income taxes was as follows: Year Ended September 30, 2019 2018 2017 Income tax (expense) benefit at the federal statutory rate of 21% $ (234 ) $ (2,270 ) $ (4,839 ) State and local income taxes, net of federal tax benefit (204 ) (1,053 ) (34 ) Foreign tax rate differential (1,471 ) (2,389 ) 914 Nondeductible transaction costs — (1,489 ) — Nondeductible interest expense (1,073 ) (853 ) (1,396 ) Meals and entertainment expense (953 ) (553 ) (649 ) U.S. tax on foreign earnings (1,421 ) — — Nondeductible legal expenses (112 ) — (859 ) Other nondeductible expenses (223 ) (47 ) (488 ) Impact of tax rate changes (548 ) 3,626 — Valuation allowances (3,886 ) (4,218 ) (2,264 ) Share-based compensation in excess of accounting 475 5,156 — Nondeductible loss on sale of subsidiary — 1,131 — Return-to-provision adjustments (655 ) 449 895 Non-controlling interest 221 428 1,486 Net benefit of foreign R&D expenses 191 336 (1,060 ) Transaction related contingent liabilities (58 ) 89 — Puerto Rico taxes, net of federal benefit — — (556 ) Contingent liabilities - warranty 93 — 566 Contingent liabilities - long term disability — — 105 Foreign R&D credit — — 1,165 Foreign withholding taxes 369 — — Non-deductible exchange gain or loss (587 ) — — Deferred tax adjustments 2,016 — — Accrued tax adjustments (1,348 ) — — Tax benefits of other comprehensive income (154 ) — — Other (25 ) 275 (403 ) Total $ (9,587 ) $ (1,382 ) $ (7,417 ) |
Schedule of Deferred Tax Assets and Liabilities | Significant components of deferred tax assets and liabilities were as follows: September 30, 2019 September 30, 2018 Deferred Tax Assets Receivable allowances $ 1,018 $ 975 Reserves and accruals 24,473 16,813 Inventory valuation and other assets 4,989 3,772 Investment in partnership 2,569 4,345 Unrealized foreign exchange gains (losses) 6,730 4,632 Other deferred taxes 897 704 Disallowed interest 7,096 — Net operating loss carryforwards 49,786 42,392 Gross deferred tax assets 97,558 73,633 Less: Valuation allowance (41,084 ) (36,683 ) Deferred tax assets less valuation allowance 56,474 36,950 Deferred Tax Liabilities Goodwill (9,801 ) (7,231 ) Fixed assets (38,293 ) (20,372 ) Intangibles (15,720 ) (15,717 ) Other deferred tax liabilities (3,418 ) (2,287 ) Gross deferred tax liabilities (67,232 ) (45,607 ) Net deferred tax liabilities $ (10,758 ) $ (8,657 ) |
Summary of Valuation Allowance | A reconciliation of the valuation allowance on deferred tax assets is as follows: Year Ended September 30, 2019 2018 2017 Valuation allowance beginning of period $ 36,683 $ 48,573 $ 47,846 Change in assessment (865 ) — — Current year operations 3,495 (1,435 ) 3,398 Foreign currency and other 2,254 71 (953 ) Acquisitions (483 ) (10,526 ) (1,718 ) Valuation allowance end of period $ 41,084 $ 36,683 $ 48,573 |
Schedule of Unrecognized Tax Benefits Roll Forward | The following is a reconciliation of the Company’s total gross unrecognized tax benefits: Year Ended September 30, 2019 2018 2017 Balance as of beginning of period $ — $ — $ — Tax positions related to the current year Additions — — — Tax positions related to prior years Additions 1,075 — — Expiration of statutes of limitations — — — Balance as of end of period $ 1,075 $ — $ — |
Summary of Operating Loss Carryforwards | Tax attributes available to reduce future taxable income begin to expire as follows: September 30, 2019 First year of Expiration Federal net operating loss $ 197,122 September 30, 2034 State net operating loss 94,082 September 30, 2019 Foreign net operating loss 2,814 September 30, 2023 Foreign net operating loss (Germany and the UK) 18,806 Indefinitely |
Share Based Compensation (Table
Share Based Compensation (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock options, activity | A summary of the stock option activity for the years ended September 30, 2019 and 2018 is presented below: (In thousands, except per share amounts) Options Weighted Average Exercise Price/Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding at September 30, 2017 9,060 5.18 7.5 years Granted 1,380 20.94 Exercised (1,303 ) 4.80 Forfeited (164 ) 10.37 Expired — — Outstanding at September 30, 2018 8,973 $ 7.57 6.9 years $ 95,864 Granted 1,114 $ 12.74 Exercised (930 ) $ 5.22 Forfeited (511 ) $ 12.43 Cancelled (27 ) 20.88 Expired — — Outstanding at September 30, 2019 8,619 $ 8.15 6.3 years $ 80,826 Options exercisable at September 30, 2019 6,240 $ 5.70 5.4 years $ 71,757 Options vested and expected to vest at September 30, 2019 8,560 $ 8.11 6.3 years $ 80,606 |
Schedule of Nonvested Share Activity | A summary of the status of the Company's nonvested stock options as of and for the years ended September 30, 2019 , 2018 and 2017 is presented below. 2019 2018 2017 (In thousands, except per share amounts) Shares Weighted Average Grant Date Fair Value/Share Shares Weighted Average Grant Date Fair Value/Share Shares Weighted Average Grant Date Fair Value/Share Nonvested at beginning of period 3,335 $ 4.11 4,300 $ 1.36 5,931 $ 1.15 Granted 1,114 $ 3.87 1,380 $ 7.91 1,039 $ 2.12 Vested (1,559 ) $ 2.61 (2,180 ) $ 1.20 (2,002 ) $ 1.23 Forfeited (511 ) $ 4.38 (165 ) $ 3.27 (668 ) $ 1.00 Nonvested at end of period 2,379 $ 4.96 3,335 $ 4.11 4,300 $ 1.36 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | The following is a summary of the RSU activity for the years ended September 30, 2019 and 2018 . On November 2, 2019, 1,158 stock-settled RSUs vested, resulting in the issuance of 739 shares of common stock to the grantees and 419 shares of common stock to treasury to satisfy withholding tax obligations. Shares Weighted Average Grant Date Fair Value/Share Outstanding at September 30, 2017 — $ — Granted 1,224 $ 20.88 Forfeited (11 ) $ 20.88 Outstanding at September 30, 2018 1,213 $ 20.88 Granted 883 $ 12.69 Vested (24 ) $ 20.75 Forfeited (70 ) $ 15.84 Outstanding at September 30, 2019 2,002 $ 17.45 Vested and expected to vest at September 30, 2019 1,946 $ 17.50 |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Reported non-cash share-based compensation expense was classified on the Consolidated Statements of Operations as shown in the following table: Year Ended September 30, 2019 2018 2017 Cost of services $ 142 $ 80 $ 43 General and administrative 19,761 15,662 2,208 $ 19,903 $ 15,742 $ 2,251 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Option valuation assumptions for options granted are as follows: Year Ended September 30, 2019 2018 2017 Expected volatility 26.3% -30.0 % 23.5% - 34.3% 25.30% ‑ 28.70% Expected dividends — — — Expected term (in years) 5.6 - 6.0 6.0 - 6.1 6.0 - 6.1 Risk free rate 1.5% - 2.6% 2.5% - 2.8% 1.89% ‑ 1.93% Grant date fair value per share of options granted $3.14 - $7.06 $5.58 - $7.96 $2.13 ‑ $2.41 |
Other Comprehensive Loss (Table
Other Comprehensive Loss (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Disclosure Text Block [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The gains (losses) in accumulated other comprehensive (loss) by component, net of tax, for the years ended September 30, 2019 , 2018 and 2017 are as follows: Foreign currency Pension Cash flow Hedges Balance at September 30, 2016 $ (887 ) $ (9,926 ) $ 142 Other comprehensive income (loss) before reclassifications 148 4,553 (70 ) Amounts (loss) reclassified from accumulated other comprehensive loss into earnings — — 51 Balance at September 30, 2017 $ (739 ) $ (5,373 ) $ 123 Other comprehensive (loss) income before reclassifications (3,473 ) 167 (118 ) Amounts (loss) reclassified from accumulated other comprehensive loss into earnings — 299 97 Balance at September 30, 2018 (4,212 ) (4,907 ) 102 Other comprehensive income (loss) before reclassifications 1,507 (5,939 ) (424 ) Amounts (loss) reclassified from accumulated other comprehensive loss into earnings — 371 498 Balance at September 30, 2019 $ (2,705 ) $ (10,475 ) $ 176 The components of accumulated other comprehensive (loss) were: September 30, 2019 September 30, 2018 Foreign currency translation loss $ (2,705 ) $ (4,212 ) Pension benefit plans, net of tax benefit of $776 and $700 (10,475 ) (4,907 ) Unrealized derivative gain on cash flow hedges, net of tax expense of $135 and $289 176 102 Total accumulated other comprehensive loss $ (13,004 ) $ (9,017 ) |
Concentration of Credit Risk (T
Concentration of Credit Risk (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Risks and Uncertainties [Abstract] | |
Schedule of Revenue from External Customers by Geographic Areas | Information regarding revenues disaggregated by geographic area is as follows: Year Ended September 30, 2019 United States $ 1,147,649 Europe 102,998 Asia 90,273 Canada 80,083 Australia 23,438 Total $ 1,444,441 The following tables set forth external net revenue, net of intercompany eliminations, and net asset information by region: Year Ended September 30, 2019 2018 2017 Sales to external customers United States $ 1,147,649 $ 1,067,636 $ 1,033,404 Rest of World 296,792 271,905 214,020 Total $ 1,444,441 $ 1,339,541 $ 1,247,424 |
Schedule of Long-lived Assets by Geographic Areas | September 30, 2019 September 30, 2018 Net Assets United States $ 324,887 $ 332,624 Rest of World 40,935 29,392 365,822 362,016 Long Lived Assets United States 304,088 286,193 Rest of World 29,496 33,830 $ 333,584 $ 320,023 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Aggregate Future Minimum Rental Payments for Operating Leases | Future minimum aggregate rental payments under non-cancelable operating leases are as follows: Year Ended September 30, 2020 $ 15,994 2021 12,714 2022 8,554 2023 6,147 2024 4,073 Thereafter 8,765 Total $ 56,247 |
Schedule of Capital Leased Assets | The gross and net carrying values of the equipment under capital leases as of September 30, 2019 and 2018 was as follows: September 30, 2019 September 30, 2018 Gross carrying amount $ 69,760 $ 52,314 Net carrying amount 36,337 31,116 |
Schedule of Future Minimum Lease Payments for Capital Leases | The following is a schedule showing the future minimum lease payments under capital leases by years and the present value of the minimum lease payments as of September 30, 2019 . Year Ended September 30, 2020 $ 13,663 2021 10,328 2022 7,628 2023 5,033 2024 2,987 Thereafter 1,957 Total 41,596 Less amount representing interest (at rates ranging from 1.71% to 9.71%) 5,451 Present value of net minimum capital lease payments 36,145 Less current installments of obligations under capital leases 17,859 Obligations under capital leases, excluding current installments $ 18,286 |
Schedule of Future Minimum Lease Payments Receivable under Operating Leases | As of September 30, 2019 , future minimum lease payments receivable under operating leases are as follows: Year Ended September 30, 2020 $ 5,986 2021 5,044 2022 5,072 2023 4,090 2024 3,967 Thereafter 55,737 Future minimum lease payments $ 79,896 |
Accrued Expenses and Other Li_2
Accrued Expenses and Other Liabilities (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued expenses and other liabilities consisted of the following: September 30, 2019 September 30, 2018 Salaries, wages and other benefits $ 35,206 $ 34,688 Obligation under capital leases 17,859 12,236 Third party commissions 11,394 5,097 Taxes, other than income 5,215 11,561 Insurance liabilities 4,895 5,005 Provisions for litigation 1,533 1,137 Severance payments 655 710 Earn-outs related to acquisitions 611 770 Other 24,471 26,468 $ 101,839 $ 97,672 |
Business Segments (Tables)
Business Segments (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information, by segment | Year Ended September 30, 2019 2018 2017 Total sales Integrated Solutions and Services $ 919,985 $ 844,851 $ 753,858 Applied Product Technologies 631,332 579,291 567,820 Total sales 1,551,317 1,424,142 1,321,678 Intersegment sales Integrated Solutions and Services 9,151 9,217 8,524 Applied Product Technologies 97,725 75,384 65,730 Total intersegment sales 106,876 84,601 74,254 Sales to external customers Integrated Solutions and Services 910,834 835,634 745,334 Applied Product Technologies 533,607 503,907 502,090 Total sales 1,444,441 1,339,541 1,247,424 Earnings before interest, taxes, depreciation and amortization (EBITDA) Integrated Solutions and Services 205,810 186,824 168,182 Applied Product Technologies 87,052 88,682 100,634 Corporate (134,954 ) (122,800 ) (121,726 ) Total EBITDA 157,908 152,706 147,090 Depreciation and amortization Integrated Solutions and Services 57,217 48,781 43,583 Applied Product Technologies 17,675 16,734 16,007 Corporate 23,344 20,345 18,296 Total depreciation and amortization 98,236 85,860 77,886 Income (loss) from operations Integrated Solutions and Services 148,593 138,043 124,599 Applied Product Technologies 69,377 71,948 84,627 Corporate (158,298 ) (143,145 ) (140,022 ) Total income from operations 59,672 66,846 69,204 Interest expense (58,556 ) (57,580 ) (55,377 ) Income before income taxes 1,116 9,266 13,827 Income tax expense (9,587 ) (1,382 ) (7,417 ) Net (loss) income $ (8,471 ) $ 7,884 $ 6,410 Capital expenditures Integrated Solutions and Services 73,656 $ 58,464 $ 45,611 Applied Product Technologies 7,589 11,501 5,282 Corporate 7,624 10,748 6,882 Total Capital expenditures $ 88,869 $ 80,713 $ 57,775 September 30, 2019 September 30, 2018 Assets Integrated Solutions and Services $ 762,707 $ 711,622 Applied Product Technologies 657,879 677,993 Corporate 317,262 274,002 Total assets 1,737,848 1,663,617 Goodwill Integrated Solutions and Services 222,013 224,370 Applied Product Technologies 170,877 186,976 Total goodwill $ 392,890 $ 411,346 |
Earnings per share (Tables)
Earnings per share (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of earnings per share, basic and diluted | The following table sets forth the computation of basic and diluted income from continuing operations per common share: Year Ended September 30, (In thousands, except per share data) 2019 2018 2017 Numerator: Net (loss) income attributable to Evoqua Water Technologies Corp. $ (9,523 ) $ 6,135 $ 2,163 Denominator: Denominator for basic net income per common share—weighted average shares 114,703 113,944 104,964 Effect of dilutive securities: Share‑based compensation — 6,221 4,724 Denominator for diluted net loss per common share—adjusted weighted average shares 114,703 120,165 109,688 Basic (loss) income per common share $ (0.08 ) $ 0.05 $ 0.02 Diluted (loss) income per common share $ (0.08 ) $ 0.05 $ 0.02 |
Quarterly Financial Data (Table
Quarterly Financial Data (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | Quarterly Financial Data (Unaudited, in thousands, except per share data) Three months ended December 31, March 31, June 30, September 30, Revenue from product sales and services $ 323,002 $ 348,628 $ 360,343 $ 412,468 Gross profit 88,730 95,611 111,294 130,327 Interest expense (14,443 ) (14,474 ) (14,842 ) (14,797 ) Income tax benefit (expense) 4,514 4,579 (7,959 ) (10,721 ) Net (loss) income (16,288 ) 1,573 4,290 1,954 Net (loss) income attributable to Evoqua Water Technologies, Corp (16,730 ) 1,384 4,135 1,688 Basis (loss) earnings per common share $ (0.15 ) $ 0.01 $ 0.04 $ 0.01 Diluted (loss) earnings per common share $ (0.15 ) $ 0.01 $ 0.03 $ 0.01 Three months ended December 31, March 31, June 30, September 30, Revenue from product sales and services $ 297,051 $ 333,690 $ 342,475 $ 366,326 Gross profit 88,379 107,997 102,007 106,350 Interest expense (17,243 ) (10,810 ) (12,370 ) (17,157 ) Income tax benefit (expense) 4,410 (2,018 ) (1,433 ) (2,342 ) Net (loss) income (3,005 ) 12,980 1,035 (3,128 ) Net (loss) income attributable to Evoqua Water Technologies, Corp (3,713 ) 12,503 793 (3,450 ) Basis (loss) earnings per common share $ (0.03 ) $ 0.11 $ 0.01 $ (0.03 ) Diluted (loss) earnings per common share $ (0.03 ) $ 0.10 $ 0.01 $ (0.03 ) |
SCHEDULE I - Evoqua Water Tec_2
SCHEDULE I - Evoqua Water Technologies Corp. (Tables) | 12 Months Ended |
Sep. 30, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Condensed Balance Sheet | Condensed Consolidated Balance Sheets (In thousands) September 30, 2019 September 30, 2018 ASSETS Current assets $ 335 $ 129 Cash and cash equivalents 121 76 Prepaid and other current assets 214 53 Investment in affiliate 385,175 376,555 Total assets $ 385,510 $ 376,684 LIABILITIES AND EQUITY Due to affiliates 9,747 8,812 Total liabilities 9,747 8,812 Common stock, par value $0.01: authorized 1,000,000 shares; issued 116,008 shares, outstanding 114,344 at September 30, 2019; issued 115,016, outstanding 113,929 shares at September 30, 2018 1,154 1,145 Treasury stock: 1,664 shares at September 30, 2019 and 1,087 shares at September 30, 2018 (2,837 ) (2,837 ) Additional paid‑in capital 552,422 533,435 Retained deficit (174,976 ) (163,871 ) Total shareholders’ equity 375,763 367,872 Total liabilities and shareholder’s equity $ 385,510 $ 376,684 |
Condensed Income Statement | Condensed Statements of Operations (In thousands) Year Ended September 30, 2019 2018 2017 Other operating income $ 73 $ 78 $ 29 General and administrative expense (303 ) (2,142 ) — Net (loss) income of subsidiaries (9,293 ) 8,199 2,134 (Loss) income before taxes (9,523 ) 6,135 2,163 Benefit for income taxes — — — Net (loss) income $ (9,523 ) $ 6,135 $ 2,163 |
Condensed Cash Flow Statement | Condensed Statements of Changes in Cash Flows (Parent company only) (In thousands) Year Ended September 30, 2019 2018 2017 Operating activities Net income $ (9,523 ) $ 6,135 $ 2,163 Adjustments to reconcile net income to net cash used in operating activities Net income of subsidiaries 9,293 (8,199 ) (2,134 ) Changes in assets and liabilities Due to affiliates 1,343 8,812 — Accrued expenses — (61 ) 61 Prepaids and other current assets (161 ) — 256 New cash provided by operating activities 952 6,687 346 Investing activities Contributed capital — (140,999 ) — Net cash used in investing activities — (140,999 ) — Financing activities Proceeds from issuance of common stock 363 137,605 5,521 Stock repurchases — (230 ) (1,474 ) Taxes paid related to net share settlements of share-based compensation awards (1,270 ) (8,807 ) — Net cash provided by financing activities (907 ) 128,568 4,047 Change in cash and cash equivalents 45 (5,744 ) 4,393 Cash and cash equivalents Beginning of period 76 5,820 1,427 End of period $ 121 $ 76 $ 5,820 |
Description of the Company an_3
Description of the Company and Basis of Presentation (Details) $ / shares in Units, shares in Thousands, $ in Thousands | Oct. 29, 2018segment | Mar. 21, 2018shares | Mar. 19, 2018shares | Nov. 07, 2017shares | Nov. 06, 2017$ / sharesshares | Jan. 16, 2014USD ($) | Sep. 30, 2019segment$ / shares | Sep. 30, 2018USD ($)$ / shares | Sep. 30, 2019segment$ / shares | Sep. 30, 2018USD ($)$ / shares |
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Common stock, par value (in USD per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||
Repayments of debt | $ | $ 104,936 | |||||||||
Number of reportable segments | segment | 3 | 2 | 2 | |||||||
IPO [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Number of shares issued in transaction | 27,777 | |||||||||
Common stock, par value (in USD per share) | $ / shares | $ 0.01 | |||||||||
Proceeds from issuance of common stock | $ | $ 137,605 | |||||||||
Initial Public Offering - Shares from Existing Shareholders [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Number of shares issued in transaction | 2,625 | 17,500 | 8,333 | |||||||
Initial Public Offering - Shares from The Company [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Number of shares issued in transaction | 19,444 | |||||||||
Over-Allotment Option [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Number of shares issued in transaction | 4,167 | |||||||||
EWT Holdings II Corp and EWT Holdings III Corp [Member] | ||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||
Stock purchase price, net of cash received | $ | $ 730,577 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | Nov. 28, 2018 | Jul. 31, 2018 | Dec. 31, 2017 | Nov. 30, 2017 | Aug. 31, 2017 | Oct. 31, 2016 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2016 | Oct. 01, 2018 | Jul. 26, 2018 | Dec. 20, 2017 | Oct. 28, 2016 |
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Debt instrument, fee amount | $ 1,346 | |||||||||||||
Amortization of debt issuance costs and discounts | $ 1,991 | $ 2,498 | $ 4,607 | |||||||||||
Write off of deferred debt issuance cost | $ 2,581 | $ 1,150 | $ 1,844 | $ 1,829 | $ 2,075 | 0 | 5,575 | $ 3,094 | ||||||
Prepayment of debt | $ 100,000 | |||||||||||||
Foreign currency losses (gains) on intracompany loans | 12,599 | 7,018 | (7,111) | |||||||||||
Research and development costs | $ 15,300 | 15,877 | $ 19,990 | |||||||||||
Minimum [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Finite-lived intangible asset, useful life | 1 year | |||||||||||||
Maximum [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Finite-lived intangible asset, useful life | 26 years | |||||||||||||
Machinery and equipment | Minimum [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Property, plant and equipment, useful life | 3 years | |||||||||||||
Machinery and equipment | Maximum [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Property, plant and equipment, useful life | 20 years | |||||||||||||
Building and Building Improvements | Minimum [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Property, plant and equipment, useful life | 10 years | |||||||||||||
Building and Building Improvements | Maximum [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Property, plant and equipment, useful life | 40 years | |||||||||||||
Tack-On Financing Completed October 28, 2016 [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Debt instrument, fee amount | $ 481 | |||||||||||||
December Refinancing [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Debt instrument, fee amount | 2,131 | |||||||||||||
First Lien Term Loan, due December 20, 2024 | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Debt instrument, fee amount | $ 1,188 | |||||||||||||
Term Loan [Member] | First Lien Term Loan, due December 20, 2024 | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Line of credit facility, remaining borrowing capacity | $ 150,000 | |||||||||||||
Revolving Credit Facility | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Line of credit facility, remaining borrowing capacity | $ 125,000 | $ 125,000 | $ 125,000 | |||||||||||
Interest Rate Cap [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
Derivative, Cost of Hedge Net of Cash Received | $ 2,235 | |||||||||||||
Derivative, Term of Contract | 3 years | |||||||||||||
Amortization | 621 | |||||||||||||
Accounting Standards Update 2014-09 [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | $ (1,582) | |||||||||||||
Accounting Standards Update 2016-02 [Member] | Minimum [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | 38,000 | |||||||||||||
Accounting Standards Update 2016-02 [Member] | Maximum [Member] | ||||||||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||||||||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | $ 42,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Treated Water Outsourcing) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Subsidiary or Equity Method Investee [Line Items] | |||
Current assets (includes cash of $3,903 and $3,304) | $ 637,293 | $ 565,560 | |
Property, plant and equipment | 333,584 | 320,023 | |
Goodwill | 392,890 | 411,346 | $ 321,913 |
Other non-current assets | 25,715 | 23,842 | |
Total liabilities | (1,372,026) | (1,301,601) | |
Total revenues | 1,444,441 | 1,339,541 | 1,247,424 |
Total operating expenses | (371,249) | (345,702) | (332,048) |
Income before interest expense and income taxes | 59,672 | 66,846 | 69,204 |
Treated Water Outsourcing [Member] | |||
Subsidiary or Equity Method Investee [Line Items] | |||
Current assets (includes cash of $3,903 and $3,304) | 6,324 | 5,486 | |
Cash | 3,903 | 3,304 | |
Property, plant and equipment | 2,186 | 4,441 | |
Goodwill | 2,206 | 2,206 | |
Other non-current assets | 3 | 3 | |
Total liabilities | (2,388) | (3,608) | |
Total revenues | 10,633 | 15,526 | 22,039 |
Total operating expenses | (8,732) | (12,996) | (14,835) |
Income before interest expense and income taxes | $ 1,901 | $ 2,530 | $ 7,204 |
Acquisitions and Divestitures_2
Acquisitions and Divestitures (Narrative) (Details) £ in Thousands, $ in Thousands, $ in Thousands | May 25, 2019GBP (£) | May 25, 2019USD ($) | Aug. 31, 2018CAD ($) | Aug. 31, 2018USD ($) | Jul. 26, 2018USD ($) | Mar. 09, 2018USD ($) | Jan. 31, 2018USD ($) | Sep. 30, 2019USD ($)country | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Aug. 31, 2018USD ($) |
Business Acquisition [Line Items] | |||||||||||
Revenue | $ 1,444,441 | $ 1,339,541 | $ 1,247,424 | ||||||||
Earnings before interest, taxes, depreciation and amortization (EBITDA) | 59,672 | 66,846 | 69,204 | ||||||||
Proceeds from sale of business | $ 0 | 430 | $ 0 | ||||||||
Number of countries in which entity operates | country | 10 | ||||||||||
ATG UV [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Payments to acquire businesses, gross | £ 5,500 | $ 6,931 | |||||||||
Transaction costs | $ 193 | ||||||||||
IsH20Top Group | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business combination, consideration transferred | $ 3,651 | $ 2,804 | |||||||||
Payments to acquire businesses, gross | $ 3,171 | $ 2,435 | |||||||||
Earn Out Payment, Period | 1 year | 1 year | |||||||||
Proceeds from Previous Acquisition | $ 226 | $ 175 | |||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 480 | $ 369 | |||||||||
IsH20Top Group | General and administrative expense | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Transaction costs | $ 188 | ||||||||||
ProAct | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Payments to acquire businesses, gross | $ 133,772 | ||||||||||
Revenue | 8,042 | ||||||||||
Earnings before interest, taxes, depreciation and amortization (EBITDA) | $ 590 | ||||||||||
ProAct | General and administrative expense | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Transaction costs | $ 1,067 | ||||||||||
Pacific Ozone | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business combination, consideration transferred | $ 2,000 | ||||||||||
Payments to acquire businesses, gross | 6,557 | ||||||||||
Consideration transferred, liabilities incurred | $ 8,557 | ||||||||||
Earn Out Payment, Period | 3 years | ||||||||||
Proceeds from Previous Acquisition | $ 934 | ||||||||||
Pacific Ozone | General and administrative expense | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Transaction costs | $ 191 | ||||||||||
Pure Water | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business combination, consideration transferred | $ 993 | ||||||||||
Payments to acquire businesses, gross | 3,706 | ||||||||||
Consideration transferred, liabilities incurred | 4,699 | ||||||||||
Proceeds from Previous Acquisition | 461 | ||||||||||
Pure Water | General and administrative expense | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Transaction costs | $ 132 | ||||||||||
Memcor [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Transaction costs | $ 2,795 |
Acquisitions and Divestitures_3
Acquisitions and Divestitures (Balance Sheet for Acquisitions 2019) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | May 25, 2019 | Sep. 30, 2018 | Sep. 30, 2017 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 392,890 | $ 411,346 | $ 321,913 | |
ATG UV [Member] | ||||
Business Acquisition [Line Items] | ||||
Current Assets | $ 6,296 | |||
Property, plant and equipment | 362 | |||
Goodwill | 1,738 | |||
Intangible assets | 2,277 | |||
Total asset acquired | 10,673 | |||
Total liabilities assumed | (3,742) | |||
Net assets acquired | $ 6,931 |
Acquisitions and Divestitures_4
Acquisitions and Divestitures (Assets held for sale) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Current assets held for sale | $ 37,256 | $ 0 |
Non-current assets held for sale | 30,809 | 0 |
Current liabilities held for sale | 14,208 | 0 |
Non-current liabilities held for sale | 3,665 | $ 0 |
Memcor [Member] | Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Cash and cash equivalents | 7,291 | |
Receivables, net | 9,603 | |
Inventories, net | 6,456 | |
Contract assets | 13,025 | |
Prepaid and other current assets | 881 | |
Current assets held for sale | 37,256 | |
Property, plant and equipment, net | 14,827 | |
Goodwill | 14,911 | |
Intangible assets, net | 1,024 | |
Other non-current assets | 47 | |
Non-current assets held for sale | 30,809 | |
Total assets held for sale | 68,065 | |
Accounts payable | 5,646 | |
Contract liabilities | 1,302 | |
Product warranties | 3,264 | |
Accrued expenses and other liabilities | 3,996 | |
Current liabilities held for sale | 14,208 | |
Product warranties | 1,594 | |
Other non-current liabilities | 2,071 | |
Non-current liabilities held for sale | 3,665 | |
Total liabilities held for sale | $ 17,873 |
Acquisitions and Divestitures_5
Acquisitions and Divestitures (Unaudited Pro Forma Financial Information) (Details) - ProAct - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||
Total revenues | $ 1,385,159 | $ 1,294,167 |
Net loss attributable to Evoqua Water | $ 2,116 | $ 1,527 |
Acquisitions and Divestitures_6
Acquisitions and Divestitures (Balance Sheet for Acquisitions 2018) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 |
Business Acquisition [Line Items] | |||
Goodwill | $ 392,890 | $ 411,346 | $ 321,913 |
Isotope | |||
Business Acquisition [Line Items] | |||
Current Assets | 627 | ||
Property, plant and equipment | 0 | ||
Goodwill | 1,266 | ||
Intangible assets | 933 | ||
Other non-current assets | 0 | ||
Total asset acquired | 2,826 | ||
Total liabilities assumed | (216) | ||
Net assets acquired | 2,610 | ||
ProAct | |||
Business Acquisition [Line Items] | |||
Current Assets | 11,513 | ||
Property, plant and equipment | 26,272 | ||
Goodwill | 84,308 | ||
Intangible assets | 27,464 | ||
Other non-current assets | 0 | ||
Total asset acquired | 149,557 | ||
Total liabilities assumed | (15,785) | ||
Net assets acquired | 133,772 | ||
Pacific Ozone | |||
Business Acquisition [Line Items] | |||
Current Assets | 1,822 | ||
Property, plant and equipment | 151 | ||
Goodwill | 4,337 | ||
Intangible assets | 2,678 | ||
Other non-current assets | 135 | ||
Total asset acquired | 9,123 | ||
Total liabilities assumed | (1,632) | ||
Net assets acquired | 7,491 | ||
Pure Water | |||
Business Acquisition [Line Items] | |||
Current Assets | 295 | ||
Property, plant and equipment | 156 | ||
Goodwill | 2,506 | ||
Intangible assets | 1,488 | ||
Other non-current assets | 0 | ||
Total asset acquired | 4,445 | ||
Total liabilities assumed | (278) | ||
Net assets acquired | 4,167 | ||
2018 Acquisitions | |||
Business Acquisition [Line Items] | |||
Current Assets | 14,257 | ||
Property, plant and equipment | 26,579 | ||
Goodwill | 92,417 | ||
Intangible assets | 32,563 | ||
Other non-current assets | 135 | ||
Total asset acquired | 165,951 | ||
Total liabilities assumed | (17,911) | ||
Net assets acquired | $ 148,040 |
Acquisitions and Divestitures_7
Acquisitions and Divestitures (2018 Divestures) (Details) € in Thousands, $ in Thousands | Apr. 09, 2018EUR (€) | Apr. 09, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from sale of business | $ 0 | $ 430 | $ 0 | ||
Evoqua Water Technologies S.r.l. [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from sale of business | € 350 | $ 430 |
Revenue (Details)
Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | Oct. 01, 2018 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Revenue, Remaining Performance Obligation, Amount | $ 179,341 | $ 179,341 | ||||||||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months | 12 months | ||||||||||
Contract assets | $ 73,467 | $ 69,147 | $ 73,467 | $ 69,147 | ||||||||
Work in progress | 14,741 | 19,461 | 14,741 | 19,461 | ||||||||
Sales to external customers | 412,468 | $ 360,343 | $ 348,628 | $ 323,002 | 366,326 | $ 342,475 | $ 333,690 | $ 297,051 | 1,444,441 | 1,339,541 | $ 1,247,424 | |
Operating Leases, Income Statement, Lease Revenue | 135,138 | |||||||||||
Revenues, Completed Contract Method | 19,815 | |||||||||||
Cost of Revenue | 1,018,479 | 934,808 | $ 847,673 | |||||||||
Inventories, net | 137,164 | $ 134,988 | 137,164 | $ 134,988 | ||||||||
Revenues, Percentage of Completion Method | 326,035 | |||||||||||
Accounting Standards Update 2014-09 [Member] | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | $ (1,582) | |||||||||||
Contract assets | (6,106) | |||||||||||
Work in progress | 6,194 | |||||||||||
Contract liabilities | $ 1,773 | |||||||||||
Sales to external customers | 1,309,303 | |||||||||||
Transferred over Time [Member] | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Sales to external customers | 563,386 | |||||||||||
Transferred over Time [Member] | Accounting Standards Update 2014-09 [Member] | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Contract assets | 644 | 644 | ||||||||||
Sales to external customers | 2,066 | |||||||||||
Cost of Revenue | 1,508 | |||||||||||
Inventories, net | 135 | 135 | ||||||||||
Change from POC to CCM [Member] | Transferred over Time [Member] | Accounting Standards Update 2014-09 [Member] | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Sales to external customers | $ 1,068 | |||||||||||
Minimum [Member] | Transferred at Point in Time [Member] | ||||||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||||||||
Sales to external customers | $ 100 |
Revenue (Disaggregation of Reve
Revenue (Disaggregation of Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Operating Leases, Income Statement, Lease Revenue | $ 135,138 | ||||||||||
Sales to external customers | $ 412,468 | $ 360,343 | $ 348,628 | $ 323,002 | $ 366,326 | $ 342,475 | $ 333,690 | $ 297,051 | 1,444,441 | $ 1,339,541 | $ 1,247,424 |
Transferred over Time [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | 563,386 | ||||||||||
United States | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | 1,147,649 | ||||||||||
Europe [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | 102,998 | ||||||||||
Asia [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | 90,273 | ||||||||||
CANADA | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | 80,083 | ||||||||||
AUSTRALIA | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | 23,438 | ||||||||||
Manufactured Product, Other [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | 287,775 | ||||||||||
Service | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | 593,280 | $ 537,239 | $ 529,326 | ||||||||
Applied Product Technologies | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | 533,607 | ||||||||||
Applied Product Technologies | Transferred over Time [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | 344,097 | ||||||||||
Applied Product Technologies | Manufactured Product, Other [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | 165,056 | ||||||||||
Applied Product Technologies | Service | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | 24,454 | ||||||||||
Integrated Solutions and Services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | 910,834 | ||||||||||
Integrated Solutions and Services | Transferred over Time [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | 219,289 | ||||||||||
Integrated Solutions and Services | Manufactured Product, Other [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | 122,719 | ||||||||||
Integrated Solutions and Services | Service | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Sales to external customers | $ 568,826 |
Revenue (Contract Assets and Li
Revenue (Contract Assets and Liabilities) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | ||
Contract liabilities | $ 39,051 | $ 17,652 |
Contract assets | 73,467 | $ 69,147 |
Cumulative effect of adoption of new accounting standards | 1,773 | |
Recognized in current period | 319,722 | |
Amounts in beginning balance reclassified to revenue | (20,754) | |
Current period amounts reclassified to revenue | (276,002) | |
Foreign currency | (2,038) | |
Reclassified to liabilities held for sale | (1,302) | |
Cumulative effect of adoption of new accounting standards | (6,106) | |
Recognized in current period | 325,289 | |
Reclassified to accounts receivable | (302,055) | |
Foreign currency | 217 | |
Reclassified to assets held for sale | $ (13,025) |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 |
Fair Value, Inputs, Level 1 [Member] | |||
Deferred compensation plan assets | |||
Trust Assets | $ 16 | $ 648 | |
Fair Value, Inputs, Level 2 [Member] | |||
Deferred compensation plan assets | |||
Insurance | 18,684 | 18,448 | |
Interest Rate Derivative Assets, at Fair Value | 19 | ||
Foreign Currency Contract, Asset, Fair Value Disclosure | 278 | 345 | |
Liabilities: | |||
Pension plan | (42,948) | (35,541) | |
Deferred compensation plan liabilities | (21,318) | (21,834) | |
Long‑term debt | (979,357) | (957,441) | |
Foreign Currency Contracts, Liability, Fair Value Disclosure | 154 | 67 | |
Fair Value, Inputs, Level 3 [Member] | |||
Liabilities: | |||
Earn-outs related to acquisitions | (1,545) | (1,916) | $ (5,995) |
Cash | Fair Value, Inputs, Level 1 [Member] | |||
Assets: | |||
Fair value of plan assets | 14,607 | 15,821 | |
US Government Agencies Debt Securities [Member] | |||
Assets: | |||
Plan assets at net asset value | 4,703 | 3,161 | |
Liability Driven Investment [Member] | |||
Assets: | |||
Plan assets at net asset value | 3,261 | 2,598 | |
Guernsey Unit Trust [Member] | |||
Assets: | |||
Plan assets at net asset value | 997 | 965 | |
Global Absolute Return [Member] | |||
Assets: | |||
Plan assets at net asset value | $ 1,957 | $ 2,038 |
Fair Value Measurements (Rollfo
Fair Value Measurements (Rollforward of acquisition earnouts) (Details) - Fair Value, Recurring [Member] - Fair Value, Inputs, Level 3 [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at the beginning of the period | $ 1,916 | $ 5,995 |
Acquisitions | 1,568 | |
Payments | (1,650) | (8,111) |
Reclassifications | 0 | 0 |
Fair value increase | 1,283 | 2,619 |
Foreign currency | (4) | (155) |
Balance at the end of the period | 1,545 | 1,916 |
Other Current Liabilities [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at the beginning of the period | 770 | 4,304 |
Acquisitions | 634 | |
Payments | (1,650) | (8,111) |
Reclassifications | 212 | 1,479 |
Fair value increase | 1,283 | 2,619 |
Foreign currency | (4) | (155) |
Balance at the end of the period | 611 | 770 |
Other Noncurrent Liabilities [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at the beginning of the period | 1,146 | 1,691 |
Acquisitions | 934 | |
Payments | 0 | 0 |
Reclassifications | (212) | (1,479) |
Fair value increase | 0 | 0 |
Foreign currency | 0 | 0 |
Balance at the end of the period | $ 934 | $ 1,146 |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Receivables [Abstract] | ||
Accounts Receivable | $ 262,491 | $ 258,955 |
Allowance for Doubtful Accounts | (4,906) | (4,199) |
Receivables, net | $ 257,585 | $ 254,756 |
Accounts Receivable - Movement
Accounts Receivable - Movement in the allowance for doubtful accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Balance at beginning of period | $ (4,199) | $ (3,494) | $ (4,784) |
Charged to costs and expenses | (788) | (1,832) | (1,206) |
Write-offs | 39 | 1,387 | 2,481 |
Foreign currency and other | 42 | (260) | 15 |
Balance at end of period | $ (4,906) | $ (4,199) | $ (3,494) |
Inventories (Schedule of Major
Inventories (Schedule of Major Classes of Inventory) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Inventory Disclosure [Abstract] | ||
Raw materials and supplies | $ 75,223 | $ 69,176 |
Work in progress | 14,741 | 19,461 |
Finished goods and products held for resale | 58,223 | 53,786 |
Costs of unbilled projects | 2,347 | 1,878 |
Reserves for excess and obsolete | (13,370) | (9,313) |
Inventory, Net | $ 137,164 | $ 134,988 |
Inventories (Activity in Reserv
Inventories (Activity in Reserves for Excess and Obsolete Inventory) (Details) - SEC Schedule, 12-09, Reserve, Inventory [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Valuation allowance beginning of period | $ (9,313) | $ (10,599) | $ (10,141) |
Additions charged to expense | (5,754) | (419) | (1,004) |
Write-offs | 1,541 | 104 | 947 |
Foreign currency and other | 156 | 1,601 | (401) |
Valuation allowance end of period | $ (13,370) | $ (9,313) | $ (10,599) |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 593,688 | $ 536,881 |
Less: accumulated depreciation | (260,104) | (216,858) |
Property, plant and equipment, net | 333,584 | 320,023 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 488,924 | 399,619 |
Land and buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 64,165 | 76,459 |
Construction in process | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 40,599 | $ 60,803 |
Property, Plant, and Equipmen_3
Property, Plant, and Equipment (Secured Financings) (Details) - Equipment Financings [Member] $ in Thousands | Sep. 30, 2019USD ($) |
Property, plant and equipment gross [Member] | |
Debt Instrument [Line Items] | |
Pledged Assets, Not Separately Reported, Other | $ 50,819 |
Property, plant and equipment net [Member] | |
Debt Instrument [Line Items] | |
Pledged Assets, Not Separately Reported, Other | 44,693 |
Machinery and equipment | Property, plant and equipment gross [Member] | |
Debt Instrument [Line Items] | |
Pledged Assets, Not Separately Reported, Other | 48,288 |
Machinery and equipment | Property, plant and equipment net [Member] | |
Debt Instrument [Line Items] | |
Pledged Assets, Not Separately Reported, Other | 42,162 |
Construction in process | Property, plant and equipment gross [Member] | |
Debt Instrument [Line Items] | |
Pledged Assets, Not Separately Reported, Other | 2,531 |
Construction in process | Property, plant and equipment net [Member] | |
Debt Instrument [Line Items] | |
Pledged Assets, Not Separately Reported, Other | $ 2,531 |
Property, Plant, and Equipmen_4
Property, Plant, and Equipment (Depreciation and maintenance and repairs expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 66,031 | $ 59,017 | $ 53,327 |
Maintenance and repair expense | $ 23,861 | $ 23,343 | $ 21,392 |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill deductible for tax purposes | $ 151,880 | $ 147,861 |
Goodwill (Schedule) (Details)
Goodwill (Schedule) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning of the period | $ 411,346 | $ 321,913 |
Business combinations | 1,738 | 92,272 |
Measurement period adjustment | (1,874) | (715) |
Goodwill reclassified to assets held for sale | (14,911) | |
Foreign currency translation | (3,409) | (2,124) |
Goodwill, end of the period | 392,890 | 411,346 |
Integrated Solutions and Services | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning of the period | 138,181 | |
Business combinations | 88,080 | |
Measurement period adjustment | (404) | |
Foreign currency translation | (1,487) | |
Applied Product Technologies | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning of the period | 183,732 | |
Business combinations | 4,192 | |
Measurement period adjustment | (311) | |
Foreign currency translation | (637) | |
Operating Segments [Member] | Integrated Solutions and Services | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning of the period | 224,370 | |
Business combinations | 0 | |
Measurement period adjustment | (1,937) | |
Goodwill reclassified to assets held for sale | 0 | |
Foreign currency translation | (420) | |
Goodwill, end of the period | 222,013 | 224,370 |
Operating Segments [Member] | Applied Product Technologies | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning of the period | 186,976 | |
Business combinations | 1,738 | |
Measurement period adjustment | 63 | |
Goodwill reclassified to assets held for sale | (14,911) | |
Foreign currency translation | (2,989) | |
Goodwill, end of the period | $ 170,877 | $ 186,976 |
Other Intangible Assets (Detail
Other Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||
Acquired finite-lived intangible assets, weighted average useful life | 8 years | |
Carrying amount, finite-lived intangible assets | $ 472,266 | $ 467,455 |
Accumulated Amortization | (191,706) | (161,254) |
Total | 280,560 | 306,201 |
Indefinite‑lived intangible assets | 34,207 | 34,207 |
Carrying amount, intangible assets | 506,473 | 501,662 |
Intangible assets, net | $ 314,767 | 340,408 |
Customer related | ||
Finite-Lived Intangible Assets [Line Items] | ||
Acquired finite-lived intangible assets, weighted average useful life | 11 years | |
Carrying amount, finite-lived intangible assets | $ 290,407 | 292,115 |
Accumulated Amortization | (64,548) | (47,348) |
Total | $ 225,859 | 244,767 |
Proprietary technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Acquired finite-lived intangible assets, weighted average useful life | 5 years | |
Carrying amount, finite-lived intangible assets | $ 50,725 | 49,315 |
Accumulated Amortization | (24,187) | (19,685) |
Total | $ 26,538 | $ 29,630 |
Finite-lived intangible asset, useful life | 10 years | 10 years |
Trademark | ||
Finite-Lived Intangible Assets [Line Items] | ||
Acquired finite-lived intangible assets, weighted average useful life | 7 years | |
Carrying amount, finite-lived intangible assets | $ 26,432 | $ 26,535 |
Accumulated Amortization | (6,245) | (3,563) |
Total | 20,187 | 22,972 |
Backlog | ||
Finite-Lived Intangible Assets [Line Items] | ||
Carrying amount, finite-lived intangible assets | 81,834 | 82,315 |
Accumulated Amortization | (81,834) | (81,764) |
Total | $ 0 | $ 551 |
Finite-lived intangible asset, useful life | 1 year | 1 year |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Acquired finite-lived intangible assets, weighted average useful life | 2 years | |
Carrying amount, finite-lived intangible assets | $ 22,868 | $ 17,175 |
Accumulated Amortization | (14,892) | (8,894) |
Total | $ 7,976 | $ 8,281 |
Finite-lived intangible asset, useful life | 3 years | 4 years |
Minimum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset, useful life | 1 year | |
Minimum [Member] | Customer related | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset, useful life | 5 years | 5 years |
Minimum [Member] | Trademark | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset, useful life | 10 years | 10 years |
Maximum [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset, useful life | 26 years | |
Maximum [Member] | Customer related | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset, useful life | 26 years | 26 years |
Maximum [Member] | Trademark | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible asset, useful life | 15 years | 15 years |
Other Intangible Assets (Remain
Other Intangible Assets (Remaining weighted-average amortization period) (Details) | 12 Months Ended |
Sep. 30, 2019 | |
Finite-Lived Intangible Assets [Line Items] | |
Acquired finite-lived intangible assets, weighted average useful life | 8 years |
Customer related | |
Finite-Lived Intangible Assets [Line Items] | |
Acquired finite-lived intangible assets, weighted average useful life | 11 years |
Proprietary technology | |
Finite-Lived Intangible Assets [Line Items] | |
Acquired finite-lived intangible assets, weighted average useful life | 5 years |
Trademark | |
Finite-Lived Intangible Assets [Line Items] | |
Acquired finite-lived intangible assets, weighted average useful life | 7 years |
Other | |
Finite-Lived Intangible Assets [Line Items] | |
Acquired finite-lived intangible assets, weighted average useful life | 2 years |
Other Intangible Assets (Estima
Other Intangible Assets (Estimated future amortization expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization of Intangible Assets | $ 32,205 | $ 26,843 | $ 24,559 |
2020 | 29,403 | ||
2021 | 27,682 | ||
2022 | 27,473 | ||
2023 | 26,076 | ||
2024 | 22,591 | ||
Thereafter | 147,335 | ||
Total | $ 280,560 | $ 306,201 |
Debt (Schedule of Long-term Deb
Debt (Schedule of Long-term Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Debt Instrument [Line Items] | ||
Total debt | $ 977,155 | $ 953,759 |
Less unamortized discount and lender fees | (12,138) | (14,129) |
Total net debt | 965,017 | 939,630 |
Current portion of debt | (13,418) | (11,555) |
Total long‑term debt | 951,599 | 928,075 |
First Lien Term Loan, due December 20, 2024 | ||
Debt Instrument [Line Items] | ||
Total debt | 928,753 | 938,230 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Total debt | 0 | 0 |
Notes Payable, due July 31, 2023 | ||
Debt Instrument [Line Items] | ||
Total debt | 807 | 2,106 |
Equipment Financings [Member] | Loans Payable | ||
Debt Instrument [Line Items] | ||
Total debt | 45,960 | 11,588 |
Facility Financing [Member] | Mortgages [Member] | MAGENTO [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | $ 1,635 | $ 1,835 |
Debt (Term Facilities and Revol
Debt (Term Facilities and Revolving Credit Facility) (Details) - USD ($) $ in Thousands | Jan. 15, 2014 | Sep. 30, 2018 | Sep. 30, 2019 | Jul. 26, 2018 | Dec. 20, 2017 |
Line of Credit Facility [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 45,000 | $ 45,000 | |||
Letters of credit outstanding, amount | 11,777 | 12,956 | |||
Unamortized discount (premium) and debt issuance costs, net | 14,129 | 12,138 | |||
Debt instrument, unused borrowing capacity, amount | 33,223 | 32,044 | |||
Long-term debt, gross | 953,759 | 977,155 | |||
Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, remaining borrowing capacity | 125,000 | 125,000 | $ 125,000 | ||
Letter of Credit [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 35,000 | ||||
Letters of credit outstanding, amount | 11,777 | ||||
Debt instrument, unused borrowing capacity, amount | 113,223 | $ 112,044 | |||
Minimum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt instrument, interest rate, stated percentage | 6.53% | ||||
First Lien Term Loan, due December 20, 2024 | |||||
Line of Credit Facility [Line Items] | |||||
Debt instrument, term | 7 years | ||||
Unamortized discount (premium) and debt issuance costs, net | 14,129 | $ 12,138 | |||
First Lien Term Loan, due December 20, 2024 | Term Loan [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 505,000 | ||||
Debt instrument, periodic payment, principal | 2,369 | ||||
Line of credit facility, remaining borrowing capacity | $ 150,000 | ||||
Debt instrument, interest rate, stated percentage | 5.11% | ||||
First Lien Term Loan, due December 20, 2024 | Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 75,000 | ||||
Second Lien Term Facility | |||||
Line of Credit Facility [Line Items] | |||||
Debt instrument, term | 8 years | ||||
Second Lien Term Facility | Term Loan [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 75,000 | ||||
London Interbank Offered Rate (LIBOR) [Member] | First Lien Term Loan, due December 20, 2024 | Term Loan [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt instrument, basis spread on variable rate | 3.00% | ||||
Debt instrument, interest rate, stated percentage | 2.11% | ||||
Line of Credit [Member] | Letter of Credit [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 45,000 | ||||
Letters of credit outstanding, amount | 64 | $ 204 | |||
Revolving Credit Facility | |||||
Line of Credit Facility [Line Items] | |||||
Long-term debt, gross | $ 0 | $ 0 | |||
Other than Ratings Condition Period [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | Term Loan [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt instrument, basis spread on variable rate | 3.00% |
Debt (Other Debt) (Details)
Debt (Other Debt) (Details) € in Thousands | Jun. 29, 2018EUR (€) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) |
Debt Instrument [Line Items] | |||
Total debt | $ 977,155,000 | $ 953,759,000 | |
Notes Payable | $ 807,000 | 2,106,000 | |
Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate, stated percentage | 6.53% | ||
Loans Payable | Equipment Financings [Member] | |||
Debt Instrument [Line Items] | |||
Total debt | $ 45,960,000 | 11,588,000 | |
Loans Payable | Equipment Financings [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate, stated percentage | 5.02% | ||
Loans Payable | Equipment Financings [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate, stated percentage | 8.07% | ||
MAGENTO [Member] | Mortgages [Member] | Facility Financing [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | € 1,600 | $ 1,744,000 | |
Debt instrument, periodic payment, principal | € 7 | 7,000 | |
Total debt | $ 1,635,000 | $ 1,835,000 | |
Debt instrument, interest rate, stated percentage | 2.40% | ||
Debt instrument, term | 10 years |
Debt (Long-term Debt Maturities
Debt (Long-term Debt Maturities) (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Debt Disclosure [Abstract] | |
2020 | $ 13,418 |
2021 | 13,589 |
2022 | 13,794 |
2023 | 13,952 |
2024 | 13,864 |
Thereafter | 908,538 |
Total | $ 977,155 |
Derivative Financial Instrume_3
Derivative Financial Instruments (Details) - USD ($) $ in Thousands | Nov. 28, 2018 | Sep. 30, 2019 |
Derivative [Line Items] | ||
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months | $ (7) | |
Description of Reclassification of Cash Flow Hedge Gain (Loss) | twelve months | |
Interest rate cap amortization to be recognized in earnings within twelve months | $ 745 | |
Interest Rate Cap [Member] | ||
Derivative [Line Items] | ||
Derivative, Term of Contract | 3 years | |
Derivative, Cap Interest Rate | 3.50% | |
Derivative, Cost of Hedge Net of Cash Received | $ 2,235 | |
Unamortized Premium, Interest Rate Cap | 1,614 | |
Amortization | 621 | |
Foreign Exchange Forward [Member] | ||
Derivative [Line Items] | ||
Derivative, Notional Amount | 12,917 | |
Designated as Hedging Instrument [Member] | Interest Rate Cap [Member] | ||
Derivative [Line Items] | ||
Derivative, Notional Amount | $ 600,000 | |
Prepaid Expenses and Other Current Assets [Member] | Interest Rate Cap [Member] | ||
Derivative [Line Items] | ||
Unamortized Premium, Interest Rate Cap | 745 | |
Other Noncurrent Assets [Member] | Interest Rate Cap [Member] | ||
Derivative [Line Items] | ||
Unamortized Premium, Interest Rate Cap | $ 869 |
Derivative Financial Instrume_4
Derivative Financial Instruments (Fair Values) (Details) - Fair Value, Recurring [Member] - Fair Value, Inputs, Level 2 [Member] - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Derivatives, Fair Value [Line Items] | ||
Interest Rate Derivative Assets, at Fair Value | $ 19 | |
Designated as Hedging Instrument [Member] | Other Current Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Foreign Currency Cash Flow Hedge Liability at Fair Value | 154 | $ 67 |
Designated as Hedging Instrument [Member] | Prepaid Expenses and Other Current Assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Interest Rate Derivative Assets, at Fair Value | 19 | 0 |
Foreign Currency Cash Flow Hedge Asset at Fair Value | $ 269 | $ 282 |
Derivative Financial Instrume_5
Derivative Financial Instruments (Amounts Recognized in AOCI) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, after Tax | $ 74 | $ (21) | $ (19) |
Other Comprehensive Income (Loss) [Member] | Designated as Hedging Instrument [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, after Tax | (424) | (118) | (70) |
Interest Rate Cap [Member] | Other Comprehensive Income (Loss) [Member] | Designated as Hedging Instrument [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | 19 | 0 | 0 |
Foreign Exchange Forward [Member] | Other Comprehensive Income (Loss) [Member] | Designated as Hedging Instrument [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax | $ (443) | $ (118) | $ (70) |
Derivative Financial Instrume_6
Derivative Financial Instruments (Amounts Reclassified out of AOCI) (Details) - Reclassification out of Accumulated Other Comprehensive Income [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | |||
Foreign Currency Cash Flow Hedge Gain (Loss) Reclassified to Earnings, Net | $ (498) | $ (97) | $ (51) |
Cost of services | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | |||
Foreign Currency Cash Flow Hedge Gain (Loss) Reclassified to Earnings, Net | (309) | (76) | (13) |
General and administrative expense | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | |||
Foreign Currency Cash Flow Hedge Gain (Loss) Reclassified to Earnings, Net | 82 | 18 | (35) |
Research and development expense | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | |||
Foreign Currency Cash Flow Hedge Gain (Loss) Reclassified to Earnings, Net | $ (271) | $ (39) | $ (3) |
Derivative Financial Instrume_7
Derivative Financial Instruments (Derivatives Not Designated for Hedging) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Fair Value, Inputs, Level 2 [Member] | Fair Value, Recurring [Member] | Not Designated as Hedging Instrument [Member] | Other Current Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Foreign Currency Cash Flow Hedge Liability at Fair Value | $ 9 | $ 63 |
Product Warranties (Details)
Product Warranties (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | Sep. 30, 2016 | |
Product Warranty Liability [Line Items] | |||||
Product Warranty Accrual, Current | $ 4,922 | $ 8,907 | |||
Product warranties | 2,332 | 3,360 | |||
Other Current Liabilities [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Product Warranty Accrual, Current | 4,922 | 8,907 | $ 11,164 | $ 8,907 | $ 16,860 |
Business combination recognition | 0 | 0 | 285 | ||
Warranty provision for sales | 5,745 | 4,930 | 5,970 | ||
Settlement of warranty claims | (6,529) | (6,836) | (11,817) | ||
Foreign currency translation and other | 63 | (351) | (134) | ||
Amounts reclassified to liabilities held for sale | (3,264) | 0 | 0 | ||
Other Noncurrent Liabilities [Member] | |||||
Product Warranty Liability [Line Items] | |||||
Product warranties | 2,332 | 3,360 | 6,110 | $ 3,360 | $ 6,449 |
Business combination recognition | 0 | 0 | 0 | ||
Warranty provision for sales | 1,915 | 654 | 727 | ||
Settlement of warranty claims | (999) | (3,132) | (852) | ||
Foreign currency translation and other | (350) | (272) | (214) | ||
Amounts reclassified to liabilities held for sale | $ (1,594) | $ 0 | $ 0 |
Restructuring and Related Cha_3
Restructuring and Related Charges (Details) $ in Thousands | Oct. 29, 2018segment | Sep. 30, 2019USD ($)segment | Sep. 30, 2019USD ($)segment | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Oct. 01, 2018USD ($) |
Restructuring Cost and Reserve [Line Items] | ||||||
Number of reportable segments | segment | 3 | 2 | 2 | |||
Restructuring and related cost, expected cost | $ 3,000 | |||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring reserve, beginning of the period | $ 710 | $ 3,542 | $ 13,217 | |||
Restructuring charges related to two-segment realignment | 12,993 | 10,422 | 31,665 | |||
Restructuring charges related to other initiatives (including VSP) | 2,444 | 11,085 | 32,392 | |||
Write-off charge and other non‑cash activity | (541) | (663) | (727) | |||
Cash payments | (12,966) | (13,280) | (41,432) | |||
Other adjustments | (82) | 26 | 92 | |||
Restructuring reserve, end of the period | $ 655 | 655 | 710 | 3,542 | ||
Two-segment realignment [Member] | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Restructuring charges related to two-segment realignment | $ 11,090 | $ 0 | $ 0 |
Restructuring and Related Cha_4
Restructuring and Related Charges (Location of restructuring amounts) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 12,993 | $ 10,422 | $ 31,665 |
Cost of services | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 6,257 | 3,897 | 14,574 |
General and administrative expense | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 5,531 | 4,775 | 7,877 |
Sales and marketing expense | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 1,082 | 908 | 8,727 |
Research and development expense | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 123 | 606 | 487 |
Other operating (income) expense, net | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 0 | $ 236 | $ 0 |
Employee Benefit Plans - Narrat
Employee Benefit Plans - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Defined contribution plan, employer matching contribution, percent of employees' gross pay | 6.00% | ||
Matching contributions | $ 14,533 | $ 12,955 | $ 13,026 |
Nonqualified Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Deferred compensation arrangement with individual, cash awards granted, percentage | 6.00% | ||
UNITED KINGDOM | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Matching contributions | $ 796 | $ 707 | $ 739 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Retirement Benefits [Abstract] | |||
Service cost | $ 898 | $ 933 | $ 1,137 |
Interest cost | 699 | 742 | 606 |
Expected return on plan assets | (440) | (470) | (476) |
Amortization of actuarial losses | 371 | 299 | 797 |
Pension expense for defined benefit plans | $ 1,528 | $ 1,504 | $ 2,064 |
Employee Benefit Plans Change i
Employee Benefit Plans Change in Projected Benefit Obligation and Plan Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Change in projected benefit obligation | |||
Service cost | $ 898 | $ 933 | $ 1,137 |
Interest cost | 699 | 742 | 606 |
Pension Plan [Member] | Foreign Plan [Member] | |||
Change in projected benefit obligation | |||
Projected benefit obligation at prior year measurement date | 35,541 | 34,803 | |
Service cost | 898 | 933 | |
Interest cost | 699 | 466 | |
Actuarial losses | 8,056 | 76 | |
Benefits paid from company assets | (139) | (294) | |
Plan amendment | 113 | 0 | |
Foreign currency exchange impact | (2,220) | (443) | |
Projected benefit obligation at measurement date | 42,948 | 35,541 | 34,803 |
Change in plan assets | |||
Fair value of assets at prior year measurement date | 24,583 | 25,055 | |
Actual return on plan assets | 2,269 | 145 | |
Benefits paid | (48) | (271) | |
Employer contribution | 175 | 211 | |
Foreign currency exchange impact | (1,454) | (557) | |
Fair value of assets at measurement date | 25,525 | 24,583 | $ 25,055 |
Funded status and amount recognized in assets and liabilities | (17,423) | (10,958) | |
Amount recognized in assets and liabilities | |||
Other non‑current assets | 2,655 | 2,558 | |
Other non‑current liabilities | (20,078) | (13,516) | |
Amount recognized in accumulated other comprehensive loss, before taxes | |||
Actuarial loss | $ 11,251 | $ 5,607 |
Employee Benefit Plans Projecte
Employee Benefit Plans Projected Benefit Obligation and Accumulated Benefit Obligation are in Excess of Plan Assets (Details) - Pension Plan [Member] - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 |
Foreign Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Projected benefit obligation | $ 42,948 | $ 35,541 | $ 34,803 |
Fair value of plan assets | 25,525 | 24,583 | $ 25,055 |
GERMANY | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Projected benefit obligation | 42,948 | 27,181 | |
Accumulated benefit obligation | 22,469 | 24,864 | |
Fair value of plan assets | $ 25,525 | $ 13,665 |
Employee Benefit Plans Weighted
Employee Benefit Plans Weighted Average Assumptions (Details) - Pension Plan [Member] | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Minimum [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 0.80% | 1.90% |
Expected long‑term rate of return on plan assets | 0.90% | 0.90% |
Salary scale | 2.25% | 2.25% |
Pension increases | 1.00% | 1.00% |
Maximum [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 1.97% | 2.97% |
Expected long‑term rate of return on plan assets | 1.98% | 3.12% |
Salary scale | 4.44% | 4.58% |
Pension increases | 3.38% | 3.46% |
Employee Benefit Plans Allocati
Employee Benefit Plans Allocation of Plan Assets (Details) - UNITED KINGDOM | Sep. 30, 2019 |
Equity | |
Defined Benefit Plan Disclosure [Line Items] | |
Actual plan asset allocations, percentage | 49.60% |
Target plan assets allocation, percentage | 23.50% |
Index‑linked gilts | |
Defined Benefit Plan Disclosure [Line Items] | |
Actual plan asset allocations, percentage | 37.60% |
Target plan assets allocation, percentage | 76.50% |
Cash | |
Defined Benefit Plan Disclosure [Line Items] | |
Actual plan asset allocations, percentage | 12.80% |
Target plan assets allocation, percentage | 0.00% |
Employee Benefit Plans Benefits
Employee Benefit Plans Benefits expected to be paid (Details) - Pension Plan [Member] $ in Thousands | Sep. 30, 2019USD ($) |
Defined Benefit Plan Disclosure [Line Items] | |
2020 | $ 310 |
2021 | 294 |
2022 | 526 |
2023 | 507 |
2024 | 575 |
Five years thereafter | 5,089 |
Total | $ 7,301 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Tax Contingency [Line Items] | ||||||||||||
Unrecognized Tax Benefits | $ 1,075,000 | $ 0 | $ 1,075,000 | $ 0 | $ 0 | $ 0 | ||||||
Income Tax Examination, Penalties and Interest Accrued | (95,000) | $ (95,000) | 0 | |||||||||
Federal statutory income tax rate, percent | 21.00% | 35.00% | ||||||||||
Blended U.S. Federal Statutory Rate | 24.50% | |||||||||||
Income tax expense | (10,721,000) | $ (7,959,000) | $ 4,579,000 | $ 4,514,000 | (2,342,000) | $ (1,433,000) | $ (2,018,000) | $ 4,410,000 | $ (9,587,000) | $ (1,382,000) | (7,417,000) | |
Undistributed earnings of foreign subsidiaries | 49,480,000 | 36,879,000 | 49,480,000 | 36,879,000 | $ 5,218,000 | |||||||
Net operating loss carryforwards | 49,786,000 | $ 42,392,000 | 49,786,000 | 42,392,000 | ||||||||
Tax cuts and jobs act of 2017, change in tax rate, deferred tax liability, income tax (expense) benefit | 3,641,000 | |||||||||||
Tax cuts and jobs act 2017, Impact on deferred tax asset, net of valuation allowance | $ 0 | |||||||||||
Domestic Tax Authority | ||||||||||||
Income Tax Contingency [Line Items] | ||||||||||||
Operating loss carryforwards | 197,122,000 | 197,122,000 | ||||||||||
State and Local Jurisdiction | ||||||||||||
Income Tax Contingency [Line Items] | ||||||||||||
Operating loss carryforwards | 94,082,000 | 94,082,000 | ||||||||||
Foreign Tax Authority | ||||||||||||
Income Tax Contingency [Line Items] | ||||||||||||
Operating loss carryforwards | 2,814,000 | 2,814,000 | ||||||||||
Foreign Tax Authority with Indefinite Expiration | ||||||||||||
Income Tax Contingency [Line Items] | ||||||||||||
Operating loss carryforwards | $ 18,806,000 | $ 18,806,000 |
Income Taxes Summary of Income
Income Taxes Summary of Income Before Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ (9,140) | $ (8,613) | $ 12,833 |
Foreign | 10,256 | 17,879 | 994 |
Income before income taxes | $ 1,116 | $ 9,266 | $ 13,827 |
Income Taxes Components of Inco
Income Taxes Components of Income Tax Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Current: | |||||||||||
Federal | $ 0 | $ 0 | $ (876) | ||||||||
State | (400) | (911) | 0 | ||||||||
Foreign | (7,239) | (6,703) | (5,268) | ||||||||
Current income tax provision | (7,639) | (7,614) | (6,144) | ||||||||
Deferred: | |||||||||||
Federal | (3,597) | 6,311 | (2,350) | ||||||||
State | 196 | (209) | (421) | ||||||||
Foreign | 1,453 | 130 | 1,498 | ||||||||
Deferred income tax provision | (1,948) | 6,232 | (1,273) | ||||||||
Income taxes | $ (10,721) | $ (7,959) | $ 4,579 | $ 4,514 | $ (2,342) | $ (1,433) | $ (2,018) | $ 4,410 | $ (9,587) | $ (1,382) | $ (7,417) |
Income Taxes Schedule of Effect
Income Taxes Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Tax Contingency [Line Items] | |||||||||||
Income tax (expense) benefit at the federal statutory rate of 21% | $ (234) | $ (2,270) | $ (4,839) | ||||||||
State and local income taxes, net of federal tax benefit | (204) | (1,053) | (34) | ||||||||
Foreign tax rate differential | (1,471) | (2,389) | 914 | ||||||||
Nondeductible transaction costs | 0 | (1,489) | 0 | ||||||||
Nondeductible interest expense | (1,073) | (853) | (1,396) | ||||||||
Meals and entertainment expense | (953) | (553) | (649) | ||||||||
U.S. tax on foreign earnings | (1,421) | 0 | 0 | ||||||||
Nondeductible legal expenses | (112) | 0 | (859) | ||||||||
Other nondeductible expenses | (223) | (47) | (488) | ||||||||
Impact of tax rate changes | (548) | 3,626 | 0 | ||||||||
Valuation allowances | (3,886) | (4,218) | (2,264) | ||||||||
Share-based compensation in excess of accounting | 475 | 5,156 | 0 | ||||||||
Nondeductible loss on sale of subsidiary | 0 | 1,131 | 0 | ||||||||
Return-to-provision adjustments | (655) | 449 | 895 | ||||||||
Non-controlling interest | 221 | 428 | 1,486 | ||||||||
Net benefit of foreign R&D expenses | 191 | 336 | (1,060) | ||||||||
Transaction related contingent liabilities | (58) | 89 | 0 | ||||||||
Puerto Rico taxes, net of federal benefit | 0 | 0 | (556) | ||||||||
Contingent liabilities - warranty | 93 | 0 | 566 | ||||||||
Contingent liabilities - long term disability | 0 | 0 | 105 | ||||||||
Foreign R&D credit | 0 | 0 | 1,165 | ||||||||
Foreign withholding taxes | 369 | 0 | 0 | ||||||||
Non-deductible exchange gain or loss | (587) | 0 | 0 | ||||||||
Deferred tax adjustments | 2,016 | 0 | 0 | ||||||||
Accrued tax adjustments | (1,348) | 0 | 0 | ||||||||
Tax benefits of other comprehensive income | (154) | 0 | 0 | ||||||||
Other | (25) | 275 | (403) | ||||||||
Income taxes | $ (10,721) | $ (7,959) | $ 4,579 | $ 4,514 | $ (2,342) | $ (1,433) | $ (2,018) | $ 4,410 | $ (9,587) | $ (1,382) | $ (7,417) |
Income Taxes Schedule of Deferr
Income Taxes Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Income Tax Disclosure [Abstract] | ||
Receivable allowances | $ 1,018 | $ 975 |
Reserves and accruals | 24,473 | 16,813 |
Inventory valuation and other assets | 4,989 | 3,772 |
Investment in partnership | 2,569 | 4,345 |
Unrealized foreign exchange gains (losses) | 6,730 | 4,632 |
Other deferred taxes | 897 | 704 |
Deferred Tax Asset, Interest Carryforward | 7,096 | 0 |
Net operating loss carryforwards | 49,786 | 42,392 |
Gross deferred tax assets | 97,558 | 73,633 |
Less: Valuation allowance | (41,084) | (36,683) |
Deferred Tax Assets, Net of Valuation Allowance | 56,474 | 36,950 |
Goodwill | (9,801) | (7,231) |
Fixed assets | (38,293) | (20,372) |
Intangibles | (15,720) | (15,717) |
Other deferred tax liabilities | (3,418) | (2,287) |
Gross deferred tax liabilities | (67,232) | (45,607) |
Net deferred tax liabilities | $ (10,758) | $ (8,657) |
Income Taxes Tax attributes ava
Income Taxes Tax attributes available to reduce future taxable income (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Domestic Tax Authority | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 197,122 |
State and Local Jurisdiction | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 94,082 |
Foreign Tax Authority | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 2,814 |
Foreign Tax Authority with Indefinite Expiration | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | $ 18,806 |
Income Taxes Reconciliation of
Income Taxes Reconciliation of our valuation allowance on deferred tax assets (Details) - Valuation Allowance of Deferred Tax Assets - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Valuation allowance beginning of period | $ 36,683 | $ 48,573 | $ 47,846 |
Change in assessment | (865) | 0 | 0 |
Current year operations | 3,495 | (1,435) | 3,398 |
Foreign currency and other | 2,254 | 71 | (953) |
Acquisitions | (483) | (10,526) | (1,718) |
Valuation allowance end of period | $ 41,084 | $ 36,683 | $ 48,573 |
Income Taxes Gross Unrecognized
Income Taxes Gross Unrecognized Tax Benefits Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance as of beginning of period | $ 0 | $ 0 | $ 0 |
Tax positions related to the current year | 0 | 0 | 0 |
Tax positions related to prior years | 1,075 | 0 | 0 |
Expiration of statutes of limitations | 0 | 0 | 0 |
Balance as of end of period | $ 1,075 | $ 0 | $ 0 |
Share Based Compensation (Narra
Share Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, shares in Thousands | Nov. 02, 2019 | Oct. 01, 2019 | Apr. 01, 2019 | Dec. 21, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock, par value (in USD per share) | $ 0.01 | $ 0.01 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 11,297 | ||||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount | $ 19,978,000 | ||||||
Intrinsic value, exercised | $ 4,941,000 | ||||||
Weighted average grant date fair value, granted (in dollars per share) | $ 3.87 | $ 7.91 | $ 2.12 | ||||
Fair value of options vested | $ 4,064,000 | $ 2,623,000 | $ 2,514,000 | ||||
Stock-settled RSU's (shares) | 1,197 | ||||||
Share-based compensation | $ 19,903,000 | $ 15,742,000 | $ 2,251,000 | ||||
Compensation cost not yet recognized, period for recognition | 8,531,000 | ||||||
Proceeds from Stock Options Exercised | $ 363,000 | ||||||
Share-based Payment Arrangement, Option [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares authorized (shares) | 11,083 | ||||||
Number of shares available for grant (shares) | 1,704 | ||||||
Compensation cost not yet recognized, period for recognition | $ 9,117,000 | ||||||
Period for recognition for unrecognized compensation expense | 2 years 6 months | ||||||
Restricted Stock Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 24 | ||||||
Stock-settled RSU's (shares) | 2,002 | 1,213 | 0 | ||||
Aggregate value | $ 25,000 | ||||||
Period for recognition for unrecognized compensation expense | 1 year 1 month | ||||||
Employee Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares authorized (shares) | 5,100 | ||||||
Number of shares available for grant (shares) | 2,008 | ||||||
Employee Stock Ownership Plan (ESOP), Plan [Domain] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock, par value (in USD per share) | $ 0.01 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 5,000 | ||||||
Employee Stock Ownership Plan (ESOP), Compensation Expense | $ 400,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 46 | ||||||
Evoqua Water Technologies Corp. Stock Option Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock awards vesting percentage | 25.00% | ||||||
Expiration period | 10 years | ||||||
Subsequent Event [Member] | Restricted Stock Units (RSUs) [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 1,158 | ||||||
Subsequent Event [Member] | Employee Stock Ownership Plan (ESOP), Plan [Domain] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 58 | ||||||
Common Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock Issued During Period, Shares, New Issues | 108 | 8,333 | 864 | ||||
Shares withheld related to net share settlement (including tax withholdings) (shares) | 884 | 1,324 | |||||
Common Stock | Subsequent Event [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock Issued During Period, Shares, New Issues | 739 | ||||||
Treasury Stock | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares withheld related to net share settlement (including tax withholdings) (shares) | 577 | 659 | |||||
Treasury Stock | Subsequent Event [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares withheld related to net share settlement (including tax withholdings) (shares) | 419 | ||||||
Additional Paid‑in Capital | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based compensation | $ 19,903,000 |
Share Based Compensation (Stock
Share Based Compensation (Stock Option Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Outstanding at beginning of the period (shares) | 8,973,000 | 9,060,000 | |
Granted (shares) | 1,114,000 | 1,380,000 | 1,039,000 |
Exercised (shares) | (930,000) | (1,303,000) | |
Forfeited (shares) | (511,000) | (164,000) | |
Expired (shares) | 0 | 0 | |
Outstanding at end of the period (shares) | 8,619,000 | 8,973,000 | 9,060,000 |
Options exercisable (shares) | 6,240,000 | ||
Options vested and expected to vest (shares) | 8,560,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Weighted average exercise price, outstanding, beginning balance (in dollars per share) | $ 7.57 | $ 5.18 | |
Weighted average exercise price, granted (in dollars per share) | 12.74 | 20.94 | |
Weighted average exercise price, exercised (in dollars per share) | 5.22 | 4.80 | |
Weighted average exercise price, forfeited (in dollars per share) | 12.43 | 10.37 | |
Weighted average exercise price, expired (in dollars per share) | 0 | 0 | |
Weighted average exercise price, outstanding, ending balance (in dollars per share) | 8.15 | $ 7.57 | $ 5.18 |
Weighted average exercise price, exercisable (in dollars per share) | 5.70 | ||
Weighted average exercise price, options vested and expected to vest (in dollars per share) | $ 8.11 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |||
Weighted average remaining contractual term, outstanding | 6 years 3 months | 6 years 11 months | 7 years 6 months |
Weighted average remaining contractual term, exercisable | 5 years 5 months | ||
Weighted average remaining contractual term, options vested and expected to vest | 6 years 4 months | ||
Aggregate intrinsic value, outstanding | $ 80,826 | $ 95,864 | |
Aggregate intrinsic value, exercised | (4,941) | ||
Aggregate intrinsic value, exercisable | 71,757 | ||
Aggregate intrinsic value, options vested and expected to vest, outstanding | $ 80,606 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Other Share Increase (Decrease) | 27,000 | ||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Other Share Increase (Decrease) in Period, Weighted Average Exercise Price | $ 20.88 | ||
Proceeds from Stock Options Exercised | $ 363 |
Share Based Compensation (Nonve
Share Based Compensation (Nonvested Share Activity) (Details) - $ / shares | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |||
Nonvested at beginning of period | 3,335,000 | 4,300,000 | 5,931,000 |
Granted (shares) | 1,114,000 | 1,380,000 | 1,039,000 |
Vested (shares) | (1,559,000) | (2,180,000) | (2,002,000) |
Forfeited (shares) | (511,000) | (165,000) | (668,000) |
Nonvested at end of period | 2,379,000 | 3,335,000 | 4,300,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Weighted average grant date fair value, nonvested, beginning balance (in dollars per share) | $ 4.11 | $ 1.36 | $ 1.15 |
Weighted average grant date fair value, granted (in dollars per share) | 3.87 | 7.91 | 2.12 |
Weighted average grant date fair value, vested (in dollars per share) | 2.61 | 1.20 | 1.23 |
Weighted average grant date fair value, forfeited (in dollars per share) | 4.38 | 3.27 | 1 |
Weighted average grant date fair value, nonvested, ending balance (in dollars per share) | $ 4.96 | $ 4.11 | $ 1.36 |
Share Based Compensation (RSU A
Share Based Compensation (RSU Activity) (Details) - $ / shares | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | |||
Outstanding at the end of the period (in shares) | 1,197,000 | ||
Vested and expected to vest (shares) | 6,240,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Weighted average exercise price, vested and expected to vest (in dollars per share) | $ 8.11 | ||
Forfeited (shares) | (511,000) | (165,000) | (668,000) |
Weighted average grant date fair value, forfeited (in dollars per share) | $ 4.38 | $ 3.27 | $ 1 |
Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | |||
Outstanding at beginning of the period (shares) | 1,213,000 | 0 | |
Granted (shares) | 883,000 | 1,224,000 | |
Outstanding at the end of the period (in shares) | 2,002,000 | 1,213,000 | 0 |
Vested and expected to vest (shares) | 1,946,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Weighted average grant date fair value, nonvested, equity instruments other than options, beginning of the period (in dollar per share) | $ 20.88 | $ 0 | |
Weighted average grant date fair value, granted (in dollars per share) | 12.69 | 20.88 | |
Weighted average grant date fair value, nonvested, equity instruments other than options, end of the period (in dollar per share) | 17.45 | $ 20.88 | $ 0 |
Weighted average exercise price, vested and expected to vest (in dollars per share) | $ 17.50 | ||
Forfeited (shares) | (70,000) | (11,000) | |
Vested and expected to vest (shares) | (24,000) | ||
Weighted average grant date fair value, vested and expected to vest (in dollars per share) | $ 20.75 | ||
Weighted average grant date fair value, forfeited (in dollars per share) | $ 15.84 | $ 20.88 |
Share Based Compensation (Valua
Share Based Compensation (Valuation Assumptions for Options Granted) (Details) - $ / shares | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility, minimum | 26.30% | 23.50% | 25.30% |
Expected volatility, maximum | 30.00% | 34.30% | 28.70% |
Risk free rate, minimum | 1.50% | 2.50% | 1.89% |
Risk free rate, maximum | 2.60% | 2.80% | 1.93% |
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 5 years 7 months | 6 years | 6 years |
Grant date fair value per share of options granted (in dollars per share) | $ 3.14 | $ 5.58 | $ 2.13 |
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 6 years | 6 years 1 month 6 days | 6 years 1 month 6 days |
Grant date fair value per share of options granted (in dollars per share) | $ 7.06 | $ 7.96 | $ 2.41 |
Share Based Compensation (Share
Share Based Compensation (Share-based compensation expense classified in the Consolidated Statements of Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | $ 19,903 | $ 15,742 | $ 2,251 |
Cost of services | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | 142 | 80 | 43 |
General and administrative expense | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | $ 19,761 | $ 15,662 | $ 2,208 |
Other Comprehensive Loss Compon
Other Comprehensive Loss Components of Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2016 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total accumulated other comprehensive loss | $ 365,822 | $ 362,016 | $ 216,575 | $ 203,935 |
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total accumulated other comprehensive loss | (2,705) | (4,212) | ||
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total accumulated other comprehensive loss | (10,475) | (4,907) | ||
Other comprehensive income (loss), tax expense (benefit) | 776 | 700 | ||
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total accumulated other comprehensive loss | 176 | 102 | ||
Other comprehensive income (loss), tax expense (benefit) | 135 | 289 | ||
Accumulated Other Comprehensive Loss | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Total accumulated other comprehensive loss | $ (13,004) | $ (9,017) | $ (5,989) | $ (10,671) |
Other Comprehensive Loss Gains
Other Comprehensive Loss Gains (losses) in Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive income (loss), beginning balance | $ 358,855 | ||
Accumulated other comprehensive income (loss), ending balance | 362,759 | $ 358,855 | |
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive income (loss), beginning balance | (4,212) | (739) | $ (887) |
Other comprehensive income (loss) before reclassifications | 1,507 | (3,473) | 148 |
Amounts (loss) reclassified from accumulated other comprehensive loss into earnings | 0 | 0 | 0 |
Accumulated other comprehensive income (loss), ending balance | (2,705) | (4,212) | (739) |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive income (loss), beginning balance | (4,907) | (5,373) | (9,926) |
Other comprehensive income (loss) before reclassifications | (5,939) | 167 | 4,553 |
Amounts (loss) reclassified from accumulated other comprehensive loss into earnings | 371 | 299 | 0 |
Accumulated other comprehensive income (loss), ending balance | (10,475) | (4,907) | (5,373) |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member] | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Accumulated other comprehensive income (loss), beginning balance | 102 | 123 | 142 |
Other comprehensive income (loss) before reclassifications | (424) | (118) | (70) |
Amounts (loss) reclassified from accumulated other comprehensive loss into earnings | 498 | 97 | 51 |
Accumulated other comprehensive income (loss), ending balance | $ 176 | $ 102 | $ 123 |
Concentration of Credit Risk (D
Concentration of Credit Risk (Details) | Sep. 30, 2019country |
Risks and Uncertainties [Abstract] | |
Number of countries in which entity operates | 10 |
Concentration of Credit Risk -
Concentration of Credit Risk - External net revenue, net of intercompany eliminations, and net asset information by region (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue | $ 1,444,441 | $ 1,339,541 | $ 1,247,424 |
Net Assets | 365,822 | 362,016 | |
Property, plant, and equipment, net | 333,584 | 320,023 | |
United States | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue | 1,147,649 | 1,067,636 | 1,033,404 |
Net Assets | 324,887 | 332,624 | |
Property, plant, and equipment, net | 304,088 | 286,193 | |
Rest of World | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenue | 296,792 | 271,905 | $ 214,020 |
Net Assets | 40,935 | 29,392 | |
Property, plant, and equipment, net | $ 29,496 | $ 33,830 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
AEA Investors LP [Member] | |||
Related Party Transaction [Line Items] | |||
Due to related parties | $ 0 | $ 0 | |
Advisory Fees [Member] | AEA Investors LP [Member] | |||
Related Party Transaction [Line Items] | |||
Fees paid to related party | 333 | ||
Expenses Excluding Advisory Fees [Member] | AEA Investors LP [Member] | |||
Related Party Transaction [Line Items] | |||
Expenses from transactions with related party | 20 | 328 | $ 288 |
Customer Relationships [Member] | |||
Related Party Transaction [Line Items] | |||
Revenue from related parties | 2,476 | 3,603 | $ 3,917 |
Accounts receivable, related parties | $ 518 | $ 3,139 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Operating Leased Assets [Line Items] | |||
Rent expense | $ 20,088 | $ 18,864 | $ 15,267 |
Line of credit facility, maximum borrowing capacity | 45,000 | 45,000 | |
Letters of credit outstanding, amount | 12,956 | 11,777 | |
Debt instrument, unused borrowing capacity, amount | 32,044 | 33,223 | |
Surety Bond [Member] | |||
Operating Leased Assets [Line Items] | |||
Surety bonds | 220,000 | 200,000 | |
Guarantor Obligations, Current Carrying Value | 144,717 | 123,427 | |
Guarantor Obligations, Remaining Surety Bonds Available | 75,283 | 76,573 | |
Siemens [Member] | |||
Operating Leased Assets [Line Items] | |||
Letters of credit outstanding, amount | 0 | 857 | |
Siemens [Member] | Surety Bond [Member] | |||
Operating Leased Assets [Line Items] | |||
Surety bonds | $ 0 | $ 2,469 | |
Minimum [Member] | |||
Operating Leased Assets [Line Items] | |||
Lessor, operating lease, term of contract | 5 years | ||
Minimum [Member] | Surety Bond [Member] | |||
Operating Leased Assets [Line Items] | |||
Financial instruments, commitments, expiration period | 12 months | ||
Maximum [Member] | |||
Operating Leased Assets [Line Items] | |||
Lessor, operating lease, term of contract | 20 years | ||
Maximum [Member] | Surety Bond [Member] | |||
Operating Leased Assets [Line Items] | |||
Financial instruments, commitments, expiration period | 10 years |
Commitments and Contingencies F
Commitments and Contingencies Future Minimum Rental Payments for Operating Leases (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2020 | $ 15,994 |
2021 | 12,714 |
2022 | 8,554 |
2023 | 6,147 |
2024 | 4,073 |
Thereafter | 8,765 |
Total | $ 56,247 |
Commitments and Contingencies_3
Commitments and Contingencies Future Minimum Rental Payments under Capital Lease (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Capital Leased Assets [Line Items] | ||
2020 | $ 13,663 | |
2021 | 10,328 | |
2022 | 7,628 | |
2023 | 5,033 | |
2024 | 2,987 | |
Thereafter | 1,957 | |
Total | 41,596 | |
Less amount representing interest (at rates ranging from 1.71% to 9.71%) | 5,451 | |
Present value of net minimum capital lease payments | 36,145 | |
Less current installments of obligations under capital leases | 17,859 | $ 12,236 |
Obligations under capital leases, excluding current installments | $ 18,286 | |
Capital lease obligations | Minimum [Member] | ||
Capital Leased Assets [Line Items] | ||
Capital leases of lessee, basis spread on variable rate | 1.71% | |
Capital lease obligations | Maximum [Member] | ||
Capital Leased Assets [Line Items] | ||
Capital leases of lessee, basis spread on variable rate | 9.71% |
Commitments and Contingencies_4
Commitments and Contingencies Future Minimum Lease Payments Receivable under Operating Leases (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2020 | $ 5,986 |
2021 | 5,044 |
2022 | 5,072 |
2023 | 4,090 |
2024 | 3,967 |
Thereafter | 55,737 |
Future minimum lease payments | $ 79,896 |
Commitments and Contingencies G
Commitments and Contingencies Gross and Net Carrying Values of the Equipment under Capital Leases (Details) - Equipment [Member] - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Capital Leased Assets [Line Items] | ||
Gross carrying amount | $ 69,760 | $ 52,314 |
Net carrying amount | $ 36,337 | $ 31,116 |
Accrued Expenses and Other Li_3
Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Payables and Accruals [Abstract] | ||
Salaries, wages and other benefits | $ 35,206 | $ 34,688 |
Obligation under capital leases | 17,859 | 12,236 |
Third party commissions | 11,394 | 5,097 |
Taxes, other than income | 5,215 | 11,561 |
Insurance liabilities | 4,895 | 5,005 |
Provisions for litigation | 1,533 | 1,137 |
Severance payments | 655 | 710 |
Earn-outs related to acquisitions | 611 | 770 |
Other | 24,471 | 26,468 |
Accrued expenses and other liabilities | $ 101,839 | $ 97,672 |
Business Segments (Details)
Business Segments (Details) $ in Thousands | Oct. 29, 2018segment | Sep. 30, 2019USD ($)segment | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2019USD ($)segment | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) |
Segment Reporting [Abstract] | ||||||||||||
Number of reportable segments | segment | 3 | 2 | 2 | |||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Revenue | $ 1,444,441 | $ 1,339,541 | $ 1,247,424 | |||||||||
Sales to external customers | $ 412,468 | $ 360,343 | $ 348,628 | $ 323,002 | $ 366,326 | $ 342,475 | $ 333,690 | $ 297,051 | 1,444,441 | 1,339,541 | 1,247,424 | |
Earnings before interest, taxes, depreciation and amortization (EBITDA) | 59,672 | 66,846 | 69,204 | |||||||||
Earnings Before Interest, Taxes, Depreciation And Amortization | 157,908 | 152,706 | 147,090 | |||||||||
Depreciation and amortization | 98,236 | 85,860 | 77,886 | |||||||||
Interest expense | (14,797) | (14,842) | (14,474) | (14,443) | (17,157) | (12,370) | (10,810) | (17,243) | (58,556) | (57,580) | (55,377) | |
Income before income taxes | 1,116 | 9,266 | 13,827 | |||||||||
Income tax expense | (10,721) | (7,959) | 4,579 | 4,514 | (2,342) | (1,433) | (2,018) | 4,410 | (9,587) | (1,382) | (7,417) | |
Net (loss) income | 1,954 | $ 4,290 | $ 1,573 | $ (16,288) | (3,128) | $ 1,035 | $ 12,980 | $ (3,005) | (8,471) | 7,884 | 6,410 | |
Capital expenditures | 88,869 | 80,713 | 57,775 | |||||||||
Assets | 1,737,848 | 1,663,617 | 1,737,848 | 1,663,617 | ||||||||
Goodwill | 392,890 | 411,346 | 392,890 | 411,346 | 321,913 | |||||||
Integrated Solutions and Services | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Sales to external customers | 910,834 | |||||||||||
Capital expenditures | 73,656 | 58,464 | 45,611 | |||||||||
Goodwill | 138,181 | |||||||||||
Applied Product Technologies | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Sales to external customers | 533,607 | |||||||||||
Capital expenditures | 7,589 | 11,501 | 5,282 | |||||||||
Goodwill | 183,732 | |||||||||||
Operating Segments [Member] | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Revenue | 1,551,317 | 1,424,142 | 1,321,678 | |||||||||
Operating Segments [Member] | Integrated Solutions and Services | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Revenue | 919,985 | 844,851 | 753,858 | |||||||||
Sales to external customers | 910,834 | 835,634 | 745,334 | |||||||||
Earnings before interest, taxes, depreciation and amortization (EBITDA) | 148,593 | 138,043 | 124,599 | |||||||||
Earnings Before Interest, Taxes, Depreciation And Amortization | 205,810 | 186,824 | 168,182 | |||||||||
Depreciation and amortization | 57,217 | 48,781 | 43,583 | |||||||||
Assets | 762,707 | 711,622 | 762,707 | 711,622 | ||||||||
Goodwill | 222,013 | 224,370 | 222,013 | 224,370 | ||||||||
Operating Segments [Member] | Applied Product Technologies | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Revenue | 631,332 | 579,291 | 567,820 | |||||||||
Sales to external customers | 533,607 | 503,907 | 502,090 | |||||||||
Earnings before interest, taxes, depreciation and amortization (EBITDA) | 69,377 | 71,948 | 84,627 | |||||||||
Earnings Before Interest, Taxes, Depreciation And Amortization | 87,052 | 88,682 | 100,634 | |||||||||
Depreciation and amortization | 17,675 | 16,734 | 16,007 | |||||||||
Assets | 657,879 | 677,993 | 657,879 | 677,993 | ||||||||
Goodwill | 170,877 | 186,976 | 170,877 | 186,976 | ||||||||
Intersegment Eliminations [Member] | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Sales to external customers | 106,876 | 84,601 | 74,254 | |||||||||
Intersegment Eliminations [Member] | Integrated Solutions and Services | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Sales to external customers | 9,151 | 9,217 | 8,524 | |||||||||
Intersegment Eliminations [Member] | Applied Product Technologies | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Sales to external customers | 97,725 | 75,384 | 65,730 | |||||||||
Corporate, Non-Segment [Member] | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Earnings before interest, taxes, depreciation and amortization (EBITDA) | (158,298) | (143,145) | (140,022) | |||||||||
Earnings Before Interest, Taxes, Depreciation And Amortization | (134,954) | (122,800) | (121,726) | |||||||||
Depreciation and amortization | 23,344 | 20,345 | 18,296 | |||||||||
Capital expenditures | 7,624 | 10,748 | $ 6,882 | |||||||||
Assets | $ 317,262 | $ 274,002 | $ 317,262 | $ 274,002 |
Earnings per share (Details)
Earnings per share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Numerator: | |||||||||||
Net (loss) income attributable to Evoqua Water Technologies Corp. | $ 1,688 | $ 4,135 | $ 1,384 | $ (16,730) | $ (3,450) | $ 793 | $ 12,503 | $ (3,713) | $ (9,523) | $ 6,135 | $ 2,163 |
Denominator: | |||||||||||
Denominator for basic net income per common share—weighted average shares | 114,703 | 113,944 | 104,964 | ||||||||
Effect of dilutive securities: | |||||||||||
Share‑based compensation | 0 | 6,221 | 4,724 | ||||||||
Denominator for diluted net loss per common share—adjusted weighted average shares | 114,703 | 120,165 | 109,688 | ||||||||
Basic (loss) earnings per common share (in dollars per share) | $ 0.01 | $ 0.04 | $ 0.01 | $ (0.15) | $ (0.03) | $ 0.01 | $ 0.11 | $ (0.03) | $ (0.08) | $ 0.05 | $ 0.02 |
Diluted (loss) earnings per common share (in dollars per share) | $ 0.01 | $ 0.03 | $ 0.01 | $ (0.15) | $ (0.03) | $ 0.01 | $ 0.10 | $ (0.03) | $ (0.08) | $ 0.05 | $ 0.02 |
Share-based Payment Arrangement, Option [Member] | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 3,356 |
Quarterly Financial Data (Detai
Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Condensed Financial Information Disclosure [Abstract] | |||||||||||
Revenue from product sales and services | $ 412,468 | $ 360,343 | $ 348,628 | $ 323,002 | $ 366,326 | $ 342,475 | $ 333,690 | $ 297,051 | $ 1,444,441 | $ 1,339,541 | $ 1,247,424 |
Gross profit | 130,327 | 111,294 | 95,611 | 88,730 | 106,350 | 102,007 | 107,997 | 88,379 | 425,962 | 404,733 | 399,751 |
Interest expense | (14,797) | (14,842) | (14,474) | (14,443) | (17,157) | (12,370) | (10,810) | (17,243) | (58,556) | (57,580) | (55,377) |
Income tax benefit (expense) | (10,721) | (7,959) | 4,579 | 4,514 | (2,342) | (1,433) | (2,018) | 4,410 | (9,587) | (1,382) | (7,417) |
Net (loss) income | 1,954 | 4,290 | 1,573 | (16,288) | (3,128) | 1,035 | 12,980 | (3,005) | (8,471) | 7,884 | 6,410 |
Net (loss) income attributable to Evoqua Water Technologies Corp. | $ 1,688 | $ 4,135 | $ 1,384 | $ (16,730) | $ (3,450) | $ 793 | $ 12,503 | $ (3,713) | $ (9,523) | $ 6,135 | $ 2,163 |
Basic (loss) earnings per common share (in dollars per share) | $ 0.01 | $ 0.04 | $ 0.01 | $ (0.15) | $ (0.03) | $ 0.01 | $ 0.11 | $ (0.03) | $ (0.08) | $ 0.05 | $ 0.02 |
Diluted (loss) earnings per common share (in dollars per share) | $ 0.01 | $ 0.03 | $ 0.01 | $ (0.15) | $ (0.03) | $ 0.01 | $ 0.10 | $ (0.03) | $ (0.08) | $ 0.05 | $ 0.02 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) shares in Thousands, $ in Thousands | Nov. 02, 2019 | Oct. 03, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | Oct. 01, 2019 |
Subsequent Event [Line Items] | ||||||
Proceeds from sale of business | $ 0 | $ 430 | $ 0 | |||
Memcor [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Proceeds from sale of business | $ 110,000 | |||||
Frontier [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Business Acquisition, Percentage of Voting Interests Acquired | 60.00% | |||||
Restricted Stock Units (RSUs) [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 24 | |||||
Restricted Stock Units (RSUs) [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 1,158 | |||||
Common Stock | ||||||
Subsequent Event [Line Items] | ||||||
Stock Issued During Period, Shares, New Issues | 108 | 8,333 | 864 | |||
Shares withheld related to net share settlement (including tax withholdings) (shares) | 884 | 1,324 | ||||
Common Stock | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Stock Issued During Period, Shares, New Issues | 739 | |||||
Treasury Stock | ||||||
Subsequent Event [Line Items] | ||||||
Shares withheld related to net share settlement (including tax withholdings) (shares) | 577 | 659 | ||||
Treasury Stock | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Shares withheld related to net share settlement (including tax withholdings) (shares) | 419 |
SCHEDULE I - Evoqua Water Tec_3
SCHEDULE I - Evoqua Water Technologies Corp. Condensed Consolidated Balance Sheets (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Condensed Financial Statements, Captions [Line Items] | ||
Current assets | $ 637,293 | $ 565,560 |
Cash and cash equivalents | 109,881 | 82,365 |
Prepaid and other current assets | 21,940 | 23,854 |
Total assets | 1,737,848 | 1,663,617 |
Total liabilities | 1,372,026 | 1,301,601 |
Common stock, par value $0.01: authorized 1,000,000 shares; issued 116,008 shares, outstanding 114,344 at September 30, 2019; issued 115,016, outstanding 113,929 shares at September 30, 2018 | 1,154 | 1,145 |
Treasury stock: 1,664 shares at September 30, 2019 and 1,087 shares at September 30, 2018 | (2,837) | (2,837) |
Additional paid‑in capital | 552,422 | 533,435 |
Retained deficit | (174,976) | (163,871) |
Total Evoqua Water Technologies Corp. equity | 362,759 | 358,855 |
Total liabilities and shareholders’ equity | $ 1,737,848 | $ 1,663,617 |
Common stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common stock authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock issued (in shares) | 116,008,000 | 115,016,000 |
Common stock outstanding (in shares) | 114,344,000 | 113,929,000 |
Treasury stock (in shares) | 1,664,000 | 1,087,000 |
Parent Company [Member] | ||
Condensed Financial Statements, Captions [Line Items] | ||
Current assets | $ 335 | $ 129 |
Cash and cash equivalents | 121 | 76 |
Prepaid and other current assets | 214 | 53 |
Investment in affiliate | 385,175 | 376,555 |
Total assets | 385,510 | 376,684 |
Due to affiliates | 9,747 | 8,812 |
Total liabilities | 9,747 | 8,812 |
Common stock, par value $0.01: authorized 1,000,000 shares; issued 116,008 shares, outstanding 114,344 at September 30, 2019; issued 115,016, outstanding 113,929 shares at September 30, 2018 | 1,154 | 1,145 |
Treasury stock: 1,664 shares at September 30, 2019 and 1,087 shares at September 30, 2018 | (2,837) | (2,837) |
Additional paid‑in capital | 552,422 | 533,435 |
Retained deficit | (174,976) | (163,871) |
Total Evoqua Water Technologies Corp. equity | 375,763 | 367,872 |
Total liabilities and shareholders’ equity | $ 385,510 | $ 376,684 |
Common stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common stock authorized (in shares) | 1,000,000 | 1,000,000 |
Common stock issued (in shares) | 116,008 | 115,016 |
Common stock outstanding (in shares) | 114,344 | 113,929 |
Treasury stock (in shares) | 1,664,000 | 410,000 |
SCHEDULE I - Evoqua Water Tec_4
SCHEDULE I - Evoqua Water Technologies Corp. Condensed Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Other operating income | $ 5,613 | $ 8,406 | $ 2,361 | ||||||||
General and administrative expense | (217,013) | (193,816) | (169,617) | ||||||||
Income before income taxes | 1,116 | 9,266 | 13,827 | ||||||||
Income tax expense | $ (10,721) | $ (7,959) | $ 4,579 | $ 4,514 | $ (2,342) | $ (1,433) | $ (2,018) | $ 4,410 | (9,587) | (1,382) | (7,417) |
Net (loss) income attributable to Evoqua Water Technologies Corp. | $ 1,688 | $ 4,135 | $ 1,384 | $ (16,730) | $ (3,450) | $ 793 | $ 12,503 | $ (3,713) | (9,523) | 6,135 | 2,163 |
Parent Company [Member] | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Other operating income | 73 | 78 | 29 | ||||||||
General and administrative expense | (303) | (2,142) | 0 | ||||||||
Net (loss) income of subsidiaries | (9,293) | 8,199 | 2,134 | ||||||||
Income before income taxes | (9,523) | 6,135 | 2,163 | ||||||||
Income tax expense | 0 | 0 | 0 | ||||||||
Net (loss) income attributable to Evoqua Water Technologies Corp. | $ (9,523) | $ 6,135 | $ 2,163 |
SCHEDULE I - Evoqua Water Tec_5
SCHEDULE I - Evoqua Water Technologies Corp. Condensed Statements of Changes in Cash Flows (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2017 | |
Operating activities | |||
Net income | $ 1,116 | $ 9,266 | $ 13,827 |
Changes in assets and liabilities | |||
Accrued expenses and other liabilities | (9,159) | (22,851) | (2,243) |
Prepaids and other current assets | 9,447 | (3,773) | (2,971) |
Net cash provided by operating activities | 125,196 | 81,017 | 28,502 |
Investing activities | |||
Net cash used in investing activities | (94,532) | (207,035) | (134,895) |
Financing activities | |||
Proceeds from issuance of common stock | 363 | 137,605 | 5,521 |
Stock repurchases | 0 | (230) | (1,474) |
Taxes paid related to net share settlements of share-based compensation awards | (1,270) | (8,807) | 0 |
Net cash provided by financing activities | 5,744 | 150,641 | 114,519 |
Change in cash and cash equivalents | 27,516 | 23,111 | 8,892 |
Beginning of period | 82,365 | 59,254 | 50,362 |
End of period | 109,881 | 82,365 | 59,254 |
Parent Company [Member] | |||
Operating activities | |||
Net income | (9,523) | 6,135 | 2,163 |
Reconciliation of net income to cash flows provided by operating activities: | |||
Net (loss) income of subsidiaries | 9,293 | (8,199) | (2,134) |
Changes in assets and liabilities | |||
Due to affiliates | 1,343 | 8,812 | 0 |
Accrued expenses and other liabilities | 0 | (61) | 61 |
Prepaids and other current assets | (161) | 0 | 256 |
Net cash provided by operating activities | 952 | 6,687 | 346 |
Investing activities | |||
Contributed capital | 0 | (140,999) | 0 |
Net cash used in investing activities | 0 | (140,999) | 0 |
Financing activities | |||
Proceeds from issuance of common stock | 137,605 | 5,521 | |
Stock repurchases | 0 | (230) | (1,474) |
Taxes paid related to net share settlements of share-based compensation awards | (1,270) | (8,807) | 0 |
Net cash provided by financing activities | (907) | 128,568 | 4,047 |
Change in cash and cash equivalents | 45 | (5,744) | 4,393 |
Beginning of period | 76 | 5,820 | 1,427 |
End of period | $ 121 | $ 76 | $ 5,820 |
SCHEDULE I - Evoqua Water Tec_6
SCHEDULE I - Evoqua Water Technologies Corp. (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Sep. 30, 2018 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 977,155 | $ 953,759 |
First Lien Term Loan, due December 20, 2024 | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 928,753 | $ 938,230 |
Parent Company [Member] | First Lien Term Loan, due December 20, 2024 | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 928,753 |