Cover Page
Cover Page - shares | 3 Months Ended | |
Apr. 04, 2021 | Apr. 30, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Apr. 4, 2021 | |
Current Fiscal Year End Date | --01-02 | |
Document Transition Report | false | |
Entity File Number | 001-37760 | |
Entity Registrant Name | SiteOne Landscape Supply, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 46-4056061 | |
Entity Address, Address Line One | 300 Colonial Center Parkway | |
Entity Address, Address Line Two | Suite 600 | |
Entity Address, City or Town | Roswell | |
Entity Address, State or Province | GA | |
Entity Address, Postal Zip Code | 30076 | |
City Area Code | 470 | |
Local Phone Number | 277-7000 | |
Title of 12(b) Security | Common Stock, $0.01 par value per share | |
Trading Symbol | SITE | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 44,428,179 | |
Entity Central Index Key | 0001650729 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Apr. 04, 2021 | Jan. 03, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 32.5 | $ 55.2 |
Accounts receivable, net of allowance for doubtful accounts of $9.8 and $9.1, respectively | 341.4 | 292.8 |
Inventory, net | 621.8 | 458.6 |
Income tax receivable | 7.8 | 6.8 |
Prepaid expenses and other current assets | 37.1 | 38.2 |
Total current assets | 1,040.6 | 851.6 |
Property and equipment, net (Note 5) | 131.1 | 130 |
Operating lease right-of-use assets, net (Note 7) | 254.8 | 256.5 |
Goodwill (Note 6) | 262.3 | 250.6 |
Intangible assets, net (Note 6) | 207.5 | 196.3 |
Deferred tax assets | 2.4 | 2.4 |
Other assets | 8 | 8.3 |
Total assets | 1,906.7 | 1,695.7 |
Current liabilities: | ||
Accounts payable | 320.6 | 172.8 |
Current portion of finance leases (Note 7) | 9.6 | 9.2 |
Current portion of operating leases (Note 7) | 56.2 | 54.6 |
Accrued compensation | 43.3 | 69.2 |
Long-term debt, current portion (Note 9) | 4.7 | 2.8 |
Accrued liabilities | 67.7 | 60 |
Total current liabilities | 502.1 | 368.6 |
Other long-term liabilities | 15 | 25.3 |
Finance leases, less current portion (Note 7) | 31.7 | 32.4 |
Operating leases, less current portion (Note 7) | 205.5 | 208.3 |
Deferred tax liabilities | 5.7 | 5.4 |
Long-term debt, less current portion (Note 9) | 341.2 | 260.7 |
Total liabilities | 1,101.2 | 900.7 |
Commitments and contingencies (Note 11) | ||
Stockholders' equity: | ||
Common stock, par value $0.01; 1,000,000,000 shares authorized; 44,414,654 and 44,300,380 shares issued, and 44,393,743 and 44,279,469 shares outstanding at April 4, 2021 and January 3, 2021, respectively | 0.4 | 0.4 |
Additional paid-in capital | 543.8 | 541.8 |
Retained earnings | 266.5 | 259.1 |
Accumulated other comprehensive loss | (5.2) | (6.3) |
Total stockholders' equity | 805.5 | 795 |
Total liabilities and stockholders' equity | $ 1,906.7 | $ 1,695.7 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Millions | Apr. 04, 2021 | Jan. 03, 2021 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 9.8 | $ 9.1 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 44,414,654 | 44,300,380 |
Common stock, shares outstanding (in shares) | 44,393,743 | 44,279,469 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 04, 2021 | Mar. 29, 2020 | |
Income Statement [Abstract] | ||
Net sales | $ 650.2 | $ 459.8 |
Cost of goods sold | 448.7 | 317 |
Gross profit | 201.5 | 142.8 |
Selling, general and administrative expenses | 192.3 | 167.1 |
Other income | 1.2 | 1 |
Operating income (loss) | 10.4 | (23.3) |
Interest and other non-operating expenses, net | 5.5 | 7.7 |
Net income (loss) before taxes | 4.9 | (31) |
Income tax benefit | (2.5) | (13.5) |
Net income (loss) | $ 7.4 | $ (17.5) |
Net income (loss) per common share: | ||
Basic (in dollars per share) | $ 0.17 | $ (0.42) |
Diluted (in dollars per share) | $ 0.16 | $ (0.42) |
Weighted average number of common shares outstanding: | ||
Basic (in shares) | 44,381,174 | 41,766,317 |
Diluted (in shares) | 45,655,171 | 41,766,317 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 04, 2021 | Mar. 29, 2020 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ 7.4 | $ (17.5) |
Other comprehensive income (loss): | ||
Foreign currency translation adjustments | 0.2 | (0.9) |
Unrealized gain (loss) on interest rate swaps, net of taxes of $(0.3) and $1.2, respectively | 0.9 | (3.8) |
Total other comprehensive income (loss) | 1.1 | (4.7) |
Comprehensive income (loss) | $ 8.5 | $ (22.2) |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 04, 2021 | Mar. 29, 2020 | |
Statement of Comprehensive Income [Abstract] | ||
Unrealized gain (loss) on interest rate swaps, tax | $ (0.3) | $ 1.2 |
Consolidated Statements of Equi
Consolidated Statements of Equity (Unaudited) - USD ($) $ in Millions | Total | Common Stock | Additional Paid-in-Capital | Retained Earnings | Accumulated Other Comprehensive Loss |
Stockholders' equity, beginning balance (in shares) at Dec. 29, 2019 | 41,570,800 | ||||
Stockholders' equity, beginning balance at Dec. 29, 2019 | $ 393.2 | $ 0.4 | $ 261.5 | $ 137.8 | $ (6.5) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | (17.5) | (17.5) | |||
Other comprehensive income (loss) | (4.7) | (4.7) | |||
Issuance of common shares under stock-based compensation plan ( in shares) | 291,600 | ||||
Issuance of common shares under stock-based compensation plan | 4 | 4 | |||
Stock-based compensation | 2.5 | 2.5 | |||
Stockholders' equity, ending balance (in shares) at Mar. 29, 2020 | 41,862,400 | ||||
Stockholders' equity, ending balance at Mar. 29, 2020 | 377.5 | $ 0.4 | 268 | 120.3 | (11.2) |
Stockholders' equity, beginning balance (in shares) at Jan. 03, 2021 | 44,279,500 | ||||
Stockholders' equity, beginning balance at Jan. 03, 2021 | 795 | $ 0.4 | 541.8 | 259.1 | (6.3) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income (loss) | 7.4 | 7.4 | |||
Other comprehensive income (loss) | 1.1 | 1.1 | |||
Issuance of common shares under stock-based compensation plan ( in shares) | 114,200 | ||||
Issuance of common shares under stock-based compensation plan | (1.1) | (1.1) | |||
Stock-based compensation | 3.1 | 3.1 | |||
Stockholders' equity, ending balance (in shares) at Apr. 04, 2021 | 44,393,700 | ||||
Stockholders' equity, ending balance at Apr. 04, 2021 | $ 805.5 | $ 0.4 | $ 543.8 | $ 266.5 | $ (5.2) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Apr. 04, 2021 | Mar. 29, 2020 | Jan. 03, 2021 | |
Cash Flows from Operating Activities: | |||
Net income (loss) | $ 7.4 | $ (17.5) | |
Adjustments to reconcile Net income to net cash used in operating activities: | |||
Amortization of finance lease right-of-use assets and depreciation | 8.5 | 7 | |
Stock-based compensation | 3.1 | 2.5 | |
Amortization of software and intangible assets | 10.9 | 9.3 | |
Amortization of debt related costs | 0.4 | 0.5 | |
Loss on extinguishment of debt | 0.8 | 0 | |
Loss on sale of equipment | 0.1 | 0.1 | |
Other | (0.6) | 0.4 | |
Changes in operating assets and liabilities, net of the effects of acquisitions: | |||
Receivables | (45.8) | (10.9) | |
Inventory | (157.6) | (112.5) | |
Income tax receivable | (1) | (15.7) | |
Prepaid expenses and other assets | 2 | (1.6) | |
Accounts payable | 145.6 | 84.1 | |
Accrued expenses and other liabilities | (19.3) | (11.3) | |
Net Cash Used In Operating Activities | (45.5) | (65.6) | |
Cash Flows from Investing Activities: | |||
Purchases of property and equipment | (7.2) | (4.6) | |
Purchases of intangible assets | (2.4) | (1.1) | |
Acquisitions, net of cash acquired | (37.7) | (45.2) | |
Proceeds from the sale of property and equipment | 1 | 0.2 | |
Net Cash Used In Investing Activities | (46.3) | (50.7) | |
Cash Flows from Financing Activities: | |||
Equity proceeds from common stock | 2.4 | 5.7 | |
Borrowings under term loan | 325 | 0 | |
Repayments under term loan | (269) | (1.1) | |
Borrowings on asset-based credit facility | 105.4 | 179.6 | |
Repayments on asset-based credit facility | (83.5) | (59.2) | |
Payments of debt issuance costs | (2.4) | 0 | |
Payments on finance lease obligations | (2.4) | (1.8) | |
Payments of acquisition related contingent obligations | (3.3) | (2) | |
Other financing activities | (3.3) | (1.6) | |
Net Cash Provided By Financing Activities | 68.9 | 119.6 | |
Effect of exchange rate on cash | 0.2 | (0.3) | |
Net Change In Cash | (22.7) | 3 | |
Cash and cash equivalents: | |||
Beginning | 55.2 | 19 | $ 19 |
Ending | 32.5 | 22 | $ 55.2 |
Supplemental Disclosures of Cash Flow Information: | |||
Cash paid during the year for interest | 5.2 | 6.7 | |
Cash paid during the year for income taxes | $ 0.1 | $ 0.4 |
Nature of Business and Signific
Nature of Business and Significant Accounting Policies | 3 Months Ended |
Apr. 04, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business and Significant Accounting Policies | Nature of Business and Significant Accounting Policies Nature of Business SiteOne Landscape Supply, Inc. (hereinafter collectively with all its consolidated subsidiaries referred to as the “Company” or individually as “Holdings”) is a wholesale distributor of irrigation supplies, fertilizer and control products (e.g., herbicides), landscape accessories, nursery goods, hardscapes (including pavers, natural stone, and blocks), outdoor lighting, and ice melt products to green industry professionals. The Company also provides value-added consultative services to complement its product offering and to help customers operate and grow their businesses. Substantially all of the Company’s sales are to customers located in the United States of America (“U.S.”), with less than two percent of sales and less than four percent of total assets in Canada for all periods presented. As of April 4, 2021, the Company had over 580 branches. Based on the nature of the Company’s products and customers’ business cycles, sales have been significantly higher in the second and third quarters of each fiscal year. Stock Offerin g On August 3, 2020, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with BofA Securities, Inc. (the “Underwriter”), relating to an underwritten public offering of 2,150,000 shares of the Company’s common stock, $0.01 par value per share (the “Common Stock”). Under the terms of the Underwriting Agreement, the Company granted the Underwriter an option, exercisable for 30 days, to purchase up to an additional 322,500 shares of Common Stock. The Underwriter did not exercise the option to purchase additional shares of Common Stock. The aggregate proceeds to the Company from the sale of shares of Common Stock in the offering were approximately $262.3 million before expenses of approximately $0.6 million. The offering closed on August 6, 2020. The Company has used a portion of the proceeds and intends to use the remaining net proceeds from the offering for general corporate purposes, which may include the acquisition of companies or businesses, the repayment and refinancing of debt, working capital and capital expenditures. The shares of Common Stock sold in the offering were issued pursuant to an automatically effective shelf registration statement on Form S-3ASR (Registration No. 333-240295) and the related prospectus that was filed with the Securities and Exchange Commission (“SEC”) on August 3, 2020, and a related prospectus supplement, dated August 3, 2020. COVID-19 Pandemic As a result of the ongoing novel coronavirus (or “COVID-19”) pandemic, the Company could experience impacts including, but not limited to, charges from potential adjustments of the carrying amounts of receivables and inventory, goodwill and other asset impairment charges, and deferred tax valuation allowances. There has been no material adverse impact to the Company’s consolidated financial statements for the quarter ended April 4, 2021; however, the extent to which the COVID-19 pandemic impacts the Company's business, results of operations, and financial condition will depend on future developments, which remain highly uncertain and cannot be predicted, including, but not limited to the duration, spread, and severity, of the COVID-19 pandemic, the effects of the COVID-19 pandemic on the Company's customers, suppliers, vendors, and associates and the remedial actions and stimulus measures adopted by local, state, and federal governments, and to what extent normal economic and operating conditions can resume. Even after the COVID-19 pandemic has subsided, the Company may experience an impact to its business as a result of any economic downturn, recession, or depression that has occurred or may occur in the future. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was enacted which included measures to assist companies in response to the COVID-19 pandemic. In accordance with the CARES Act, the Company deferred the payment of qualifying employer payroll taxes during the fiscal year ended January 3, 2021 which are required to be paid over two years, with 50 percent to be paid by December 31, 2021 and the remainder by December 31, 2022. As of April 4, 2021, the Company has $12.2 million of qualifying employer payroll taxes included in its Consolidated Balance Sheets, of which $6.1 million is included in Accrued compensation and $6.1 million is included in Other long-term liabilities. Basis of Financial Statement Presentation The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as applicable to interim financial reporting. In management’s opinion, the unaudited financial information for the interim periods presented includes all adjustments, consisting of normal recurring accruals necessary for a fair statement of the financial position, results of operations and cash flows. Certain information and disclosures normally included in the Company’s annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. These interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K filed with the SEC for the fiscal year ended January 3, 2021. The interim period unaudited financial results for the three-month periods presented are not necessarily indicative of results to be expected for any other interim period or for the entire year. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and accompanying notes. Actual results could differ materially from these estimates. Fiscal Year The Company’s fiscal year is a 52- or 53-week period ending on the Sunday nearest to December 31. The fiscal year ending January 2, 2022 includes 52 weeks and the fiscal year ended January 3, 2021 included 53 weeks. The three months ended April 4, 2021 and March 29, 2020 both included 13 weeks. Principles of Consolidation The Company’s consolidated financial statements include the assets and liabilities used in operating the Company’s business, including entities in which the Company owns or controls more than 50% of the voting shares. All of the Company’s subsidiaries are wholly owned. All intercompany balances and transactions have been eliminated in consolidation. Significant Accounting Policies Except as updated immediately below and by the Recently Issued and Adopted Accounting Pronouncements section, a description of the Company’s significant accounting policies is included in the Company’s Annual Report on Form 10-K for the fiscal year ended January 3, 2021. Interest rate swaps and hybrid debt instruments: The Company is subject to interest rate risk with regard to existing and future issuances of debt. The Company utilizes interest rate swap contracts to reduce its exposure to fluctuations in variable interest rates for future interest payments on existing debt. The Company has also amended and restructured its interest rate swap contracts using a strategy commonly referred to as a “blend and extend”. In a blend and extend arrangement, the liability position of the existing interest rate swap arrangement is effectively blended into the amended or new interest rate swap arrangement and the term to maturity of the hedged position is extended. The Company evaluates its blend and extend arrangements under Accounting Standards Codification (“ASC”), Topic 815: Derivatives and Hedging (“ASC 815”) to determine if they are stand-alone derivative instruments or hybrid instruments. Recently Issued and Adopted Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, “ Financial Instruments - Credit Losses (Topic 326) - Measurement of Credit Losses on Financial Instruments ,” amended by subsequent ASUs (collectively, “ASU 2016-13”), which changes the way companies evaluate credit losses for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, entities will be required to use a new forward-looking “expected loss” model to evaluate impairment, potentially resulting in earlier recognition of allowances for losses. The new standard also requires enhanced disclosures, including the requirement to disclose the information used to track credit quality by year of origination for most financing receivables. The Company adopted the amended guidance when it became effective in the first quarter of fiscal year 2020. The adoption of ASU 2016-13 did not have a material impact on its consolidated financial statements and related disclosures. In August 2018, the FASB issued ASU 2018-13, “ Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement ” (“ASU 2018-13”) which changes the fair value measurement disclosure requirements of ASC Topic 820. The ASU adds new disclosure requirements and eliminates and modifies existing disclosure requirements. 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 fiscal year of adoption. All other amendments in ASU 2018-13 should be applied retrospectively to all periods presented. The Company adopted ASU 2018-13 when it became effective in the first quarter of fiscal year 2020. The adoption of ASU 2018-13 did not have a material impact on its consolidated financial statements and related disclosures. In December 2019, the FASB issued ASU 2019-12, “Simplifying the Accounting for Income Taxes” (“ASU 2019-12”). The amendments in ASU 2019-12 simplify the accounting for income taxes by removing certain exceptions to the general principles in ASC Topic 740, Income Taxes . The amendments also improve consistent application of and simplify U.S. GAAP for other areas of ASC Topic 740 by clarifying and amending existing guidance. The transition requirements are dependent upon each amendment within this update and will be applied either prospectively or retrospectively. The Company adopted ASU 2019-12 when it became effective in the first quarter of fiscal year 2021. The adoption of ASU 2019-12 did not have a material impact on its consolidated financial statements and related disclosures. Accounting Pronouncements Issued But Not Yet Adopted In March 2020, the FASB issued ASU 2020-04, “ Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting ” (“ASU 2020-04”). The amendments provide optional guidance for a limited time to ease the potential burden in accounting for reference rate reform. The new guidance provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts and hedging relationships that reference the London Interbank Offered Rate (LIBOR) or another reference rate expected to be discontinued due to reference rate reform. These amendments are effective upon issuance and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The Company is currently evaluating the amended guidance and the impact on its consolidated financial statements and related disclosures. In January 2021, the FASB issued ASU 2021-01, “Reference Rate Reform (Topic 848): Scope” (“ASU 2021-01”) to amend the scope of the guidance in ASU 2020-04 on the facilitation of the effects of reference rate reform on financial reporting. Specifically, the amendments in ASU 2021-01 clarify that “certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting can apply to derivatives that are affected by the discounting transition”. The Company is currently evaluating the amended guidance and the impact on its consolidated financial statements and related disclosures. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 3 Months Ended |
Apr. 04, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Revenue from Contracts with Customers The following table presents Net sales disaggregated by product category: Three Months Ended April 4, 2021 March 29, 2020 Landscaping products (a) $ 452.4 $ 320.2 Agronomic and other products (b) 197.8 139.6 $ 650.2 $ 459.8 ______________ (a) Landscaping products include irrigation, nursery, hardscapes, outdoor lighting, and landscape accessories. (b) Agronomic and other products include fertilizer, control products, ice melt, equipment, and other products. Remaining Performance Obligations Remaining performance obligations related to ASC Topic 606 represent the aggregate transaction price allocated to performance obligations with an original contract term greater than one year which are fully or partially unsatisfied at the end of the period. Remaining performance obligations include the outstanding points balance related to the customer loyalty reward program. The program allows enrolled customers to earn loyalty rewards on purchases to be used on future purchases, to pay for annual customer trips hosted by the Company, or to obtain gift cards to other third-party retailers. As of April 4, 2021, the aggregate amount of the transaction price allocated to remaining performance obligations was approximately $6.6 million. The Company expects to recognize revenue on the remaining performance obligations over the next 12 months. Contract Balances The timing of revenue recognition, billings, and cash collections results in billed accounts receivable, deferred revenue, and billings in excess of revenue recognized in the Company’s Consolidated Balance Sheets. Contract liabilities As of April 4, 2021 and January 3, 2021, contract liabilities were $6.6 million and $5.7 million, respectively, and were included within Accrued liabilities in the accompanying Consolidated Balance Sheets. The increase in the contract liability balance during the three months ended April 4, 2021 is primarily a result of cash payments received in advance of satisfying performance obligations partially offset by $1.4 million of revenue recognized and the expiration of points related to the customer loyalty reward program during the period. |
Acquisitions
Acquisitions | 3 Months Ended |
Apr. 04, 2021 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions From time to time the Company enters into strategic acquisitions in an effort to better service existing customers and to attract new customers. The Company completed the following acquisitions for an aggregate purchase price of approximately $37.1 million and $44.8 million and deferred contingent consideration of zero and $6.2 million for the three months ended April 4, 2021 and March 29, 2020, respectively. • In April 2021, the Company acquired the assets and assumed the liabilities of Arizona Stone & Architectural Products and Solstice Stone (“Arizona Stone and Solstice”). With seven locations throughout Arizona and two locations in the Las Vegas, Nevada market, Arizona Stone and Solstice is a provider of hardscapes, natural stone, and landscape supplies to landscape professionals. • In February 2021, the Company acquired the assets and assumed the liabilities of Lucky Landscape Supply, LLC (“Lucky Landscape Supply”). With one location in the greater Houston, Texas market, Lucky Landscape Supply is a distributor of nursery products to landscape professionals. • In December 2020, the Company acquired the assets and assumed the liabilities of Stone Center of Richmond, LLC and Stone Center of Fredericksburg, LLC (collectively, “Stone Center of Virginia”). With two locations in each of the Richmond and Fredericksburg, Virginia markets, Stone Center of Virginia is a distributor of hardscapes, natural stone, and landscape supplies to landscape professionals. • In December 2020, the Company acquired the assets and assumed the liabilities of Dirt and Rock, LLC (“Dirt and Rock”). With one location in the greater Atlanta, Georgia market, Dirt and Rock is a distributor of hardscapes, natural stone, and landscape supplies to landscape professionals. • In December 2020, the Company acquired the assets and assumed the liabilities of Alpine Materials (“Alpine”). With one location in the greater Dallas, Texas market, Alpine is a distributor of mulches, soils, and hardscape materials to landscape professionals. • In October 2020, the Company acquired the assets and assumed the liabilities of Hedberg Supply (“Hedberg”). With two locations in the Twin Cities, Minnesota market, Hedberg is a distributor of hardscapes, nursery, and landscape supplies to landscape professionals. • In October 2020, the Company acquired the assets and assumed the liabilities of BURNCO Landscape Centres Inc. (“BURNCO”). With 12 locations in the three Canadian provinces of British Columbia, Alberta, and Saskatchewan, BURNCO is a distributor of hardscapes and landscape supplies to landscape professionals. • In August 2020, the Company acquired all of the outstanding stock of Modern Builders Supply, Inc. (“Modern Builders”). With two locations in the San Diego, Southern Orange County and Inland Empire markets in California, Modern Builders is a distributor of hardscapes and landscape supplies to landscape professionals. • In August 2020, the Company acquired the assets and assumed the liabilities of Alliance Stone (“Alliance Stone”). With one location in the greater Atlanta, Georgia market, Alliance Stone is a distributor of hardscapes and natural stone to landscape professionals. • In March 2020, the Company acquired the assets and assumed the liabilities of Big Rock Natural Stone and Hardscapes, Inc. (“Big Rock”). With one location in the greater Greenville, South Carolina market, Big Rock is a distributor of hardscapes and landscape supplies to landscape professionals. • In January 2020, the Company acquired the assets and assumed the liabilities of The Garden Dept. Corp. (“Garden Dept.”). With three locations in the greater Long Island, New York market, Garden Dept. is a distributor of nursery and landscape supplies to landscape professionals. • In January 2020, the Company acquired the assets and assumed the liabilities of Empire Supplies (“Empire”). With three locations in the greater Newark-Union, New Jersey market, Empire is a distributor of hardscapes and landscape supplies to landscape professionals. • In January 2020, the Company acquired the assets and assumed the liabilities of Wittkopf Landscape Supply (“Wittkopf”). With two locations in the Spokane Valley, Washington market, Wittkopf is a distributor of hardscapes and landscape supplies to landscape professionals. These transactions were accounted for by the acquisition method, and accordingly, the results of operations were included in the Company’s consolidated financial statements from their respective acquisition dates. |
Fair Value Measurement and Inte
Fair Value Measurement and Interest Rate Swaps | 3 Months Ended |
Apr. 04, 2021 | |
Fair Value Disclosures and Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair Value Measurement and Interest Rate Swaps | Fair Value Measurement and Interest Rate Swaps Fair value is defined as an exit price, representing an amount that would be received to sell an asset or the amount paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The inputs used to measure fair value are prioritized into the following three-tiered value hierarchy: • Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities. • Level 2: Unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active or inputs, other than quoted prices in active markets, which are observable either directly or indirectly. • Level 3: Unobservable inputs for which there is little or no market data. The hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The classification of fair value measurement within the hierarchy is based upon the lowest level of input that is significant to the measurement. The Company’s financial instruments consist of cash and cash equivalents, accounts receivables, forward-starting interest rate swap contracts, interest rate swap contracts, and long-term debt. The variable interest rate on the long-term debt is reflective of current market borrowing rates. As such, the Company has determined that the carrying value of these financial instruments approximates fair value. Interest Rate Swaps The Company is subject to interest rate risk with regard to existing and future issuances of debt. The Company utilizes interest rate swap contracts to reduce its exposure to fluctuations in variable interest rates for future interest payments on existing debt. The Company is party to forward-starting interest rate swap contracts and interest rate swap contracts to convert the variable interest rate to a fixed interest rate on the borrowings under the term loans. The Company recognizes any differences between the variable interest rate payments and the fixed interest rate settlements with the swap counterparties as an adjustment to interest expense over the life of the swaps. The Company has designated these swaps as cash flow hedges and records the estimated fair value of the swaps to Accumulated other comprehensive income (loss) (“AOCI”) on its Consolidated Balance Sheets. If it becomes probable the forecasted transactions will not occur, the hedge relationship will be de-designated and amounts accumulated in AOCI will be reclassified to Interest and other non-operating expenses, net in the current period. On March 23, 2021, the Company through its subsidiaries SiteOne Landscape Supply Holding, LLC (“Landscape Holding”) and SiteOne Landscape Supply, LLC (“Landscape”) entered into the Fifth Amendment to the Amended and Restated Credit Agreement, the (“Fifth Amendment”), in order to, among other things, incur $325.0 million of term loans (the “New Term Loans”). Proceeds of the New Term Loans were used to, among other things, (i) repay in full all existing tranche E term loans (the “Tranche E Term Loans”) outstanding under the Existing Credit Agreement immediately prior to effectiveness of the Fifth Amendment, (ii) pay fees and expenses related to the Fifth Amendment and the Second Amended and Restated Credit Agreement, and (iii) for working capital and other general corporate purposes. Refer to “Note 9. Long-Term Debt” for additional information regarding the New Term Loans. In addition, on March 23, 2021, the Company restructured the interest rate swap positions of its Forward-starting interest rate swaps 4, 5, and 6 to extend the terms using a strategy commonly referred to as a “blend and extend” in order to continue to manage its exposure to interest rate risk under the New Term Loans. As a result of these transactions, all existing agreements for Forward-starting interest rate swaps 4, 5, and 6 were amended and restructured as new agreements designated by the Company as Interest rate swaps 7, 8, and 9 with the same counterparties. Each of the amended Interest rate swap agreements mature on March 23, 2025 and effectively blended the liability positions of the existing Forward-starting interest rate swaps into the Interest rate swaps and extended the term of the hedged positions. The Interest rate swaps are indexed to three-month LIBOR and will be net settled on a quarterly basis with the counterparties for the difference between the fixed rates and the variable rates based upon three-month LIBOR (subject to a floor of 0.50%) as applied to the notional amounts of each Interest rate swap. Due to the size of the initial net investment amounts resulting from the termination value of the existing Forward-starting interest rate swaps that were rolled into the Interest rate swap arrangements, each of the three Interest rate swaps were determined to be hybrid debt instruments containing embedded at-market interest rate swap derivatives. As a result, the Company has bifurcated the derivative instruments from the debt host instruments for the Interest rate swaps for accounting purposes. Refer to “Note 1. Nature of Business and Significant Accounting Policies” and “Note 9. Long-Term Debt” for additional information regarding the Company’s hybrid debt instruments. The Company also de-designated the hedging relationships for Forward-starting interest rate swaps 1 and 2 on March 23, 2021. The swaps were not terminated; however, hedge accounting was discontinued since these swaps are no longer designated as hedging instruments. The related accumulated loss for these swaps remains in AOCI and will be recognized in earnings at the time the hedged interest payments impact earnings. The following table provides additional information related to the swap contracts designated as hedging instruments as of April 4, 2021: Derivatives designated as hedging instruments Inception Date Effective Date Maturity Date Notional Amount Fixed Interest Rate Type of Hedge Forward-starting interest rate swap 3 December 17, 2018 July 14, 2020 January 14, 2024 34.0 2.93450 % Cash flow Interest rate swap 7 March 23, 2021 March 23, 2021 March 23, 2025 50.0 0.99500 % Cash flow Interest rate swap 8 March 23, 2021 March 23, 2021 March 23, 2025 90.0 0.98600 % Cash flow Interest rate swap 9 March 23, 2021 March 23, 2021 March 23, 2025 70.0 0.99784 % Cash flow The following table provides additional information related to the swap contracts not designed as hedging instruments as of April 4, 2021: Derivatives not designated as hedging instruments Inception Date Effective Date Maturity Date Notional Amount Fixed Interest Rate Forward-starting interest rate swap 1 June 30, 2017 March 11, 2019 June 11, 2021 $ 58.0 2.13450 % Forward-starting interest rate swap 2 June 30, 2017 March 11, 2019 June 11, 2021 116.0 2.15100 % The Company recognizes the unrealized gains or unrealized losses as either assets or liabilities at fair value on its Consolidated Balance Sheets. The interest rate swap contracts are subject to master netting arrangements. The Company has elected not to offset the fair value of assets with the fair value of liabilities related to these contracts. The following table summarizes the fair value of the derivative instruments and the respective lines in which they were recorded in the Consolidated Balance Sheets as of April 4, 2021 and January 3, 2021 (in millions): Derivative Assets April 4, 2021 January 3, 2021 Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivatives designated as hedging instruments Interest rate contracts Prepaid expenses and other current assets $ — Prepaid expenses and other current assets $ — Other assets 0.4 Other assets — Total derivative assets $ 0.4 $ — Derivative Liabilities April 4, 2021 January 3, 2021 Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivatives designated as hedging instruments Interest rate contracts Accrued liabilities $ 0.5 Accrued liabilities $ 2.2 Other long-term liabilities 1.2 Other long-term liabilities 2.6 Derivatives not designated as hedging instruments Interest rate contracts Accrued liabilities $ 0.4 Accrued liabilities $ 1.7 Other long-term liabilities — Other long-term liabilities 2.6 Total derivative liabilities $ 2.1 $ 9.1 For determining the fair value of the interest rate swap contracts, the Company uses significant observable market data or assumptions (Level 2 inputs) that market participants would use in pricing similar assets or liabilities, including assumptions about counterparty risk. The fair value estimates reflect an income approach based on the terms of the interest rate swap contracts and inputs corroborated by observable market data including interest rate curves. For the three months ended April 4, 2021 and March 29, 2020, there was no ineffectiveness recognized in earnings. The after-tax amount of unrealized loss on derivative instruments included in Accumulated other comprehensive loss related to the interest rate swap contracts expected to be reclassified to earnings during the next twelve months was $2.6 million as of April 4, 2021. The ultimate amount recognized will vary based on fluctuations of interest rates through the maturity dates. The table below details pre-tax amounts in AOCI and gain (loss) reclassified into income for derivatives designated as cash flow hedges for the three months ended April 4, 2021 and March 29, 2020 (in millions): Three Months Ended April 4, 2021 March 29, 2020 Gain (Loss) Recorded in OCI Classification of Gain (Loss) Reclassified from AOCI into Income Gain (Loss) Reclassified from AOCI into Income Gain (Loss) Recorded in OCI Classification of Gain (Loss) Reclassified from AOCI into Income Gain (Loss) Reclassified from AOCI into Income Derivatives in Cash Flow Hedging Relationships Interest rate contracts $ 1.2 Interest and other non-operating expenses, net $ (0.9) $ (5.0) Interest and other non-operating expenses, net $ (0.6) The table below details gain (loss) recorded in income and reclassified from AOCI into income for derivatives not designated as hedging instruments for the three months ended April 4, 2021 and March 29, 2020 (in millions): Gain (Loss) Reclassified from AOCI into Income Gain (Loss) Recognized in Income Derivatives not designated as hedging instruments Location of Gain (Loss) April 4, 2021 March 29, 2020 April 4, 2021 March 29, 2020 Interest rate contracts Interest and other non-operating expenses, net $ (0.6) $ — $ 0.4 $ — Failure of the swap counterparties to make payments would result in the loss of any potential benefit to the Company under the swap agreements. In this case, the Company would still be obligated to pay the variable interest payments underlying the debt agreements. Additionally, failure of the swap counterparties would not eliminate the Company’s obligation to continue to make payments under the existing swap agreements if it continues to be in a net pay position. |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Apr. 04, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment consisted of the following (in millions): April 4, 2021 January 3, 2021 Land $ 12.2 $ 12.2 Buildings and leasehold improvements: Buildings 7.8 7.8 Leasehold improvements 31.5 31.0 Branch equipment 61.2 58.6 Office furniture and fixtures and vehicles: Office furniture and fixtures 22.9 22.4 Vehicles 32.6 32.0 Finance lease right-of-use assets 66.3 64.5 Tooling 0.1 0.1 Construction in progress 6.8 5.3 Total property and equipment, gross 241.4 233.9 Less: accumulated depreciation and amortization 110.3 103.9 Total property and equipment, net $ 131.1 $ 130.0 Amortization of finance ROU assets and depreciation expense was approximately $8.5 million for the three months ended April 4, 2021, and $7.0 million for the three months ended March 29, 2020, respectively. Capitalized software has an estimated useful life of three years. The amounts of total capitalized software costs, including purchased and internally developed software, included in Other assets as of April 4, 2021 and January 3, 2021 were approximately $12.7 million and $12.9 million, less accumulated amortization of approximately $9.9 million and $9.4 million, respectively. Amortization of these software costs was approximately $0.4 million and $0.6 million for the three months ended April 4, 2021 and March 29, 2020, respectively. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 3 Months Ended |
Apr. 04, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | Goodwill and Intangible Assets, Net Goodwill The changes in the carrying amount of goodwill were as follows (in millions): January 3, 2021 to April 4, 2021 Beginning balance $ 250.6 Goodwill acquired during the period 10.2 Goodwill adjusted during the period 1.5 Ending balance $ 262.3 Additions to goodwill during the three months ended April 4, 2021 related to the acquisitions completed in 2021 as described in Note 3 . Intangible Assets Intangible assets include customer relationships, and trademarks and other intangibles. Intangible assets with finite useful lives are amortized on an accelerated method or a straight-line method of amortization over their estimated useful lives. An accelerated amortization method reflecting the pattern in which the asset will be consumed is utilized if that pattern can be reliably determined. If that pattern cannot be reliably determined, a straight-line amortization method is used. The Company considers the period of expected cash flows and underlying data used to measure the fair value of the intangible assets when selecting a useful life. During the three months ended April 4, 2021, the Company recorded $21.7 million of intangible assets, including $19.3 million in Customer relationship intangibles and $2.4 million in Trademarks and other intangibles. The change in Customer relationship intangibles and Trademarks and other intangibles included additions of $19.1 million and $2.4 million, respectively, as a result of the acquisitions completed in 2021 as described in Note 3 . Adjustments to purchase price allocations related to prior year acquisitions during the allowable measurement period of Customer relationship intangibles and Trademarks and other intangibles were $0.2 million and zero, respectively. During the three months ended March 29, 2020, the Company recorded $20.9 million of intangible assets, including $19.8 million in Customer relationship intangibles and $1.1 million in Trademarks and other intangibles. The change in Customer relationship intangibles and Trademarks and other intangibles included additions of $19.5 million and $1.1 million, respectively, as a result of the acquisitions completed in 2020 as described in Note 3 . Adjustments to purchase price allocations related to prior year acquisitions during the allowable measurement period of Customer relationship intangibles and Trademarks and other intangibles were $0.3 million and zero, respectively. The customer relationship intangible assets will be amortized over a weighted-average period of approximately 20 years. The trademarks and other intangible assets recorded will be amortized over a weighted-average period of approximately five years. The following table summarizes the components of intangible assets (in millions, except weighted average remaining useful life): April 4, 2021 January 3, 2021 Weighted Average Remaining Useful Life (Years) Amount Accumulated Amortization Net Amount Accumulated Amortization Net Customer relationships 17.3 $ 359.8 $ 166.3 $ 193.5 $ 340.5 $ 156.9 $ 183.6 Trademarks and other 3.8 28.2 14.2 14.0 25.8 13.1 12.7 Total intangibles $ 388.0 $ 180.5 $ 207.5 $ 366.3 $ 170.0 $ 196.3 Amortization expense for intangible assets was approximately $10.5 million for the three months ended April 4, 2021 and $8.7 million for the three months ended March 29, 2020, respectively. Total future amortization estimated as of April 4, 2021, is as follows (in millions): Fiscal year ending: 2021 (remainder) $ 32.3 2022 36.2 2023 29.3 2024 23.3 2025 18.5 Thereafter 67.9 Total future amortization $ 207.5 |
Leases
Leases | 3 Months Ended |
Apr. 04, 2021 | |
Leases [Abstract] | |
Leases | Leases The Company determines if an arrangement is a lease at inception of a contract. The Company leases equipment and real estate including office space, branch locations, and distribution centers under operating leases. Finance lease obligations consist primarily of the Company’s vehicle fleet. Most leases include one or more options to renew, with renewal terms that can extend the lease term from 1 to 5 years or more. The exercise of lease renewal options is at the Company’s sole discretion. Certain leases include options to purchase the leased property. The lease agreements do not contain any material residual value guarantees or material restrictive covenants. Leases with an initial term of 12 months or less are not recorded in the Consolidated Balance Sheets. The Company accounts for each separate lease component of a contract and its associated non-lease components as a single lease component. Variable lease payment amounts that cannot be determined at the commencement of the lease such as increases in lease payments based on changes in index rates or usage, are not included in the ROU assets or lease liabilities and are expensed as incurred and recorded as variable lease expense. ROU assets represent the Company's right to use an underlying asset during the lease term and lease liabilities represent the Company's obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at commencement date based on the net present value of fixed lease payments over the lease term. ROU assets also include any advance lease payments and are adjusted for lease incentives. As most of the Company's operating leases do not provide an implicit rate, the Company uses an incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. Finance lease agreements generally include an interest rate that is used to determine the present value of future lease payments. Operating fixed lease expense and finance lease amortization expense are recognized on a straight-line basis over the lease term. The components of lease expense were as follows (in millions): Three Months Ended Lease cost Classification April 4, 2021 March 29, 2020 Finance lease cost Amortization of right-of-use assets Selling, general and administrative expenses $ 2.6 $ 2.0 Interest on lease liabilities Interest and other non-operating expenses, net 0.4 0.3 Operating lease cost Cost of goods sold 0.7 0.8 Operating lease cost Selling, general and administrative expenses 16.7 16.0 Short-term lease cost Selling, general and administrative expenses 0.5 0.4 Variable lease cost Selling, general and administrative expenses 0.2 0.2 Sublease income Selling, general and administrative expenses (0.3) (0.3) Total lease cost $ 20.8 $ 19.4 Supplemental cash flow information related to leases was as follows (in millions): Three Months Ended Other information April 4, 2021 March 29, 2020 Cash paid for amounts included in the measurements of lease liabilities Operating cash flows from finance leases $ 0.4 $ 0.3 Operating cash flows from operating leases $ 16.9 $ 16.5 Financing cash flows from finance leases $ 2.4 $ 1.8 Right-of-use assets obtained in exchange for new lease liabilities Finance leases $ 2.0 $ 6.6 Operating leases $ 12.5 $ 21.5 The aggregate future lease payments for operating and finance leases as of April 4, 2021 were as follows (in millions): Maturity of Lease Liabilities Operating Leases Finance Leases Fiscal year: 2021 (remainder) $ 46.3 $ 8.3 2022 60.6 10.1 2023 49.3 9.6 2024 39.3 8.4 2025 29.5 5.4 2026 20.0 2.7 Thereafter 73.9 — Total lease payments 318.9 44.5 Less: interest 57.2 3.2 Present value of lease liabilities $ 261.7 $ 41.3 Average lease terms and discount rates were as follows: Lease Term and Discount Rate April 4, 2021 Weighted-average remaining lease term (years) Finance leases 4.6 Operating leases 6.8 Weighted-average discount rate Finance leases 3.5 % Operating leases 5.4 % |
Leases | Leases The Company determines if an arrangement is a lease at inception of a contract. The Company leases equipment and real estate including office space, branch locations, and distribution centers under operating leases. Finance lease obligations consist primarily of the Company’s vehicle fleet. Most leases include one or more options to renew, with renewal terms that can extend the lease term from 1 to 5 years or more. The exercise of lease renewal options is at the Company’s sole discretion. Certain leases include options to purchase the leased property. The lease agreements do not contain any material residual value guarantees or material restrictive covenants. Leases with an initial term of 12 months or less are not recorded in the Consolidated Balance Sheets. The Company accounts for each separate lease component of a contract and its associated non-lease components as a single lease component. Variable lease payment amounts that cannot be determined at the commencement of the lease such as increases in lease payments based on changes in index rates or usage, are not included in the ROU assets or lease liabilities and are expensed as incurred and recorded as variable lease expense. ROU assets represent the Company's right to use an underlying asset during the lease term and lease liabilities represent the Company's obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at commencement date based on the net present value of fixed lease payments over the lease term. ROU assets also include any advance lease payments and are adjusted for lease incentives. As most of the Company's operating leases do not provide an implicit rate, the Company uses an incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. Finance lease agreements generally include an interest rate that is used to determine the present value of future lease payments. Operating fixed lease expense and finance lease amortization expense are recognized on a straight-line basis over the lease term. The components of lease expense were as follows (in millions): Three Months Ended Lease cost Classification April 4, 2021 March 29, 2020 Finance lease cost Amortization of right-of-use assets Selling, general and administrative expenses $ 2.6 $ 2.0 Interest on lease liabilities Interest and other non-operating expenses, net 0.4 0.3 Operating lease cost Cost of goods sold 0.7 0.8 Operating lease cost Selling, general and administrative expenses 16.7 16.0 Short-term lease cost Selling, general and administrative expenses 0.5 0.4 Variable lease cost Selling, general and administrative expenses 0.2 0.2 Sublease income Selling, general and administrative expenses (0.3) (0.3) Total lease cost $ 20.8 $ 19.4 Supplemental cash flow information related to leases was as follows (in millions): Three Months Ended Other information April 4, 2021 March 29, 2020 Cash paid for amounts included in the measurements of lease liabilities Operating cash flows from finance leases $ 0.4 $ 0.3 Operating cash flows from operating leases $ 16.9 $ 16.5 Financing cash flows from finance leases $ 2.4 $ 1.8 Right-of-use assets obtained in exchange for new lease liabilities Finance leases $ 2.0 $ 6.6 Operating leases $ 12.5 $ 21.5 The aggregate future lease payments for operating and finance leases as of April 4, 2021 were as follows (in millions): Maturity of Lease Liabilities Operating Leases Finance Leases Fiscal year: 2021 (remainder) $ 46.3 $ 8.3 2022 60.6 10.1 2023 49.3 9.6 2024 39.3 8.4 2025 29.5 5.4 2026 20.0 2.7 Thereafter 73.9 — Total lease payments 318.9 44.5 Less: interest 57.2 3.2 Present value of lease liabilities $ 261.7 $ 41.3 Average lease terms and discount rates were as follows: Lease Term and Discount Rate April 4, 2021 Weighted-average remaining lease term (years) Finance leases 4.6 Operating leases 6.8 Weighted-average discount rate Finance leases 3.5 % Operating leases 5.4 % |
Employee Benefit and Stock Ince
Employee Benefit and Stock Incentive Plans | 3 Months Ended |
Apr. 04, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Employee Benefit and Stock Incentive Plans | Employee Benefit and Stock Incentive Plans The Company sponsors a defined contribution benefit plan for substantially all of its employees. Company contributions to the plan are based on a percentage of employee wages. The Company’s contributions to the plan were approximately $3.3 million for the three months ended April 4, 2021, and $2.7 million for the three months ended March 29, 2020. The Company’s Omnibus Equity Incentive Plan (the “2016 Plan”), which became effective on April 28, 2016, provides for the grant of awards in the form of stock options, which may be either incentive stock options or non-qualified stock options; stock purchase rights; restricted stock; restricted stock units (“RSUs”); performance shares; performance stock units (“PSUs”); stock appreciation rights (“SARs”); dividend equivalents; deferred stock units (“DSUs”); and other stock-based awards. The Company also has outstanding stock-based awards under its stock incentive plan (“Stock Incentive Plan”) which commenced in May 2014 and terminated upon adoption of the 2016 Plan. However, awards previously granted under the Stock Incentive Plan were unaffected by the termination of the Stock Incentive Plan. At the 2020 Annual Meeting of Stockholders of the Company on May 13, 2020 (the “Effective Date”), the Company’s stockholders approved the Company’s 2020 Omnibus Equity Incentive Plan (the “2020 Plan”), which replaced the 2016 Plan. The 2020 Plan reserves 2,155,280 shares of the Company’s common stock for issuance under the 2020 Plan, consisting of 1,600,000 new shares plus 555,280 shares that were previously authorized for issuance under the 2016 Plan and that, as of the Effective Date, were not subject to outstanding awards. No further grants of awards will be made under the 2016 Plan; however, outstanding awards granted under the 2016 Plan will remain outstanding and will continue to be administered in accordance with the terms of the 2016 Plan and the applicable award agreements. Any shares covered by an award, or any portion thereof, granted under the 2020 Plan, 2016 Plan, or Stock Incentive Plan that terminates, is forfeited, is repurchased, expires or lapses for any reason will again be available for the grant of awards. Additionally, any shares tendered or withheld to satisfy the grant or exercise price or tax withholding obligations pursuant to any award under the 2020 Plan, 2016 Plan, or Stock Incentive Plan will again be available for issuance. The aggregate number of shares which may be issued under the 2020 Plan is 2,155,280 shares of which 2,015,637 remain available as of April 4, 2021. The stock options and RSUs granted to employees vest over a four-year period at 25% per year. The DSUs granted to non-employee directors vest immediately but settlement is deferred until termination of the director’s service on the board or until a change of control of the Company. Stock options and RSUs expire ten years after the date of grant. PSUs granted to employees vest upon the achievement of the performance conditions, over a three-year period, measured by the growth of the Company’s pre-tax income plus amortization relative to a select peer group, subject to adjustment based upon the application of a return on invested capital modifier. The fair value of each stock option is estimated on the date of grant using the Black-Scholes options pricing model. The DSUs, RSUs and PSUs have grant date fair values equal to the fair market value of the underlying stock on the date of grant. Share-based compensation expense is recognized in the financial statements based upon fair value on the date of grant. The compensation cost for stock options and RSUs is recognized on a straight-line basis over the requisite vesting period. The Company recognizes compensation expense for PSUs when it is probable that the performance conditions will be achieved. The Company reassesses the probability of vesting at each reporting period and adjusts its compensation cost accordingly. A summary of stock-based compensation activities during the three months ended April 4, 2021 was as follows (in thousands): Stock Options RSUs DSUs PSUs Outstanding as of January 3, 2021 1,595.3 174.1 41.0 44.2 Granted 71.9 66.5 0.1 19.9 Exercised/Vested/Settled (78.1) (56.5) — — Expired or forfeited (2.4) (2.6) — — Outstanding as of April 4, 2021 1,586.7 181.5 41.1 64.1 The weighted average grant date fair value of awards granted during the three months ended April 4, 2021 was as follows: Weighted Average Stock options $ 48.01 RSUs $ 166.06 DSUs $ 170.74 PSUs $ 166.15 A summary of stock-based compensation expenses recognized during the periods was as follows (in millions): Three Months Ended April 4, 2021 March 29, 2020 Stock options $ 1.1 $ 1.2 RSUs 1.5 0.9 DSUs 0.1 0.2 PSUs 0.4 0.2 Total stock-based compensation $ 3.1 $ 2.5 A summary of unrecognized stock-based compensation expense as of April 4, 2021 was as follows: Unrecognized Compensation Weighted Average Stock options $ 9.0 2.74 RSUs $ 18.9 3.23 DSUs $ 0.2 0.88 PSUs $ 4.5 2.36 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Apr. 04, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt was as follows (in millions): April 4, 2021 January 3, 2021 ABL facility $ 21.9 $ — Term loans 325.0 269.0 Hybrid debt instruments 5.9 — Total gross long-term debt 352.8 269.0 Less: unamortized debt issuance costs and discounts on debt (6.9) (5.5) Total debt $ 345.9 $ 263.5 Less: current portion (4.7) (2.8) Total long-term debt $ 341.2 $ 260.7 ABL Facility Landscape Holding and Landscape, (the “Borrowers”), each an indirect wholly-owned subsidiary of the Company, are parties to the credit agreement dated December 23, 2013 (as amended by the First Amendment to the Credit Agreement, dated June 13, 2014, the Second Amendment to the Credit Agreement, dated January 26, 2015, the Third Amendment to the Credit Agreement, dated February 13, 2015, the Fourth Amendment to the Credit Agreement, dated October 20, 2015, the Omnibus Amendment to the Credit Agreement, dated May 24, 2017, and the Sixth Amendment to the Credit Agreement, dated February 1, 2019, the “ABL Credit Agreement”) providing for an asset-based credit facility (the “ABL Facility”) of up to $375.0 million, subject to borrowing base availability. The ABL Facility is secured by a first lien on the inventory and receivables of the Borrowers. The ABL Facility is guaranteed by SiteOne Landscape Supply Bidco, Inc. (“Bidco”), an indirect wholly-owned subsidiary of the Company, and each direct and indirect wholly-owned U.S. restricted subsidiary of Landscape. The availability under the ABL Facility was $344.0 million and $362.3 million as of April 4, 2021 and January 3, 2021, respectively. Availability is determined using borrowing base calculations of eligible inventory and receivable balances less the current outstanding ABL Facility and letters of credit balances. On February 1, 2019, the Company entered into the Sixth Amendment to Credit Agreement, to among other things, (i) extend the termination date to February 1, 2024, (ii) increase the aggregate principal amount of the commitments under the ABL Credit Agreement to $375.0 million pursuant to an increase via use of the existing “incremental” commitment increase provisions of the ABL Credit Agreement, and (iii) amend certain terms of the ABL Credit Agreement and Guarantee and Collateral Agreement. The interest rate on the ABL Facility is LIBOR plus an applicable margin ranging from 1.25% to 1.75% or an alternate base rate for U.S. denominated borrowings plus an applicable margin ranging from 0.25% to 0.75%. The interest rates on outstanding balances ranged from 1.36% to 3.50% as of April 4, 2021. There were no outstanding balances on the ABL Facility as of January 3, 2021. Additionally, the Borrowers paid a commitment fee of 0.25% and 0.25% on the unfunded amount as of April 4, 2021 and January 3, 2021, respectively. The ABL Facility is subject to mandatory prepayments if the outstanding loans and letters of credit exceed either the aggregate revolving commitments or the current borrowing base, in an amount equal to such excess. Additionally, the ABL Facility is subject to various covenants, including incurrence covenants that require meeting minimum financial ratios, and additional borrowings and other corporate transactions may be limited by failure to meet these financial ratios. Failure to meet any of these covenants could result in an event of default under these agreements. If an event of default occurs the lenders could elect to declare all amounts outstanding under these agreements to be immediately due and payable, enforce their interest in collateral pledged under the agreement, or restrict the Borrowers’ ability to obtain additional borrowings under these agreements. The ABL Facility is secured by a first lien security interest over inventory and receivables and a second lien security interest over all other assets pledged as collateral. The ABL Facility contains customary representations and warranties and customary affirmative and negative covenants. The negative covenants consist of the following: financial condition, fundamental changes, dividends and distributions, acquisitions, dispositions of collateral, payments and modifications of restricted indebtedness, negative pledge clauses, changes in line of business, currency, commodity and other hedging transactions, transactions with affiliates, investments, indebtedness, and liens. The negative covenants are subject to the customary exceptions and also permit the payment of dividends and distributions, investments, permitted acquisitions and payments or redemptions of junior indebtedness upon satisfaction of a payment condition. As of April 4, 2021, the Company is in compliance with all of the ABL Facility covenants. Term Loans The Borrowers entered into a syndicated senior term loan facility dated April 29, 2016, which was amended on November 23, 2016, May 24, 2017, December 12, 2017, and August 14, 2018. On March 23, 2021, the Borrowers entered into the Fifth Amendment to the Amended and Restated Credit Agreement, in order to, among other things, incur $325.0 million of New Term Loans which were used in part to prepay all of the existing Tranche E Term Loans. The New Term Loans are guaranteed by Bidco and each direct and indirect wholly-owned U.S. restricted subsidiary of Landscape. The New Term Loans are secured by a second lien security interest over inventory and receivables and a first lien security interest over all other assets pledged as collateral. The New Term Loans will mature on March 23, 2028. Term Loan Amendments The Company through its subsidiaries entered into the Fifth Amendment, dated as of March 23, 2021, by and among the Borrowers, JPMorgan Chase Bank, N.A. (the “New Agent”), as administrative agent and collateral agent, the several banks and other financial institutions party thereto and certain other parties party thereto from time to time. The Fifth Amendment amends and restates the Amended and Restated Credit Agreement, dated as of April 29, 2016, among the Borrowers, the lenders from time to time party thereto and UBS AG, Stamford Branch (the “Existing Agent”) as administrative agent and collateral agent (as amended prior to March 23, 2021, the “Existing Credit Agreement” and, as so amended and restated pursuant to the Fifth Amendment, the “Second Amended and Restated Credit Agreement”) in order to, among other things, (i) incur $325.0 million of term loans, (ii) replace the Existing Agent as administrative and collateral agent with the New Agent and (iii) make such other changes in the Second Amended and Restated Credit Agreement as agreed among the Borrowers and the lenders. Proceeds of the New Term Loans were used to, among other things, (i) repay in full the Tranche E Term Loans outstanding under the Existing Credit Agreement immediately prior to effectiveness of the Fifth Amendment, (ii) to pay fees and expenses related to the Fifth Amendment and the Second Amended and Restated Credit Agreement, and (iii) for working capital and other general corporate purposes. The New Term Loans bear interest, at Landscape Holding’s option, at either (i) an adjusted LIBOR rate plus an applicable margin equal to 2.00% (with a LIBOR floor of 0.50%) or (ii) an alternative base rate plus an applicable margin equal to 1.00%. Voluntary prepayments of the New Term Loans are permitted at any time, in minimum principal amounts, without premium or penalty, subject to a 1.00% premium payable in connection with certain repricing transactions within the first twelve months after the date of the initial funding of the New Term Loans. The interest rate on the outstanding balance of the New Terms Loans was 2.50% at April 4, 2021. The Second Amended and Restated Credit Agreement contains customary representations and warranties and customary affirmative and negative covenants. The negative covenants are limited to the following: limitations on indebtedness, restricted payments, restrictive agreements, sales of assets and subsidiary stock, transactions with affiliates, liens, fundamental changes, amendments, and lines of business. The negative covenants are subject to exceptions customary for transactions of the type. The New Term Loans are payable in consecutive quarterly installments equal to 0.25% of the aggregate initial principal amount of the New Term Loans until the maturity date. In addition, the New Term Loans are subject to annual mandatory prepayments in an amount equal to 50% of excess cash flow, as defined in the Second Amended and Restated Credit Agreement for the applicable fiscal year if 50% of excess cash flow exceeds $15.0 million and the secured leverage ratio is greater than 3.00 to 1.00. There are also mandatory prepayments with the proceeds of certain asset sales and from the issuance of debt not permitted to be incurred under the Second Amended and Restated Credit Agreement. As of April 4, 2021, the Company is in compliance with all of the Second Amended and Restated Credit Agreement covenants. During the three months ended April 4, 2021, the Company incurred total interest expense of $5.5 million. Of this total, $3.9 million related to interest on the ABL Facility, the New Term Loans, and the Tranche E Term Loans for the three months ended April 4, 2021. The debt issuance costs and discounts are amortized as interest expense over the life of the debt. As a result of the Fifth Amendment, unamortized debt issuance costs and discounts in the amount of $0.8 million were written off to expense and new debt fees and issuance costs of $2.4 million were capitalized during the three months ended April 4, 2021, in accordance with ASC 470-50, “ Debt Modifications and Extinguishments ”. No gain or loss was recorded as it related to all participating lenders. Amortization expense related to debt issuance costs and discounts was $0.4 million for the three months ended April 4, 2021. The remaining $0.4 million of interest expense is primarily related to interest attributable to finance leases for the three months ended April 4, 2021. During the three months ended March 29, 2020, the Company incurred total interest expense of $7.7 million. Of this total, $6.9 million related to interest on the ABL Facility and the Tranche E Term Loans for the three months ended March 29, 2020. The debt issuance costs and discounts are amortized as interest expense over the life of the debt. Amortization expense related to debt issuance costs and discounts was $0.5 million for the three months ended March 29, 2020. The remaining $0.3 million of interest expense primarily related to interest attributable to finance leases for the three months ended March 29, 2020. Hybrid Debt Instruments As a result of the determination that the Interest rate swap arrangements executed on March 23, 2021 are hybrid debt instruments containing embedded at-market swap derivatives, the Company reclassified $5.9 million from Accrued liabilities and Other long-term liabilities to long-term debt with approximately $1.5 million classified as Long-term debt, current portion and approximately $4.4 million classified as Long-term debt, less current portion on its Consolidated Balance Sheets as of April 4, 2021. Refer to “Note 1. Nature of Business and Significant Accounting Policies” and “Note 4. Fair Value Measurement and Interest Rate Swaps” for additional information regarding interest rate swaps and hybrid debt instruments. |
Income Taxes
Income Taxes | 3 Months Ended |
Apr. 04, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income TaxesThe Company’s effective tax rate was approximately (51.0)% for the three months ended April 4, 2021 and 43.5% for the three months ended March 29, 2020. The change in the effective rate was due primarily to an increase in Net income before taxes and a decrease in the amount of excess tax benefits from stock-based compensation recognized as a component of Income tax benefit in the Company’s Consolidated Statements of Operations. The Company recognized excess tax benefits of $3.7 million for the three months ended April 4, 2021 and $5.5 million for the three months ended March 29, 2020. The Company’s effective tax rate differs from its statutory rate based on a variety of factors, including overall profitability, the geographical mix of income taxes, and the related tax rates in the jurisdictions in which it operates. In accordance with the provisions of ASC Topic 740, Income Taxes |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Apr. 04, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Environmental liability : As part of the sale by LESCO, Inc. of its manufacturing assets in 2005, the Company retained the environmental liability associated with those assets. Remediation activities can vary substantially in duration and cost and it is difficult to develop precise estimates of future site remediation costs. The Company estimated in accrued liabilities the undiscounted cost of future remediation efforts to be approximately $3.9 million and $3.6 million as of April 4, 2021 and January 3, 2021, respectively. As part of the CD&R Acquisition, Deere agreed to pay the first $2.5 million of the liability and the Company’s exposure is capped at $2.4 million. The Company has recorded an indemnification asset in Other Assets against the liability as a result of these actions of $1.5 million and $1.2 million as of April 4, 2021 and January 3, 2021, respectively. Letters of credit : As of April 4, 2021 and January 3, 2021, outstanding letters of credit were $9.1 million and $8.7 million, respectively. There were no amounts drawn on the letters of credit for either period presented. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 3 Months Ended |
Apr. 04, 2021 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | Earnings (Loss) Per Share The Company computes basic earnings (loss) per share (“EPS”) by dividing Net income (loss) attributable to common shares by the weighted average number of common shares outstanding for the period. The Company includes vested DSUs in the basic weighted average number of common shares calculation. The Company’s computation of diluted EPS reflects the potential dilution that could occur if dilutive securities or other obligations to issue common stock were exercised or converted into common stock, which include in-the-money outstanding stock options and RSUs. PSUs are excluded from the calculation of dilutive potential common shares until the performance conditions have been achieved. Using the treasury stock method, the effect of dilutive securities includes the additional shares of common stock that would have been outstanding based on the assumption that these potentially dilutive securities had been issued. The calculation of the effect of dilutive securities excludes any derived excess tax benefits or deficiencies from assumed future proceeds. RSUs and stock options with exercise prices that are higher than the average market prices of the Company’s common stock for the periods presented are excluded from the diluted EPS calculation because the effect is anti-dilutive. For the three months ended April 4, 2021 and March 29, 2020, the assumed exercises of a portion of the Company’s employee stock options and RSUs were anti-dilutive and, therefore, the following potential shares of common stock were not included in the diluted earnings (loss) per common share calculation: Three Months Ended April 4, 2021 March 29, 2020 Weighted average potential common shares excluded because anti-dilutive Employee Stock Options and RSUs 81,766 2,099,487 Certain of the Company’s employee stock options, RSUs, and DSUs were dilutive and resulted in additional potential common shares included in the Company’s calculation of diluted earnings per common share of 1,273,997 and zero for the three months ended April 4, 2021, and March 29, 2020, respectively. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Apr. 04, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On April 30, 2021, the Company acquired the assets and assumed the liabilities of Melrose Supply & Sales Corp (“Melrose”). With six locations throughout Florida, Melrose is a distributor of irrigation, lighting, and drainage products to landscape professionals. On April 30, 2021, the Company acquired all of the outstanding stock of Timberwall Landscape & Masonry Products, Inc. (“Timberwall”). With one location in Victoria, Minnesota, Timberwall is a distributor of hardscapes and landscape supplies to landscape professionals. |
Nature of Business and Signif_2
Nature of Business and Significant Accounting Policies (Policies) | 3 Months Ended |
Apr. 04, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Financial Statement Presentation | Basis of Financial Statement Presentation The accompanying unaudited consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) as applicable to interim financial reporting. In management’s opinion, the unaudited financial information for the interim periods presented includes all adjustments, consisting of normal recurring accruals necessary for a fair statement of the financial position, results of operations and cash flows. Certain information and disclosures normally included in the Company’s annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. These interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and accompanying notes. Actual results could differ materially from these estimates. |
Fiscal Year | Fiscal YearThe Company’s fiscal year is a 52- or 53-week period ending on the Sunday nearest to December 31. The fiscal year ending January 2, 2022 includes 52 weeks and the fiscal year ended January 3, 2021 included 53 weeks. The three months ended April 4, 2021 and March 29, 2020 both included 13 weeks. |
Principles of Consolidation | Principles of Consolidation |
Interest Rate Swaps and Hybrid Debt Instruments | Interest rate swaps and hybrid debt instruments: The Company is subject to interest rate risk with regard to existing and future issuances of debt. The Company utilizes interest rate swap contracts to reduce its exposure to fluctuations in variable interest rates for future interest payments on existing debt. The Company has also amended and restructured its interest rate swap contracts using a strategy commonly referred to as a “blend and extend”. In a blend and extend arrangement, the liability position of the existing interest rate swap arrangement is effectively blended into the amended or new interest rate swap arrangement and the term to maturity of the hedged position is extended. The Company evaluates its blend and extend arrangements under Accounting Standards Codification (“ASC”), Topic 815: Derivatives and Hedging (“ASC 815”) to determine if they are stand-alone derivative instruments or hybrid instruments. |
Recently Issued and Adopted Accounting Pronouncements and Accounting Pronouncements Issued But Not Yet Adopted | Recently Issued and Adopted Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, “ Financial Instruments - Credit Losses (Topic 326) - Measurement of Credit Losses on Financial Instruments ,” amended by subsequent ASUs (collectively, “ASU 2016-13”), which changes the way companies evaluate credit losses for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, entities will be required to use a new forward-looking “expected loss” model to evaluate impairment, potentially resulting in earlier recognition of allowances for losses. The new standard also requires enhanced disclosures, including the requirement to disclose the information used to track credit quality by year of origination for most financing receivables. The Company adopted the amended guidance when it became effective in the first quarter of fiscal year 2020. The adoption of ASU 2016-13 did not have a material impact on its consolidated financial statements and related disclosures. In August 2018, the FASB issued ASU 2018-13, “ Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement ” (“ASU 2018-13”) which changes the fair value measurement disclosure requirements of ASC Topic 820. The ASU adds new disclosure requirements and eliminates and modifies existing disclosure requirements. 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 fiscal year of adoption. All other amendments in ASU 2018-13 should be applied retrospectively to all periods presented. The Company adopted ASU 2018-13 when it became effective in the first quarter of fiscal year 2020. The adoption of ASU 2018-13 did not have a material impact on its consolidated financial statements and related disclosures. In December 2019, the FASB issued ASU 2019-12, “Simplifying the Accounting for Income Taxes” (“ASU 2019-12”). The amendments in ASU 2019-12 simplify the accounting for income taxes by removing certain exceptions to the general principles in ASC Topic 740, Income Taxes . The amendments also improve consistent application of and simplify U.S. GAAP for other areas of ASC Topic 740 by clarifying and amending existing guidance. The transition requirements are dependent upon each amendment within this update and will be applied either prospectively or retrospectively. The Company adopted ASU 2019-12 when it became effective in the first quarter of fiscal year 2021. The adoption of ASU 2019-12 did not have a material impact on its consolidated financial statements and related disclosures. Accounting Pronouncements Issued But Not Yet Adopted In March 2020, the FASB issued ASU 2020-04, “ Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting ” (“ASU 2020-04”). The amendments provide optional guidance for a limited time to ease the potential burden in accounting for reference rate reform. The new guidance provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts and hedging relationships that reference the London Interbank Offered Rate (LIBOR) or another reference rate expected to be discontinued due to reference rate reform. These amendments are effective upon issuance and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The Company is currently evaluating the amended guidance and the impact on its consolidated financial statements and related disclosures. In January 2021, the FASB issued ASU 2021-01, “Reference Rate Reform (Topic 848): Scope” (“ASU 2021-01”) to amend the scope of the guidance in ASU 2020-04 on the facilitation of the effects of reference rate reform on financial reporting. Specifically, the amendments in ASU 2021-01 clarify that “certain optional expedients and exceptions in Topic 848 for contract modifications and hedge accounting can apply to derivatives that are affected by the discounting transition”. The Company is currently evaluating the amended guidance and the impact on its consolidated financial statements and related disclosures. |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 3 Months Ended |
Apr. 04, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Net Sales Disaggregated By Product Category | The following table presents Net sales disaggregated by product category: Three Months Ended April 4, 2021 March 29, 2020 Landscaping products (a) $ 452.4 $ 320.2 Agronomic and other products (b) 197.8 139.6 $ 650.2 $ 459.8 ______________ (a) Landscaping products include irrigation, nursery, hardscapes, outdoor lighting, and landscape accessories. (b) Agronomic and other products include fertilizer, control products, ice melt, equipment, and other products. |
Fair Value Measurement and In_2
Fair Value Measurement and Interest Rate Swaps (Tables) | 3 Months Ended |
Apr. 04, 2021 | |
Fair Value Disclosures and Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Interest Rate Swap Contracts | The following table provides additional information related to the swap contracts designated as hedging instruments as of April 4, 2021: Derivatives designated as hedging instruments Inception Date Effective Date Maturity Date Notional Amount Fixed Interest Rate Type of Hedge Forward-starting interest rate swap 3 December 17, 2018 July 14, 2020 January 14, 2024 34.0 2.93450 % Cash flow Interest rate swap 7 March 23, 2021 March 23, 2021 March 23, 2025 50.0 0.99500 % Cash flow Interest rate swap 8 March 23, 2021 March 23, 2021 March 23, 2025 90.0 0.98600 % Cash flow Interest rate swap 9 March 23, 2021 March 23, 2021 March 23, 2025 70.0 0.99784 % Cash flow The following table provides additional information related to the swap contracts not designed as hedging instruments as of April 4, 2021: Derivatives not designated as hedging instruments Inception Date Effective Date Maturity Date Notional Amount Fixed Interest Rate Forward-starting interest rate swap 1 June 30, 2017 March 11, 2019 June 11, 2021 $ 58.0 2.13450 % Forward-starting interest rate swap 2 June 30, 2017 March 11, 2019 June 11, 2021 116.0 2.15100 % The Company recognizes the unrealized gains or unrealized losses as either assets or liabilities at fair value on its Consolidated Balance Sheets. The interest rate swap contracts are subject to master netting arrangements. The Company has elected not to offset the fair value of assets with the fair value of liabilities related to these contracts. The following table summarizes the fair value of the derivative instruments and the respective lines in which they were recorded in the Consolidated Balance Sheets as of April 4, 2021 and January 3, 2021 (in millions): Derivative Assets April 4, 2021 January 3, 2021 Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivatives designated as hedging instruments Interest rate contracts Prepaid expenses and other current assets $ — Prepaid expenses and other current assets $ — Other assets 0.4 Other assets — Total derivative assets $ 0.4 $ — Derivative Liabilities April 4, 2021 January 3, 2021 Balance Sheet Location Fair Value Balance Sheet Location Fair Value Derivatives designated as hedging instruments Interest rate contracts Accrued liabilities $ 0.5 Accrued liabilities $ 2.2 Other long-term liabilities 1.2 Other long-term liabilities 2.6 Derivatives not designated as hedging instruments Interest rate contracts Accrued liabilities $ 0.4 Accrued liabilities $ 1.7 Other long-term liabilities — Other long-term liabilities 2.6 Total derivative liabilities $ 2.1 $ 9.1 |
Schedule of Pre-tax Amounts of Derivatives Designated as Cash Flow Hedges in AOCI | The table below details pre-tax amounts in AOCI and gain (loss) reclassified into income for derivatives designated as cash flow hedges for the three months ended April 4, 2021 and March 29, 2020 (in millions): Three Months Ended April 4, 2021 March 29, 2020 Gain (Loss) Recorded in OCI Classification of Gain (Loss) Reclassified from AOCI into Income Gain (Loss) Reclassified from AOCI into Income Gain (Loss) Recorded in OCI Classification of Gain (Loss) Reclassified from AOCI into Income Gain (Loss) Reclassified from AOCI into Income Derivatives in Cash Flow Hedging Relationships Interest rate contracts $ 1.2 Interest and other non-operating expenses, net $ (0.9) $ (5.0) Interest and other non-operating expenses, net $ (0.6) The table below details gain (loss) recorded in income and reclassified from AOCI into income for derivatives not designated as hedging instruments for the three months ended April 4, 2021 and March 29, 2020 (in millions): Gain (Loss) Reclassified from AOCI into Income Gain (Loss) Recognized in Income Derivatives not designated as hedging instruments Location of Gain (Loss) April 4, 2021 March 29, 2020 April 4, 2021 March 29, 2020 Interest rate contracts Interest and other non-operating expenses, net $ (0.6) $ — $ 0.4 $ — |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended |
Apr. 04, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consisted of the following (in millions): April 4, 2021 January 3, 2021 Land $ 12.2 $ 12.2 Buildings and leasehold improvements: Buildings 7.8 7.8 Leasehold improvements 31.5 31.0 Branch equipment 61.2 58.6 Office furniture and fixtures and vehicles: Office furniture and fixtures 22.9 22.4 Vehicles 32.6 32.0 Finance lease right-of-use assets 66.3 64.5 Tooling 0.1 0.1 Construction in progress 6.8 5.3 Total property and equipment, gross 241.4 233.9 Less: accumulated depreciation and amortization 110.3 103.9 Total property and equipment, net $ 131.1 $ 130.0 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets, Net (Tables) | 3 Months Ended |
Apr. 04, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill were as follows (in millions): January 3, 2021 to April 4, 2021 Beginning balance $ 250.6 Goodwill acquired during the period 10.2 Goodwill adjusted during the period 1.5 Ending balance $ 262.3 |
Summary of Components of Intangible Assets | The following table summarizes the components of intangible assets (in millions, except weighted average remaining useful life): April 4, 2021 January 3, 2021 Weighted Average Remaining Useful Life (Years) Amount Accumulated Amortization Net Amount Accumulated Amortization Net Customer relationships 17.3 $ 359.8 $ 166.3 $ 193.5 $ 340.5 $ 156.9 $ 183.6 Trademarks and other 3.8 28.2 14.2 14.0 25.8 13.1 12.7 Total intangibles $ 388.0 $ 180.5 $ 207.5 $ 366.3 $ 170.0 $ 196.3 |
Schedule of Future Amortization Expense | Total future amortization estimated as of April 4, 2021, is as follows (in millions): Fiscal year ending: 2021 (remainder) $ 32.3 2022 36.2 2023 29.3 2024 23.3 2025 18.5 Thereafter 67.9 Total future amortization $ 207.5 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Apr. 04, 2021 | |
Leases [Abstract] | |
Schedule of Lease Costs | The components of lease expense were as follows (in millions): Three Months Ended Lease cost Classification April 4, 2021 March 29, 2020 Finance lease cost Amortization of right-of-use assets Selling, general and administrative expenses $ 2.6 $ 2.0 Interest on lease liabilities Interest and other non-operating expenses, net 0.4 0.3 Operating lease cost Cost of goods sold 0.7 0.8 Operating lease cost Selling, general and administrative expenses 16.7 16.0 Short-term lease cost Selling, general and administrative expenses 0.5 0.4 Variable lease cost Selling, general and administrative expenses 0.2 0.2 Sublease income Selling, general and administrative expenses (0.3) (0.3) Total lease cost $ 20.8 $ 19.4 Supplemental cash flow information related to leases was as follows (in millions): Three Months Ended Other information April 4, 2021 March 29, 2020 Cash paid for amounts included in the measurements of lease liabilities Operating cash flows from finance leases $ 0.4 $ 0.3 Operating cash flows from operating leases $ 16.9 $ 16.5 Financing cash flows from finance leases $ 2.4 $ 1.8 Right-of-use assets obtained in exchange for new lease liabilities Finance leases $ 2.0 $ 6.6 Operating leases $ 12.5 $ 21.5 Lease Term and Discount Rate April 4, 2021 Weighted-average remaining lease term (years) Finance leases 4.6 Operating leases 6.8 Weighted-average discount rate Finance leases 3.5 % Operating leases 5.4 % |
Schedule of Future Lease Payments for Operating Leases | The aggregate future lease payments for operating and finance leases as of April 4, 2021 were as follows (in millions): Maturity of Lease Liabilities Operating Leases Finance Leases Fiscal year: 2021 (remainder) $ 46.3 $ 8.3 2022 60.6 10.1 2023 49.3 9.6 2024 39.3 8.4 2025 29.5 5.4 2026 20.0 2.7 Thereafter 73.9 — Total lease payments 318.9 44.5 Less: interest 57.2 3.2 Present value of lease liabilities $ 261.7 $ 41.3 |
Schedule of Future Lease Payments for Finance Leases | The aggregate future lease payments for operating and finance leases as of April 4, 2021 were as follows (in millions): Maturity of Lease Liabilities Operating Leases Finance Leases Fiscal year: 2021 (remainder) $ 46.3 $ 8.3 2022 60.6 10.1 2023 49.3 9.6 2024 39.3 8.4 2025 29.5 5.4 2026 20.0 2.7 Thereafter 73.9 — Total lease payments 318.9 44.5 Less: interest 57.2 3.2 Present value of lease liabilities $ 261.7 $ 41.3 |
Employee Benefit and Stock In_2
Employee Benefit and Stock Incentive Plans (Tables) | 3 Months Ended |
Apr. 04, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | A summary of stock-based compensation activities during the three months ended April 4, 2021 was as follows (in thousands): Stock Options RSUs DSUs PSUs Outstanding as of January 3, 2021 1,595.3 174.1 41.0 44.2 Granted 71.9 66.5 0.1 19.9 Exercised/Vested/Settled (78.1) (56.5) — — Expired or forfeited (2.4) (2.6) — — Outstanding as of April 4, 2021 1,586.7 181.5 41.1 64.1 The weighted average grant date fair value of awards granted during the three months ended April 4, 2021 was as follows: Weighted Average Stock options $ 48.01 RSUs $ 166.06 DSUs $ 170.74 PSUs $ 166.15 |
Summary of DSU Activity | A summary of stock-based compensation activities during the three months ended April 4, 2021 was as follows (in thousands): Stock Options RSUs DSUs PSUs Outstanding as of January 3, 2021 1,595.3 174.1 41.0 44.2 Granted 71.9 66.5 0.1 19.9 Exercised/Vested/Settled (78.1) (56.5) — — Expired or forfeited (2.4) (2.6) — — Outstanding as of April 4, 2021 1,586.7 181.5 41.1 64.1 The weighted average grant date fair value of awards granted during the three months ended April 4, 2021 was as follows: Weighted Average Stock options $ 48.01 RSUs $ 166.06 DSUs $ 170.74 PSUs $ 166.15 |
Summary of PSU Activity | A summary of stock-based compensation activities during the three months ended April 4, 2021 was as follows (in thousands): Stock Options RSUs DSUs PSUs Outstanding as of January 3, 2021 1,595.3 174.1 41.0 44.2 Granted 71.9 66.5 0.1 19.9 Exercised/Vested/Settled (78.1) (56.5) — — Expired or forfeited (2.4) (2.6) — — Outstanding as of April 4, 2021 1,586.7 181.5 41.1 64.1 The weighted average grant date fair value of awards granted during the three months ended April 4, 2021 was as follows: Weighted Average Stock options $ 48.01 RSUs $ 166.06 DSUs $ 170.74 PSUs $ 166.15 |
Summary of RSU Activity | A summary of stock-based compensation activities during the three months ended April 4, 2021 was as follows (in thousands): Stock Options RSUs DSUs PSUs Outstanding as of January 3, 2021 1,595.3 174.1 41.0 44.2 Granted 71.9 66.5 0.1 19.9 Exercised/Vested/Settled (78.1) (56.5) — — Expired or forfeited (2.4) (2.6) — — Outstanding as of April 4, 2021 1,586.7 181.5 41.1 64.1 The weighted average grant date fair value of awards granted during the three months ended April 4, 2021 was as follows: Weighted Average Stock options $ 48.01 RSUs $ 166.06 DSUs $ 170.74 PSUs $ 166.15 |
Summary of Stock-based Compensation Expense Recognized | A summary of stock-based compensation expenses recognized during the periods was as follows (in millions): Three Months Ended April 4, 2021 March 29, 2020 Stock options $ 1.1 $ 1.2 RSUs 1.5 0.9 DSUs 0.1 0.2 PSUs 0.4 0.2 Total stock-based compensation $ 3.1 $ 2.5 |
Summary of Unrecognized Stock-based Compensation Expense | A summary of unrecognized stock-based compensation expense as of April 4, 2021 was as follows: Unrecognized Compensation Weighted Average Stock options $ 9.0 2.74 RSUs $ 18.9 3.23 DSUs $ 0.2 0.88 PSUs $ 4.5 2.36 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Apr. 04, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt was as follows (in millions): April 4, 2021 January 3, 2021 ABL facility $ 21.9 $ — Term loans 325.0 269.0 Hybrid debt instruments 5.9 — Total gross long-term debt 352.8 269.0 Less: unamortized debt issuance costs and discounts on debt (6.9) (5.5) Total debt $ 345.9 $ 263.5 Less: current portion (4.7) (2.8) Total long-term debt $ 341.2 $ 260.7 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 3 Months Ended |
Apr. 04, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | For the three months ended April 4, 2021 and March 29, 2020, the assumed exercises of a portion of the Company’s employee stock options and RSUs were anti-dilutive and, therefore, the following potential shares of common stock were not included in the diluted earnings (loss) per common share calculation: Three Months Ended April 4, 2021 March 29, 2020 Weighted average potential common shares excluded because anti-dilutive Employee Stock Options and RSUs 81,766 2,099,487 |
Nature of Business and Signif_3
Nature of Business and Significant Accounting Policies - Additional Information (Details) $ in Millions | 3 Months Ended |
Apr. 04, 2021USD ($)location | |
Concentration Risk [Line Items] | |
Number of stores (over) | location | 580 |
Deferred payroll taxes | $ 12.2 |
Accrued Compensation | |
Concentration Risk [Line Items] | |
Deferred payroll taxes | 6.1 |
Other long-term liabilities | |
Concentration Risk [Line Items] | |
Deferred payroll taxes | $ 6.1 |
Geographic Concentration Risk | Sales | Canada | |
Concentration Risk [Line Items] | |
Concentration risk, percentage (less than) | 2.00% |
Geographic Concentration Risk | Total Assets | Canada | |
Concentration Risk [Line Items] | |
Concentration risk, percentage (less than) | 4.00% |
Nature of Business and Signif_4
Nature of Business and Significant Accounting Policies - Stock Offering (Details) - USD ($) $ / shares in Units, $ in Millions | Aug. 03, 2020 | Apr. 04, 2021 | Jan. 03, 2021 |
Subsidiary, Sale of Stock [Line Items] | |||
Shares sold in offering (in shares) | 2,150,000 | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Aggregate proceeds from stock offering | $ 262.3 | ||
Payments of stock issuance costs | $ 0.6 | ||
Over-Allotment Option | |||
Subsidiary, Sale of Stock [Line Items] | |||
Shares sold in offering (in shares) | 322,500 | ||
Options exercised | 30 days |
Revenue from Contracts with C_3
Revenue from Contracts with Customers (Details) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 04, 2021 | Mar. 29, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Net sales | $ 650.2 | $ 459.8 |
Landscaping products | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 452.4 | 320.2 |
Agronomic and other products | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | $ 197.8 | $ 139.6 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Remaining Performance Obligation (Details) $ in Millions | Apr. 04, 2021USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligations | $ 6.6 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-04-05 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 12 months |
Revenue from Contracts with C_5
Revenue from Contracts with Customers - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 04, 2021 | Jan. 03, 2021 | |
Revenue from Contract with Customer [Abstract] | ||
Remaining performance obligations | $ 6.6 | |
Contract liabilities | 6.6 | $ 5.7 |
Revenue recognized | $ 1.4 |
Acquisitions (Details)
Acquisitions (Details) | 3 Months Ended | ||||||||
Apr. 04, 2021USD ($)location | Mar. 29, 2020USD ($) | Apr. 30, 2021location | Feb. 28, 2021location | Dec. 31, 2020location | Oct. 31, 2020locationprovince | Aug. 31, 2020location | Mar. 31, 2020location | Jan. 31, 2020location | |
Business Acquisition [Line Items] | |||||||||
Aggregate purchase price | $ | $ 37,100,000 | $ 44,800,000 | |||||||
Deferred contingent consideration | $ | $ 0 | $ 6,200,000 | |||||||
Number of locations | 580 | ||||||||
AZ Stone and Solstice | Subsequent Event | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of locations | 7 | ||||||||
AZ Stone and Solstice | Las Vegas | Subsequent Event | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of locations | 2 | ||||||||
Landscape Supply | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of locations | 1 | ||||||||
Stone Center of Virginia | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of locations | 2 | ||||||||
Dirt and Rock | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of locations | 1 | ||||||||
Alpine | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of locations | 1 | ||||||||
Hedberg | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of locations | 2 | ||||||||
BURNCO | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of locations | 12 | ||||||||
Number of provinces | province | 3 | ||||||||
Modern Builders | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of locations | 2 | ||||||||
Alliance Stone | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of locations | 1 | ||||||||
Big Rock | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of locations | 1 | ||||||||
Garden Dept | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of locations | 3 | ||||||||
Empire | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of locations | 3 | ||||||||
Wittkopf | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of locations | 2 |
Fair Value Measurement and In_3
Fair Value Measurement and Interest Rate Swaps - Additional Information (Details) - USD ($) | 3 Months Ended | |
Apr. 04, 2021 | Mar. 23, 2021 | |
LIBOR | ||
Derivative [Line Items] | ||
Derivative, floor interest rate | 0.50% | |
Term loans | ||
Derivative [Line Items] | ||
Face amount of loan | $ 325,000,000 | |
Interest rate contracts | ||
Derivative [Line Items] | ||
Amount to be reclassified to earnings during the next twelve months | $ 2,600,000 |
Fair Value Measurement and In_4
Fair Value Measurement and Interest Rate Swaps - Interest Rate Swap Contracts (Details) - USD ($) $ in Millions | Apr. 04, 2021 | Jan. 03, 2021 |
Derivatives accounted for as hedges | Interest rate contracts | ||
Derivative [Line Items] | ||
Fair value of hedge assets | $ 0.4 | $ 0 |
Derivatives accounted for as hedges | Interest rate contracts | Accrued liabilities | ||
Derivative [Line Items] | ||
Fair value of hedge liabilities | 0.5 | 2.2 |
Derivatives accounted for as hedges | Interest rate contracts | Other long-term liabilities | ||
Derivative [Line Items] | ||
Fair value of hedge liabilities | 1.2 | 2.6 |
Derivatives accounted for as hedges | Interest rate contracts | Other current assets | ||
Derivative [Line Items] | ||
Fair value of hedge assets | 0 | 0 |
Derivatives accounted for as hedges | Interest rate contracts | Other Assets | ||
Derivative [Line Items] | ||
Fair value of hedge assets | 0.4 | 0 |
Derivatives accounted for as hedges | Forward-starting interest rate swap 3 | ||
Derivative [Line Items] | ||
Notional Amount | $ 34 | |
Fixed interest rate | 2.9345% | |
Derivatives accounted for as hedges | Interest rate swap 7 | ||
Derivative [Line Items] | ||
Notional Amount | $ 50 | |
Fixed interest rate | 0.995% | |
Derivatives accounted for as hedges | Interest rate swap 8 | ||
Derivative [Line Items] | ||
Notional Amount | $ 90 | |
Fixed interest rate | 0.986% | |
Derivatives accounted for as hedges | Interest rate swap 9 | ||
Derivative [Line Items] | ||
Notional Amount | $ 70 | |
Fixed interest rate | 0.99784% | |
Derivatives not designated as hedging instruments | Interest rate contracts | ||
Derivative [Line Items] | ||
Fair value of hedge liabilities | $ 2.1 | 9.1 |
Derivatives not designated as hedging instruments | Interest rate contracts | Accrued liabilities | ||
Derivative [Line Items] | ||
Fair value of hedge liabilities | 0.4 | 1.7 |
Derivatives not designated as hedging instruments | Interest rate contracts | Other long-term liabilities | ||
Derivative [Line Items] | ||
Fair value of hedge liabilities | 0 | $ 2.6 |
Derivatives not designated as hedging instruments | Forward-starting interest rate swap 1 | ||
Derivative [Line Items] | ||
Notional Amount | $ 58 | |
Fixed interest rate | 2.1345% | |
Derivatives not designated as hedging instruments | Forward-starting interest rate swap 2 | ||
Derivative [Line Items] | ||
Notional Amount | $ 116 | |
Fixed interest rate | 2.151% |
Fair Value Measurement and In_5
Fair Value Measurement and Interest Rate Swaps - Pre-tax Amounts of Derivatives Designated as Cash Flow Hedges in AOCI (Details) - Interest Rate Swap - Interest and other non-operating expenses, net - USD ($) $ in Millions | 3 Months Ended | |
Apr. 04, 2021 | Mar. 29, 2020 | |
Derivatives accounted for as hedges | ||
Derivative [Line Items] | ||
Gain (Loss) Recorded in OCI | $ 1.2 | $ (5) |
Gain (Loss) Reclassified from AOCI into Income | (0.9) | (0.6) |
Derivatives not designated as hedging instruments | ||
Derivative [Line Items] | ||
Gain (Loss) Reclassified from AOCI into Income | (0.6) | 0 |
Gain (Loss) Recognized in Income | $ 0.4 | $ 0 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Millions | Apr. 04, 2021 | Jan. 03, 2021 |
Property, Plant and Equipment [Line Items] | ||
Finance lease right-of-use assets | $ 66.3 | $ 64.5 |
Total Property and equipment, gross | 241.4 | 233.9 |
Less: accumulated depreciation and amortization | 110.3 | 103.9 |
Total Property and equipment, net | 131.1 | 130 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 12.2 | 12.2 |
Buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 7.8 | 7.8 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 31.5 | 31 |
Branch equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 61.2 | 58.6 |
Office furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 22.9 | 22.4 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 32.6 | 32 |
Tooling | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 0.1 | 0.1 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 6.8 | $ 5.3 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Apr. 04, 2021 | Mar. 29, 2020 | Jan. 03, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Amortization of finance lease right-of-use assets and depreciation | $ 8.5 | $ 7 | |
Capitalized software costs | 12.7 | $ 12.9 | |
Accumulated amortization of capitalized software | 9.9 | $ 9.4 | |
Amortization of software costs | $ 0.4 | $ 0.6 | |
Capitalized software | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life (in years) | 3 years |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, Net - Changes in the Carrying Amount of Goodwill (Details) $ in Millions | 3 Months Ended |
Apr. 04, 2021USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 250.6 |
Goodwill acquired during the period | 10.2 |
Goodwill adjusted during the period | 1.5 |
Ending balance | $ 262.3 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, Net - Additional Information (Details) - USD ($) | 3 Months Ended | |
Apr. 04, 2021 | Mar. 29, 2020 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 21,700,000 | $ 20,900,000 |
Amortization of intangible assets | 10,500,000 | 8,700,000 |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | 19,300,000 | 19,800,000 |
Change in intangible assets, additions | 19,100,000 | 19,500,000 |
Adjustments to purchase price allocations | $ 200,000 | 300,000 |
Weighted average useful life | 20 years | |
Trademarks and other | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets acquired | $ 2,400,000 | 1,100,000 |
Change in intangible assets, additions | 2,400,000 | 1,100,000 |
Adjustments to purchase price allocations | $ 0 | $ 0 |
Weighted average useful life | 5 years |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets, Net - Summary of the Components of Intangible Assets (Details) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 04, 2021 | Jan. 03, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Amount | $ 388 | $ 366.3 |
Accumulated Amortization | 180.5 | 170 |
Net | $ 207.5 | 196.3 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life (Years) | 17 years 3 months 18 days | |
Amount | $ 359.8 | 340.5 |
Accumulated Amortization | 166.3 | 156.9 |
Net | $ 193.5 | 183.6 |
Trademarks and other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Life (Years) | 3 years 9 months 18 days | |
Amount | $ 28.2 | 25.8 |
Accumulated Amortization | 14.2 | 13.1 |
Net | $ 14 | $ 12.7 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets, Net - Total Future Amortization (Details) - USD ($) $ in Millions | Apr. 04, 2021 | Jan. 03, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2021 | $ 32.3 | |
2022 | 36.2 | |
2023 | 29.3 | |
2024 | 23.3 | |
2025 | 18.5 | |
Thereafter | 67.9 | |
Net | $ 207.5 | $ 196.3 |
Leases - Additional Information
Leases - Additional Information (Details) | 3 Months Ended |
Apr. 04, 2021 | |
Minimum | |
Lease cost | |
Lease renewal term | 1 year |
Maximum | |
Lease cost | |
Lease renewal term | 5 years |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 04, 2021 | Mar. 29, 2020 | |
Finance lease cost | ||
Amortization of right-of-use assets | $ 2.6 | $ 2 |
Interest on lease liabilities | 0.4 | 0.3 |
Short-term lease cost | 0.5 | 0.4 |
Variable lease cost | 0.2 | 0.2 |
Sublease income | (0.3) | (0.3) |
Total lease cost | 20.8 | 19.4 |
Cost of goods sold | ||
Finance lease cost | ||
Operating lease cost | 0.7 | 0.8 |
Selling, general and administrative expenses | ||
Finance lease cost | ||
Operating lease cost | $ 16.7 | $ 16 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 04, 2021 | Mar. 29, 2020 | |
Cash paid for amounts included in the measurements of lease liabilities | ||
Operating cash flows from finance leases | $ 0.4 | $ 0.3 |
Operating cash flows from operating leases | 16.9 | 16.5 |
Cash paid for amounts included in the measurements of lease liabilities, financing cash flows from finance leases | 2.4 | 1.8 |
Right-of-use assets obtained in exchange for new lease liabilities | ||
Finance leases | 2 | 6.6 |
Operating leases | $ 12.5 | $ 21.5 |
Leases - Future Lease Payments
Leases - Future Lease Payments for Operating and Finance Leases (Details) $ in Millions | Apr. 04, 2021USD ($) |
Operating Leases | |
2021 (remainder) | $ 46.3 |
2022 | 60.6 |
2023 | 49.3 |
2024 | 39.3 |
2025 | 29.5 |
2026 | 20 |
Thereafter | 73.9 |
Total lease payments | 318.9 |
Less: interest | 57.2 |
Present value of lease liabilities | 261.7 |
Finance Leases | |
2021 (remainder) | 8.3 |
2022 | 10.1 |
2023 | 9.6 |
2024 | 8.4 |
2025 | 5.4 |
2026 | 2.7 |
Thereafter | 0 |
Total lease payments | 44.5 |
Less: interest | 3.2 |
Present value of lease liabilities | $ 41.3 |
Leases - Lease Term and Discoun
Leases - Lease Term and Discount Rate (Details) | Apr. 04, 2021 |
Leases [Abstract] | |
Weighted-average remaining lease term, finance leases | 4 years 7 months 6 days |
Weighted-average remaining lease term, operating leases | 6 years 9 months 18 days |
Weighted-average discount rate, finance leases | 3.50% |
Weighted-average discount rate, operating leases | 5.40% |
Employee Benefit and Stock In_3
Employee Benefit and Stock Incentive Plans - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Apr. 04, 2021 | Mar. 29, 2020 | May 13, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Contributions to the defined contribution benefit plan made by Company | $ 3.3 | $ 2.7 | |
Number of shares authorized (in shares) | 2,155,280 | 2,155,280 | |
Shares reserved for issuance (in shares) | 2,015,637 | ||
Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Expiration period | 10 years | ||
Share-based Payment Arrangement, Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Expiration period | 10 years | ||
PSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
2016 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares authorized (in shares) | 555,280 | ||
2020 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares reserved for issuance (in shares) | 1,600,000 | ||
25% vested in year 4 | Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 25.00% | ||
25% vested in year 4 | Share-based Payment Arrangement, Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 25.00% | ||
25% vested in year 1 | Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 25.00% | ||
25% vested in year 1 | Share-based Payment Arrangement, Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 25.00% | ||
25% vested in year 2 | Restricted Stock Units (RSUs) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 25.00% | ||
25% vested in year 2 | Share-based Payment Arrangement, Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 25.00% | ||
25% vested in year 3 | Share-based Payment Arrangement, Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 25.00% |
Employee Benefit and Stock In_4
Employee Benefit and Stock Incentive Plans - Summary of Stock-based Compensation Activities (Details) | 3 Months Ended |
Apr. 04, 2021shares | |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |
Outstanding, beginning balance (in shares) | 1,595,300 |
Granted (in shares) | 71,900 |
Exercised/Vested/Settled (in shares) | (78,100) |
Expired or forfeited (in shares) | (2,400) |
Outstanding, ending balance (in shares) | 1,586,700 |
RSUs | |
RSUs, DSUs and PSUs | |
Outstanding, beginning balance (in shares) | 174,100 |
Granted (in shares) | 66,500 |
Exercised/Vested/Settled (in shares) | (56,500) |
Expired or forfeited (in shares) | (2,600) |
Outstanding, ending balance (in shares) | 181,500 |
DSUs | |
RSUs, DSUs and PSUs | |
Outstanding, beginning balance (in shares) | 41,000 |
Granted (in shares) | 100 |
Exercised/Vested/Settled (in shares) | 0 |
Expired or forfeited (in shares) | 0 |
Outstanding, ending balance (in shares) | 41,100 |
PSUs | |
RSUs, DSUs and PSUs | |
Outstanding, beginning balance (in shares) | 44,200 |
Granted (in shares) | 19,900 |
Exercised/Vested/Settled (in shares) | 0 |
Expired or forfeited (in shares) | 0 |
Outstanding, ending balance (in shares) | 64,100 |
Employee Benefit and Stock In_5
Employee Benefit and Stock Incentive Plans - Weighted-average Grant Date Fair Value of Awards Granted (Details) | 3 Months Ended |
Apr. 04, 2021$ / shares | |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted Average Grant Date Fair Value (in dollars per share) | $ 48.01 |
RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted Average Grant Date Fair Value (in dollars per share) | 166.06 |
DSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted Average Grant Date Fair Value (in dollars per share) | 170.74 |
PSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted Average Grant Date Fair Value (in dollars per share) | $ 166.15 |
Employee Benefit and Stock In_6
Employee Benefit and Stock Incentive Plans - Summary of Stock-based Compensation Expense (Details) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 04, 2021 | Mar. 29, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expenses recognized | $ 3.1 | $ 2.5 |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expenses recognized | 1.1 | 1.2 |
RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expenses recognized | 1.5 | 0.9 |
DSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expenses recognized | 0.1 | 0.2 |
PSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation expenses recognized | $ 0.4 | $ 0.2 |
Employee Benefit and Stock In_7
Employee Benefit and Stock Incentive Plans - Unrecognized Stock-based Compensation Expense (Details) $ in Millions | 3 Months Ended |
Apr. 04, 2021USD ($) | |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation | $ 9 |
Weighted Average Remaining Period | 2 years 8 months 26 days |
RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation | $ 18.9 |
Weighted Average Remaining Period | 3 years 2 months 23 days |
DSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation | $ 0.2 |
Weighted Average Remaining Period | 10 months 17 days |
PSUs | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation | $ 4.5 |
Weighted Average Remaining Period | 2 years 4 months 9 days |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($) | Apr. 04, 2021 | Jan. 03, 2021 |
Debt Instrument [Line Items] | ||
Total gross long-term debt | $ 352,800,000 | $ 269,000,000 |
Less: unamortized debt issuance costs and discounts on debt | (6,900,000) | (5,500,000) |
Total debt | 345,900,000 | 263,500,000 |
Less: current portion | (4,700,000) | (2,800,000) |
Total long-term debt | 341,200,000 | 260,700,000 |
ABL facility | ||
Debt Instrument [Line Items] | ||
Total gross long-term debt | 21,900,000 | 0 |
Term loans | ||
Debt Instrument [Line Items] | ||
Total gross long-term debt | 325,000,000 | 269,000,000 |
Hybrid debt instruments | ||
Debt Instrument [Line Items] | ||
Total gross long-term debt | 5,900,000 | $ 0 |
Less: current portion | (1,500,000) | |
Total long-term debt | $ 4,400,000 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Details) - USD ($) | Mar. 23, 2021 | Feb. 01, 2019 | Apr. 04, 2021 | Mar. 29, 2020 | Jan. 03, 2021 |
Debt Instrument [Line Items] | |||||
Total gross long-term debt | $ 352,800,000 | $ 269,000,000 | |||
Interest expense | 5,500,000 | $ 7,700,000 | |||
Interest expense related to ABL facility and term loan facility | 3,900,000 | 6,900,000 | |||
Unamortized debt issuance costs and discounts | 800,000 | ||||
Capitalized debt issuance costs | 2,400,000 | ||||
Amortization expense related to debt issuance costs | 400,000 | 500,000 | |||
Interest expense incurred related to capital leases | 400,000 | $ 300,000 | |||
Long-term debt | 345,900,000 | 263,500,000 | |||
Long term debt current | 4,700,000 | 2,800,000 | |||
Total long-term debt | 341,200,000 | 260,700,000 | |||
ABL facility | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 375,000,000 | ||||
Remaining borrowing capacity under credit facility | 344,000,000 | 362,300,000 | |||
Total gross long-term debt | $ 21,900,000 | $ 0 | |||
Commitment fee for the unfunded amount (percent) | 0.25% | 0.25% | |||
ABL facility | Minimum | |||||
Debt Instrument [Line Items] | |||||
Interest rate on credit facility (percent) | 1.36% | ||||
ABL facility | Minimum | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, basis spread on variable rate (percent) | 1.25% | ||||
ABL facility | Minimum | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, basis spread on variable rate (percent) | 0.25% | ||||
ABL facility | Maximum | |||||
Debt Instrument [Line Items] | |||||
Interest rate on credit facility (percent) | 3.50% | ||||
ABL facility | Maximum | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, basis spread on variable rate (percent) | 1.75% | ||||
ABL facility | Maximum | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, basis spread on variable rate (percent) | 0.75% | ||||
Term loans | |||||
Debt Instrument [Line Items] | |||||
Total gross long-term debt | $ 325,000,000 | $ 269,000,000 | |||
Face amount of loan | $ 325,000,000 | ||||
Premium payable (percent) | 1.00% | ||||
Interest rate (percent) | 2.50% | ||||
Quarterly payment as percentage of initial principal amount | 0.25% | ||||
Percentage of excess cash flow to be paid for annual mandatory prepayments | 50.00% | ||||
Threshold for mandatory annual prepayments | $ 15,000,000 | ||||
Leverage ratio | 3 | ||||
Term loans | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, basis spread on variable rate (percent) | 2.00% | ||||
Debt instrument floor rate | 0.50% | ||||
Term loans | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, basis spread on variable rate (percent) | 1.00% | ||||
Hybrid debt instruments | |||||
Debt Instrument [Line Items] | |||||
Total gross long-term debt | $ 5,900,000 | $ 0 | |||
Long term debt current | 1,500,000 | ||||
Total long-term debt | $ 4,400,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 04, 2021 | Mar. 29, 2020 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate (percent) | (51.00%) | 43.50% |
Excess tax benefits | $ 3.7 | $ 5.5 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Apr. 04, 2021 | Mar. 29, 2020 | Jan. 03, 2021 | |
Line of Credit Facility [Line Items] | |||
Undiscounted cost of future remediation efforts | $ 3,900,000 | $ 3,600,000 | |
Amount of liability to be paid by Deere | 2,500,000 | ||
Maximum amount of Company's exposure to environmental liability | 2,400,000 | ||
Indemnification asset recorded against the liability | 1,500,000 | 1,200,000 | |
Letter of credit, amount outstanding | 9,100,000 | 8,700,000 | |
Borrowings on asset-based credit facility | 105,400,000 | $ 179,600,000 | |
Letter of credit | |||
Line of Credit Facility [Line Items] | |||
Borrowings on asset-based credit facility | $ 0 | $ 0 |
Earnings (Loss) Per Share (Deta
Earnings (Loss) Per Share (Details) - shares | 3 Months Ended | |
Apr. 04, 2021 | Mar. 29, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Additional potential common shares included in calculation of diluted earnings per common share (in shares) | 1,273,997 | 0 |
Employee Stock Options and RSUs | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Weighted average potential common shares excluded because anti-dilutive (in shares) | 81,766 | 2,099,487 |
Subsequent Events (Details)
Subsequent Events (Details) - location | Apr. 30, 2021 | Apr. 04, 2021 |
Subsequent Event [Line Items] | ||
Number of locations | 580 | |
Subsequent Event | Melrose Supply & Sales Corp | ||
Subsequent Event [Line Items] | ||
Number of locations | 6 | |
Subsequent Event | Timberwall Landscape & Masonry Products, Inc | ||
Subsequent Event [Line Items] | ||
Number of locations | 1 |