Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 13, 2019 | Jun. 30, 2018 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | CASTLE A M & CO | ||
Entity Central Index Key | 0000018172 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Common Stock, Shares Outstanding | 3,634,658 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Shell Company | false | ||
Entity Public Float | $ 10,435,221 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive (Loss) Income - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended | |||
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | ||||
Net sales | $ 164,942 | [1] | $ 581,970 | |||
Costs and expenses: | ||||||
Cost of materials (exclusive of depreciation and amortization) | 127,828 | [1] | 437,052 | |||
Warehouse, processing and delivery expense | 25,353 | [1] | 83,635 | |||
Sales, general and administrative expense | 21,645 | [1] | 68,933 | |||
Restructuring expense, net | 0 | [1] | 0 | |||
Depreciation and amortization expense | 3,213 | [1] | 9,082 | |||
Total costs and expenses | 178,039 | [1] | 598,702 | |||
Operating loss | (13,097) | [1] | (16,732) | |||
Interest expense, net | 9,220 | [1] | 33,172 | |||
Financial restructuring expense | 0 | [1] | 0 | |||
Unrealized (gain) loss on embedded debt conversion option | 2,352 | [1] | 0 | |||
Other income, net | (5,591) | [1] | (7,980) | |||
Reorganization items, net | 2,141 | [1] | 0 | |||
(Loss) income before income taxes | (16,515) | [1] | (41,924) | |||
Income tax benefit | (3,188) | [1] | (4,779) | |||
Net (loss) income | $ (13,327) | [1] | $ (37,145) | |||
Basic and diluted (loss) income per common share (in usd per share) | $ (6.66) | [1] | $ (18.57) | |||
Comprehensive (loss) income: | ||||||
Net (loss) income | $ (13,327) | [1] | $ (37,145) | |||
Change in unrecognized pension and postretirement benefit costs, net of tax effect of $3,060, $0, and $0 | (34) | [1] | 9,187 | |||
Foreign currency translation adjustments, net of tax | (2,703) | [1] | (2,492) | |||
Comprehensive (loss) income | (15,996) | [1] | $ (48,824) | |||
Predecessor | ||||||
Net sales | [1] | $ 353,926 | ||||
Costs and expenses: | ||||||
Cost of materials (exclusive of depreciation and amortization) | [1] | 266,495 | ||||
Warehouse, processing and delivery expense | [1] | 50,314 | ||||
Sales, general and administrative expense | [1] | 40,766 | ||||
Restructuring expense, net | [1] | 566 | ||||
Depreciation and amortization expense | [1] | 10,150 | ||||
Total costs and expenses | [1] | 368,291 | ||||
Operating loss | [1] | (14,365) | ||||
Interest expense, net | [1] | 26,629 | ||||
Financial restructuring expense | [1] | 7,024 | ||||
Unrealized (gain) loss on embedded debt conversion option | [1] | (146) | ||||
Other income, net | [1] | (8,436) | ||||
Reorganization items, net | [1] | (74,531) | ||||
(Loss) income before income taxes | [1] | 34,803 | ||||
Income tax benefit | $ (3,188) | (1,387) | [1] | |||
Net (loss) income | [1] | $ 36,190 | ||||
Basic and diluted (loss) income per common share (in usd per share) | [1] | $ 1.12 | ||||
Comprehensive (loss) income: | ||||||
Net (loss) income | [1] | $ 36,190 | ||||
Change in unrecognized pension and postretirement benefit costs, net of tax effect of $3,060, $0, and $0 | [1] | (9,797) | ||||
Foreign currency translation adjustments, net of tax | [1] | 16,142 | ||||
Comprehensive (loss) income | [1] | $ 62,129 | ||||
[1] | Adjusted due to the adoption of ASU No. 2017-07, "Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." See Note 1 - Basis of Presentation and Significant Accounting Policies, for additional information. |
Consolidated Statements of Op_2
Consolidated Statements of Operations and Comprehensive (Loss) Income - (Parenthetical) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |
Income Statement [Abstract] | |||
Unrecognized pension and postretirement benefit costs - tax effect | $ 0 | $ 0 | $ 3,060 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 8,668 | $ 11,104 |
Accounts receivable, less allowances of $1,364 and $1,586, respectively | 79,757 | 74,370 |
Inventories | 160,686 | 154,491 |
Prepaid expenses and other current assets | 14,344 | 12,274 |
Income tax receivable | 1,268 | 1,576 |
Total current assets | 264,723 | 253,815 |
Goodwill and intangible assets, net | 8,176 | 8,176 |
Prepaid pension cost | 1,754 | 10,745 |
Deferred income taxes | 1,261 | 1,278 |
Other noncurrent assets | 1,278 | 1,344 |
Property, plant and equipment: | ||
Land | 5,577 | 5,581 |
Buildings | 21,218 | 21,296 |
Machinery and equipment | 38,394 | 33,011 |
Property, plant and equipment, at cost | 65,189 | 59,888 |
Accumulated depreciation | (11,989) | (2,961) |
Property, plant and equipment, net | 53,200 | 56,927 |
Total assets | 330,392 | 332,285 |
Current liabilities: | ||
Accounts payable | 42,719 | 41,757 |
Accrued payroll and employee benefits | 11,307 | 7,963 |
Accrued and other current liabilities | 5,324 | 5,968 |
Income tax payable | 1,589 | 262 |
Short-term borrowings | 5,498 | 5,854 |
Current portion of long-term debt | 119 | 118 |
Total current liabilities | 66,556 | 61,922 |
Long-term debt, less current portion | 246,027 | 199,903 |
Deferred income taxes | 7,540 | 16,166 |
Build-to-suit liability | 9,975 | 10,148 |
Other noncurrent liabilities | 3,334 | 3,784 |
Pension and postretirement benefit obligations | 6,321 | 6,377 |
Commitments and contingencies (Note 11) | ||
Stockholders’ (deficit) equity: | ||
Common stock value | 38 | 37 |
Additional paid-in capital | 55,421 | 49,944 |
Accumulated deficit | (50,472) | (13,327) |
Accumulated other comprehensive loss | (14,348) | (2,669) |
Total stockholders’ (deficit) equity | (9,361) | 33,985 |
Total liabilities and stockholders’ (deficit) equity | $ 330,392 | $ 332,285 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Allowances for accounts receivable | $ 1,364 | $ 1,586 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 3,803,000 | 3,734,000 |
Common stock, shares outstanding | 3,803,000 | 3,734,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |||
Operating activities: | |||||
Net (loss) income | $ (13,327) | [1] | $ (37,145) | ||
Adjustments to reconcile net (loss) income to net cash used in operating activities: | |||||
Depreciation and amortization | 3,213 | [1] | 9,082 | ||
Amortization of deferred financing costs and debt discount | 1,958 | 8,160 | |||
Unrealized (gain) loss on embedded debt conversion option | (2,352) | [1] | 0 | ||
Noncash interest paid in kind | 3,865 | 13,502 | |||
Noncash reorganization items, net | 0 | 0 | |||
Loss on sale of property, plant & equipment | 26 | 64 | |||
Unrealized foreign currency transaction loss (gain) | (1,709) | 580 | |||
Deferred income taxes | (3,437) | (7,071) | |||
Non-cash compensation expense | 866 | 2,784 | |||
Other, net | 634 | 631 | |||
Changes in assets and liabilities: | |||||
Accounts receivable | (2,205) | (6,100) | |||
Inventories | (1,978) | (7,730) | |||
Prepaid expenses and other current assets | 752 | (2,955) | |||
Other noncurrent assets | 324 | 740 | |||
Prepaid pension costs | (1,395) | (2,717) | |||
Accounts payable | (4,548) | 1,370 | |||
Accrued payroll and employee benefits | 945 | 3,453 | |||
Income tax payable and receivable | (828) | 1,624 | |||
Accrued and other current liabilities | (773) | (1,120) | |||
Postretirement benefit obligations and other noncurrent liabilities | (585) | (933) | |||
Net cash used in operating activities | (20,554) | (23,781) | |||
Investing activities: | |||||
Capital expenditures | (3,742) | (5,687) | |||
Proceeds from sale of property, plant and equipment | 31 | 77 | |||
Cash collateralization of letters of credit | 0 | 0 | |||
Net cash (used in) from investing activities | (3,711) | (5,610) | |||
Financing activities: | |||||
Short-term borrowings, net | 1,720 | (115) | |||
Proceeds from long-term debt including credit facilities | 22,973 | 49,954 | |||
Repayments of long-term debt including credit facilities | (25) | (21,130) | |||
Payments of debt issue costs | 0 | (499) | |||
Payments of build-to-suit liability | 0 | (897) | |||
Net cash from financing activities | 24,668 | 27,313 | |||
Effect of exchange rate changes on cash and cash equivalents | 637 | (358) | |||
Net change in cash and cash equivalents | 1,040 | (2,436) | |||
Cash and cash equivalents—beginning of period | 10,064 | 11,104 | |||
Cash and cash equivalents—end of period | 11,104 | $ 10,064 | $ 8,668 | ||
Predecessor | |||||
Operating activities: | |||||
Net (loss) income | [1] | 36,190 | |||
Adjustments to reconcile net (loss) income to net cash used in operating activities: | |||||
Depreciation and amortization | [1] | 10,150 | |||
Amortization of deferred financing costs and debt discount | 3,810 | ||||
Unrealized (gain) loss on embedded debt conversion option | [1] | 146 | |||
Noncash interest paid in kind | 0 | ||||
Noncash reorganization items, net | (87,107) | ||||
Loss on sale of property, plant & equipment | 7 | ||||
Unrealized foreign currency transaction loss (gain) | (4,439) | ||||
Deferred income taxes | (953) | ||||
Non-cash compensation expense | 630 | ||||
Other, net | 537 | ||||
Changes in assets and liabilities: | |||||
Accounts receivable | (6,061) | ||||
Inventories | (2,703) | ||||
Prepaid expenses and other current assets | (3,100) | ||||
Other noncurrent assets | 1,664 | ||||
Prepaid pension costs | (849) | ||||
Accounts payable | 8,602 | ||||
Accrued payroll and employee benefits | (2,670) | ||||
Income tax payable and receivable | (340) | ||||
Accrued and other current liabilities | (3,332) | ||||
Postretirement benefit obligations and other noncurrent liabilities | (471) | ||||
Net cash used in operating activities | (50,289) | ||||
Investing activities: | |||||
Capital expenditures | (2,850) | ||||
Proceeds from sale of property, plant and equipment | 619 | ||||
Cash collateralization of letters of credit | 7,492 | ||||
Net cash (used in) from investing activities | 5,261 | ||||
Financing activities: | |||||
Short-term borrowings, net | 3,797 | ||||
Proceeds from long-term debt including credit facilities | 195,026 | ||||
Repayments of long-term debt including credit facilities | (175,414) | ||||
Payments of debt issue costs | (1,831) | ||||
Payments of build-to-suit liability | (3,000) | ||||
Net cash from financing activities | 18,578 | ||||
Effect of exchange rate changes on cash and cash equivalents | 890 | ||||
Net change in cash and cash equivalents | (25,560) | ||||
Cash and cash equivalents—beginning of period | $ 10,064 | 35,624 | |||
Cash and cash equivalents—end of period | $ 10,064 | ||||
[1] | Adjusted due to the adoption of ASU No. 2017-07, "Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." See Note 1 - Basis of Presentation and Significant Accounting Policies, for additional information. |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Shares | Treasury Shares | Preferred Stock (Predecessor) | Additional Paid-in Capital | (Accumulated Deficit) Retained Earnings | Accumulated Other Comprehensive Loss | ||
Beginning Balance (Predecessor) at Dec. 31, 2016 | $ (25,939) | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | Predecessor | [1] | $ 36,190 | |||||||
Foreign currency translation, net of tax | Predecessor | 385 | 385 | |||||||
Change in unrecognized pension and postretirement benefit costs | Predecessor | (1,008) | (1,008) | |||||||
Share-based compensation | Predecessor | 630 | $ 630 | |||||||
Exercise of stock options and other (in shares) | Predecessor | (80) | ||||||||
Exercise of stock options and other | Predecessor | 62 | $ (29) | 91 | ||||||
Issuance of Successor common stock (in shares) | 2,000 | ||||||||
Issuance of Successor common stock | 5,660 | $ 20 | 5,640 | ||||||
Balance (in shares) (Predecessor) at Aug. 31, 2017 | 32,768 | (282) | 0 | ||||||
Balance (in shares) at Aug. 31, 2017 | 2,000 | 0 | |||||||
Ending Balance (Predecessor) at Aug. 31, 2017 | 1,132 | $ 327 | $ (1,078) | 245,546 | $ (217,101) | (26,562) | |||
Ending Balance at Aug. 31, 2017 | 5,660 | $ 20 | $ 0 | 5,640 | 0 | 0 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Cancellation of Predecessor equity (in shares) | (32,768) | (282) | |||||||
Cancellation of Predecessor equity | (1,132) | $ (327) | $ 1,078 | (245,546) | 217,101 | 26,562 | |||
Net income | (13,327) | [1] | (13,327) | ||||||
Foreign currency translation, net of tax | Predecessor | (2,703) | ||||||||
Foreign currency translation, net of tax | (2,703) | ||||||||
Change in unrecognized pension and postretirement benefit costs | Predecessor | 34 | ||||||||
Change in unrecognized pension and postretirement benefit costs | 34 | ||||||||
Reclassification of conversion option to equity, net of tax effect (Note 7) | 43,716 | 43,716 | |||||||
Share-based compensation | 605 | 605 | |||||||
Exercise of stock options and other (in shares) | (1,734) | ||||||||
Exercise of stock options and other | 0 | $ 17 | (17) | ||||||
Balance (in shares) (Predecessor) at Dec. 31, 2017 | 32,768 | (202) | 0 | ||||||
Balance (in shares) at Dec. 31, 2017 | 3,734 | 0 | |||||||
Ending Balance (Predecessor) at Dec. 31, 2017 | (35,127) | $ 327 | $ (1,049) | 244,825 | (253,291) | (25,939) | |||
Ending Balance at Dec. 31, 2017 | 33,985 | $ 37 | $ 0 | 49,944 | (13,327) | (2,669) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | Predecessor | (37,145) | ||||||||
Net income | (37,145) | ||||||||
Foreign currency translation, net of tax | Predecessor | (2,492) | ||||||||
Foreign currency translation, net of tax | (2,492) | ||||||||
Change in unrecognized pension and postretirement benefit costs | Predecessor | (9,187) | ||||||||
Change in unrecognized pension and postretirement benefit costs | (9,187) | ||||||||
Reclassification of conversion option to equity, net of tax effect (Note 7) | 3,430 | 3,430 | |||||||
Share-based compensation | 1,816 | 1,816 | |||||||
Exercise of stock options and other (in shares) | (69) | ||||||||
Exercise of stock options and other | 232 | $ 1 | 231 | ||||||
Balance (in shares) at Dec. 31, 2018 | 3,803 | 0 | |||||||
Ending Balance at Dec. 31, 2018 | $ (9,361) | $ 38 | $ 0 | $ 55,421 | $ (50,472) | $ (14,348) | |||
[1] | Adjusted due to the adoption of ASU No. 2017-07, "Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." See Note 1 - Basis of Presentation and Significant Accounting Policies, for additional information. |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parenthetical) $ in Thousands | 8 Months Ended |
Aug. 31, 2017USD ($) | |
Tax benefit related to change in unrecognized pension and postretirement liability benefit costs | $ 0 |
Predecessor | |
Tax benefit related to change in unrecognized pension and postretirement liability benefit costs | $ 0 |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Significant Accounting Policies | Basis of Presentation and Significant Accounting Policies Nature of operations — A.M. Castle & Co. and its subsidiaries (the “Company”) is a specialty metals distribution serving customers on a global basis. The Company has operations in the United States, Canada, Mexico, France, Spain, China and Singapore. The Company provides a broad range of products and value-added processing and supply chain services to a wide array of customers. The Company's customers are principally within the producer durable equipment, aerospace, heavy industrial equipment, industrial goods, construction equipment, and retail sectors of the global economy. Particular focus is placed on the aerospace and defense, power generation, mining, heavy industrial equipment, and general manufacturing industries, as well as general engineering applications. The Company’s corporate headquarters is located in Oak Brook, Illinois. The Company has 21 operational service centers located throughout North America ( 17 ), Europe ( 2 ) and Asia ( 2 ). The Company purchases metals from many producers. Purchases are made in large lots and held in distribution centers until sold, usually in smaller quantities and often with value-added processing services performed. Orders are primarily filled with materials shipped from the Company's stock. The materials required to fill the balance of sales are obtained from other sources, such as direct mill shipments to customers or purchases from other distributors. Thousands of customers from a wide array of industries are serviced primarily through the Company’s own sales organization. Basis of presentation — On June 18, 2017 (the "Petition Date"), A. M. Castle & Co. and four of its subsidiaries (together with A.M. Castle & Co., the "Debtors") filed voluntary petitions for reorganization under chapter 11 of the United States Bankruptcy Code (the "Bankruptcy Code") with the United States Bankruptcy Court for the District of Delaware in Wilmington, Delaware (the "Bankruptcy Court"). Also on June 18, 2017, the Debtors filed the Debtors' Prepackaged Joint Chapter 11 Plan of Reorganization with the Bankruptcy Court and on July 25, 2017, the Debtors filed the Debtors' Amended Prepackaged Joint Chapter 11 Plan of Reorganization (the "Plan") with the Bankruptcy Court. On August 2, 2017, the Bankruptcy Court entered an order (the "Confirmation Order") confirming the Plan. On August 31, 2017 (the “Effective Date”), the Plan became effective pursuant to its terms and the Debtors emerged from their chapter 11 cases. The consolidated financial statements included herein have been prepared to reflect the application of Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") No. 852, "Reorganizations" and ASC No. 805, "Business Combinations". Accordingly, the Company adopted fresh-start accounting upon emergence from their chapter 11 cases and became a new entity for financial reporting purposes as of September 1, 2017. For accounting purposes, all emergence related transactions of the Predecessor including the impact of the issuance of the Successor common stock, the entry into a new asset-based revolving credit facility and new senior secured convertible notes, and the accelerated debt obligations of the Company that were satisfied pursuant to the terms of the Plan, were recorded as of August 31, 2017. Accordingly, the consolidated financial statements for the Successor are not comparable to the consolidated financial statements for the Predecessor. The consolidated financial statements included herein have been prepared by the Company pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”), and accounting principles generally accepted in the United States of America (“U.S. GAAP”). This report contains consolidated financial statements of the Company as of and for the year ended December 31, 2018 (Successor), for the period from January 1, 2017 to August 31, 2017 (Predecessor), and for the period from September 1, 2017 to December 31, 2017 (Successor). The accompanying consolidated financial statements have been prepared on the basis of the Company continuing as a going concern for a reasonable period of time. The Company's principal source of liquidity is cash flows from operations and borrowings under its asset-based revolving credit facilities. Use of estimates — The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The principal areas of estimation reflected in the consolidated financial statements are accounts receivable allowances, inventory reserves, the valuation of goodwill and intangible assets, the valuation of deferred income taxes, the fair value of the Company's 5.00% / 7.00% Convertible Senior Secured Paid-in-Kind ("PIK") Toggle Notes due 2022 (the “Second Lien Notes”) and Revolving B Credit Facility (defined at Note 4 - Debt, in the Notes to the Consolidated Financial Statements), pension and other post-employment benefits, and share-based compensation. Revenue recognition — On January 1, 2018, the Company adopted ASC 606, "Revenue for Contracts with Customers (Topic 606)" ("ASC 606") using the modified retrospective method in which the cumulative effect of initially applying the new standard was applied to contracts not completed as of that date. The adoption of ASC 606 did not have a material effect on the Company’s financial position or results of operations. Revenue from the sale of products is recognized when control of the product has transferred to the customer, which is primarily at the time of shipment to the customer. Revenue recognized other than at the time of shipment represented less than 1% of the Company’s consolidated net sales in the year ended December 31, 2018 (Successor) and the periods ended September 1, 2017 through December 31, 2017 (Successor) and January 1, 2017 through August 31, 2017 (Predecessor), respectively. Customer payment terms are established prior to the time of shipment. Provisions for allowances related to sales discounts and rebates are recorded based on terms of the sale in the period that the sale is recorded. Management utilizes historical information and the current sales trends of the business to estimate such provisions. The provisions related to discounts and rebates due to customers are recorded as a reduction within net sales. Revenue from shipping and handling charges is recorded in net sales. Costs incurred in connection with shipping and handling the Company’s products, which are related to third-party carriers or performed by Company personnel, are included in warehouse, processing and delivery expenses. In the year ended December 31, 2018 (Successor) and the periods ended September 1, 2017 through December 31, 2017 (Successor) and January 1, 2017 through August 31, 2017 (Predecessor), shipping and handling costs included in warehouse, processing and delivery expenses were $26,704 , $8,120 , and $16,292 , respectively. As a practical expedient under ASC 606, the Company has elected to account for shipping and handling activities as fulfillment costs and not a promised good or service. As a result, there is no change to the Company's accounting for revenue from shipping and handling charges under ASC 606. The Company maintains an allowance for doubtful accounts related to the potential inability of customers to make required payments. The allowance for doubtful accounts is maintained at a level considered appropriate based on historical experience and specific identification of customer receivable balances for which collection is unlikely. The provision for doubtful accounts is recorded in sales, general and administrative expense in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income. Estimates of doubtful accounts are based on historical write-off experience as a percentage of net sales and judgments about the probable effects of economic conditions on certain customers. The Company also maintains an allowance for credit memos for estimated credit memos to be issued against current sales. Estimates of allowance for credit memos are based upon the application of a historical issuance lag period to the average credit memos issued each month. Accounts receivable allowance for doubtful accounts and credit memos activity is presented in the table below: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 through August 31, 2017 Balance, beginning of period $ 1,586 $ — $ 1,945 Add Provision charged to expense (a) 379 1,735 34 Recoveries 44 13 25 Less Charges against allowance (645 ) (162 ) (316 ) Fresh-start accounting adjustment — — (1,688 ) Balance, end of period $ 1,364 $ 1,586 $ — (a) Includes the net amount of credit memos reserved and issued. The Company does not incur significant incremental costs when obtaining customer contracts and any costs that are incurred are generally not recoverable from its customers. Substantially all of the Company's customer contracts are for a duration of less than one year. As a practical expedient under ASC 606, the Company has elected to continue to recognize incremental costs of obtaining a contract, if any, as an expense when incurred if the amortization period of the asset would have been one year or less. The Company does not have any costs to obtain a contract that are capitalized under ASC 606. Information regarding the disaggregation of the Company's revenue by geographic region can be found at Note 12 — Segment Reporting. Cost of materials — Cost of materials consists of the costs the Company pays for metals and related inbound freight charges. It excludes depreciation and amortization which is discussed below. Operating expenses — Operating costs and expenses primarily consist of: • Warehouse, processing and delivery expenses, including occupancy costs, compensation and employee benefits for warehouse personnel, processing, shipping and handling costs; • Sales expenses, including compensation and employee benefits for sales personnel; • General and administrative expenses, including compensation for executive officers and general management, expenses for professional services primarily attributable to accounting and legal advisory services, bad debt expenses, data communication costs, computer hardware and maintenance expenses and occupancy costs for non-warehouse locations; and • Depreciation and amortization expenses, including depreciation for all owned property and equipment. For periods after the Effective Date, the Company no longer has any intangible assets that are subject to amortization. Cash equivalents — Cash equivalents are highly liquid, short-term investments that have an original maturity of 90 days or less. Statement of cash flows — Non-cash investing and financing activities and supplemental disclosures of consolidated cash flow information are as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Non-cash investing and financing activities: Capital expenditures financed by accounts payable $ 115 $ 356 $ 45 Reclassification of conversion option from debt to equity, net (Note 7) 3,430 43,716 — Cash paid during the period for: Interest 5,110 1,209 13,332 Income taxes 866 495 1,889 Cash received during the period for: Income tax refunds 37 49 201 Inventories — Inventories consist primarily of finished goods. All of the Company's continuing operations use the average cost method in determining the cost of inventory. The Company maintains an allowance for excess and obsolete inventory. The excess and obsolete inventory allowance is determined through the specific identification of material, adjusted for expected scrap value to be received, based on previous sales experience. Excess and obsolete inventory allowance activity is presented in the table below: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Balance, beginning of period $ 1,680 $ — $ 7,877 Adjustments to provision 3,612 1,736 (945 ) Charges against allowance (2,018 ) (56 ) (1,661 ) Fresh-start accounting adjustment — — (5,271 ) Balance, end of period $ 3,274 $ 1,680 $ — Property, plant and equipment — Property, plant and equipment are stated at cost and include assets held under capital leases. Expenditures for major additions and improvements are capitalized, while maintenance and repair costs that do not substantially improve or extend the useful lives of the respective assets are expensed in the period in which they are incurred. When items are disposed, the related costs and accumulated depreciation are removed from the accounts and any gain or loss is reflected in income. In connection with the Company’s adoption of fresh-start accounting, on the Effective Date the Company made adjustments to increase the carrying value of certain property, plant and equipment to their estimated fair value. The Company’s overall range of useful lives from an accounting policy perspective did not change. However, when the fair value of each asset was adjusted, a new remaining useful life was assigned to each asset, and the new value will be depreciated over that time period, which may be different from the remaining depreciable life of that asset at the end of the Predecessor period. The Company provides for depreciation of plant and equipment sufficient to amortize the cost over their estimated useful lives as follows: Successor Buildings and building improvements 5 – 40 years Plant equipment 5 – 20 years Furniture and fixtures 2 – 10 years Vehicles and office equipment 3 – 10 years Leasehold improvements are depreciated over the shorter of their useful lives or the remaining term of the lease. Depreciation is calculated using the straight-line method. Depreciation expense in the year ended December 31, 2018 (Successor) was $9,082 and in the periods September 1, 2017 through December 31, 2017 (Successor) and January 1, 2017 through August 31, 2017 (Predecessor) was $3,213 and $6,062 , respectively. Long-lived assets — The Company’s long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset or asset group to future net cash flows (undiscounted and without interest charges) expected to be generated by the asset or asset group. If future net cash flows are less than the carrying value, the asset or asset group may be impaired. If such assets are impaired, the impairment charge is calculated as the amount by which the carrying amount of the assets exceeds the fair value of the assets. Determining whether impairment has occurred typically requires various estimates and assumptions, including determining which undiscounted cash flows are directly related to the potentially impaired asset, the useful life over which cash flows will occur, their amount, and the asset’s residual value, if any. The Company derives the required undiscounted cash flow estimates from historical experience and internal business plans. Goodwill and intangible assets — In connection with the Company’s adoption of fresh-start accounting on the Effective Date, the Company recorded $2,675 of goodwill representing the excess of reorganization value over the fair value of identifiable tangible and intangible assets. The Company currently has one reporting unit. The Company tests goodwill for impairment at the reporting unit level on an annual basis at December 1 of each year or more frequently if a significant event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. The Company assesses, at least quarterly, whether any events or circumstances have significantly changed which may imply that the carrying amount of its reporting unit's goodwill is in excess of its fair value. Based on the results of the Company's goodwill impairment testing it has recorded no impairment charges in the year ended December 31, 2018 (Successor) or since the goodwill was originally recognized. The determination of the fair value of the reporting unit requires significant estimates and assumptions to be made by management. The fair value of the reporting unit is estimated using a combination of an income approach, which estimates fair value based on a discounted cash flow analysis using historical data, estimates of future cash flows and discount rates based on the view of a market participant, and a market approach, which estimates fair value using market multiples of various financial measures of comparable public companies. In selecting the appropriate assumptions, the Company considers the following: the selection of appropriate peer group companies; control premiums appropriate for acquisitions in the industry in which the Company competes; discount rates; terminal growth rates; long-term projections of future financial performance; and relative weighting of income and market approaches. The long-term projections used in the valuation are developed as part of the Company’s annual long-term planning process. The discount rates used to determine the fair values of the reporting unit is that of a hypothetical market participant which are developed based upon an analysis of comparable companies and include adjustments made to account for any individual reporting unit specific attributes such as, size and industry. Also as part of fresh-start accounting, the Company recorded an adjustment of $5,500 representing the fair value of the intangible asset of the Successor (refer to Note 2 - Bankruptcy Related Disclosures ). The intangible asset of the Successor is comprised of an indefinite-lived trade name, which is not subject to amortization. The fair value of the Successor trade name intangible asset was determined based on the relief from royalty method, which estimates the savings that the owner of the asset would realize rather than paying a royalty to use the asset, using forecasted net sales attributable to the trade name and applying a royalty rate, assumed to be 0.1% to those net sales. The indefinite-lived trade name intangible asset is tested for impairment on an annual basis on December 1 of each year or more frequently if significant events or changes in circumstances occur which may indicate that the carrying amount of the asset may not be recoverable, as measured by comparing carrying value to the estimated future cash flows generated by its use. An impaired asset is recorded at estimated fair value, determined principally using an income-based approach similar to the relief from royalty method used in the initial valuation of the indefinite-lived intangible asset, with the excess amount of carrying value over the fair value representing the amount of the impairment. Assumptions used in the income-based approach including projected revenues and assumed royalty rate, long-term growth and discount rates. The Company recorded no impairment charges related to its indefinite-lived trade name intangible assets in the year ended December 31, 2018 (Successor) or since the intangible asset was originally recorded. Income taxes — The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and the tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company records valuation allowances against its deferred tax assets when it is more likely than not that the amounts will not be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies and recent results of operations. In the event the Company determines it would not be able to realize its deferred tax assets, a valuation allowance is recorded, which increases the provision for income taxes in the period in which that determination is made. During 2018, the Company's foreign assets remained pledged as collateral for certain borrowings. This continues to result in a taxable income inclusion in the U.S. of the annual earnings generated by its foreign subsidiaries. As a result of the enactment of H.R.1, “An Act to Provide for Reconciliation Pursuant to Titles II and V of the Concurrent Resolution on the Budget for Fiscal Year 2018” (the “Tax Act”) (also known as “The Tax Cuts and Jobs Act”) and this pledge of foreign assets, there are no remaining undistributed earnings which have not been subject to U.S. income taxation as of December 31, 2018 (Successor) on which the Company would need to record any additional U.S. deferred tax liability. For uncertain tax positions, if any, the Company applies the provisions of relevant authoritative guidance, which requires application of a “more likely than not” threshold to the recognition and derecognition of tax positions. The Company’s ongoing assessments of the more likely than not outcomes of tax authority examinations and related tax positions require significant judgment and can increase or decrease the Company’s effective tax rate as well as impact operating results. As of December 31, 2018 (Successor), the Company has no uncertain tax positions for which a tax or interest reserve has been recognized. The Company recognizes interest and penalties related to unrecognized tax benefits, if any, within income tax expense. Accrued interest and penalties are included within income tax payable in the Consolidated Balance Sheets. As of December 31, 2018 (Successor), the Company has accrued no interest and penalties associated with unrecognized tax benefits. Insurance plans — The Company is a member of a group captive insurance company (the “Captive”) domiciled in Grand Cayman Island. The Captive reinsures losses related to certain of the Company’s workers’ compensation, automobile and general liability risks that occur subsequent to August 2009. Premiums are based on the Company’s loss experience and are accrued as expenses for the period to which the premium relates. Premiums are credited to the Company’s “loss fund” and earn investment income until claims are actually paid. For claims that were incurred prior to August 2009, the Company is self-insured. Self-insurance amounts are capped, for individual claims and in the aggregate, for each policy year by an insurance company. Self-insurance reserves are based on unpaid, known claims (including related administrative fees assessed by the insurance company for claims processing) and a reserve for incurred but not reported claims based on the Company’s historical claims experience and development. The Company is self-insured up to a retention amount for medical insurance for its domestic operations. Self-insurance reserves are maintained based on incurred but not paid claims based on a historical lag. Foreign currency — For the majority of the Company’s operations, the functional currency is the local currency. Assets and liabilities of those operations are translated into U.S. dollars using year-end exchange rates, and income and expenses are translated using the average exchange rates for the reporting period. The currency effects of translating financial statements of the Company’s non-U.S. operations which operate in local currency environments are recorded in accumulated other comprehensive loss, a separate component of stockholders’ (deficit) equity. Transaction gains or losses resulting from foreign currency transactions have historically been primarily related to unhedged intercompany financing arrangements between the United States and the United Kingdom and Canada. (Loss) earnings per share — Diluted (loss) earnings per share is computed by dividing net (loss) income by the weighted average number of shares of common stock plus outstanding common stock equivalents. Common stock equivalents consist of employee and director stock options (Predecessor), restricted stock awards (Predecessor and Successor), other share-based payment awards (Predecessor), and contingently issuable shares related to the Company’s 5.25% Convertible Senior Secured Notes due 2019 (the "Pre-Bankruptcy Convertible Notes"), and the Company's Second Lien Notes (Successor), which are included in the calculation of weighted average shares outstanding using the if-converted method. Refer to Note 4 - Debt , for further description of the Pre-Bankruptcy Convertible Notes and Second Lien Notes. The following table is a reconciliation of the basic and diluted loss (earnings) per share calculations: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Numerator: Net (loss) income $ (37,145 ) $ (13,327 ) $ 36,190 Denominator: Weighted average common shares outstanding 2,000 2,000 32,174 Effect of dilutive securities: Outstanding common stock equivalents — — — Denominator for diluted (loss) earnings per share 2,000 2,000 32,174 Net basic (loss) earnings per common share $ (18.57 ) $ (6.66 ) $ 1.12 Net diluted (loss) earnings per common share $ (18.57 ) $ (6.66 ) $ 1.12 Excluded outstanding share-based awards having an anti-dilutive effect 1,803 1,734 — The computation of diluted loss per common share does not include common shares issuable upon conversion of the Company’s outstanding Second Lien Notes (Successor) or the Pre-Bankruptcy Convertible Notes (Predecessor), as they were anti-dilutive under the if-converted method. The Second Lien Notes (Successor) are convertible into shares of the Company's common stock at any time at the initial conversion price of $3.77 per share. In future periods, absent a fundamental change (as defined in the Second Lien Notes Indenture), the outstanding Second Lien Notes could increase diluted average shares outstanding by a maximum of approximately 48,000 shares. Concentrations — The Company serves a wide range of customers within the producer durable equipment, aerospace, heavy industrial equipment, industrial goods, construction equipment, retail, marine and automotive sectors of the economy. Its customer base includes many Fortune 500 companies as well as thousands of medium and smaller sized firms spread across the entire spectrum of metals-using industries. The Company’s customer base is well diversified and, therefore, the Company does not have dependence upon any single customer or a few customers. No single customer represented more than 5% of the Company’s total net sales in either the year ended December 31, 2018 (Successor) or the periods September 1, 2017 through December 31, 2017 (Successor) or January 1, 2017 through August 31, 2017 (Predecessor). Approximately 65% of the Company’s net sales the year ended December 31, 2018 (Successor) and 65% and 63% of the Company’s net sales in the periods September 1, 2017 through December 31, 2017 (Successor) and January 1, 2017 through August 31, 2017 (Predecessor), respectively, were from locations in the United States. Share-based compensation — On the Effective Date, the new A.M. Castle & Co. 2017 Management Incentive Plan (the "MIP"), under which persons eligible to receive awards include directors, officers and employees of the Company and its subsidiaries, became effective. The types of awards that may be granted under the MIP include stock options, stock appreciation rights, restricted stock, restricted stock units, performance units, performance shares and other forms of cash or stock based awards. Under the MIP, the Company has issued restricted shares, restricted Second Lien Notes and performance share units. Compensation expense related to restricted share awards made to directors, officers and employees of the Company is recognized on a straight-line basis over the vesting period based on the estimated grant date fair value of the award. The Company accounts for forfeitures as they occur. Compensation expense related to performance share unit awards made to senior level managers and other select personnel is based on management’s expectation of future performance compared to the pre-established performance goals. If the performance goals are not expected to be met, no compensation expense is recognized and any previously recognized compensation expense is reversed. New Accounting Standards Recently Adopted Accounting Standards In March 2017, the FASB issued Accounting Standards Update ("ASU") No. 2017-07, "Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." Under the new guidance, employers must present the service cost component of the net periodic benefit cost in the same income statement line item(s) as other employee compensation costs arising from services rendered during the period. In addition, only the service cost component will be eligible for capitalization in assets. The other components of net periodic benefit cost must be reported separately from the line item(s) that includes the service cost component and outside of any subtotal of operating income, if one is presented. Employers will have to disclose the line(s) used to present the other components of net periodic benefit cost, if the components are not presented separately in the income statement. The guidance on the income statement presentation of the components of net periodic benefit cost must be applied retrospectively, while the guidance limiting the capitalization of net periodic benefit cost in assets to the service cost component must be applied prospectively. The Company adopted ASU 2017-07 in the first quarter of 2018 and concluded it had no impact on its net loss before income taxes. Prior to the adoption of ASU No. 2017-07, the Company's net periodic pension and postretirement benefit costs were reported as sales, general and administrative expense on the Company's Consolidated Statements of Operations and Comprehensive (Loss) Income. As a result of the adoption of ASU No. 2017-07, the Company reclassified the interest cost component of net periodic pension and postretirement benefit costs of $1,586 from sales, general and administrative expense to interest expense and a net periodic pension and postretirement benefit of $2,767 from sales, general and administrative expense to other expense (income), net on the Consolidated Statements of Operations and Comprehensive (Loss) Income in the period September 1, 2017 through September 30, 2017 (Successor). The Company reclassified the interest cost component of net periodic pension and postretirement benefit costs of $3,227 from sales, general and administrative expense to interest expense and a net periodic pension and postretirement benefit of $4,854 from sales, general and administrative expense to other expense (income), net on the Consolidated Statements of Operations and Comprehensive (Loss) Income in the period January 1, 2017 through August 31, 2017 (Predecessor). In January 2017, the FASB issued ASU 2017-04, "Intangibles – Goodwill and Other (Topic 350)", which simplifies the subsequent measurement of goodwill by eliminating step two from the goodwill impairment test. ASU No. 2017-04 is effective for annual and interim impairment tests beginning January 1, 2020 for the Company and is required to be adopted using a prospective approach. Early adoption is allowed for annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company adopted the new guidance in the first quarter of 2018 and as a result, will no longer apply step two from the goodwill impairment test when performing its annual or interim goodwill impairment testing, if necessary. The Company performed its annual goodwill impairment testing on December 1, 2018 and determined that its good |
Bankruptcy Related Disclosures
Bankruptcy Related Disclosures | 12 Months Ended |
Dec. 31, 2018 | |
Reorganizations [Abstract] | |
Bankruptcy Related Disclosures | Bankruptcy Related Disclosures Chapter 11 Bankruptcy Filing On the Petition Date, the Debtors filed voluntary chapter 11 petitions for reorganization under the Bankruptcy Code with the Bankruptcy Court pursuant to the terms of a Restructuring Support Agreement (as defined below) that contemplated the reorganization of the Debtors pursuant to a prepackaged plan of reorganization. The chapter 11 cases were consolidated for procedural purposes only and were administered jointly under the caption In re Keystone Tube Company, LLC, et al. (Case No. 17-11330). No trustee was appointed in the chapter 11 cases, and during the pendency of the chapter 11 cases, the Debtors continued to operate their business as “debtors-in-possession” subject to the supervision and orders of the Bankruptcy Court in accordance with the Bankruptcy Code. The filing of the bankruptcy petitions constituted a default or event of default that accelerated the Company’s obligations under (i) the Pre-Bankruptcy Credit Facilities Agreement (as defined below) and the 11.00% Senior Secured Term Loan Credit Facilities due 2018 issued pursuant thereto (the "Pre-Bankruptcy Credit Facilities"), (ii) the Indenture dated February 8, 2016 (the "Pre-Bankruptcy Senior Notes Indenture") and the 12.75% Senior Secured Notes due 2018 issued pursuant thereto (the "Pre-Bankruptcy Secured Notes"), and (iii) the Indenture dated May 19, 2016 (the "Pre-Bankruptcy Convertible Notes Indenture") and the Pre-Bankruptcy Convertible Notes. The Pre-Bankruptcy Credit Facilities Agreement, the Pre-Bankruptcy Senior Notes Indenture, and the Pre-Bankruptcy Convertible Notes Indenture provide that, as a result of the filing of the bankruptcy petitions, all outstanding indebtedness due thereunder shall be immediately due and payable. Any efforts to enforce such payment obligations under the Pre-Bankruptcy Credit Facilities Agreement, the Pre-Bankruptcy Senior Notes Indenture, and the Pre-Bankruptcy Convertible Notes Indenture were automatically stayed as a result of the bankruptcy petitions, and the creditors’ rights of enforcement in respect of the Pre-Bankruptcy Credit Facilities Agreement, the Pre-Bankruptcy Senior Notes Indenture, and the Pre-Bankruptcy Convertible Notes Indenture are subject to the applicable provisions of the Restructuring Support Agreement (as defined below) and the Bankruptcy Code. Prior to the Petition Date, on June 16, 2017, the Debtors entered into an agreement (the "Commitment Agreement") with certain of their creditors (the "Commitment Parties"). The Commitment Parties are the holders (or the investment advisors or managers for the holders) of the Pre-Bankruptcy Credit Facility term loans made to the Company under a Credit and Guaranty Agreement, dated December 8, 2016, by and among the Company, Highbridge International Capital Management, LLC, Corre Partners Management, LLC, Whitebox Credit Partners, L.P., WFF Cayman II Limited, and SGF, LLC and Cantor Fitzgerald Securities, among others (as amended, the “Pre-Bankruptcy Credit Facilities Agreement"). The Commitment Agreement was entered into pursuant to a Restructuring Support Agreement dated April 6, 2017, as amended, by and among the Debtors and certain of their creditors, including the Commitment Parties (the "RSA"). The RSA provides for a consensual restructuring of the debt and equity of the Company, which the Company seeks to effect by means of the Plan. The Company continued its operations without interruption during the pendency of the chapter 11 cases and reorganization process. To maintain and continue ordinary course operations without interruption, the Company received approval from the Bankruptcy Court of a variety of “first day” motions seeking certain relief and authorizing the Company to maintain its operations and pay trade claims in the ordinary course. Plan of Reorganization and Emergence from Chapter 11 Pursuant to the terms of the RSA, on the Petition Date, the Debtors filed the Plan with the Bankruptcy Court. The Plan allowed general unsecured claims and claims that are unimpaired under the Plan to be paid in full in cash. On August 2, 2017, the Bankruptcy Court entered the Confirmation Order approving and confirming the Plan. On the Effective Date, the Plan became effective pursuant to the terms described above and the Debtors emerged from their chapter 11 cases. Key components of the Plan, which became effective on August 31, 2017, include: • Entry into a Revolving Credit and Security Agreement (the "ABL Credit Agreement") dated as of August 31, 2017 with PNC Bank, National Association ("PNC"), as lender and as administrative and collateral agent (the “Agent”), and the other lenders party thereto, which provided for a $125,000 senior secured, revolving credit facility for the Company (the "Revolving A Credit Facility"). Refer to Note 4 - Debt , for further details. ◦ On the Effective Date, in connection with its entering into the ABL Credit Agreement, the Company borrowed an aggregate amount equal to $78,797 , proceeds from which, along with proceeds of the New Money Notes (defined below) of $38,002 , were used to pay down all outstanding indebtedness, accrued interest, and related fees of the Company under the Pre-Bankruptcy Credit Facilities Agreement and the borrowings outstanding under the Debtor-In-Possession Revolving Credit and Security Agreement dated as of June 10, 2017 (the "DIP Facility"). • Entry into an Indenture (the “Second Lien Notes Indenture”) with Wilmington Savings Fund Society, FSB (“WSFS, FSB”), as trustee and collateral agent (“Indenture Agent”) and, pursuant thereto, issued approximately $162,502 in aggregate original principal amount of its Second Lien Notes, excluding restricted notes issued under the MIP. The Second Lien Notes were issued as follows: ◦ $111,875 in aggregate principal Second Lien Notes issued to holders of Prepetition Second Lien Secured Claims in partial satisfaction of their claims; ◦ $3,125 in aggregate principal Second Lien Notes issued to holders of Prepetition Third Lien Secured Claims in partial satisfaction of their claims; and ◦ $47,502 in aggregate principal Second Lien Notes issued to the Commitment Parties pursuant to the Commitment Agreement (the "New Money Notes"). As a result of these Plan actions, all of the outstanding indebtedness of the Pre-Bankruptcy Secured Notes and the Pre-Bankruptcy Convertible Notes was discharged and canceled. • Issuance of an aggregate of 2,000 shares of a new class of common stock, par value $0.01 per share (the “New Common Stock”), as follows: ◦ 1,300 shares issued to holders of Prepetition Second Lien Secured Claims in partial satisfaction of their claims; ◦ 300 shares issued to holders of Prepetition Third Lien Secured Claims in partial satisfaction of their claims; and ◦ 400 shares issued to participating holders of the Company's outstanding common stock as of August 2, 2017. • Payment in full of all general unsecured claims and claims that were unimpaired under the Plan in cash in the ordinary course of business. • Cash payment of $6,646 to holders of Prepetition Second Lien Secured Claims. • Cash payment of a put option fee of $2,000 to the Commitment Parties pursuant to the Commitment Agreement. • All agreements, instruments, and other documents evidencing, relating to or connected with any equity interests of the Company (which include the Company's prior common stock, warrants to purchase the Company’s prior common stock and unvested/unexercised awards under any management equity incentive plans adopted before the Effective Date) were canceled and extinguished without recovery. • All prior director, officer and employee incentive plans, as well as the awards issued thereunder, were canceled. The MIP, under which persons eligible to receive awards include directors, officers and employees of the Company and its subsidiaries, became effective. Reporting During Bankruptcy During the pendency of the Company's chapter 11 cases, expenses and income directly associated with the chapter 11 proceedings were reported separately in reorganization items, net in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income. Reorganization items, net also include adjustments to reflect the carrying value of liabilities subject to compromise ("LSTC") at their estimated allowed claim amounts, as such adjustments were determined. In addition, effective as of the Petition Date and during the pendency of the Company's chapter 11 cases, the Company discontinued recording interest expense on outstanding prepetition debt classified as LSTC. Interest expense reported in the Consolidated Statement of Operations and Comprehensive (Loss) Income for the period from the Effective Date through August 31, 2017 does not include $4,880 in contractual interest on prepetition debt classified as LSTC, which was stayed by the Bankruptcy Court effective on the Petition Date. Upon the Company's emergence from its chapter 11 cases, the Company settled and extinguished or reinstated liabilities that were subject to compromise. Fresh-Start Accounting Under ASC No. 852, "Reorganizations", fresh-start accounting is required upon emergence from chapter 11 if (i) the reorganization value of the assets of the emerging entity immediately before the date of confirmation is less than the total of all post-petition liabilities and allowed claims; and (ii) holders of existing voting shares immediately before confirmation receive less than 50% of the voting shares of the emerging entity. The Company qualified for and adopted fresh-start accounting as of the Effective Date. Adopting fresh-start accounting results in a new reporting entity with no beginning retained earnings or deficits. The cancellation of all existing common shares outstanding on the Effective Date and issuance of new shares of the reorganized entity resulted in a change of control of the Company under ASC No. 852, "Reorganizations". Adoption of fresh-start accounting resulted in the Company becoming a new entity for financial reporting purposes and the recording of the Company’s assets and liabilities at their fair value as of the Effective Date, with the excess of reorganization value over net asset values recorded as goodwill, in conformity with ASC No. 805, "Business Combinations". The estimated fair values of the Company’s assets and liabilities as of that date differed from the recorded values of its assets and liabilities as reflected in its historical consolidated financial statements. In addition, the Company’s adoption of fresh-start accounting affected its results of operations following the fresh-start reporting date, as the Company had a new basis in its assets and liabilities. Consequently, the Company’s financial statements on or after the Effective Date are not comparable with the financial statements prior to that date and the historical financial statements before the Effective Date are not reliable indicators of its financial condition and results of operations for any period after it adopted fresh-start accounting. Reorganization Items, Net During the pendency of the Company's chapter 11 cases, expenses and income directly associated with the chapter 11 proceedings were reported separately in reorganization items, net in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income. There were no expenses nor income directly associated with the chapter 11 proceedings that were reported separately in reorganization items, net for the year ended December 31, 2018. Reorganization items, net also include adjustments to reflect the carrying value of LSTC at their estimated allowed claim amounts, as such adjustments were determined. The following table presents reorganization items incurred in the periods after the Effective Date, as reported in the accompanying Consolidated Statement of Operations and Comprehensive (Loss) Income: Successor Predecessor September 1, 2017 Through December 31, 2017 January 1, 2017 Through August 31, 2017 Gain on extinguishment of debt — (89,989 ) Gain on fresh-start revaluation — (16,566 ) Write-off of unamortized debt issuance costs and discounts — 10,262 Prepayment penalties and debt-related fees — 13,191 Professional fees 2,141 7,342 Key employee incentive plan — 1,229 Reorganization items, net $ 2,141 $ (74,531 ) For the period from January 31, 2017 through August 31, 2017 (Predecessor), the cash reorganization items included approximately $8,571 of professional fees and employee incentives and $3,673 of debt issuance and repayment costs. Cash reorganization items included approximately $2,141 for professional fees for the period from September 1, 2017 through December 31, 2017 (Successor). The cash outflow is included in net cash provided by operating activities in our Consolidated Statements of Cash Flows for the periods presented. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets In connection with the Company’s adoption of fresh-start accounting on the Effective Date, the Company recorded $2,675 of goodwill representing the excess of reorganization value over the fair value of identifiable tangible and intangible assets. The goodwill is not tax deductible. There was no change in the carrying value of goodwill recognized in the year ended December 31, 2018 (Successor). Also as part of fresh-start accounting, the Company recorded an intangible asset comprised of the indefinite-lived trade name of the Successor, which is not subject to amortization. The gross carrying value of the trade name intangible asset was $5,500 at both December 31, 2018 (Successor) and December 31, 2017 (Successor). There was no amortization expense recorded in the year ended December 31, 2018 (Successor) or the period September 1, 2017 through December 31, 2017 (Successor). Related to the customer relationships intangible asset of the Predecessor, which was subject to amortization, the Company recorded amortization expense of $4,088 in the period January 1, 2017 through August 31, 2017 (Predecessor). The Company tests both goodwill and its intangible asset for impairment on an annual basis and more often if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit or the intangible asset, as applicable, below its carrying value. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Debt Long-term debt consisted of the following: Successor December 31, December 31, LONG-TERM DEBT 5.00% / 7.00% Second Lien Notes due August 31, 2022 180,894 168,767 Floating rate Revolving A Credit Facility due February 28, 2022 108,488 101,047 12.00% Revolving B Credit Facility due February 28, 2022 22,875 — Other, primarily capital leases 180 288 Less: unvested restricted Second Lien Notes (a) (1,378 ) (2,144 ) Less: unamortized discount (64,491 ) (67,937 ) Less: unamortized debt issuance costs (422 ) — Total long-term debt $ 246,146 $ 200,021 Less: current portion of long-term debt 119 118 Total long-term portion $ 246,027 $ 199,903 (a) Represents unvested portion of $2,400 of restricted Second Lien Notes issued to certain members of management (see Note 8 - Share-based compensation ). Credit Facilities Pursuant to the Plan, on the Effective Date, the Successor entered into the ABL Credit Agreement, which provided a $125,000 senior secured, revolving credit facility under which the Company and four of its subsidiaries each are borrowers (collectively, in such capacity, the “Borrowers”). On June 1, 2018, the Company entered into an Amendment No. 1 to Revolving Credit and Security Agreement (the “Credit Agreement Amendment”) by and among the Company, the Borrowers and guarantors party thereto and the Agent and the lenders party thereto, which amended the ABL Credit Agreement (as amended by the Credit Agreement Amendment, the “Expanded ABL Credit Agreement”) to provide for additional borrowing capacity. The Expanded ABL Credit Agreement provides for an additional $25,000 last out Revolving B Credit Facility (the "Revolving B Credit Facility" and together with the Revolving A Credit Facility, the "Expanded Credit Facility") made available in part by way of a participation in the Revolving B Credit Facility by certain of the Company’s shareholders. Borrowings under the Expanded Credit Facility will mature on February 28, 2022. Subject to certain exceptions and permitted encumbrances, the obligations under the Expanded Credit Facility are secured by a first priority security interest in substantially all of the assets of each of the Borrowers and certain subsidiaries of the Company named as guarantors. The proceeds of the advances under the Expanded Credit Facility may only be used to (i) pay certain fees and expenses to the Agent and the lenders under the Expanded Credit Facility, (ii) provide for Borrowers' working capital needs and reimburse drawings under letters of credit, (iii) repay the obligations under the DIP Facility, and certain other existing indebtedness, and (iv) provide for the Borrowers' capital expenditure needs, in accordance with the Expanded ABL Credit Agreement. The Company may prepay its obligations under the Expanded Credit Facility at any time without premium or penalty, and must apply the net proceeds of material sales of collateral in prepayment of such obligations. Payments made must be applied to the Company's obligations under the Revolving A Credit Facility, if any, prior to its obligations under the Revolving B Credit Facility. In connection with an early termination or permanent reduction of the Revolving A Credit Facility prior to June 1, 2020, a 0.50% fee shall be due for the period from June 1, 2018 through May 31, 2019 and 0.25% for the period from June 1, 2019 through May 31, 2020, in each case on the amount of such commitment reduction, subject to reduction as set forth in the Expanded ABL Credit Agreement. Indebtedness for borrowings under the Expanded Credit Facility is subject to acceleration upon the occurrence of specified defaults or events of default, including failure to pay principal or interest, the inaccuracy of any representation or warranty of a loan party, failure by a loan party to perform certain covenants, defaults under indebtedness owed to third parties, certain liability producing events relating to the Employee Retirement Income Security Act of 1974 ("ERISA"), the invalidity or impairment of the Agent’s lien on its collateral or of any applicable guarantee, and certain adverse bankruptcy-related and other events. Interest on indebtedness under the Revolving A Credit Facility accrues at a variable rate based on a grid with the highest interest rate being the applicable LIBOR-based rate plus a margin of 3.0% , as set forth in the Expanded ABL Credit Agreement. Interest on indebtedness under the Revolving B Credit Facility accrues at a rate of 12.0% per annum, which will be paid in kind unless the Company elects to pay such interest in cash and the Revolving B payment conditions specified in the Expanded ABL Credit Agreement are satisfied. Additionally, the Company must pay a monthly Facility Fee equal to the product of (i) 0.25% per annum (or, if the average daily revolving facility usage is less than 50% of the maximum revolving advance amount, 0.375% per annum) multiplied by (ii) the amount by which the maximum revolving advance amount exceeds such average daily revolving facility usage for such month. Interest expense related to the Revolving B Credit Facility of $1,375 was paid in kind in the year ended December 31, 2018 (Successor). The weighted average interest rate on outstanding borrowings under the Revolving A Credit Facility for the year ended December 31, 2018 (Successor) was 4.90% and the weighted average Facility Fee for the period was 0.25% . The Company pays certain customary recurring fees with respect to the Expanded ABL Credit Agreement. The Expanded ABL Credit Agreement includes negative covenants customary for an asset-based revolving loan. Such covenants include limitations on the ability of the Borrowers to, among other things, (i) effect mergers and consolidations, (ii) sell assets, (iii) create or suffer to exist any lien, (iv) make certain investments, (v) incur debt and (vi) transact with affiliates. In addition, the Expanded ABL Credit Agreement includes customary affirmative covenants for an asset-based revolving loan, including covenants regarding the delivery of financial statements, reports and notices to the Agent. The Expanded ABL Credit Agreement also contains customary representations and warranties and event of default provisions for a secured term loan. The Company's Expanded ABL Credit Agreement contains a springing financial maintenance covenant requiring the Company to maintain a Fixed Charge Coverage Ratio of 1.0 to 1.0 in any covenant testing period when the Company's cash liquidity (as defined in the Expanded ABL Credit Agreement) is less than $12.5 million . The Company is not in a covenant testing period as of December 31, 2018 (Successor). Unamortized debt issuance costs of $422 associated with the Expanded ABL Credit Agreement were recorded as a reduction in long-term debt as of December 31, 2018 (Successor). Second Lien Notes Pursuant to the Plan, on the Effective Date, the Company entered into a Second Lien Notes Indenture with Wilmington Savings Fund Society, FSB, as trustee and collateral agent (“Indenture Agent”) and, pursuant thereto, issued approximately $164,902 in aggregate original principal amount of its Second Lien Notes, including $2,400 of restricted Second Lien Notes issued to certain members of management (see Note 8 - Share-based compensation ). The Second Lien Notes are five year senior obligations of the Company and certain of its subsidiaries, secured by a lien on all or substantially all of the assets of the Company, its domestic subsidiaries and certain of its foreign subsidiaries, which lien the Indenture Agent has agreed will be junior to the lien of the Agent under the Expanded ABL Credit Agreement. The Second Lien Notes are convertible into shares of the Company’s New Common Stock at any time at the initial conversion price of $3.77 per share, which rate is subject to adjustment as set forth in the Second Lien Notes Indenture. The value of shares of the Company’s New Common Stock for purposes of the settlement of the conversion right will be calculated as provided in the Second Lien Notes Indenture, using a 20 trading day observation period. Upon conversion, the Company will pay and/or deliver, as the case may be, cash, shares of the Company’s New Common Stock or a combination of cash and shares of the Company’s New Common Stock, at the Company’s election, together with cash in lieu of fractional shares. The Company determined that upon issuance on the Effective Date, the conversion option of the Second Lien Notes was not clearly and closely related to the economic characteristics of the Second Lien Notes, nor did it meet the criteria to be considered indexed to the Company’s common stock. As a result, the Company concluded that the embedded conversion option must be bifurcated from the Second Lien Notes, separately valued and marked-to-market through earnings in each subsequent reporting period. Prior to December 31, 2017, the embedded conversion option was classified in long-term debt. On December 31, 2017, changes in the Company's governance were resolved that resulted in the conversion option meeting the criteria to be considered indexed to the Company’s common stock effective December 31, 2017. Accordingly, the conversion option was no longer required to be recognized as a bifurcated embedded derivative with changes in its fair value marked-to-market through earnings. On this date, the previously bifurcated embedded conversion option was remeasured to a fair value of $60,760 and reclassified from a liability to additional paid-in capital. The deferred tax asset of $17,044 associated with the temporary difference between the financial reporting basis of the liability and its tax basis at the Effective Date was also reclassified to additional paid-in capital for a net reclass to additional paid in capital of $43,716 . Under the Second Lien Notes Indenture, in a conversion of the Second Lien Notes in connection with a “Fundamental Change” (as defined in the Second Lien Notes Indenture), for each $1.00 principal amount of the Second Lien Notes, that number of shares of the Company’s common stock issuable upon conversion shall equal the greater of (a) $1.00 divided by the then applicable conversion price and (b) $1.00 divided by the stock price with respect to such Fundamental Change, subject to other provisions of the Second Lien Notes Indenture. Subject to certain exceptions, under the Second Lien Notes Indenture a “Fundamental Change” includes, but is not limited to, the following: (i) the acquisition of more than 50% of the voting power of the Company’s common equity by a “person” or “group” within the meaning of Section 13(d) of the Securities Exchange Act of 1934, as amended; (ii) the consummation of any recapitalization, reclassification, share exchange, consolidation or merger of the Company pursuant to which the Company’s common stock will be converted into cash, securities or other property; (iii) the “Continuing Directors” (as defined in the Second Lien Notes Indenture) cease to constitute at least a majority of the board of directors; and (iv) the approval of any plan or proposal for the liquidation or dissolution of the Company by the Company’s stockholders. The Second Lien Notes are guaranteed, jointly and severally, by certain subsidiaries of the Company. The Second Lien Notes and the related guarantees are secured by a lien on substantially all of the Company’s and the guarantors’ assets, subject to certain exceptions pursuant to certain collateral documents pursuant to the Second Lien Notes Indenture. The terms of the Second Lien Notes contain numerous covenants imposing financial and operating restrictions on the Company’s business. These covenants place restrictions on the Company’s ability and the ability of its subsidiaries to, among other things, pay dividends, redeem stock or make other distributions or restricted payments; incur indebtedness or issue certain stock; make certain investments; create liens; agree to certain payment restrictions affecting certain subsidiaries; sell or otherwise transfer or dispose assets; enter into transactions with affiliates; and enter into sale and leaseback transactions. The Second Lien Notes may not be redeemed by the Company in whole or in part at any time, subject to certain exceptions provided under the Second Lien Notes Indenture. In addition, if a Fundamental Change occurs at any time, each holder of any Second Lien Notes has the right to require the Company to repurchase such holder’s Second Lien Notes for cash at a repurchase price equal to 100% of the principal amount thereof, together with accrued and unpaid interest thereon, subject to certain exceptions. The Company must use the excess proceeds of material sales of collateral to make an offer of repurchase to holders of the Second Lien Notes. Indebtedness for borrowings under the Second Lien Notes Indenture is subject to acceleration upon the occurrence of specified defaults or events of default, including failure to pay principal or interest, the inaccuracy of any representation or warranty of any obligor under the Second Lien Notes, failure by an obligor under the Second Lien Notes to perform certain covenants, the invalidity or impairment of the Indenture Agent’s lien on its collateral or of any applicable guarantee, and certain adverse bankruptcy-related and other events. Interest on the Second Lien Notes accrues at the rate of 5.00% if paid in cash and 7.00% if paid in kind. Pursuant to the terms of the Second Lien Notes Indenture, the Company is currently paying interest on the Second Lien Notes in kind. Interest expense of $12,127 was paid in kind for the year ended December 31, 2018 (Successor) and interest expense of $3,865 was paid in kind for the period September 1, 2017 through December 31, 2017 (Successor). As of December 31, 2018 (Successor), all of the Company's principal and interest paid in kind related to its long-term debt, excluding capital leases, matures and is payable in fiscal year 2022. The Company has no other required long-term debt payments within the next five years or thereafter. Short-term borrowings The Company's French subsidiary is party to a local credit facility under which it may borrow against 100% of the eligible accounts receivable factored, with recourse, up to 6,500 euros. The French subsidiary is charged a factoring fee of 0.16% of the gross amount of accounts receivable factored. Local currency borrowings on the French subsidiary's credit facility are charged interest at the daily 3-months Euribor rate plus a 1.0% margin and U.S dollar borrowings on the credit facility are 3-months LIBOR plus a 1.0% margin. The French subsidiary utilizes the local credit facility to support its operating cash needs. As of December 31, 2018 (Successor), the French subsidiary has borrowings of $5,498 under the local credit facility. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The three-tier value hierarchy the Company utilizes, which prioritizes the inputs used in the valuation methodologies, is: Level 1 —Valuations based on quoted prices for identical assets and liabilities in active markets. Level 2 —Valuations based on observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. Level 3 —Valuations based on unobservable inputs reflecting our own assumptions, consistent with reasonably available assumptions made by other market participants. The fair value of cash, accounts receivable and accounts payable approximate their carrying values. The fair value of cash equivalents is determined using the fair value hierarchy described above. The Company’s pension plan asset portfolio as of December 31, 2018 (Successor) and December 31, 2017 (Successor) is primarily invested in fixed income securities, which generally fall within Level 2 of the fair value hierarchy. Fixed income securities in the pension plan asset portfolio are valued based on evaluated prices provided to the trustee by independent pricing services. Such prices may be determined by factors which include, but are not limited to, market quotations, yields, maturities, call features, ratings, institutional size trading in similar groups of securities and developments related to specific securities. Refer to Note 9 - Employee Benefit Plans for pension fair value disclosures. Fair Value Measurements of Debt As of December 31, 2018 (Successor), the fair value of the Company's Second Lien Notes, including the conversion option, was estimated to be $174,063 compared to a carrying value of $180,894 . As of December 31, 2017 (Successor), the fair value of the Company's Second Lien Notes, including the conversion option, was estimated to be $159,042 compared to a carrying value of $166,623 .The fair values for the Second Lien Notes, including the conversion option, falls within Level 3 of the fair value hierarchy and was determined using a binomial lattice model using assumptions based on market information and historical data, and a review of prices and terms available for similar debt instruments that do not contain a conversion feature, as well as other factors related to the callable nature of the Second Lien Notes. The main inputs and assumptions into the fair value model for the Second Lien Notes at December 31, 2018 (Successor) were as follows: Risk-free interest rate 2.48 % Credit spreads 18.96 % PIK premium spread 2.00 % Volatility 50.00 % As of December 31, 2018 (Successor), the fair value of the Company's Revolving B Credit Facility was estimated to be $22,124 compared to a carrying value of $22,875 . The fair value of the Revolving B Credit Facility was estimated based on a model that discounted future principal and interest payments at interest rates available to the Company at the end of the period for similar debt of the same maturity, which is a Level 2 input as defined by the fair value hierarchy. Given the nature and the variable interest rates, the fair value of borrowings under the Revolving A Credit Facility and the French subsidiary's foreign line of credit approximated the carrying value at December 31, 2018 (Successor). Fair Value Measurements of Embedded Conversion Feature The estimated fair value of the conversion option of the Second Lien Notes reclassified from a derivative liability classified as long-term debt to additional paid-in capital on December 31, 2017 (Successor) was estimated to be $60,760 as of that date (see Note 4 - Debt ). The estimated fair value of the conversion option of the Second Lien Notes, which falls within Level 3 of the fair value hierarchy, was measured on a recurring basis using a binomial lattice model using the Company's historical volatility over the term corresponding to the remaining contractual term of the Second Lien Notes and observed spreads of similar debt instruments that do not include a conversion feature. Effective with the reclassification of the conversion option from debt to additional paid-in capital on December 31, 2017 (Successor), the conversion option is no longer measured at fair value on a recurring basis. Prior to December 31, 2017, the conversion option was recognized as a derivative liability classified as long-term debt with changes in its fair value marked-to-market through earnings. The following reconciliation represents the change in fair value of the conversion option of the Second Lien Notes between the issuance date, August 31, 2017 (Successor), and December 31, 2017 (Successor) prior to its reclassification to additional paid-in capital: Derivative liability for embedded conversion option (Successor) Fair value at issuance date $ 61,608 Interest paid in kind 1,504 Mark-to-market adjustment on conversion feature (a) (2,352 ) Fair value as of December 31, 2017 (Successor) $ 60,760 (a) Mark-to-market adjustment is recognized in unrealized gain on embedded debt conversion option in the Consolidated Statements of Operations and Comprehensive (Loss) Earnings in the period September 1, 2017 through December 31, 2017 (Successor). |
Lease Agreements
Lease Agreements | 12 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Lease Agreements | Lease Agreements The Company has operating and capital leases covering certain warehouse and office facilities, equipment, automobiles and trucks, with the lapse of time as the basis for all rental payments. The Company has determined that for accounting purposes, its lease of its operating facility in Janesville, Wisconsin is a build-to-suit lease. During the construction of this facility, which concluded in the fourth quarter of 2015, the Company assumed certain risks of certain construction cost overages and was, therefore, deemed to be the owner of the facility during the construction period. All costs of construction related to this facility are recognized as property, plant and equipment, with a related build-to-suit liability. Subsequent to the completion of construction, the Company did not qualify for sale-leaseback accounting because of provisions in the lease which constituted prohibited continuing involvement. As a result, the Company will amortize the build-to-suit liability over the lease term and depreciate the building over the lease term. The Company has reflected $9,975 and $10,148 as build-to-suit liability in the Consolidated Balance Sheets as of December 31, 2018 (Successor) and December 31, 2017 (Successor), respectively. Total gross value of property, plant and equipment under capital leases was $360 as of both December 31, 2018 (Successor) and December 31, 2017 (Successor). Future minimum rental payments under leases that have initial or remaining non-cancelable lease terms in excess of one year as of December 31, 2018 (Successor) are as follows: Capital Leases Operating Leases Built-to-Suit Lease 2019 $ 119 $ 7,882 $ 915 2020 56 7,398 933 2021 2 6,414 952 2022 2 5,702 971 2023 1 4,828 990 Later years — 8,068 7,461 Total future minimum rental payments $ 180 $ 40,292 $ 12,222 Total rental payments charged to expense were $8,377 in the year ended December 31, 2018 (Successor), $2,869 in the period September 1, 2017 through December 31, 2017 (Successor), and $6,028 in the period January 1, 2017 through August 31, 2017 (Predecessor). |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders' Equity Stockholders' Equity upon Emergence from Bankruptcy Pursuant to the Plan, on the Effective Date the Company issued an aggregate of 2,000 shares of New Common Stock. All agreements, instruments, and other documents evidencing, relating to or connected with any equity interests of the Company (which include warrants to purchase the Company’s prior common stock and unvested/unexercised awards under any existing pre-Effective Date management incentive compensation plans) were canceled without recovery (refer to Note 2 - Bankruptcy Related Disclosures) . Reclassification of Conversion Option from Liabilities to Equity On December 31, 2017, the Company determined that the condition that caused the conversion option to not meet the criteria to be considered indexed to the Company’s common stock was no longer in effect, and the conversion option met the criteria to be considered indexed to the Company’s common stock effective December 31, 2017 (see Note 4 - Debt ). Accordingly, the previously bifurcated embedded conversion option was remeasured to a fair value of $60,760 and reclassified from a liability to additional paid-in capital. The deferred tax asset of $17,044 associated with the temporary difference between the financial reporting basis of the derivative and its tax basis at the Effective Date was also reclassified to additional paid-in capital for a net reclass to additional paid-in capital of $43,716 . Similarly, the Company reclassified $4,638 of interest paid-in kind attributable to the fair value of the conversion option as of December 31, 2018 (Successor) from a liability to additional paid-in capital in the year ended December 31, 2018 (Successor). The net reclass to additional paid-in capital in the year ended December 31, 2018 (Successor) was $3,430 , which includes the tax impact of $1,208 . Accumulated Comprehensive Loss Accumulated other comprehensive loss as reported in the Consolidated Balance Sheets as of December 31, 2018 (Successor) and December 31, 2017 (Successor) was comprised of the following: Successor December 31 December 31 2018 2017 Unrecognized pension and postretirement (cost) benefit, net of tax $ (9,153 ) $ 34 Foreign currency translation losses, net of tax (5,195 ) (2,703 ) Total accumulated other comprehensive loss, net of tax $ (14,348 ) $ (2,669 ) Changes in accumulated other comprehensive (loss) income by component are as follows: Defined Benefit Pension and Postretirement Items Foreign Currency Items Total Successor Predecessor Successor Predecessor Successor Predecessor Year Ended December 31, 2018 September 1, 2017 Through December 31, 2017 January 1, 2017 Through August 31, 2017 Year Ended December 31, 2018 September 1, 2017 Through December 31, 2017 January 1, 2017 Through August 31, 2017 Year Ended December 31, 2018 September 1, 2017 Through December 31, 2017 January 1, 2017 Through August 31, 2017 Beginning Balance $ 34 $ — $ (9,797 ) $ (2,703 ) $ — $ (16,142 ) $ (2,669 ) $ — $ (25,939 ) Other comprehensive income (loss) before reclassifications, net of tax (9,187 ) 34 — (2,492 ) (2,703 ) 385 (11,679 ) (2,669 ) 385 Amounts reclassified from accumulated other comprehensive loss, net of tax (a) — — (1,008 ) — — — — — (1,008 ) Net current period other comprehensive income (loss) (9,187 ) 34 (1,008 ) (2,492 ) (2,703 ) 385 (11,679 ) (2,669 ) (623 ) Adjustment for fresh-start accounting (b) — — 10,805 — — 15,757 — — 26,562 Ending Balance $ (9,153 ) $ 34 $ — $ (5,195 ) $ (2,703 ) $ — $ (14,348 ) $ (2,669 ) $ — (a) See reclassifications from accumulated other comprehensive loss table below for details of reclassification from accumulated other comprehensive loss for the year ended December 31, 2018 (Successor) and the periods September 1, 2017 through December 31, 2017 (Successor) and January 1, 2017 through August 31, 2017 (Predecessor). (b) In connection with the application of fresh-start accounting, Predecessor accumulated comprehensive loss was eliminated (refer to Note 2 - Bankruptcy Related Disclosures ). Reclassifications from accumulated other comprehensive loss are as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Unrecognized pension and postretirement benefit items: Prior service cost (a) $ — $ — $ (133 ) Actuarial (loss) gain (a) — — 998 Total before tax — — 865 Tax effect — — 143 Total reclassifications for the period, net of tax $ — $ — $ 1,008 (a) These accumulated other comprehensive loss income are included in the computation of net periodic pension and postretirement benefit cost included in other expense (income), net. |
Share-based Compensation
Share-based Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-based Compensation | Share-based Compensation Provisions governing the Company's share-based compensation awards are included in the Company's MIP. The Board of Directors (the "Board") or a committee thereof (either, in such capacity, the “Administrator”) administers the MIP. The Administrator has broad authority under the MIP, among other things, to: (i) select participants; (ii) determine the terms and conditions, not inconsistent with the MIP, of any award granted under the MIP; (iii) determine the number of shares of the Company’s New Common Stock to be covered by each award granted under the MIP; and (iv) determine the fair market value of awards granted under the MIP. Persons eligible to receive awards under the MIP include officers, directors and employees of the Company and its subsidiaries. The types of awards that may be granted under the MIP include stock options, stock appreciation rights, restricted stock, restricted stock units, performance units, performance shares and other forms of cash or share-based awards. The maximum number of shares of the Company’s New Common Stock that may be issued or transferred pursuant to awards under the MIP (including shares initially convertible as a result of conversion of Second Lien Notes issued pursuant to the MIP) is 3,952 , which number may be increased with the approval of the Company’s shareholders. If any outstanding award granted under the MIP expires or is terminated or canceled without having been exercised or settled in full, or if shares of the Company’s New Common Stock acquired pursuant to an award subject to forfeiture are forfeited, the shares of the Company’s New Common Stock allocable to the terminated portion of such award or such forfeited shares will revert to the MIP and will be available for grant under the MIP as determined by the Administrator, subject to certain restrictions. As is customary in management incentive plans of this nature, in the event of any change in the outstanding shares of the Company’s New Common Stock by reason of a stock split, stock dividend or other non-recurring dividends or distributions, recapitalization, merger, consolidation, spin-off, combination, repurchase or exchange of stock, reorganization, liquidation, dissolution or other similar corporate transaction, an equitable adjustment will be made in order to prevent dilution or enlargement of the benefits or potential benefits intended to be made available under the MIP. Such adjustment may include an adjustment to the maximum number and kind of shares of stock or other securities or other equity interests as to which awards may be granted under the MIP, the number and kind of shares of stock or other securities or other equity interests subject to outstanding awards and the exercise price thereof, if applicable. Restricted Shares On September 1, 2017, 1,734 shares, together with an aggregate original principal amount of $2,400 of Second Lien Notes (the "Restricted Notes") convertible into an additional 638 shares of common stock as of the Effective Date, were issued as awards of restricted shares of the Company's common stock (the "Restricted Shares") under the MIP to certain officers of the Company. The Restricted Shares issued on September 1, 2017 and the Restricted Notes cliff vest three years from the date of grant, subject to the conditions set forth in the MIP. The grant date fair value of the Restricted Shares issued on September 1, 2017 of $3.14 per share was based on the market price of the Company's common stock on the date of grant. On April 25, 2018, the Company issued 69 Restricted Shares from the MIP to certain members of the Company's Board. The Restricted Shares issued on April 25, 2018 cliff vest one year from the date of grant, subject to the conditions set forth in the MIP. The grant date fair value of the Restricted Shares issued on April 25, 2018 of $4.35 per share was based on the market price of the Company's common stock on the date of grant. The following table summarizes the activity relating to the Company's Restricted Shares for the year ended December 31, 2018 (Successor): Number of Shares Weighted-Average Grant Date Fair Value Beginning Balance 1,734 $ 3.14 Granted 69 4.35 Forfeited — — Vested — — Ending Balance 1,803 3.19 Expected to vest after December 31, 2018 (Successor) 1,803 3.19 Performance Share Units On September 10, 2018, the Company granted 664 performance share unit awards ("PSUs") under the MIP to senior level managers and other select personnel. The PSUs contain a performance-based condition tied to the enterprise value of the Company. Each PSU that becomes vested entitles the participant to receive one share of the Company's common stock. Vesting occurs upon achievement of a defined enterprise value of the Company, with 50% vesting upon achievement of the defined enterprise value between the performance period September 30, 2020 and September 30, 2022, and 100% vesting upon the achievement of the defined enterprise value as a result of a specified transaction, as defined in the PSU agreement, on or before September 30, 2022. At the discretion of the Company's Board, payment can be made in stock, cash, or a combination of both. Share-Based Compensation Expense As of December 31, 2018 (Successor), the unrecognized share-based compensation expense related to unvested Restricted Shares was $3,127 and the remaining unrecognized compensation cost is expected to be recognized over a weighted-average period of approximately 1.6 years. As discussed in Note 1 - Basis of Presentation and Significant Accounting Policies , the Company has elected to account for forfeitures as they occur. As of December 31, 2018 (Successor), the unrecognized compensation expense related to the aggregate original principal amount of $2,400 of Second Lien Notes issued to certain officers of the Company was $1,278 and is expected to be recognized over a weighted-average period of approximately 1.7 years. The Company will recognize this expense on a straight-line basis over the three -year vesting period using the fair value at the issue date, $2,300 . Compensation expense recognized related to the PSUs is based on management’s expectation of future performance compared to the pre-established performance goals. If the performance goals are not expected to be met, no compensation expense is recognized and any previously recognized compensation expense is reversed. As of December 31, 2018 (Successor), no expense was recognized for these awards to date as the threshold for expense recognition for the performance-based condition was not met. Total share-based compensation expense was $2,784 for the year ended December 31, 2018 (Successor), $605 for the period September 1, 2017 through December 31, 2017 (Successor), and $630 for the period January 1, 2017 through August 31, 2017 (Predecessor). |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Pension Plans Certain employees of the Company are covered by a Company-sponsored qualified pension plan and a supplemental non-qualified, unfunded pension plan (collectively, the “Pension Plans”). These Pension Plans are defined benefit, noncontributory plans. Benefits paid to retirees are based upon age at retirement, years of credited service and average earnings. The Company uses a December 31 measurement date for the pension plans. The Company-sponsored pension plans are frozen for all employees except for employees represented by the United Steelworkers of America. The assets of the Company-sponsored qualified pension plan are maintained in a single trust account. Effective January 1, 2017, the Company opened a lump-sum payout option to participants and their surviving spouses eligible to receive postretirement defined benefit pension payments under the Company-sponsored qualified pension plan. Eligible pension plan participants were provided the opportunity to elect to receive a one-time lump-sum payment equal to the actuarial equivalent present value of the participant's accrued benefit payable at the participant's normal retirement date. Pension benefit payments paid from pension plan assets under the lump-sum payout options were $1,931 and $2,012 during the years ended December 31, 2018 (Successor) and December 31, 2017 (Successor) respectively. In 2018, the collective bargaining agreement was updated to provide an increase in the benefit multiplier for eligible hourly participants in the qualified pension plan, effective May 15, 2018 through September 30, 2022. As a result of this amendment, a prior service cost base was established and the impact of this plan amendment was included in the projected benefit obligation as of December 31, 2018 (Successor). The Company’s funding policy is to satisfy the minimum funding requirements of the ERISA. Components of net periodic pension plans benefit were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Service cost $ 434 $ 140 $ 260 Interest cost 4,858 1,574 3,194 Expected return on assets (7,883 ) (2,767 ) (5,425 ) Amortization of prior service cost — — 133 Amortization of actuarial loss — — 631 Net periodic pension plans benefit $ (2,591 ) $ (1,053 ) $ (1,207 ) The Company expects amortization of pension prior service cost of $52 and no amortization of actuarial gain/loss for the next fiscal year (Successor). The status of the Pension Plans was as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Change in projected benefit obligation: Projected benefit obligation at beginning of period $ 157,427 $ 159,028 $ 154,680 Service cost 434 140 260 Interest cost 4,858 1,574 3,194 Benefit payments (10,959 ) (3,889 ) (7,282 ) Actuarial loss (gain) (3,631 ) 574 8,176 Plan amendment resulting from change in collective bargaining agreement 350 — — Projected benefit obligation at end of period $ 148,479 $ 157,427 $ 159,028 Change in plan assets: Fair value of plan assets at beginning of period $ 162,758 $ 162,929 $ 157,714 Actual return on assets (7,105 ) 3,376 11,897 Employer contributions 371 342 600 Benefit payments (10,959 ) (3,889 ) (7,282 ) Fair value of plan assets at end of period $ 145,065 $ 162,758 $ 162,929 Funded status – net (liability) asset $ (3,414 ) $ 5,331 $ 3,901 Amounts recognized in the consolidated balance sheets consist of: Prepaid pension cost $ 1,754 $ 10,745 $ 9,350 Accrued liabilities (389 ) (378 ) (370 ) Pension benefit obligations (4,779 ) (5,036 ) (5,079 ) Net amount recognized $ (3,414 ) $ 5,331 $ 3,901 Pre-tax components of accumulated other comprehensive loss: Unrecognized actuarial gain $ 11,322 $ 34 $ — Unrecognized prior service cost 350 — — Total $ 11,672 $ 34 $ — Accumulated benefit obligation $ 148,479 $ 157,427 $ 158,373 For the plans with an accumulated benefit obligation in excess of plan assets, the projected benefit obligation, accumulated benefit obligation and fair value of plan assets were $148,479 , $148,479 and $145,064 , respectively, at December 31, 2018 (Successor), $5,414 , $5,414 and $0 , respectively, at December 31, 2017 (Successor), and $5,449 , $5,449 and $0 , respectively, at August 31, 2017 (Predecessor). The assumptions used to measure the projected benefit obligations of the Company’s Pension Plans were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Discount rate 4.00 - 4.06% 3.51 - 3.58% 3.52 - 3.62% The assumptions used to determine net periodic pension cost of the Company’s Pension Plans were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Discount rate 3.51 - 3.58% 3.52 - 3.62% 3.70 - 3.83% Expected long-term rate of return on plan assets 5.00% 5.00% 5.25% The Company’s expected long-term rate of return on plan assets is derived from reviews of asset allocation strategies and historical and anticipated future long-term performance of individual asset classes. The Company’s analysis gives consideration to historical returns and long-term, prospective rates of return. The Company has not used a projected annual salary increase assumption in the measurement of the projected benefit obligations or net periodic pension cost. For salaried and hourly, non-union participants, the Pension Plans were frozen in July 2008. As a result, the projected benefit obligations or net periodic pension cost are based on the accrued benefit as of that date. For hourly, union participants, the accrued benefit is based on a multiplier that is pre-defined per the agreement governing the Pension Plans and therefore, the projected benefit obligations or expense are not dependent on projected salary increases. The assets of the Company-sponsored qualified pension plan are allocated primarily to fixed income securities at December 31, 2018 (Successor) and December 31, 2017 (Successor). The assets of the Company-sponsored qualified pension plan are managed in accordance with investment policies recommended by its investment advisor and approved by the human resources committee of the board of directors (the "Committee"). The overall target portfolio allocation is 100% fixed income securities. These funds’ conformance with style profiles and performance is monitored regularly by management, with the assistance of the Company’s investment advisor. Adjustments are typically made in the subsequent quarters when investment allocations deviate from the target range. The investment advisor provides quarterly reports to management and the Committee. In accordance with ASU No. 2015-07, "Fair Value Measurement (Topic 820): Disclosures for Investments in Certain Entities That Calculate Net Asset Value ("NAV") per Share (or Its Equivalent)," certain of the Company's investments have been valued using the NAV per share (or its equivalent) practical expedient and are therefore not classified in the fair value hierarchy. The fair value amounts presented in these tables for the Company's investments are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the reconciliation of changes in the plan's benefit obligations and fair value of plan assets above. The fair values of the assets of the Company-sponsored qualified pension plan fall within the following levels of the fair value hierarchy as of December 31, 2018 (Successor): Level 1 Level 2 Level 3 Total Fixed income securities (a) $ 9,232 $ 136,778 $ — $ 146,010 Investments measured at net asset value 7,323 Accounts payable – pending trades (8,268 ) Total $ 145,065 (a) Fixed income securities are comprised of corporate bonds ( 75% ), government bonds ( 17% ), government agency securities ( 2% ) and other fixed income securities ( 6% ). The fair values of the assets of the Company-sponsored qualified pension plan fall within the following levels of the fair value hierarchy as of December 31, 2017 (Successor): Level 1 Level 2 Level 3 Total Fixed income securities (b) $ 16,841 $ 140,877 $ — $ 157,718 Investments measured at net asset value 6,567 Accounts payable – pending trades (1,527 ) Total $ 162,758 (b) Fixed income securities are comprised of corporate bonds ( 80% ), government bonds, ( 12% ) government agency securities ( 3% ) and other fixed income securities ( 5% ). The estimated future pension benefit payments are: 2019 $ 11,840 2020 10,810 2021 10,960 2022 10,850 2023 10,290 2024 — 2028 49,810 The Company was party to a multi-employer pension plan in Ohio from which it has stated its intention to withdraw. As of December 31, 2018 (Successor), the total estimated liability to withdraw from the plan is $3,273 . The current liability associated with the Company's withdrawal from the multi-employer pension plan of $240 is included in accrued and other current liabilities in the Consolidated Balance Sheet and the long-term liability of $3,033 is included in other noncurrent liabilities in the Consolidated Balance Sheet. Postretirement Plan The Company also provides declining value life insurance to its retirees and a maximum of three years of medical coverage to qualified individuals who retire between the ages of 62 and 65 . The Company does not fund these benefits in advance, and uses a December 31 measurement date. Components of net periodic postretirement plan benefit were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Service cost $ 35 $ 12 $ 22 Interest cost 41 12 33 Amortization of actuarial gain — — (193 ) Net periodic postretirement plan benefit (cost) $ 76 $ 24 $ (138 ) The Company expects no amortization of pension prior service cost and amortization of actuarial gain/loss of $42 the next fiscal year. The status of the postretirement plan was as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Change in accumulated postretirement benefit obligations: Accumulated postretirement benefit obligation at beginning of period $ 1,438 $ 1,490 $ 1,564 Service cost 35 12 22 Interest cost 41 12 33 Benefit payments (426 ) (78 ) (156 ) Actuarial loss 556 2 27 Contribution change per collective bargaining agreement (17 ) — — Accumulated postretirement benefit obligation at end of period $ 1,627 $ 1,438 $ 1,490 Funded status – net liability $ (1,627 ) $ (1,438 ) $ (1,490 ) Amounts recognized in the consolidated balance sheets consist of: Accrued liabilities $ (85 ) $ (97 ) $ (143 ) Postretirement benefit obligations (1,542 ) (1,341 ) (1,347 ) Net amount recognized $ (1,627 ) $ (1,438 ) $ (1,490 ) Pre-tax components of accumulated other comprehensive loss: Unrecognized prior service cost $ (17 ) $ — $ — Unrecognized actuarial gain (loss) 558 (1 ) — Total $ 541 $ (1 ) $ — The assumed health care cost trend rates for medical plans were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Medical cost trend rate 7.00% 6.00% 6.00% Ultimate medical cost trend rate 4.50% 5.00% 5.00% Year ultimate medical cost trend rate will be reached 2027 2019 2019 A 1% increase in the health care cost trend rate assumptions would have increased the accumulated postretirement benefit obligation as of December 31, 2018 (Successor) by $64 with no significant impact on the annual periodic postretirement benefit cost. A 1% decrease in the health care cost trend rate assumptions would have decreased the accumulated postretirement benefit obligation as of December 31, 2018 (Successor) by $60 with no significant impact on the annual periodic postretirement benefit cost. The weighted average discount rate used to determine the net periodic postretirement benefit costs and the accumulated postretirement benefit obligations were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Net periodic postretirement benefit costs 3.45% 3.61% 3.42% Accumulated postretirement benefit obligations 3.90% 3.45% 3.45% Retirement Savings Plans The Company’s retirement savings plan for U.S. employees includes features under Section 401(k) of the Internal Revenue Code. The Company provides a 401(k) matching contribution of 100% of each dollar on eligible employee contributions up to the first 3% of the employee’s pre-tax compensation, and an additional 50% of each dollar on eligible employee contributions up to the next 2% of the employee's pre-tax compensation. Each year, in addition to the employer matching contribution, the Company's Chief Executive Officer may approve a discretionary Company contribution up to 4% of eligible employee's annual pre-tax compensation. The discretionary contribution is provided as an identical percentage of each employee's annual pre-tax compensation, regardless of their individual contributions to the 401(k) program. Company contributions cliff vest after two years of employment. The amounts expensed by the Company relating to its 401(k) plan and other international retirement plans were $2,114 for the year ended December 31, 2018 (Successor) and $749 and $1,244 for the periods September 1, 2017 through December 31, 2017 (Successor) and January 1, 2017 through August 31, 2017 (Predecessor), respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The components of (loss) income before income taxes were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Domestic $ (48,194 ) $ (16,934 ) $ 27,153 Foreign 6,270 419 7,650 The income taxes benefit consisted of the following components: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Federal current $ (413 ) $ — $ — deferred (5,000 ) (3,106 ) (1,412 ) State current 296 — 25 deferred (1,761 ) (316 ) — Foreign current 1,986 249 953 deferred 113 (15 ) (953 ) $ (4,779 ) $ (3,188 ) $ (1,387 ) The items accounting for differences between the income tax benefit computed at the federal statutory rate and the provision for income taxes were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Federal income tax at statutory rates $ (8,804 ) $ (5,780 ) $ 12,181 State income taxes, net of federal income tax benefits (1,536 ) (2,871 ) (2,347 ) Permanent items: Foreign inclusions 369 294 2,132 Convertible debt – non-deductible — — (29,903 ) Intercompany bad debt deduction — (11,680 ) — Other permanent differences 804 943 1,941 Rate differential on foreign income 452 (34 ) (490 ) Valuation allowance (40,849 ) 19,157 15,771 Provision to return adjustments 2,910 124 — Net operating loss ("NOL") carryforward asset limitation 41,767 — — Discrete impact of the Tax Act — (4,799 ) — Other 108 1,458 (672 ) Income tax benefit $ (4,779 ) $ (3,188 ) $ (1,387 ) Effective income tax benefit rate 11.4 % 19.3 % (4.0 )% On December 22, 2017, the U.S. enacted significant changes to the U.S. tax law following the passage and signing of the Tax Act. The Tax Act included significant changes to existing tax law, including, but not limited to, a permanent reduction to the U.S. federal corporate income tax rate from 35% to 21%. Also on December 22, 2017, the SEC issued SAB 118, which expresses views of the SEC regarding ASC 740 in the reporting period that includes the enactment date of the Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the Tax Act enactment date for companies to complete the accounting under ASC 740. In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the Tax Act for which the accounting under ASC 740 is complete. To the extent that a company’s accounting for certain income tax effects of the Tax Act is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements. There were no discrete impacts from the enactment of the Tax Act in the year ended December 31, 2018 (Successor). The Company finalized its accounting for the tax effects of the Tax Act in the fourth quarter of 2018. As a result of the Tax Act's impact on the realizability of the Company's deferred tax assets, and after consideration of the impacts to valuation allowances, the Company recognized a net tax benefit of $4,799 , which was recorded as additional income tax benefit for the period September 1, 2017 through December 31, 2017 (Successor). Substantially all of the Company's federal and state net operating loss carryforwards are expected to be limited by Internal Revenue Code Section 382 ("Section 382") due to the ownership change in 2017 resulting from the Company's restructuring through its chapter 11 cases. In the year ended December 31, 2018 (Successor), the Company wrote-off the federal and state net operating loss deferred tax assets that are statutorily unusable in future periods due to these Section 382 limitations and the pre-2017 NOL carryforward periods. There was a corresponding reduction to the valuation allowance in the same amount. The Tax Act subjects a U.S. shareholder to tax on Global Intangible Low-Taxed Income (“GILTI”) earned by certain foreign subsidiaries. The FASB Staff Q&A, Topic 740, No. 5, "Accounting for Global Intangible Low-Taxed Income", states that an entity can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years or provide for the tax expense related to GILTI in the year the tax is incurred as a period expense only. At December 31, 2018 (Successor), the Company has elected to include $351 of tax expense related to GILTI as a period expense. A deferred tax asset of $1,208 at December 31, 2018 (Successor) and $17,044 at December 31, 2017 (Successor) associated with the temporary difference between the financial reporting basis and tax basis of the Second Lien Notes conversion feature at each balance sheet date was reclassified from a liability to additional paid-in capital on December 31, 2018 (Successor) and December 31, 2017 (Successor), respectively. (see Note 7 - Stockholders' Equity ). Significant components of deferred tax assets and liabilities are as follows: Successor December 31, December 31, 2018 2017 Deferred tax assets: Pension and postretirement benefits $ 2,111 $ — Deferred compensation 1,452 540 Restructuring related and other reserves 4 5 Alternative minimum tax and net operating loss carryforward 11,227 55,295 Inventory 5,223 — Intangible assets and goodwill 5,561 6,439 Other, net 1,841 1,692 Deferred tax assets before valuation allowance 27,419 63,971 Valuation allowance (10,842 ) (52,153 ) Total deferred tax assets $ 16,577 $ 11,818 Deferred tax liabilities: Depreciation $ 5,372 $ 4,991 Inventory — 3,301 Pension — 135 Excess of book basis over tax basis in investments 225 238 Convertible debt discount 16,834 17,773 Other, net 425 268 Total deferred tax liabilities 22,856 26,706 Net deferred tax liabilities $ (6,279 ) $ (14,888 ) As of December 31, 2018 (Successor), the Company had $2,027 of federal and $1,187 of state net operating loss carryforwards which will begin expiring in 2031 and 2019 , respectively, $1,005 of federal AMT credits which will be fully refundable by 2021 as a result of the Tax Act, and $546 of state credit carryforwards which will begin expiring in 2024. Substantially all of the Company's federal and state net operating loss carryforwards are expected to be limited by IRC Section 382 due to the ownership change in 2017 resulting from the Company's restructuring through its chapter 11 cases. As of December 31, 2018 (Successor), the Company had $37,425 of foreign net operating loss carryforwards, of which a significant portion carry forward for an indefinite period. The Tax Act includes new limitations on the deductibility of interest expense. As of December 31, 2018 (Successor), the portion of the non-deductible interest expense as a result of the Tax Act will be carried forward. The Company continues to maintain valuation allowances against substantially all U.S. and foreign deferred tax assets to reduce those deferred tax assets to amounts that are realizable either through future reversals of existing taxable temporary differences or through taxable income in carryback years for the applicable jurisdictions. Activity in the Company's valuation allowances for the U.S. and non-U.S. operations were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Domestic Balance, beginning of period $ 43,037 $ 47,898 $ 69,683 Provision charged to expense — (6,403 ) (16,765 ) Reduction due to Section 382 limitations (40,766 ) — — Fresh-start accounting adjustments — — (5,020 ) Provision charged to discontinued operations and other comprehensive income — 1,542 — Balance, end of period $ 2,271 $ 43,037 $ 47,898 Foreign Balance, beginning of period $ 9,116 $ 8,725 $ 10,225 Impact of foreign exchange on beginning of period balance (437 ) 230 633 Fresh-start accounting adjustments — — (354 ) Provision charged to expense (108 ) 161 (1,779 ) Balance, end of period $ 8,571 $ 9,116 $ 8,725 The Company is subject to taxation in the U.S, state jurisdictions and foreign jurisdictions. Significant judgment is required in determining the worldwide provision for income taxes and recording the related income tax assets and liabilities. The Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more-likely-than-not sustain the position following an audit. For tax positions meeting the more-likely-than-not criterion, the amount recognized in the financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. In the ordinary course of business, the Company is subject to review by domestic and foreign taxing authorities, including the IRS. In general, the Company is no longer subject to audit by the IRS for tax years through 2012 and state, local or foreign taxing authorities for tax years through 2011. Currently, the Company is undergoing an income tax audit related to its Canadian operations for the years 2015 and 2016. The Company does not anticipate that any adjustments from this audit will have a material impact on its consolidated financial position, results of operations or cash flows. Pursuant to changes made by the Tax Act, remittances from subsidiaries held by the Company made in 2018 and future years are generally not subject to U.S. federal income tax. These remittances are either excluded from taxable income in the United States as earnings that are already subject to taxation or are subject to a 100% dividends received deduction. There are no other differences which would cause the Company to be required to record a material deferred tax liability. |
Commitments and Contingent Liab
Commitments and Contingent Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingent Liabilities | Commitments and Contingent Liabilities The Company is party to a variety of legal proceedings, claims, and inquiries, including proceedings or inquiries by governmental authorities, which arise from the operation of its business. These proceedings, claims, and inquiries are incidental to and occur in the normal course of the Company's business affairs. The majority of these proceedings, claims, and inquiries relate to commercial disputes with customers, suppliers, and others; employment and employee benefits-related disputes; product quality disputes with vendors and/or customers; and environmental, health and safety claims. It is the opinion of management that the currently expected outcome of these proceedings, claims, and inquiries, after taking into account recorded accruals and the availability and limits of our insurance coverage, will not have a material adverse effect on the consolidated results of operations, financial condition or cash flows of the Company. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting The Company has only one reportable segment, Metals. The Company’s marketing strategy focuses on distributing highly engineered specialty grades and alloys of metals as well as providing specialized processing services designed to meet very precise specifications. Core products include alloy, aluminum, stainless steel, nickel, carbon and titanium. Inventories of these products assume many forms such as plate, sheet, extrusions, round bar, hexagon bar, square and flat bar, tubing and coil. Depending on the size of the facility and the nature of the markets it serves, service centers are equipped as needed with bar saws, plate saws, oxygen and plasma arc flame cutting machinery, trepanning machinery, boring machinery, honing equipment, water-jet cutting equipment, stress relieving and annealing furnaces, surface grinding equipment, CNC machinery and sheet shearing equipment. The Company also performs various specialized fabrications for its customers through pre-qualified subcontractors that thermally process, turn, polish, cut-to-length and straighten alloy and carbon bar. The Company operates primarily in North America. Net sales are attributed to countries based on the location of the Company’s subsidiary that is selling direct to the customer and exclude assessed taxes such as sales and excise tax. Company-wide geographic data is as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Net sales United States $ 379,155 $ 107,080 $ 222,186 Canada 47,454 12,476 26,897 Mexico 62,431 18,875 37,418 France 50,900 15,191 25,216 All other countries 42,030 11,320 42,209 Total $ 581,970 $ 164,942 $ 353,926 Successor December 31, December 31, 2018 2017 Long-lived assets United States $ 43,698 $ 46,989 Canada 2,579 3,075 Mexico 3,549 3,350 France 2,162 1,872 All other countries 1,212 1,641 Total $ 53,200 $ 56,927 |
Basis of Presentation and Sig_2
Basis of Presentation and Significant Accounting Policies - (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of presentation — On June 18, 2017 (the "Petition Date"), A. M. Castle & Co. and four of its subsidiaries (together with A.M. Castle & Co., the "Debtors") filed voluntary petitions for reorganization under chapter 11 of the United States Bankruptcy Code (the "Bankruptcy Code") with the United States Bankruptcy Court for the District of Delaware in Wilmington, Delaware (the "Bankruptcy Court"). Also on June 18, 2017, the Debtors filed the Debtors' Prepackaged Joint Chapter 11 Plan of Reorganization with the Bankruptcy Court and on July 25, 2017, the Debtors filed the Debtors' Amended Prepackaged Joint Chapter 11 Plan of Reorganization (the "Plan") with the Bankruptcy Court. On August 2, 2017, the Bankruptcy Court entered an order (the "Confirmation Order") confirming the Plan. On August 31, 2017 (the “Effective Date”), the Plan became effective pursuant to its terms and the Debtors emerged from their chapter 11 cases. The consolidated financial statements included herein have been prepared to reflect the application of Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") No. 852, "Reorganizations" and ASC No. 805, "Business Combinations". Accordingly, the Company adopted fresh-start accounting upon emergence from their chapter 11 cases and became a new entity for financial reporting purposes as of September 1, 2017. For accounting purposes, all emergence related transactions of the Predecessor including the impact of the issuance of the Successor common stock, the entry into a new asset-based revolving credit facility and new senior secured convertible notes, and the accelerated debt obligations of the Company that were satisfied pursuant to the terms of the Plan, were recorded as of August 31, 2017. Accordingly, the consolidated financial statements for the Successor are not comparable to the consolidated financial statements for the Predecessor. The consolidated financial statements included herein have been prepared by the Company pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”), and accounting principles generally accepted in the United States of America (“U.S. GAAP”). This report contains consolidated financial statements of the Company as of and for the year ended December 31, 2018 (Successor), for the period from January 1, 2017 to August 31, 2017 (Predecessor), and for the period from September 1, 2017 to December 31, 2017 (Successor). The accompanying consolidated financial statements have been prepared on the basis of the Company continuing as a going concern for a reasonable period of time. The Company's principal source of liquidity is cash flows from operations and borrowings under its asset-based revolving credit facilities. |
Use of estimates | Use of estimates — The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The principal areas of estimation reflected in the consolidated financial statements are accounts receivable allowances, inventory reserves, the valuation of goodwill and intangible assets, the valuation of deferred income taxes, the fair value of the Company's 5.00% / 7.00% Convertible Senior Secured Paid-in-Kind ("PIK") Toggle Notes due 2022 (the “Second Lien Notes”) and Revolving B Credit Facility (defined at Note 4 - Debt, in the Notes to the Consolidated Financial Statements), pension and other post-employment benefits, and share-based compensation. |
Revenue recognition | Revenue recognition — On January 1, 2018, the Company adopted ASC 606, "Revenue for Contracts with Customers (Topic 606)" ("ASC 606") using the modified retrospective method in which the cumulative effect of initially applying the new standard was applied to contracts not completed as of that date. The adoption of ASC 606 did not have a material effect on the Company’s financial position or results of operations. Revenue from the sale of products is recognized when control of the product has transferred to the customer, which is primarily at the time of shipment to the customer. Revenue recognized other than at the time of shipment represented less than 1% of the Company’s consolidated net sales in the year ended December 31, 2018 (Successor) and the periods ended September 1, 2017 through December 31, 2017 (Successor) and January 1, 2017 through August 31, 2017 (Predecessor), respectively. Customer payment terms are established prior to the time of shipment. Provisions for allowances related to sales discounts and rebates are recorded based on terms of the sale in the period that the sale is recorded. Management utilizes historical information and the current sales trends of the business to estimate such provisions. The provisions related to discounts and rebates due to customers are recorded as a reduction within net sales. Revenue from shipping and handling charges is recorded in net sales. Costs incurred in connection with shipping and handling the Company’s products, which are related to third-party carriers or performed by Company personnel, are included in warehouse, processing and delivery expenses. In the year ended December 31, 2018 (Successor) and the periods ended September 1, 2017 through December 31, 2017 (Successor) and January 1, 2017 through August 31, 2017 (Predecessor), shipping and handling costs included in warehouse, processing and delivery expenses were $26,704 , $8,120 , and $16,292 , respectively. As a practical expedient under ASC 606, the Company has elected to account for shipping and handling activities as fulfillment costs and not a promised good or service. As a result, there is no change to the Company's accounting for revenue from shipping and handling charges under ASC 606. The Company maintains an allowance for doubtful accounts related to the potential inability of customers to make required payments. The allowance for doubtful accounts is maintained at a level considered appropriate based on historical experience and specific identification of customer receivable balances for which collection is unlikely. The provision for doubtful accounts is recorded in sales, general and administrative expense in the Company’s Consolidated Statements of Operations and Comprehensive (Loss) Income. Estimates of doubtful accounts are based on historical write-off experience as a percentage of net sales and judgments about the probable effects of economic conditions on certain customers. The Company also maintains an allowance for credit memos for estimated credit memos to be issued against current sales. Estimates of allowance for credit memos are based upon the application of a historical issuance lag period to the average credit memos issued each month. |
Cost of materials | Cost of materials — Cost of materials consists of the costs the Company pays for metals and related inbound freight charges. It excludes depreciation and amortization which is discussed below. |
Operating Expenses | Operating expenses — Operating costs and expenses primarily consist of: • Warehouse, processing and delivery expenses, including occupancy costs, compensation and employee benefits for warehouse personnel, processing, shipping and handling costs; • Sales expenses, including compensation and employee benefits for sales personnel; • General and administrative expenses, including compensation for executive officers and general management, expenses for professional services primarily attributable to accounting and legal advisory services, bad debt expenses, data communication costs, computer hardware and maintenance expenses and occupancy costs for non-warehouse locations; and • Depreciation and amortization expenses, including depreciation for all owned property and equipment. For periods after the Effective Date, the Company no longer has any intangible assets that are subject to amortization. |
Cash equivalents | Cash equivalents — Cash equivalents are highly liquid, short-term investments that have an original maturity of 90 days or less. |
Statement of cash flows | Statement of cash flows — Non-cash investing and financing activities and supplemental disclosures of consolidated cash flow information are as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Non-cash investing and financing activities: Capital expenditures financed by accounts payable $ 115 $ 356 $ 45 Reclassification of conversion option from debt to equity, net (Note 7) 3,430 43,716 — Cash paid during the period for: Interest 5,110 1,209 13,332 Income taxes 866 495 1,889 Cash received during the period for: Income tax refunds 37 49 201 |
Inventories | Inventories — Inventories consist primarily of finished goods. All of the Company's continuing operations use the average cost method in determining the cost of inventory. The Company maintains an allowance for excess and obsolete inventory. The excess and obsolete inventory allowance is determined through the specific identification of material, adjusted for expected scrap value to be received, based on previous sales experience. |
Property, plant and equipment | Property, plant and equipment — Property, plant and equipment are stated at cost and include assets held under capital leases. Expenditures for major additions and improvements are capitalized, while maintenance and repair costs that do not substantially improve or extend the useful lives of the respective assets are expensed in the period in which they are incurred. When items are disposed, the related costs and accumulated depreciation are removed from the accounts and any gain or loss is reflected in income. In connection with the Company’s adoption of fresh-start accounting, on the Effective Date the Company made adjustments to increase the carrying value of certain property, plant and equipment to their estimated fair value. The Company’s overall range of useful lives from an accounting policy perspective did not change. However, when the fair value of each asset was adjusted, a new remaining useful life was assigned to each asset, and the new value will be depreciated over that time period, which may be different from the remaining depreciable life of that asset at the end of the Predecessor period. The Company provides for depreciation of plant and equipment sufficient to amortize the cost over their estimated useful lives as follows: Successor Buildings and building improvements 5 – 40 years Plant equipment 5 – 20 years Furniture and fixtures 2 – 10 years Vehicles and office equipment 3 – 10 years Leasehold improvements are depreciated over the shorter of their useful lives or the remaining term of the lease. Depreciation is calculated using the straight-line method. Depreciation expense in the year ended December 31, 2018 (Successor) was $9,082 and in the periods September 1, 2017 through December 31, 2017 (Successor) and January 1, 2017 through August 31, 2017 (Predecessor) was $3,213 and $6,062 , respectively. |
Long-lived assets | Long-lived assets — The Company’s long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset or asset group to future net cash flows (undiscounted and without interest charges) expected to be generated by the asset or asset group. If future net cash flows are less than the carrying value, the asset or asset group may be impaired. If such assets are impaired, the impairment charge is calculated as the amount by which the carrying amount of the assets exceeds the fair value of the assets. Determining whether impairment has occurred typically requires various estimates and assumptions, including determining which undiscounted cash flows are directly related to the potentially impaired asset, the useful life over which cash flows will occur, their amount, and the asset’s residual value, if any. The Company derives the required undiscounted cash flow estimates from historical experience and internal business plans. |
Goodwill and intangible assets | Goodwill and intangible assets — In connection with the Company’s adoption of fresh-start accounting on the Effective Date, the Company recorded $2,675 of goodwill representing the excess of reorganization value over the fair value of identifiable tangible and intangible assets. The Company currently has one reporting unit. The Company tests goodwill for impairment at the reporting unit level on an annual basis at December 1 of each year or more frequently if a significant event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. The Company assesses, at least quarterly, whether any events or circumstances have significantly changed which may imply that the carrying amount of its reporting unit's goodwill is in excess of its fair value. Based on the results of the Company's goodwill impairment testing it has recorded no impairment charges in the year ended December 31, 2018 (Successor) or since the goodwill was originally recognized. The determination of the fair value of the reporting unit requires significant estimates and assumptions to be made by management. The fair value of the reporting unit is estimated using a combination of an income approach, which estimates fair value based on a discounted cash flow analysis using historical data, estimates of future cash flows and discount rates based on the view of a market participant, and a market approach, which estimates fair value using market multiples of various financial measures of comparable public companies. In selecting the appropriate assumptions, the Company considers the following: the selection of appropriate peer group companies; control premiums appropriate for acquisitions in the industry in which the Company competes; discount rates; terminal growth rates; long-term projections of future financial performance; and relative weighting of income and market approaches. The long-term projections used in the valuation are developed as part of the Company’s annual long-term planning process. The discount rates used to determine the fair values of the reporting unit is that of a hypothetical market participant which are developed based upon an analysis of comparable companies and include adjustments made to account for any individual reporting unit specific attributes such as, size and industry. Also as part of fresh-start accounting, the Company recorded an adjustment of $5,500 representing the fair value of the intangible asset of the Successor (refer to Note 2 - Bankruptcy Related Disclosures ). The intangible asset of the Successor is comprised of an indefinite-lived trade name, which is not subject to amortization. The fair value of the Successor trade name intangible asset was determined based on the relief from royalty method, which estimates the savings that the owner of the asset would realize rather than paying a royalty to use the asset, using forecasted net sales attributable to the trade name and applying a royalty rate, assumed to be 0.1% to those net sales. The indefinite-lived trade name intangible asset is tested for impairment on an annual basis on December 1 of each year or more frequently if significant events or changes in circumstances occur which may indicate that the carrying amount of the asset may not be recoverable, as measured by comparing carrying value to the estimated future cash flows generated by its use. An impaired asset is recorded at estimated fair value, determined principally using an income-based approach similar to the relief from royalty method used in the initial valuation of the indefinite-lived intangible asset, with the excess amount of carrying value over the fair value representing the amount of the impairment. Assumptions used in the income-based approach including projected revenues and assumed royalty rate, long-term growth and discount rates. The Company recorded no impairment charges related to its indefinite-lived trade name intangible assets in the year ended December 31, 2018 (Successor) or since the intangible asset was originally recorded. |
Income taxes | Income taxes — The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and the tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company records valuation allowances against its deferred tax assets when it is more likely than not that the amounts will not be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies and recent results of operations. In the event the Company determines it would not be able to realize its deferred tax assets, a valuation allowance is recorded, which increases the provision for income taxes in the period in which that determination is made. During 2018, the Company's foreign assets remained pledged as collateral for certain borrowings. This continues to result in a taxable income inclusion in the U.S. of the annual earnings generated by its foreign subsidiaries. As a result of the enactment of H.R.1, “An Act to Provide for Reconciliation Pursuant to Titles II and V of the Concurrent Resolution on the Budget for Fiscal Year 2018” (the “Tax Act”) (also known as “The Tax Cuts and Jobs Act”) and this pledge of foreign assets, there are no remaining undistributed earnings which have not been subject to U.S. income taxation as of December 31, 2018 (Successor) on which the Company would need to record any additional U.S. deferred tax liability. For uncertain tax positions, if any, the Company applies the provisions of relevant authoritative guidance, which requires application of a “more likely than not” threshold to the recognition and derecognition of tax positions. The Company’s ongoing assessments of the more likely than not outcomes of tax authority examinations and related tax positions require significant judgment and can increase or decrease the Company’s effective tax rate as well as impact operating results. As of December 31, 2018 (Successor), the Company has no uncertain tax positions for which a tax or interest reserve has been recognized. The Company recognizes interest and penalties related to unrecognized tax benefits, if any, within income tax expense. Accrued interest and penalties are included within income tax payable in the Consolidated Balance Sheets. |
Insurance plans | Insurance plans — The Company is a member of a group captive insurance company (the “Captive”) domiciled in Grand Cayman Island. The Captive reinsures losses related to certain of the Company’s workers’ compensation, automobile and general liability risks that occur subsequent to August 2009. Premiums are based on the Company’s loss experience and are accrued as expenses for the period to which the premium relates. Premiums are credited to the Company’s “loss fund” and earn investment income until claims are actually paid. For claims that were incurred prior to August 2009, the Company is self-insured. Self-insurance amounts are capped, for individual claims and in the aggregate, for each policy year by an insurance company. Self-insurance reserves are based on unpaid, known claims (including related administrative fees assessed by the insurance company for claims processing) and a reserve for incurred but not reported claims based on the Company’s historical claims experience and development. The Company is self-insured up to a retention amount for medical insurance for its domestic operations. Self-insurance reserves are maintained based on incurred but not paid claims based on a historical lag. |
Foreign currency | Foreign currency — For the majority of the Company’s operations, the functional currency is the local currency. Assets and liabilities of those operations are translated into U.S. dollars using year-end exchange rates, and income and expenses are translated using the average exchange rates for the reporting period. The currency effects of translating financial statements of the Company’s non-U.S. operations which operate in local currency environments are recorded in accumulated other comprehensive loss, a separate component of stockholders’ (deficit) equity. Transaction gains or losses resulting from foreign currency transactions have historically been primarily related to unhedged intercompany financing arrangements between the United States and the United Kingdom and Canada. |
(Loss) Earnings per share | (Loss) earnings per share — Diluted (loss) earnings per share is computed by dividing net (loss) income by the weighted average number of shares of common stock plus outstanding common stock equivalents. Common stock equivalents consist of employee and director stock options (Predecessor), restricted stock awards (Predecessor and Successor), other share-based payment awards (Predecessor), and contingently issuable shares related to the Company’s 5.25% Convertible Senior Secured Notes due 2019 (the "Pre-Bankruptcy Convertible Notes"), and the Company's Second Lien Notes (Successor), which are included in the calculation of weighted average shares outstanding using the if-converted method. Refer to Note 4 - Debt , for further description of the Pre-Bankruptcy Convertible Notes and Second Lien Notes. |
Concentrations | Concentrations — The Company serves a wide range of customers within the producer durable equipment, aerospace, heavy industrial equipment, industrial goods, construction equipment, retail, marine and automotive sectors of the economy. Its customer base includes many Fortune 500 companies as well as thousands of medium and smaller sized firms spread across the entire spectrum of metals-using industries. The Company’s customer base is well diversified and, therefore, the Company does not have dependence upon any single customer or a few customers. No single customer represented more than 5% of the Company’s total net sales in either the year ended December 31, 2018 (Successor) or the periods September 1, 2017 through December 31, 2017 (Successor) or January 1, 2017 through August 31, 2017 (Predecessor). Approximately 65% of the Company’s net sales the year ended December 31, 2018 (Successor) and 65% and 63% of the Company’s net sales in the periods September 1, 2017 through December 31, 2017 (Successor) and January 1, 2017 through August 31, 2017 (Predecessor), respectively, were from locations in the United States. |
Share-based compensation | Share-based compensation — On the Effective Date, the new A.M. Castle & Co. 2017 Management Incentive Plan (the "MIP"), under which persons eligible to receive awards include directors, officers and employees of the Company and its subsidiaries, became effective. The types of awards that may be granted under the MIP include stock options, stock appreciation rights, restricted stock, restricted stock units, performance units, performance shares and other forms of cash or stock based awards. Under the MIP, the Company has issued restricted shares, restricted Second Lien Notes and performance share units. Compensation expense related to restricted share awards made to directors, officers and employees of the Company is recognized on a straight-line basis over the vesting period based on the estimated grant date fair value of the award. The Company accounts for forfeitures as they occur. Compensation expense related to performance share unit awards made to senior level managers and other select personnel is based on management’s expectation of future performance compared to the pre-established performance goals. If the performance goals are not expected to be met, no compensation expense is recognized and any previously recognized compensation expense is reversed. |
New Accounting Standards | New Accounting Standards Recently Adopted Accounting Standards In March 2017, the FASB issued Accounting Standards Update ("ASU") No. 2017-07, "Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." Under the new guidance, employers must present the service cost component of the net periodic benefit cost in the same income statement line item(s) as other employee compensation costs arising from services rendered during the period. In addition, only the service cost component will be eligible for capitalization in assets. The other components of net periodic benefit cost must be reported separately from the line item(s) that includes the service cost component and outside of any subtotal of operating income, if one is presented. Employers will have to disclose the line(s) used to present the other components of net periodic benefit cost, if the components are not presented separately in the income statement. The guidance on the income statement presentation of the components of net periodic benefit cost must be applied retrospectively, while the guidance limiting the capitalization of net periodic benefit cost in assets to the service cost component must be applied prospectively. The Company adopted ASU 2017-07 in the first quarter of 2018 and concluded it had no impact on its net loss before income taxes. Prior to the adoption of ASU No. 2017-07, the Company's net periodic pension and postretirement benefit costs were reported as sales, general and administrative expense on the Company's Consolidated Statements of Operations and Comprehensive (Loss) Income. As a result of the adoption of ASU No. 2017-07, the Company reclassified the interest cost component of net periodic pension and postretirement benefit costs of $1,586 from sales, general and administrative expense to interest expense and a net periodic pension and postretirement benefit of $2,767 from sales, general and administrative expense to other expense (income), net on the Consolidated Statements of Operations and Comprehensive (Loss) Income in the period September 1, 2017 through September 30, 2017 (Successor). The Company reclassified the interest cost component of net periodic pension and postretirement benefit costs of $3,227 from sales, general and administrative expense to interest expense and a net periodic pension and postretirement benefit of $4,854 from sales, general and administrative expense to other expense (income), net on the Consolidated Statements of Operations and Comprehensive (Loss) Income in the period January 1, 2017 through August 31, 2017 (Predecessor). In January 2017, the FASB issued ASU 2017-04, "Intangibles – Goodwill and Other (Topic 350)", which simplifies the subsequent measurement of goodwill by eliminating step two from the goodwill impairment test. ASU No. 2017-04 is effective for annual and interim impairment tests beginning January 1, 2020 for the Company and is required to be adopted using a prospective approach. Early adoption is allowed for annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company adopted the new guidance in the first quarter of 2018 and as a result, will no longer apply step two from the goodwill impairment test when performing its annual or interim goodwill impairment testing, if necessary. The Company performed its annual goodwill impairment testing on December 1, 2018 and determined that its goodwill was not impaired. In August 2016, the FASB issued ASU No. 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments," to reduce the existing diversity in practice related to how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230. The amendments in ASU No. 2016-15 address eight specific cash flow issues and apply to all entities that are required to present a statement of cash flows under Topic 230. The provisions of ASU No. 2016-15 must be applied retrospectively to all periods presented with limited exceptions. For public companies, the amendments in ASU No. 2016-15 were effective for fiscal years beginning after December 15, 2017, and interim periods within those years. The Company's adoption of ASU No. 2016-15 on January 1, 2018 had no financial statement impact and the Company will apply the presentation and statement of cash flows classification guidance going forward. In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers (Topic 606)" and has subsequently issued several supplemental and/or clarifying ASUs (collectively, "ASC 606"). The underlying principle of ASC 606 is that a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. The standard also requires more detailed disclosures and provides additional guidance for transactions that were not addressed completely in prior accounting guidance. The Company adopted the requirements of ASC 606 on January 1, 2018 using the modified retrospective method, which requires the recognition of the cumulative effect of initially applying the standard (if any) as an adjustment to opening retained earnings for the fiscal year beginning January 1, 2018. The adoption of ASC 606 did not result in the recognition of a cumulative adjustment to opening retained earnings under the modified retrospective approach, nor did it have a material effect on the Company’s financial position or results of operations. The adoption of ASC 606 did result in the addition of required disclosures within the notes to the financial statements and the modification of certain significant accounting policies, which are included herein. Recently Issued Account Standards Not Yet Effective In August 2018, the FASB issued ASU No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement.” ASU No. 2018-13 amends Fair Value Measurement (Topic 820) to add, remove, and modify fair value measurement disclosure requirements. The ASU’s changes to disclosures aim to improve the effectiveness of Topic 820's disclosure requirements under the aforementioned FASB disclosure framework project. ASU No. 2018-13 is effective for all entities for fiscal years beginning after December 15, 2019, including interim periods within the year of adoption. Early adoption is permitted for any eliminated or modified disclosures prescribed by the ASU. The Company will adopt the disclosure requirements of ASU No. 2018-13 in fiscal year 2020. Also in August 2018, the FASB issued ASU No. 2018-14, “Compensation – Retirement Benefits – Defined Benefit Plans - General (Topic 715-20): Disclosure Framework – Changes to the Disclosure Requirements for Defined Benefit Plan.” ASU No. 2018-14 amends Compensation - Retirement Benefits (Topic 715) to add or remove certain disclosure requirements related to defined benefit pension and other postretirement plans. The ASU’s changes to disclosures aim to improve the effectiveness of Topic 715's disclosure requirements under the FASB’s disclosure framework project. ASU No. 2018-14 is effective for public entities for fiscal years beginning after December 15, 2020. ASU No. 2018-14 does not impact the interim disclosure requirements of Topic 715. Early adoption is permitted. The Company will adopt the disclosure requirements of this new guidance in fiscal year 2021. In February 2016, the FASB issued ASU No. 2016-02, "Leases (Topic 842)," which requires that lessees recognize assets and liabilities for leases with lease terms greater than twelve months in the statement of financial position. ASU No. 2016-02 also requires additional disclosures to help users of financial statements better understand the amount, timing and uncertainty of cash flows arising from leases. The provisions of ASU No. 2016-02 are to be applied using a modified retrospective approach, and are effective for fiscal years beginning after December 15, 2018, including interim reporting periods within that reporting period. Topic 842 was subsequently amended by ASU No. 2018-01, “Land Easement Practical Expedient for Transition to Topic 842”; ASU No. 2018-10, “Codification Improvements to Topic 842, Leases”; ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements” (“ASU 2018-11”); and ASU No. 2018-20, “Narrow-Scope Improvements for Lessors”. ASU 2018-11 provides clarity on separating components of a lease contract and includes an option to not restate comparative periods in transition and elect to use the effective date of Topic 842 as the date of initial application. The Company adopted ASU No. 2016-02 effective January 1, 2019 using the modified retrospective approach, as required. The Company elected the transition method that allows it to apply the new standard only to leases existing at the date of initial application, January 1, 2019, and recognized the cumulative effect of initially applying the standard (if any) as an adjustment to opening retained earnings for the fiscal year beginning January 1, 2019. Consequently, financial information will not be updated and the disclosures required under the new standard will not be provided for dates and periods before January 1, 2019. The Company has also elected the package of practical expedients permitted under the transition guidance, which among other things, allows the Company to carryforward the historical lease classification. The new standard also provides practical expedients for an entity’s ongoing accounting. The Company has made an accounting policy election to keep leases with an initial term of 12 months or less off the balance sheet and recognize those lease payments in the Consolidated Statements of Operations and Comprehensive (Loss) Income on a straight-line basis over the lease term. The Company has also elected the practical expedient to not separate lease and non-lease components for all of its real estate leases. While the Company is still finalizing the adoption procedures, the Company estimates that the adoption of this standard will result in recognition of additional lease assets and lease liabilities on its consolidated balance sheet as of January 1, 2019 of approximately $35.0 million . Additionally, the Company’s build-to-suit financing obligation will be classified as a finance lease liability, resulting in an insignificant adjustment to the Company’s beginning accumulated deficit. The Company does not believe the adoption of ASU No. 2016-02 will materially affect its consolidated net loss or liquidity. |
Basis of Presentation and Sig_3
Basis of Presentation and Significant Accounting Policies - (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Allowance for Doubtful Accounts Activity | Accounts receivable allowance for doubtful accounts and credit memos activity is presented in the table below: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 through August 31, 2017 Balance, beginning of period $ 1,586 $ — $ 1,945 Add Provision charged to expense (a) 379 1,735 34 Recoveries 44 13 25 Less Charges against allowance (645 ) (162 ) (316 ) Fresh-start accounting adjustment — — (1,688 ) Balance, end of period $ 1,364 $ 1,586 $ — (a) Includes the net amount of credit memos reserved and issued. |
Non-Cash Investing and Financing Activities and Supplemental Cash Flow Information | Non-cash investing and financing activities and supplemental disclosures of consolidated cash flow information are as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Non-cash investing and financing activities: Capital expenditures financed by accounts payable $ 115 $ 356 $ 45 Reclassification of conversion option from debt to equity, net (Note 7) 3,430 43,716 — Cash paid during the period for: Interest 5,110 1,209 13,332 Income taxes 866 495 1,889 Cash received during the period for: Income tax refunds 37 49 201 |
Excess and Obsolete Inventory Allowance Activity | Excess and obsolete inventory allowance activity is presented in the table below: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Balance, beginning of period $ 1,680 $ — $ 7,877 Adjustments to provision 3,612 1,736 (945 ) Charges against allowance (2,018 ) (56 ) (1,661 ) Fresh-start accounting adjustment — — (5,271 ) Balance, end of period $ 3,274 $ 1,680 $ — |
Estimated Useful Lives of Plant and Equipment | The Company provides for depreciation of plant and equipment sufficient to amortize the cost over their estimated useful lives as follows: Successor Buildings and building improvements 5 – 40 years Plant equipment 5 – 20 years Furniture and fixtures 2 – 10 years Vehicles and office equipment 3 – 10 years |
Basic and Diluted Earnings Per Share Calculations | The following table is a reconciliation of the basic and diluted loss (earnings) per share calculations: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Numerator: Net (loss) income $ (37,145 ) $ (13,327 ) $ 36,190 Denominator: Weighted average common shares outstanding 2,000 2,000 32,174 Effect of dilutive securities: Outstanding common stock equivalents — — — Denominator for diluted (loss) earnings per share 2,000 2,000 32,174 Net basic (loss) earnings per common share $ (18.57 ) $ (6.66 ) $ 1.12 Net diluted (loss) earnings per common share $ (18.57 ) $ (6.66 ) $ 1.12 Excluded outstanding share-based awards having an anti-dilutive effect 1,803 1,734 — The computation of diluted loss per common share does not include common shares issuable upon conversion of the Company’s outstanding Second Lien Notes (Successor) or the Pre-Bankruptcy Convertible Notes (Predecessor), as they were anti-dilutive under the if-converted method. |
Bankruptcy Related Disclosures
Bankruptcy Related Disclosures (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Reorganizations [Abstract] | |
Schedule of Reorganization Items Net | The following table presents reorganization items incurred in the periods after the Effective Date, as reported in the accompanying Consolidated Statement of Operations and Comprehensive (Loss) Income: Successor Predecessor September 1, 2017 Through December 31, 2017 January 1, 2017 Through August 31, 2017 Gain on extinguishment of debt — (89,989 ) Gain on fresh-start revaluation — (16,566 ) Write-off of unamortized debt issuance costs and discounts — 10,262 Prepayment penalties and debt-related fees — 13,191 Professional fees 2,141 7,342 Key employee incentive plan — 1,229 Reorganization items, net $ 2,141 $ (74,531 ) |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term debt consisted of the following: Successor December 31, December 31, LONG-TERM DEBT 5.00% / 7.00% Second Lien Notes due August 31, 2022 180,894 168,767 Floating rate Revolving A Credit Facility due February 28, 2022 108,488 101,047 12.00% Revolving B Credit Facility due February 28, 2022 22,875 — Other, primarily capital leases 180 288 Less: unvested restricted Second Lien Notes (a) (1,378 ) (2,144 ) Less: unamortized discount (64,491 ) (67,937 ) Less: unamortized debt issuance costs (422 ) — Total long-term debt $ 246,146 $ 200,021 Less: current portion of long-term debt 119 118 Total long-term portion $ 246,027 $ 199,903 (a) Represents unvested portion of $2,400 of restricted Second Lien Notes issued to certain members of management (see Note 8 - Share-based compensation ). |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Valuation Assumptions used in Determining Fair Value | The main inputs and assumptions into the fair value model for the Second Lien Notes at December 31, 2018 (Successor) were as follows: Risk-free interest rate 2.48 % Credit spreads 18.96 % PIK premium spread 2.00 % Volatility 50.00 % |
Schedule of Reconciliation of Change in Fair Value of Conversion Feature | The following reconciliation represents the change in fair value of the conversion option of the Second Lien Notes between the issuance date, August 31, 2017 (Successor), and December 31, 2017 (Successor) prior to its reclassification to additional paid-in capital: Derivative liability for embedded conversion option (Successor) Fair value at issuance date $ 61,608 Interest paid in kind 1,504 Mark-to-market adjustment on conversion feature (a) (2,352 ) Fair value as of December 31, 2017 (Successor) $ 60,760 (a) Mark-to-market adjustment is recognized in unrealized gain on embedded debt conversion option in the Consolidated Statements of Operations and Comprehensive (Loss) Earnings in the period September 1, 2017 through December 31, 2017 (Successor). |
Lease Agreements - (Tables)
Lease Agreements - (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Future Minimum Rental Payments for Operating and Capital Leases | Future minimum rental payments under leases that have initial or remaining non-cancelable lease terms in excess of one year as of December 31, 2018 (Successor) are as follows: Capital Leases Operating Leases Built-to-Suit Lease 2019 $ 119 $ 7,882 $ 915 2020 56 7,398 933 2021 2 6,414 952 2022 2 5,702 971 2023 1 4,828 990 Later years — 8,068 7,461 Total future minimum rental payments $ 180 $ 40,292 $ 12,222 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Components of Accumulated Other Comprehensive Loss | Accumulated other comprehensive loss as reported in the Consolidated Balance Sheets as of December 31, 2018 (Successor) and December 31, 2017 (Successor) was comprised of the following: Successor December 31 December 31 2018 2017 Unrecognized pension and postretirement (cost) benefit, net of tax $ (9,153 ) $ 34 Foreign currency translation losses, net of tax (5,195 ) (2,703 ) Total accumulated other comprehensive loss, net of tax $ (14,348 ) $ (2,669 ) |
Schedule of Changes in Accumulated Other Comprehensive (Loss) Income | Changes in accumulated other comprehensive (loss) income by component are as follows: Defined Benefit Pension and Postretirement Items Foreign Currency Items Total Successor Predecessor Successor Predecessor Successor Predecessor Year Ended December 31, 2018 September 1, 2017 Through December 31, 2017 January 1, 2017 Through August 31, 2017 Year Ended December 31, 2018 September 1, 2017 Through December 31, 2017 January 1, 2017 Through August 31, 2017 Year Ended December 31, 2018 September 1, 2017 Through December 31, 2017 January 1, 2017 Through August 31, 2017 Beginning Balance $ 34 $ — $ (9,797 ) $ (2,703 ) $ — $ (16,142 ) $ (2,669 ) $ — $ (25,939 ) Other comprehensive income (loss) before reclassifications, net of tax (9,187 ) 34 — (2,492 ) (2,703 ) 385 (11,679 ) (2,669 ) 385 Amounts reclassified from accumulated other comprehensive loss, net of tax (a) — — (1,008 ) — — — — — (1,008 ) Net current period other comprehensive income (loss) (9,187 ) 34 (1,008 ) (2,492 ) (2,703 ) 385 (11,679 ) (2,669 ) (623 ) Adjustment for fresh-start accounting (b) — — 10,805 — — 15,757 — — 26,562 Ending Balance $ (9,153 ) $ 34 $ — $ (5,195 ) $ (2,703 ) $ — $ (14,348 ) $ (2,669 ) $ — (a) See reclassifications from accumulated other comprehensive loss table below for details of reclassification from accumulated other comprehensive loss for the year ended December 31, 2018 (Successor) and the periods September 1, 2017 through December 31, 2017 (Successor) and January 1, 2017 through August 31, 2017 (Predecessor). (b) In connection with the application of fresh-start accounting, Predecessor accumulated comprehensive loss was eliminated (refer to Note 2 - Bankruptcy Related Disclosures ). |
Reclassifications From Accumulated Other Comprehensive Loss | Reclassifications from accumulated other comprehensive loss are as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Unrecognized pension and postretirement benefit items: Prior service cost (a) $ — $ — $ (133 ) Actuarial (loss) gain (a) — — 998 Total before tax — — 865 Tax effect — — 143 Total reclassifications for the period, net of tax $ — $ — $ 1,008 (a) These accumulated other comprehensive loss income are included in the computation of net periodic pension and postretirement benefit cost included in other expense (income), net. |
Share-based Compensation (Tabl
Share-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Activity Related to Restricted Shares | The following table summarizes the activity relating to the Company's Restricted Shares for the year ended December 31, 2018 (Successor): Number of Shares Weighted-Average Grant Date Fair Value Beginning Balance 1,734 $ 3.14 Granted 69 4.35 Forfeited — — Vested — — Ending Balance 1,803 3.19 Expected to vest after December 31, 2018 (Successor) 1,803 3.19 |
Employee Benefit Plans (Tables
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Pension Plans, Defined Benefit | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Components of the Net Periodic Pension and Postretirement Benefit Cost | Components of net periodic pension plans benefit were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Service cost $ 434 $ 140 $ 260 Interest cost 4,858 1,574 3,194 Expected return on assets (7,883 ) (2,767 ) (5,425 ) Amortization of prior service cost — — 133 Amortization of actuarial loss — — 631 Net periodic pension plans benefit $ (2,591 ) $ (1,053 ) $ (1,207 ) |
Schedule of Changes in Projected Benefit Obligations | The status of the Pension Plans was as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Change in projected benefit obligation: Projected benefit obligation at beginning of period $ 157,427 $ 159,028 $ 154,680 Service cost 434 140 260 Interest cost 4,858 1,574 3,194 Benefit payments (10,959 ) (3,889 ) (7,282 ) Actuarial loss (gain) (3,631 ) 574 8,176 Plan amendment resulting from change in collective bargaining agreement 350 — — Projected benefit obligation at end of period $ 148,479 $ 157,427 $ 159,028 Change in plan assets: Fair value of plan assets at beginning of period $ 162,758 $ 162,929 $ 157,714 Actual return on assets (7,105 ) 3,376 11,897 Employer contributions 371 342 600 Benefit payments (10,959 ) (3,889 ) (7,282 ) Fair value of plan assets at end of period $ 145,065 $ 162,758 $ 162,929 Funded status – net (liability) asset $ (3,414 ) $ 5,331 $ 3,901 Amounts recognized in the consolidated balance sheets consist of: Prepaid pension cost $ 1,754 $ 10,745 $ 9,350 Accrued liabilities (389 ) (378 ) (370 ) Pension benefit obligations (4,779 ) (5,036 ) (5,079 ) Net amount recognized $ (3,414 ) $ 5,331 $ 3,901 Pre-tax components of accumulated other comprehensive loss: Unrecognized actuarial gain $ 11,322 $ 34 $ — Unrecognized prior service cost 350 — — Total $ 11,672 $ 34 $ — Accumulated benefit obligation $ 148,479 $ 157,427 $ 158,373 |
Schedule of Assumptions Used | The assumptions used to measure the projected benefit obligations of the Company’s Pension Plans were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Discount rate 4.00 - 4.06% 3.51 - 3.58% 3.52 - 3.62% The assumptions used to determine net periodic pension cost of the Company’s Pension Plans were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Discount rate 3.51 - 3.58% 3.52 - 3.62% 3.70 - 3.83% Expected long-term rate of return on plan assets 5.00% 5.00% 5.25% |
Schedule of Fair Value of Plan Assets | The fair values of the assets of the Company-sponsored qualified pension plan fall within the following levels of the fair value hierarchy as of December 31, 2018 (Successor): Level 1 Level 2 Level 3 Total Fixed income securities (a) $ 9,232 $ 136,778 $ — $ 146,010 Investments measured at net asset value 7,323 Accounts payable – pending trades (8,268 ) Total $ 145,065 (a) Fixed income securities are comprised of corporate bonds ( 75% ), government bonds ( 17% ), government agency securities ( 2% ) and other fixed income securities ( 6% ). The fair values of the assets of the Company-sponsored qualified pension plan fall within the following levels of the fair value hierarchy as of December 31, 2017 (Successor): Level 1 Level 2 Level 3 Total Fixed income securities (b) $ 16,841 $ 140,877 $ — $ 157,718 Investments measured at net asset value 6,567 Accounts payable – pending trades (1,527 ) Total $ 162,758 (b) Fixed income securities are comprised of corporate bonds ( 80% ), government bonds, ( 12% ) government agency securities ( 3% ) and other fixed income securities ( 5% ). |
Schedule of Expected Benefit Payments | The estimated future pension benefit payments are: 2019 $ 11,840 2020 10,810 2021 10,960 2022 10,850 2023 10,290 2024 — 2028 49,810 |
Other Postretirement Benefit Plan | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Components of the Net Periodic Pension and Postretirement Benefit Cost | Components of net periodic postretirement plan benefit were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Service cost $ 35 $ 12 $ 22 Interest cost 41 12 33 Amortization of actuarial gain — — (193 ) Net periodic postretirement plan benefit (cost) $ 76 $ 24 $ (138 ) |
Schedule of Changes in Projected Benefit Obligations | The status of the postretirement plan was as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Change in accumulated postretirement benefit obligations: Accumulated postretirement benefit obligation at beginning of period $ 1,438 $ 1,490 $ 1,564 Service cost 35 12 22 Interest cost 41 12 33 Benefit payments (426 ) (78 ) (156 ) Actuarial loss 556 2 27 Contribution change per collective bargaining agreement (17 ) — — Accumulated postretirement benefit obligation at end of period $ 1,627 $ 1,438 $ 1,490 Funded status – net liability $ (1,627 ) $ (1,438 ) $ (1,490 ) Amounts recognized in the consolidated balance sheets consist of: Accrued liabilities $ (85 ) $ (97 ) $ (143 ) Postretirement benefit obligations (1,542 ) (1,341 ) (1,347 ) Net amount recognized $ (1,627 ) $ (1,438 ) $ (1,490 ) Pre-tax components of accumulated other comprehensive loss: Unrecognized prior service cost $ (17 ) $ — $ — Unrecognized actuarial gain (loss) 558 (1 ) — Total $ 541 $ (1 ) $ — |
Schedule of Assumptions Used | The weighted average discount rate used to determine the net periodic postretirement benefit costs and the accumulated postretirement benefit obligations were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Net periodic postretirement benefit costs 3.45% 3.61% 3.42% Accumulated postretirement benefit obligations 3.90% 3.45% 3.45% |
Schedule of Assumed Health Care Cost and Trend Rates for Medical Plans | The assumed health care cost trend rates for medical plans were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Medical cost trend rate 7.00% 6.00% 6.00% Ultimate medical cost trend rate 4.50% 5.00% 5.00% Year ultimate medical cost trend rate will be reached 2027 2019 2019 |
Income Taxes - (Tables)
Income Taxes - (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of (Loss) Income before Income Tax, Domestic and Foreign | The components of (loss) income before income taxes were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Domestic $ (48,194 ) $ (16,934 ) $ 27,153 Foreign 6,270 419 7,650 |
Schedule of Components of Income Tax (Benefit) Expense | The income taxes benefit consisted of the following components: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Federal current $ (413 ) $ — $ — deferred (5,000 ) (3,106 ) (1,412 ) State current 296 — 25 deferred (1,761 ) (316 ) — Foreign current 1,986 249 953 deferred 113 (15 ) (953 ) $ (4,779 ) $ (3,188 ) $ (1,387 ) |
Schedule of Effective Income Tax Rate Reconciliation | The items accounting for differences between the income tax benefit computed at the federal statutory rate and the provision for income taxes were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Federal income tax at statutory rates $ (8,804 ) $ (5,780 ) $ 12,181 State income taxes, net of federal income tax benefits (1,536 ) (2,871 ) (2,347 ) Permanent items: Foreign inclusions 369 294 2,132 Convertible debt – non-deductible — — (29,903 ) Intercompany bad debt deduction — (11,680 ) — Other permanent differences 804 943 1,941 Rate differential on foreign income 452 (34 ) (490 ) Valuation allowance (40,849 ) 19,157 15,771 Provision to return adjustments 2,910 124 — Net operating loss ("NOL") carryforward asset limitation 41,767 — — Discrete impact of the Tax Act — (4,799 ) — Other 108 1,458 (672 ) Income tax benefit $ (4,779 ) $ (3,188 ) $ (1,387 ) Effective income tax benefit rate 11.4 % 19.3 % (4.0 )% |
Schedule of Deferred Tax Assets and Liabilities | Significant components of deferred tax assets and liabilities are as follows: Successor December 31, December 31, 2018 2017 Deferred tax assets: Pension and postretirement benefits $ 2,111 $ — Deferred compensation 1,452 540 Restructuring related and other reserves 4 5 Alternative minimum tax and net operating loss carryforward 11,227 55,295 Inventory 5,223 — Intangible assets and goodwill 5,561 6,439 Other, net 1,841 1,692 Deferred tax assets before valuation allowance 27,419 63,971 Valuation allowance (10,842 ) (52,153 ) Total deferred tax assets $ 16,577 $ 11,818 Deferred tax liabilities: Depreciation $ 5,372 $ 4,991 Inventory — 3,301 Pension — 135 Excess of book basis over tax basis in investments 225 238 Convertible debt discount 16,834 17,773 Other, net 425 268 Total deferred tax liabilities 22,856 26,706 Net deferred tax liabilities $ (6,279 ) $ (14,888 ) |
Summary of Valuation Allowance | Activity in the Company's valuation allowances for the U.S. and non-U.S. operations were as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Domestic Balance, beginning of period $ 43,037 $ 47,898 $ 69,683 Provision charged to expense — (6,403 ) (16,765 ) Reduction due to Section 382 limitations (40,766 ) — — Fresh-start accounting adjustments — — (5,020 ) Provision charged to discontinued operations and other comprehensive income — 1,542 — Balance, end of period $ 2,271 $ 43,037 $ 47,898 Foreign Balance, beginning of period $ 9,116 $ 8,725 $ 10,225 Impact of foreign exchange on beginning of period balance (437 ) 230 633 Fresh-start accounting adjustments — — (354 ) Provision charged to expense (108 ) 161 (1,779 ) Balance, end of period $ 8,571 $ 9,116 $ 8,725 |
Segment Reporting - (Tables)
Segment Reporting - (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Geographic Schedule of Revenue and Long-lived Assets | Company-wide geographic data is as follows: Successor Predecessor Year Ended December 31, 2018 September 1, 2017 through January 1, 2017 Net sales United States $ 379,155 $ 107,080 $ 222,186 Canada 47,454 12,476 26,897 Mexico 62,431 18,875 37,418 France 50,900 15,191 25,216 All other countries 42,030 11,320 42,209 Total $ 581,970 $ 164,942 $ 353,926 Successor December 31, December 31, 2018 2017 Long-lived assets United States $ 43,698 $ 46,989 Canada 2,579 3,075 Mexico 3,549 3,350 France 2,162 1,872 All other countries 1,212 1,641 Total $ 53,200 $ 56,927 |
Basis of Presentation and Sig_4
Basis of Presentation and Significant Accounting Policies - Narrative (Details) $ / shares in Units, shares in Thousands | Aug. 31, 2017subsidiary | Jun. 18, 2017subsidiary | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Aug. 31, 2017USD ($) | Dec. 31, 2018USD ($)Service_Center$ / sharesshares | Jan. 01, 2019USD ($) | Sep. 01, 2017USD ($) |
Accounting Policies [Line Items] | ||||||||
Goodwill | $ 2,675,000 | |||||||
Service centers | Service_Center | 21 | |||||||
Number of subsidiaries | subsidiary | 4 | 4 | ||||||
Warehouse, processing and delivery expenses | $ 26,704,000 | |||||||
Original maturity cash and equivalents | 90 days | |||||||
Depreciation | $ 3,213,000 | $ 9,082,000 | ||||||
Goodwill impairment | 0 | |||||||
Fresh start adjustment intangible assets | $ 5,500,000 | |||||||
Royalty rate (as a percent) | 0.10% | |||||||
Impairment charges related to indefinite-lived intangible assets | $ 0 | |||||||
Undistributed earnings of foreign subsidiaries | 0 | |||||||
Uncertain tax positions | 0 | |||||||
Accrued interest and penalties associated with unrecognized tax benefits | $ 0 | |||||||
Predecessor | ||||||||
Accounting Policies [Line Items] | ||||||||
Warehouse, processing and delivery expenses | $ 8,120,000 | $ 16,292,000 | ||||||
Depreciation | $ 6,062,000 | |||||||
Maximum | ||||||||
Accounting Policies [Line Items] | ||||||||
Percentage of revenue recognized at time of shipment (less than) | 1.00% | 1.00% | ||||||
Maximum | Customer Concentration Risk | ||||||||
Accounting Policies [Line Items] | ||||||||
Concentration of sales (as a percent) | 5.00% | 5.00% | 5.00% | |||||
Maximum | Predecessor | ||||||||
Accounting Policies [Line Items] | ||||||||
Percentage of revenue recognized at time of shipment (less than) | 1.00% | |||||||
North America | ||||||||
Accounting Policies [Line Items] | ||||||||
Service centers | Service_Center | 17 | |||||||
Europe | ||||||||
Accounting Policies [Line Items] | ||||||||
Service centers | Service_Center | 2 | |||||||
Asia | ||||||||
Accounting Policies [Line Items] | ||||||||
Service centers | Service_Center | 2 | |||||||
United States | Geographic Concentration Risk | ||||||||
Accounting Policies [Line Items] | ||||||||
Concentration of sales (as a percent) | 65.00% | 65.00% | ||||||
United States | Predecessor | Geographic Concentration Risk | ||||||||
Accounting Policies [Line Items] | ||||||||
Concentration of sales (as a percent) | 63.00% | |||||||
5.25% Convertible Notes due December 30, 2019 | ||||||||
Accounting Policies [Line Items] | ||||||||
Stated interest rate (as a percent) | 5.25% | 5.25% | 12.00% | |||||
5.25% Convertible Notes due December 30, 2019 | Convertible Debt Securities | ||||||||
Accounting Policies [Line Items] | ||||||||
Earnings per share for dilutive shares (in dollars per share) | $ / shares | $ 3.77 | |||||||
Potentially dilutive shares (in shares) | shares | 48,000 | |||||||
Senior Notes | Less: unvested restricted Notes | Minimum | ||||||||
Accounting Policies [Line Items] | ||||||||
Stated interest rate (as a percent) | 5.00% | |||||||
Senior Notes | Less: unvested restricted Notes | Maximum | ||||||||
Accounting Policies [Line Items] | ||||||||
Stated interest rate (as a percent) | 7.00% | |||||||
Interest Expense | Accounting Standards Update 2017-07 | ||||||||
Accounting Policies [Line Items] | ||||||||
Interest cost | $ 1,586,000 | |||||||
Interest Expense | Accounting Standards Update 2017-07 | Predecessor | ||||||||
Accounting Policies [Line Items] | ||||||||
Interest cost | 3,227,000 | |||||||
Other Operating Income (Expense) | Accounting Standards Update 2017-07 | ||||||||
Accounting Policies [Line Items] | ||||||||
Pension cost (reversal of cost) | 2,767,000 | |||||||
Other Operating Income (Expense) | Accounting Standards Update 2017-07 | Predecessor | ||||||||
Accounting Policies [Line Items] | ||||||||
Pension cost (reversal of cost) | $ 4,854,000 | |||||||
Subsequent Event | Accounting Standards Update 2016-02 | Scenario, Forecast | ||||||||
Accounting Policies [Line Items] | ||||||||
Estimated value of finance lease liabilities | $ 35,000,000 | |||||||
Estimated value of right-of-use asset | $ 35,000,000 |
Basis of Presentation and Sig_5
Basis of Presentation and Significant Accounting Policies - Allowance for Doubtful Accounts Activity (Details) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance, beginning of period | $ 0 | $ 1,945 | $ 1,586 |
Add Provision charged to expense | 1,735 | 34 | 379 |
Recoveries | 13 | 25 | 44 |
Less Charges against allowance | (162) | (316) | (645) |
Fresh Start Accounting Adjustment, Increase (Decrease) Receivables | 0 | (1,688) | 0 |
Balance, end of period | $ 1,586 | $ 0 | $ 1,364 |
Basis of Presentation and Sig_6
Basis of Presentation and Significant Accounting Policies - Non-Cash Investing and Financing Activities and Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |
Non-cash investing and financing activities: | |||
Capital expenditures financed by accounts payable | $ 356 | $ 115 | |
Reclassification of conversion option from debt to equity, net (Note 7) | 43,716 | 3,430 | |
Cash paid during the period for: | |||
Interest | 1,209 | 5,110 | |
Income taxes | 495 | 866 | |
Cash received during the period for: | |||
Income tax refunds | $ 49 | $ 37 | |
Predecessor | |||
Non-cash investing and financing activities: | |||
Capital expenditures financed by accounts payable | $ 45 | ||
Reclassification of conversion option from debt to equity, net (Note 7) | 0 | ||
Cash paid during the period for: | |||
Interest | 13,332 | ||
Income taxes | 1,889 | ||
Cash received during the period for: | |||
Income tax refunds | $ 201 |
Basis of Presentation and Sig_7
Basis of Presentation and Significant Accounting Policies - Excess and Obsolete Inventory Allowance Activity (Details) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |
Inventory Adjustments [Roll Forward] | |||
Balance, beginning of period | $ 1,680 | ||
Adjustments to provision | 3,612 | ||
Charges against allowance | (2,018) | ||
Fresh-start accounting adjustment | 0 | ||
Balance, end of period | $ 1,680 | 3,274 | |
Predecessor | |||
Inventory Adjustments [Roll Forward] | |||
Balance, beginning of period | 0 | $ 7,877 | $ 1,680 |
Adjustments to provision | 1,736 | (945) | |
Charges against allowance | (56) | (1,661) | |
Fresh-start accounting adjustment | 0 | (5,271) | |
Balance, end of period | $ 1,680 | $ 0 |
Basis of Presentation and Sig_8
Basis of Presentation and Significant Accounting Policies - Estimated Useful Lives of Plant and Equipment (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Buildings and building improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 5 years |
Buildings and building improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 40 years |
Plant equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 5 years |
Plant equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 20 years |
Furniture and fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 2 years |
Furniture and fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 10 years |
Vehicles and office equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 3 years |
Vehicles and office equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Useful lives | 10 years |
Basis of Presentation and Sig_9
Basis of Presentation and Significant Accounting Policies - Basic and Diluted Earnings Per Share Calculations (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |||
Numerator: | |||||
Net (loss) income | $ (13,327) | [1] | $ (37,145) | ||
Denominator: | |||||
Weighted average common shares outstanding | 2,000 | 2,000 | |||
Effect of dilutive securities: | |||||
Outstanding common stock equivalents (in shares) | 0 | 0 | |||
Denominator for diluted (loss) earnings per share (in shares) | 2,000 | 2,000 | |||
Net basic (loss) earnings per common share (in dollars per share) | $ (6.66) | $ (18.57) | |||
Net diluted (loss) earnings per common share (in dollars per share) | $ (6.66) | $ (18.57) | |||
Anti-dilutive securities excluded from calculation (in shares) | 1,734 | 1,803 | |||
Predecessor | |||||
Numerator: | |||||
Net (loss) income | [1] | $ 36,190 | |||
Denominator: | |||||
Weighted average common shares outstanding | 32,174 | ||||
Effect of dilutive securities: | |||||
Outstanding common stock equivalents (in shares) | 0 | ||||
Denominator for diluted (loss) earnings per share (in shares) | 32,174 | ||||
Net basic (loss) earnings per common share (in dollars per share) | $ 1.12 | ||||
Net diluted (loss) earnings per common share (in dollars per share) | $ 1.12 | ||||
Anti-dilutive securities excluded from calculation (in shares) | 0 | ||||
[1] | Adjusted due to the adoption of ASU No. 2017-07, "Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." See Note 1 - Basis of Presentation and Significant Accounting Policies, for additional information. |
Bankruptcy Related Disclosure_2
Bankruptcy Related Disclosures - Narrative (Details) - USD ($) $ / shares in Units, shares in Thousands | Aug. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2017 | Aug. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 |
Schedule of Reorganization Items, Net [Line Items] | ||||||
Proceeds from issuance of debt | $ 22,973,000 | $ 49,954,000 | ||||
Reorganization shares issued to debt holders (in shares) | 2,000 | |||||
Reorganization shares, par value (in dollars per share) | $ 0.01 | |||||
Put Option Fee | $ 2,000,000 | |||||
Professional fees | $ 2,141,000 | |||||
Common Shares | ||||||
Schedule of Reorganization Items, Net [Line Items] | ||||||
Reorganization shares issued to debt holders (in shares) | 400 | |||||
11.0% Senior Secured Term Loan Credit Facilities due September 14, 2018 | ||||||
Schedule of Reorganization Items, Net [Line Items] | ||||||
Stated interest rate (as a percent) | 11.00% | 11.00% | 11.00% | 11.00% | ||
12.75% Senior Secured Notes due December 15, 2018 | ||||||
Schedule of Reorganization Items, Net [Line Items] | ||||||
Stated interest rate (as a percent) | 12.75% | 12.75% | 12.75% | 12.75% | ||
Cash received from initial draw on New ABL Facility | Line of Credit | ||||||
Schedule of Reorganization Items, Net [Line Items] | ||||||
Line of credit capacity | $ 125,000,000 | $ 125,000,000 | $ 125,000,000 | $ 125,000,000 | ||
Proceeds from line of credit | 78,797,000 | |||||
New Money Notes | Senior Notes | ||||||
Schedule of Reorganization Items, Net [Line Items] | ||||||
Proceeds from issuance of debt | 38,002,000 | |||||
Aggregate principal amount | 47,502,000 | 47,502,000 | 47,502,000 | 47,502,000 | ||
Less: unvested restricted Notes | Senior Notes | ||||||
Schedule of Reorganization Items, Net [Line Items] | ||||||
Aggregate principal amount | 162,502,000 | 162,502,000 | 162,502,000 | 162,502,000 | ||
Prepetition Second Lien Secured Claims | Senior Notes | ||||||
Schedule of Reorganization Items, Net [Line Items] | ||||||
Aggregate principal amount | 111,875,000 | 111,875,000 | 111,875,000 | 111,875,000 | ||
Repayments of debt | $ 6,646,000 | |||||
Prepetition Second Lien Secured Claims | Secured Debt | ||||||
Schedule of Reorganization Items, Net [Line Items] | ||||||
Reorganization shares issued to debt holders (in shares) | 1,300 | |||||
Prepetition Third Lien Secured Claims | Senior Notes | ||||||
Schedule of Reorganization Items, Net [Line Items] | ||||||
Aggregate principal amount | $ 3,125,000 | 3,125,000 | 3,125,000 | 3,125,000 | ||
Prepetition Third Lien Secured Claims | Secured Debt | ||||||
Schedule of Reorganization Items, Net [Line Items] | ||||||
Reorganization shares issued to debt holders (in shares) | 300 | |||||
Predecessor | ||||||
Schedule of Reorganization Items, Net [Line Items] | ||||||
Proceeds from issuance of debt | 195,026,000 | |||||
Total Contractual Interest | $ 4,880,000 | |||||
Cash payment professional fees | 8,571,000 | |||||
Cash used in debtor-in-possession financing costs | $ 3,673,000 | |||||
Professional fees | $ 7,342,000 |
Bankruptcy Related Disclosure_3
Bankruptcy Related Disclosures - Schedule of Reorganization Items Incurred (Details) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |||
Fresh-Start Adjustment [Line Items] | |||||
Gain on extinguishment of debt | $ 0 | ||||
Gain on fresh-start revaluation | 0 | ||||
Write-off of unamortized debt issuance costs and discounts | 0 | ||||
Prepayment penalties and debt-related fees | 0 | ||||
Professional fees | 2,141 | ||||
Key employee incentive plan | 0 | ||||
Reorganization items, net | $ 2,141 | [1] | $ 0 | ||
Predecessor | |||||
Fresh-Start Adjustment [Line Items] | |||||
Gain on extinguishment of debt | $ (89,989) | ||||
Gain on fresh-start revaluation | (16,566) | ||||
Write-off of unamortized debt issuance costs and discounts | 10,262 | ||||
Prepayment penalties and debt-related fees | 13,191 | ||||
Professional fees | 7,342 | ||||
Key employee incentive plan | 1,229 | ||||
Reorganization items, net | [1] | $ (74,531) | |||
[1] | Adjusted due to the adoption of ASU No. 2017-07, "Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." See Note 1 - Basis of Presentation and Significant Accounting Policies, for additional information. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets - Narrative (Details) - USD ($) | 8 Months Ended | 12 Months Ended | ||
Aug. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Sep. 01, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill | $ 2,675,000 | |||
Amortization expense | $ 0 | |||
Trade name | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets not subject to amortization | $ 5,500,000 | $ 6,000 | ||
Predecessor | Customer relationships | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization expense | $ 4,088,000 |
Debt - Long-term Debt (Detail
Debt - Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Aug. 31, 2017 |
Debt Instrument [Line Items] | |||
Other, primarily capital leases | $ 180 | $ 288 | |
Less: unamortized discount | (64,491) | (67,937) | |
Less: unamortized debt issuance costs | (422) | 0 | |
Total long-term debt | 246,146 | 200,021 | |
Less: current portion | 119 | 118 | |
Total long-term portion | $ 246,027 | 199,903 | |
5.25% Convertible Notes due December 30, 2019 | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 12.00% | 5.25% | |
5.00% / 7.00% Second Lien Notes due August 31, 2022 | |||
Debt Instrument [Line Items] | |||
Convertible debt | $ 180,894 | 168,767 | |
5.00% / 7.00% Second Lien Notes due August 31, 2022 | Minimum | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 5.00% | ||
5.00% / 7.00% Second Lien Notes due August 31, 2022 | Maximum | |||
Debt Instrument [Line Items] | |||
Stated interest rate (as a percent) | 7.00% | ||
Less: unvested restricted Notes | |||
Debt Instrument [Line Items] | |||
Less: unvested restricted Second Lien Notes | $ (1,378) | (2,144) | |
Line of Credit | Floating rate Revolving A Credit Facility due February 28, 2022 | |||
Debt Instrument [Line Items] | |||
Line of credit | 108,488 | 101,047 | |
Line of Credit | 12.00% Revolving B Credit Facility due February 28, 2022 | |||
Debt Instrument [Line Items] | |||
Line of credit | 22,875 | $ 0 | |
Total long-term debt | $ 22,875 | ||
Stated interest rate (as a percent) | 12.00% | ||
A.M. Castle & Co. 2017 Management Incentive Plan | Less: unvested restricted Notes | |||
Debt Instrument [Line Items] | |||
Convertible debt | $ 2,400 |
Debt - Narrative (Details)
Debt - Narrative (Details) | Aug. 31, 2017USD ($)subsidiary | Jun. 18, 2017subsidiary | Dec. 31, 2017USD ($) | May 31, 2020 | May 31, 2019 | Dec. 31, 2018USD ($)$ / shares | Dec. 31, 2018EUR (€) | Jun. 01, 2018USD ($) |
Debt Instrument [Line Items] | ||||||||
Number of subsidiaries | subsidiary | 4 | 4 | ||||||
Unamortized debt issuance costs | $ 0 | $ 422,000 | ||||||
Adjustment to additional paid in capital remeasurement of conversion feature | 60,760,000 | |||||||
Reclassification of debt to equity, tax effect | 17,044,000 | 1,208,000 | ||||||
Conversion of convertible notes | 43,716,000 | 3,430,000 | ||||||
Noncash interest paid in kind | 3,865,000 | 13,502,000 | ||||||
5.00% / 7.00% Second Lien Notes due August 31, 2022 | ||||||||
Debt Instrument [Line Items] | ||||||||
Convertible debt | 168,767,000 | $ 180,894,000 | ||||||
Redemption Price on Second Lien Notes | 100.00% | |||||||
5.00% / 7.00% Second Lien Notes due August 31, 2022 | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate (as a percent) | 5.00% | 5.00% | ||||||
5.00% / 7.00% Second Lien Notes due August 31, 2022 | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate (as a percent) | 7.00% | 7.00% | ||||||
Convertible Debt | 5.00% / 7.00% Second Lien Notes due August 31, 2022 | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate principal amount | $ 164,902,000 | |||||||
Debt term | 5 years | |||||||
Debt conversion price (in dollars per share) | $ / shares | $ 3.77 | |||||||
Principal amount for conversion price calculation | $ 1 | |||||||
Noncash interest paid in kind | 3,865,000 | |||||||
Convertible Debt | 5.00% / 7.00% Second Lien Notes due August 31, 2022 | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate (as a percent) | 5.00% | 5.00% | ||||||
Convertible Debt | 5.00% / 7.00% Second Lien Notes due August 31, 2022 | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate (as a percent) | 7.00% | 7.00% | ||||||
Line of Credit | Floating rate Revolving A Credit Facility due February 28, 2022 | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit capacity | $ 125,000,000 | |||||||
Line of credit | 101,047,000 | $ 108,488,000 | ||||||
Line of Credit | Revolving A Credit Facility | LIBOR | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate margin (as a percent) | 3.00% | |||||||
Line of Credit | Revolving B Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate (as a percent) | 12.00% | 12.00% | ||||||
Noncash interest paid in kind | $ 1,375,000 | |||||||
Line of credit | 0 | $ 22,875,000 | ||||||
Foreign Line of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit capacity | € | € 6,500,000 | |||||||
Eligible accounts receivable (as a percent) | 100.00% | |||||||
Factoring fee (as a percent) | 0.16% | |||||||
Line of credit | $ 5,498,000 | |||||||
Foreign Line of Credit | Euribor | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate margin (as a percent) | 1.00% | |||||||
Foreign Line of Credit | LIBOR | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate margin (as a percent) | 1.00% | |||||||
Additional Paid-in Capital | ||||||||
Debt Instrument [Line Items] | ||||||||
Reclassification of debt to equity, tax effect | 17,044,000 | |||||||
Conversion of convertible notes | $ 43,716,000 | $ 3,430,000 | ||||||
Additional Paid-in Capital | Convertible Debt | 5.00% / 7.00% Second Lien Notes due August 31, 2022 | ||||||||
Debt Instrument [Line Items] | ||||||||
Noncash interest paid in kind | $ 4,638,000 | |||||||
Scenario, Forecast | Line of Credit | Floating rate Revolving A Credit Facility due February 28, 2022 | ||||||||
Debt Instrument [Line Items] | ||||||||
Early termination fee on revolving line of credit (as a percent) | 0.25% | 0.50% | ||||||
Revolving Credit Facility | Line of Credit | Floating rate Revolving A Credit Facility due February 28, 2022 | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit capacity | $ 125,000,000 | |||||||
Commitment fee on unused capacity (as a percent) | 0.25% | |||||||
Average daily revolving facility threshold (as a percent) | 50.00% | |||||||
Interest rate during period (as a percent) | 4.90% | |||||||
Fixed charge ratio | 1 | 1 | ||||||
Covenant borrowing threshold | $ 12,500,000 | |||||||
Revolving Credit Facility | Line of Credit | Floating rate Revolving A Credit Facility due February 28, 2022 | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Commitment fee on unused capacity (as a percent) | 0.25% | |||||||
Revolving Credit Facility | Line of Credit | Floating rate Revolving A Credit Facility due February 28, 2022 | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Commitment fee on unused capacity (as a percent) | 0.375% | |||||||
Revolving Credit Facility | Line of Credit | Revolving B Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit capacity | $ 25,000,000 | |||||||
A.M. Castle & Co. 2017 Management Incentive Plan | Less: unvested restricted Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Convertible debt | $ 2,400,000 |
Fair Value Measurements - Nar
Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | 4 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2018 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Adjustment to additional paid in capital remeasurement of conversion feature | $ 60,760 | |
Long-term debt | 200,021 | $ 246,146 |
Convertible Debt | 5.00% / 7.00% Second Lien Notes due August 31, 2022 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of debt | 159,042 | 174,063 |
Long-term debt | $ 166,623 | 180,894 |
Line of Credit | Revolving B Credit Facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of debt | 22,124 | |
Long-term debt | $ 22,875 |
Fair Value Measurements - Sch
Fair Value Measurements - Schedule of Valuation Assumptions used in Determining Fair Value (Details) - Convertible Debt - 5.00% / 7.00% Second Lien Notes due August 31, 2022 - Level 3 | Dec. 31, 2018 |
Measurement Input, Risk Free Interest Rate | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Debt Instrument, Measurement Input | 0.0248 |
Measurement Input, Credit Spread | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Debt Instrument, Measurement Input | 0.1896 |
Measurement Input, Control Premium | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Debt Instrument, Measurement Input | 0.0200 |
Measurement Input, Price Volatility | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Debt Instrument, Measurement Input | 0.5000 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Reconciliation of Change in Fair Value of Conversion Feature (Details) - Less: unvested restricted Notes $ in Thousands | 4 Months Ended |
Dec. 31, 2017USD ($) | |
Debt Instrument, Convertible, Beneficial Conversion Feature Fair Value Rollforward [Roll Forward] | |
Interest paid in kind | $ 1,504 |
Mark-to-market adjustment on conversion feature | (2,352) |
Fair value end of period | 60,760 |
Predecessor | |
Debt Instrument, Convertible, Beneficial Conversion Feature Fair Value Rollforward [Roll Forward] | |
Fair value beginning of period | $ 61,608 |
Lease Agreements - Future Mini
Lease Agreements - Future Minimum Rental Payments for Operating and Capital Leases (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Capital Leases | |
Capital leases minimum payments for 2019 | $ 119 |
Capital leases minimum payments for 2020 | 56 |
Capital leases minimum payments for 2021 | 2 |
Capital leases minimum payments for 2022 | 2 |
Capital leases minimum payments for 2023 | 1 |
Capital leases minimum payments for later years | 0 |
Capital leases minimum payments total | 180 |
Operating Leases | |
Operating leases minimum payments for 2019 | 7,882 |
Operating leases minimum payments for 2020 | 7,398 |
Operating leases minimum payments for 2021 | 6,414 |
Operating leases minimum payments for 2022 | 5,702 |
Operating leases minimum payments for 2023 | 4,828 |
Operating leases minimum payments for later years | 8,068 |
Operating leases minimum payments total | 40,292 |
Built-to-Suit Lease | |
Built-to-suit leases minimum payments for 2019 | 915 |
Built-to-suit leases minimum payments for 2020 | 933 |
Built-to-suit leases minimum payments for 2021 | 952 |
Built-to-suit leases minimum payments for 2022 | 971 |
Built-to-suit leases minimum payments for 2023 | 990 |
Built-to-suit leases minimum payments for later years | 7,461 |
Built-to-suit leases minimum payments total | $ 12,222 |
Lease Agreements - Narrative (
Lease Agreements - Narrative (Details) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |
Operating Leased Assets [Line Items] | |||
Build-to-suit liability | $ 10,148 | $ 9,975 | |
Gross value property, plant and equipment under lease | 360 | 360 | |
Rental payments charged to expense | $ 2,869 | $ 8,377 | |
Predecessor | |||
Operating Leased Assets [Line Items] | |||
Rental payments charged to expense | $ 6,028 |
Stockholders' Equity - Narrati
Stockholders' Equity - Narrative (Details) - USD ($) shares in Thousands, $ in Thousands | Aug. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2018 |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Reorganization shares issued to debt holders (in shares) | 2,000 | ||
Adjustment to additional paid in capital remeasurement of conversion feature | $ 60,760 | ||
Reclassification of debt to equity, tax effect | 17,044 | $ 1,208 | |
Conversion of convertible notes | 43,716 | 3,430 | |
Noncash interest paid in kind | 3,865 | 13,502 | |
Additional Paid-in Capital | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Reclassification of debt to equity, tax effect | 17,044 | ||
Conversion of convertible notes | 43,716 | 3,430 | |
5.00% / 7.00% Second Lien Notes due August 31, 2022 | Convertible Debt | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Noncash interest paid in kind | $ 3,865 | ||
5.00% / 7.00% Second Lien Notes due August 31, 2022 | Convertible Debt | Additional Paid-in Capital | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Noncash interest paid in kind | $ 4,638 |
Stockholders' Equity - Compone
Stockholders' Equity - Components of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Components of accumulated other comprehensive loss | ||
Unrecognized pension and postretirement (cost) benefit, net of tax | $ (9,153) | $ 34 |
Foreign currency translation losses, net of tax | (5,195) | (2,703) |
Total accumulated other comprehensive loss, net of tax | $ (14,348) | $ (2,669) |
Stockholders' Equity - Schedul
Stockholders' Equity - Schedule of Changes in Accumulated Other Comprehensive (Loss) Income (Details) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | $ 5,660 | $ 33,985 | |
Other comprehensive income (loss) before reclassifications, net of tax | (2,669) | (11,679) | |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 0 | 0 | |
Net current period other comprehensive income (loss) | (2,669) | (11,679) | |
Adjustment for fresh-start accounting | 0 | 0 | |
Ending Balance | 33,985 | $ 5,660 | (9,361) |
Predecessor | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | 1,132 | (35,127) | |
Other comprehensive income (loss) before reclassifications, net of tax | 385 | ||
Amounts reclassified from accumulated other comprehensive loss, net of tax | (1,008) | ||
Net current period other comprehensive income (loss) | (623) | ||
Adjustment for fresh-start accounting | 26,562 | ||
Ending Balance | (35,127) | 1,132 | |
Defined Benefit Pension and Postretirement Items | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | 0 | 34 | |
Other comprehensive income (loss) before reclassifications, net of tax | 34 | (9,187) | |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 0 | 0 | |
Net current period other comprehensive income (loss) | 34 | (9,187) | |
Adjustment for fresh-start accounting | 0 | 0 | |
Ending Balance | 34 | 0 | (9,153) |
Defined Benefit Pension and Postretirement Items | Predecessor | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | 0 | (9,797) | |
Other comprehensive income (loss) before reclassifications, net of tax | 0 | ||
Amounts reclassified from accumulated other comprehensive loss, net of tax | (1,008) | ||
Net current period other comprehensive income (loss) | (1,008) | ||
Adjustment for fresh-start accounting | 10,805 | ||
Ending Balance | 0 | ||
Foreign Currency Items | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | 0 | (2,703) | |
Other comprehensive income (loss) before reclassifications, net of tax | (2,703) | (2,492) | |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 0 | 0 | |
Net current period other comprehensive income (loss) | (2,703) | (2,492) | |
Adjustment for fresh-start accounting | 0 | 0 | |
Ending Balance | (2,703) | 0 | (5,195) |
Foreign Currency Items | Predecessor | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | 0 | (16,142) | |
Other comprehensive income (loss) before reclassifications, net of tax | 385 | ||
Amounts reclassified from accumulated other comprehensive loss, net of tax | 0 | ||
Net current period other comprehensive income (loss) | 385 | ||
Adjustment for fresh-start accounting | 15,757 | ||
Ending Balance | 0 | ||
Total | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | 0 | (2,669) | |
Ending Balance | (2,669) | 0 | (14,348) |
Total | Predecessor | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning Balance | (26,562) | (25,939) | $ (25,939) |
Ending Balance | $ (25,939) | $ (26,562) |
Stockholders' Equity - Reclass
Stockholders' Equity - Reclassifications From Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Total reclassifications for the period, net of tax | $ 0 | $ 0 | |
Predecessor | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Total reclassifications for the period, net of tax | $ 1,008 | ||
Prior service cost | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Total before tax | 0 | 0 | |
Prior service cost | Predecessor | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Total before tax | (133) | ||
Actuarial (loss) gain | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Total before tax | 0 | 0 | |
Actuarial (loss) gain | Predecessor | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Total before tax | 998 | ||
Defined Benefit Pension and Postretirement Items | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Total before tax | 0 | 0 | |
Tax effect | 0 | 0 | |
Total reclassifications for the period, net of tax | $ 0 | $ 0 | |
Defined Benefit Pension and Postretirement Items | Predecessor | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Total before tax | 865 | ||
Tax effect | 143 | ||
Total reclassifications for the period, net of tax | $ 1,008 |
Share-based Compensation - Na
Share-based Compensation - Narrative (Details) $ / shares in Units, shares in Thousands | Sep. 10, 2018shares | Apr. 25, 2018$ / sharesshares | Sep. 01, 2017shares | Dec. 31, 2017USD ($)$ / shares | Aug. 31, 2017USD ($) | Dec. 31, 2018USD ($)$ / sharesshares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share based compensation expense | $ 2,784,000 | |||||
Restricted Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized compensation expense | $ 3,127,000 | |||||
Weighted average recognition period | 1 year 7 months 13 days | |||||
Performance Shares | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Recognized compensation expense related to PSUs | $ 0 | |||||
A.M. Castle & Co. 2017 Management Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Maximum shares issuable under stock plans | shares | 3,952 | |||||
A.M. Castle & Co. 2017 Management Incentive Plan | Restricted Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted shares issued (in shares) | shares | 69 | 1,734 | ||||
Number of shares convertible (in shares) | shares | 638 | |||||
Cliff vesting period | 1 year | 3 years | ||||
Unvested grant date fair value | $ / shares | $ 3.14 | $ 3.19 | ||||
Granted (in dollars per share) | $ / shares | $ 4.35 | $ 4.35 | ||||
Performance share unit awards granted (in shares) | shares | 69 | |||||
A.M. Castle & Co. 2017 Management Incentive Plan | Performance Shares | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Performance share unit awards granted (in shares) | shares | 664 | |||||
Less: unvested restricted Notes | A.M. Castle & Co. 2017 Management Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Convertible debt | $ 2,400,000 | |||||
Unrecognized compensation expense | $ 1,278,000 | |||||
Second lien note weighted average recognition period | 1 year 8 months | |||||
Vesting period | 3 years | |||||
Fair value of debt | $ 2,300,000 | |||||
Predecessor | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share based compensation expense | $ 605,000 | $ 630,000 | ||||
Tranche One | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage vesting based defined enterprise value | 50.00% | |||||
Tranche Two | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage vesting based defined enterprise value | 100.00% |
Share-based Compensation - Sum
Share-based Compensation - Summary of Activity Related to Restricted Shares (Details) - A.M. Castle & Co. 2017 Management Incentive Plan - Restricted Stock - $ / shares shares in Thousands | Apr. 25, 2018 | Dec. 31, 2018 |
Number of Shares | ||
Unvested shares beginning of period | 1,734 | |
Granted (in shares) | 69 | |
Forfeited (in shares) | 0 | |
Vested (in shares) | 0 | |
Unvested shares end of period | 1,803 | |
Expected to vest subsequent period | 1,803 | |
Weighted-Average Grant Date Fair Value | ||
Unvested fair value beginning of period (in dollars per share) | $ 3.14 | |
Granted (in dollars per share) | $ 4.35 | 4.35 |
Forfeited (in dollars per share) | 0 | |
Vested (in dollars per share) | 0 | |
Unvested fair value end of period (in dollars per share) | 3.19 | |
Expected to vest subsequent period (in dollars per share) | $ 3.19 |
Employee Benefit Plans - Narra
Employee Benefit Plans - Narrative (Details) - USD ($) | 4 Months Ended | 8 Months Ended | 12 Months Ended | |
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Multiemployer plans, withdrawal obligation | $ 3,273,000 | |||
Multiemployer plans, current withdrawal obligation | 240,000 | |||
Multiemployer plans, noncurrent withdrawal obligations | 3,033,000 | |||
Other Postretirement Benefit Plan | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Expected amortization of pension prior service cost and actuarial gain/loss next fiscal year | 0 | |||
Expected amortization of gain/loss next fiscal year | 42,000 | |||
Effect of one percentage point increase on accumulated postretirement benefit obligation | 64,000 | |||
Effect of one percentage point decrease on accumulated postretirement benefit obligation | $ 60,000 | |||
Employer matching contribution, allowable matching percentage based on terms of the plan (as a percent) | 100.00% | |||
Employer matching contribution (as a percent) | 3.00% | |||
Employer matching contribution, allowable matching percentage after initial match (as a percent) | 50.00% | |||
Employer matching contribution, after initial match (as a percent) | 2.00% | |||
Employer matching contribution, discretionary match | 4.00% | |||
Cliff vesting period | 2 years | |||
Amounts expensed | $ 2,114,000 | |||
Other Postretirement Benefit Plan | Minimum | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Maximum term of coverage for postretirement benefit plans | 3 years | |||
Medical postretirement plans, qualifying retirement age range | 62 years | |||
Other Postretirement Benefit Plan | Maximum | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Medical postretirement plans, qualifying retirement age range | 65 years | |||
Pension Plans, Defined Benefit | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Expected amortization of pension prior service cost and actuarial gain/loss next fiscal year | $ 52,000 | |||
Projected benefit obligation, pension plans with accumulated benefit obligations in excess of plan assets | $ 5,414,000 | 148,479,000 | $ 5,414,000 | |
Projected amortization of actuarial gains for the next fiscal year | 0 | |||
Accumulated benefit obligation, pension plans with accumulated benefit obligations in excess of plan assets | 5,414,000 | 148,479,000 | 5,414,000 | |
Fair value of plan assets, pension plans with accumulated benefit obligations in excess of plan assets | $ 0 | 145,064,000 | 0 | |
Defined Benefit Plan, Plan Assets, Lump-Sum Payout, Benefits Paid | $ 1,931,000 | $ 2,012,000 | ||
Pension Plans, Defined Benefit | Fixed income securities | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Target portfolio allocation (as a percent) | 100.00% | |||
Pension Plans, Defined Benefit | Corporate Bond Securities | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fixed income securities allocation (as a percent) | 80.00% | 75.00% | 80.00% | |
Pension Plans, Defined Benefit | US Treasury and Government | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fixed income securities allocation (as a percent) | 12.00% | 17.00% | 12.00% | |
Pension Plans, Defined Benefit | Agency Securities | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fixed income securities allocation (as a percent) | 3.00% | 2.00% | 3.00% | |
Pension Plans, Defined Benefit | Other fixed income securities | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fixed income securities allocation (as a percent) | 5.00% | 6.00% | 5.00% | |
Predecessor | Other Postretirement Benefit Plan | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Amounts expensed | $ 749,000 | $ 1,244,000 | ||
Predecessor | Pension Plans, Defined Benefit | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Projected benefit obligation, pension plans with accumulated benefit obligations in excess of plan assets | 5,449,000 | |||
Accumulated benefit obligation, pension plans with accumulated benefit obligations in excess of plan assets | 5,449,000 | |||
Fair value of plan assets, pension plans with accumulated benefit obligations in excess of plan assets | $ 0 |
Employee Benefit Plans - Compo
Employee Benefit Plans - Components of the Net Periodic Pension and Postretirement Benefit Cost (Details) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |
Pension Plans, Defined Benefit | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Service cost | $ 434 | ||
Interest cost | 4,858 | ||
Expected return on assets | (7,883) | ||
Amortization of prior service cost | 0 | ||
Amortization of actuarial gain (loss) | 0 | ||
Net periodic pension plans benefit | (2,591) | ||
Other Postretirement Benefit Plan | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Service cost | 35 | ||
Interest cost | 41 | ||
Amortization of actuarial gain (loss) | 0 | ||
Net periodic pension plans benefit | $ 76 | ||
Predecessor | Pension Plans, Defined Benefit | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Service cost | $ 140 | $ 260 | |
Interest cost | 1,574 | 3,194 | |
Expected return on assets | (2,767) | (5,425) | |
Amortization of prior service cost | 0 | 133 | |
Amortization of actuarial gain (loss) | 0 | 631 | |
Net periodic pension plans benefit | (1,053) | (1,207) | |
Predecessor | Other Postretirement Benefit Plan | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Service cost | 12 | 22 | |
Interest cost | 12 | 33 | |
Amortization of actuarial gain (loss) | 0 | (193) | |
Net periodic pension plans benefit | $ 24 | $ (138) |
Employee Benefit Plans - Sched
Employee Benefit Plans - Schedule of Changes in Projected Benefit Obligations (Details) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |
Change in projected benefit obligation: | |||
Contribution change per collective bargaining agreement | $ 0 | $ 0 | $ 350 |
Amounts recognized in the consolidated balance sheets consist of: | |||
Prepaid pension cost | 10,745 | 1,754 | |
Other Postretirement Benefit Plan | |||
Change in projected benefit obligation: | |||
Projected benefit obligation at beginning of period | 1,438 | ||
Service cost | 35 | ||
Interest cost | 41 | ||
Benefit payments | (426) | ||
Actuarial loss (gain) | 556 | ||
Contribution change per collective bargaining agreement | 0 | 0 | (17) |
Projected benefit obligation at end of period | 1,438 | 1,627 | |
Change in plan assets: | |||
Funded status – net asset (liability) | (1,627) | ||
Amounts recognized in the consolidated balance sheets consist of: | |||
Accrued liabilities | (85) | ||
Postretirement benefit obligations | (1,542) | ||
Net amount recognized | (1,627) | ||
Pre-tax components of accumulated other comprehensive loss: | |||
Unrecognized actuarial gain | 558 | ||
Unrecognized prior service cost | 0 | (17) | |
Total | 541 | ||
Pension Plans, Defined Benefit | |||
Change in projected benefit obligation: | |||
Projected benefit obligation at beginning of period | 157,427 | ||
Service cost | 434 | ||
Interest cost | 4,858 | ||
Benefit payments | (10,959) | ||
Actuarial loss (gain) | (3,631) | ||
Projected benefit obligation at end of period | 157,427 | 148,479 | |
Change in plan assets: | |||
Fair value of plan assets at beginning of period | 162,758 | ||
Actual return on assets | (7,105) | ||
Employer contributions | 371 | ||
Fair value of plan assets at end of period | 162,758 | 145,065 | |
Funded status – net asset (liability) | (3,414) | ||
Amounts recognized in the consolidated balance sheets consist of: | |||
Prepaid pension cost | 1,754 | ||
Accrued liabilities | (389) | ||
Pension benefit obligations | (4,779) | ||
Net amount recognized | (3,414) | ||
Pre-tax components of accumulated other comprehensive loss: | |||
Unrecognized actuarial gain | 11,322 | ||
Unrecognized prior service cost | 350 | ||
Total | 11,672 | ||
Accumulated benefit obligation | 148,479 | ||
Pension benefit payments paid out under lump-sum payout options | 10,959 | ||
Predecessor | Other Postretirement Benefit Plan | |||
Change in projected benefit obligation: | |||
Projected benefit obligation at beginning of period | 1,490 | 1,564 | 1,438 |
Service cost | 12 | 22 | |
Interest cost | 12 | 33 | |
Benefit payments | (78) | (156) | |
Actuarial loss (gain) | 2 | 27 | |
Projected benefit obligation at end of period | 1,438 | 1,490 | |
Change in plan assets: | |||
Funded status – net asset (liability) | (1,438) | (1,490) | |
Amounts recognized in the consolidated balance sheets consist of: | |||
Accrued liabilities | (97) | (143) | |
Postretirement benefit obligations | (1,341) | (1,347) | |
Net amount recognized | (1,438) | (1,490) | |
Pre-tax components of accumulated other comprehensive loss: | |||
Unrecognized actuarial gain | (1) | 0 | |
Total | (1) | 0 | |
Predecessor | Pension Plans, Defined Benefit | |||
Change in projected benefit obligation: | |||
Projected benefit obligation at beginning of period | 159,028 | 154,680 | 157,427 |
Service cost | 140 | 260 | |
Interest cost | 1,574 | 3,194 | |
Benefit payments | (3,889) | (7,282) | |
Actuarial loss (gain) | 574 | 8,176 | |
Projected benefit obligation at end of period | 157,427 | 159,028 | |
Change in plan assets: | |||
Fair value of plan assets at beginning of period | 162,929 | 157,714 | $ 162,758 |
Actual return on assets | 3,376 | 11,897 | |
Employer contributions | 342 | 600 | |
Fair value of plan assets at end of period | 162,758 | 162,929 | |
Funded status – net asset (liability) | 5,331 | 3,901 | |
Amounts recognized in the consolidated balance sheets consist of: | |||
Prepaid pension cost | 10,745 | 9,350 | |
Accrued liabilities | (378) | (370) | |
Pension benefit obligations | (5,036) | (5,079) | |
Net amount recognized | 5,331 | 3,901 | |
Pre-tax components of accumulated other comprehensive loss: | |||
Unrecognized actuarial gain | 34 | 0 | |
Unrecognized prior service cost | 0 | 0 | |
Total | 34 | 0 | |
Accumulated benefit obligation | 157,427 | 158,373 | |
Pension benefit payments paid out under lump-sum payout options | $ 3,889 | $ 7,282 |
Employee Benefit Plans - Sch_2
Employee Benefit Plans - Schedule of Assumptions Used (Details) - Pension Plans, Defined Benefit | 4 Months Ended | 8 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract] | |||
Expected long-term rate of return on plan assets (as a percent) | 5.00% | ||
Minimum | |||
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract] | |||
Discount rate (as a percent) | 3.51% | 4.00% | |
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract] | |||
Discount rate (as a percent) | 3.52% | 3.51% | |
Maximum | |||
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract] | |||
Discount rate (as a percent) | 3.58% | 4.06% | |
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract] | |||
Discount rate (as a percent) | 3.62% | 3.58% | |
Predecessor | |||
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract] | |||
Expected long-term rate of return on plan assets (as a percent) | 5.00% | 5.25% | |
Predecessor | Minimum | |||
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract] | |||
Discount rate (as a percent) | 3.52% | ||
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract] | |||
Discount rate (as a percent) | 3.70% | ||
Predecessor | Maximum | |||
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Benefit Obligation [Abstract] | |||
Discount rate (as a percent) | 3.62% | ||
Defined Benefit Plan, Weighted Average Assumptions Used in Calculating Net Periodic Benefit Cost [Abstract] | |||
Discount rate (as a percent) | 3.83% |
Employee Benefit Plans - Sch_3
Employee Benefit Plans - Schedule of Fair Value of Plan Assets (Details) - Pension Plans, Defined Benefit - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Total | $ 145,065 | $ 162,758 | ||
Fixed income securities | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fixed income securities | 146,010 | |||
Investments measured at net asset value | 7,323 | |||
Accounts payable – pending trades | (8,268) | |||
Total | 145,065 | |||
Fixed income securities | Level 1 | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fixed income securities | 9,232 | |||
Fixed income securities | Level 2 | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fixed income securities | 136,778 | |||
Fixed income securities | Level 3 | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fixed income securities | $ 0 | |||
Corporate Bond Securities | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fixed income securities allocation (as a percent) | 75.00% | 80.00% | ||
US Treasury and Government | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fixed income securities allocation (as a percent) | 17.00% | 12.00% | ||
Agency Securities | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fixed income securities allocation (as a percent) | 2.00% | 3.00% | ||
Other fixed income securities | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fixed income securities allocation (as a percent) | 6.00% | 5.00% | ||
Predecessor | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Total | $ 162,758 | $ 162,929 | $ 157,714 | |
Predecessor | Fixed income securities | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fixed income securities | 157,718 | |||
Investments measured at net asset value | 6,567 | |||
Accounts payable – pending trades | (1,527) | |||
Total | 162,758 | |||
Predecessor | Fixed income securities | Level 1 | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fixed income securities | 16,841 | |||
Predecessor | Fixed income securities | Level 2 | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fixed income securities | 140,877 | |||
Predecessor | Fixed income securities | Level 3 | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Fixed income securities | $ 0 |
Employee Benefit Plans - Sch_4
Employee Benefit Plans - Schedule of Expected Benefit Payments (Details) - Pension Plans, Defined Benefit $ in Thousands | Dec. 31, 2017USD ($) |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2019 | $ 11,840 |
2020 | 10,810 |
2021 | 10,960 |
2022 | 10,850 |
2023 | 10,290 |
2024-2028 | $ 49,810 |
Employee Benefit Plans - Sch_5
Employee Benefit Plans - Schedule of Assumed Health Care Cost and Trend Rates for Medical Plans (Details) - Other Postretirement Benefit Plan | 4 Months Ended | 8 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Medical cost trend rate (as a percent) | 7.00% | ||
Ultimate medical cost trend rate (as a percent) | 4.50% | ||
Year ultimate medical cost trend rate will be reached | 2027 | ||
Predecessor | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Medical cost trend rate (as a percent) | 6.00% | 6.00% | |
Ultimate medical cost trend rate (as a percent) | 5.00% | 5.00% | |
Year ultimate medical cost trend rate will be reached | 2019 | 2019 |
Employee Benefit Plans - Weigh
Employee Benefit Plans - Weighted Average Discount Rate Used to Determine the Net Periodic Postretirement Benefit Costs (Details) - Other Postretirement Benefit Plan | 4 Months Ended | 8 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Net periodic postretirement benefit costs (as a percent) | 3.45% | ||
Accumulated postretirement benefit obligations (as a percent) | 3.90% | ||
Predecessor | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Net periodic postretirement benefit costs (as a percent) | 3.61% | 3.42% | |
Accumulated postretirement benefit obligations (as a percent) | 3.45% | 3.45% |
Income Taxes - Schedule of (Los
Income Taxes - Schedule of (Loss) Income before Income Tax, Domestic and Foreign (Details) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |||
Domestic and Foreign Income (Loss) before Income Taxes and income (loss) in equity method investments. [Line Items] | |||||
(Loss) income before income taxes | $ (16,515) | [1] | $ (41,924) | ||
Domestic | |||||
Domestic and Foreign Income (Loss) before Income Taxes and income (loss) in equity method investments. [Line Items] | |||||
(Loss) income before income taxes | (48,194) | ||||
Foreign | |||||
Domestic and Foreign Income (Loss) before Income Taxes and income (loss) in equity method investments. [Line Items] | |||||
(Loss) income before income taxes | $ 6,270 | ||||
Predecessor | |||||
Domestic and Foreign Income (Loss) before Income Taxes and income (loss) in equity method investments. [Line Items] | |||||
(Loss) income before income taxes | [1] | $ 34,803 | |||
Predecessor | Domestic | |||||
Domestic and Foreign Income (Loss) before Income Taxes and income (loss) in equity method investments. [Line Items] | |||||
(Loss) income before income taxes | (16,934) | 27,153 | |||
Predecessor | Foreign | |||||
Domestic and Foreign Income (Loss) before Income Taxes and income (loss) in equity method investments. [Line Items] | |||||
(Loss) income before income taxes | $ 419 | $ 7,650 | |||
[1] | Adjusted due to the adoption of ASU No. 2017-07, "Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." See Note 1 - Basis of Presentation and Significant Accounting Policies, for additional information. |
Income Taxes - Components of In
Income Taxes - Components of Income Tax (Benefit) Expense (Details) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |||
Federal | |||||
Federal current | $ (413) | ||||
Federal deferred | (5,000) | ||||
State | |||||
State current | 296 | ||||
State deferred | (1,761) | ||||
Foreign | |||||
Foreign current | 1,986 | ||||
Foreign deferred | 113 | ||||
Income tax benefit | $ (3,188) | [1] | $ (4,779) | ||
Predecessor | |||||
Federal | |||||
Federal current | 0 | $ 0 | |||
Federal deferred | (3,106) | (1,412) | |||
State | |||||
State current | 0 | 25 | |||
State deferred | (316) | 0 | |||
Foreign | |||||
Foreign current | 249 | 953 | |||
Foreign deferred | (15) | (953) | |||
Income tax benefit | $ (3,188) | $ (1,387) | [1] | ||
[1] | Adjusted due to the adoption of ASU No. 2017-07, "Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." See Note 1 - Basis of Presentation and Significant Accounting Policies, for additional information. |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |||
Operating Loss Carryforwards [Line Items] | |||||
Federal income tax at statutory rates | $ (5,780) | $ (8,804) | |||
State income taxes, net of federal income tax benefits | (2,871) | (1,536) | |||
Foreign inclusions | 294 | 369 | |||
Convertible debt – non-deductible | 0 | 0 | |||
Intercompany bad debt deduction | (11,680) | 0 | |||
Other permanent differences | 943 | 804 | |||
Rate differential on foreign income | (34) | 452 | |||
Valuation allowance | 19,157 | (40,849) | |||
Adjustments of prior period tax items | 124 | $ 0 | 2,910 | ||
Net operating loss (NOL) carryforward asset limitation | 0 | 41,767 | |||
Discrete impact of the Tax Act | (4,799) | 0 | |||
Other | 1,458 | 108 | |||
Income tax benefit | $ (3,188) | [1] | $ (4,779) | ||
Effective income tax (benefit) rate (as a percent) | 19.30% | 11.40% | |||
Predecessor | |||||
Operating Loss Carryforwards [Line Items] | |||||
Federal income tax at statutory rates | 12,181 | ||||
State income taxes, net of federal income tax benefits | (2,347) | ||||
Foreign inclusions | 2,132 | ||||
Convertible debt – non-deductible | (29,903) | ||||
Intercompany bad debt deduction | 0 | ||||
Other permanent differences | 1,941 | ||||
Rate differential on foreign income | (490) | ||||
Valuation allowance | 15,771 | ||||
Net operating loss (NOL) carryforward asset limitation | 0 | ||||
Discrete impact of the Tax Act | 0 | ||||
Other | (672) | ||||
Income tax benefit | $ (3,188) | $ (1,387) | [1] | ||
Effective income tax (benefit) rate (as a percent) | (4.00%) | ||||
[1] | Adjusted due to the adoption of ASU No. 2017-07, "Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." See Note 1 - Basis of Presentation and Significant Accounting Policies, for additional information. |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Deferred Tax Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax assets: | ||
Pension and postretirement benefits | $ 2,111 | $ 0 |
Deferred compensation | 1,452 | 540 |
Restructuring related and other reserves | 4 | 5 |
Alternative minimum tax and net operating loss carryforward | 11,227 | 55,295 |
Intangible assets and goodwill | 5,561 | 6,439 |
Other, net | 1,841 | 1,692 |
Deferred tax assets before valuation allowance | 27,419 | 63,971 |
Valuation allowance | (10,842) | (52,153) |
Total deferred tax assets | 16,577 | 11,818 |
Deferred tax liabilities: | ||
Depreciation | 5,372 | 4,991 |
Inventory | (5,223) | 0 |
Inventory | 0 | 3,301 |
Pension | 0 | 135 |
Excess of book basis over tax basis in investments | 225 | 238 |
Convertible debt discount | 16,834 | 17,773 |
Other, net | 425 | 268 |
Total deferred tax liabilities | 22,856 | 26,706 |
Net deferred tax liabilities | $ (6,279) | $ (14,888) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |||
Tax Credit Carryforward [Line Items] | |||||
Income tax benefit | $ (3,188) | [1] | $ (4,779) | ||
Income tax benefit, global intangible low-taxed income | 351 | ||||
Deferred tax assets before valuation allowance | 63,971 | 27,419 | |||
Recognized net tax benefit | (4,799) | 0 | |||
Reclassification of debt to equity, tax effect | 17,044 | 1,208 | |||
Domestic | |||||
Tax Credit Carryforward [Line Items] | |||||
Operating loss carryforwards | 2,027 | ||||
Tax credit carryforwards | 1,005 | ||||
Foreign | |||||
Tax Credit Carryforward [Line Items] | |||||
Operating loss carryforwards | 37,425 | ||||
State and Local Jurisdiction | |||||
Tax Credit Carryforward [Line Items] | |||||
Operating loss carryforwards | 1,187 | ||||
Tax credit carryforwards | $ 546 | ||||
Additional Paid-in Capital | |||||
Tax Credit Carryforward [Line Items] | |||||
Reclassification of debt to equity, tax effect | 17,044 | ||||
Predecessor | |||||
Tax Credit Carryforward [Line Items] | |||||
Income tax benefit | $ (3,188) | $ (1,387) | [1] | ||
Recognized net tax benefit | $ 0 | ||||
[1] | Adjusted due to the adoption of ASU No. 2017-07, "Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." See Note 1 - Basis of Presentation and Significant Accounting Policies, for additional information. |
Income Taxes - Summary of Valu
Income Taxes - Summary of Valuation Allowance (Details) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance, beginning of period | $ 52,153 | ||
Balance, end of period | $ 52,153 | 10,842 | |
Domestic | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance, beginning of period | 43,037 | ||
Balance, end of period | 43,037 | 2,271 | |
Foreign | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance, beginning of period | 9,116 | ||
Balance, end of period | 9,116 | 8,571 | |
Provision charged to expense | Domestic | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Increase (decrease) in valuation allowance | 0 | ||
Provision charged to expense | Foreign | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Increase (decrease) in valuation allowance | (108) | ||
Net Operating Loss Carryforward | Domestic | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Increase (decrease) in valuation allowance | (40,766) | ||
Fresh-start accounting adjustments | Domestic | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Increase (decrease) in valuation allowance | 0 | ||
Fresh-start accounting adjustments | Foreign | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Increase (decrease) in valuation allowance | 0 | ||
Provision charged to discontinued operations and other comprehensive income | Domestic | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Increase (decrease) in valuation allowance | 0 | ||
Impact of foreign exchange on beginning of period balance | Foreign | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Increase (decrease) in valuation allowance | (437) | ||
Predecessor | Domestic | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance, beginning of period | 47,898 | $ 69,683 | 43,037 |
Balance, end of period | 43,037 | 47,898 | |
Predecessor | Foreign | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance, beginning of period | 8,725 | 10,225 | $ 9,116 |
Balance, end of period | 9,116 | 8,725 | |
Predecessor | Provision charged to expense | Domestic | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Increase (decrease) in valuation allowance | (6,403) | (16,765) | |
Predecessor | Provision charged to expense | Foreign | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Increase (decrease) in valuation allowance | 161 | (1,779) | |
Predecessor | Net Operating Loss Carryforward | Domestic | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Increase (decrease) in valuation allowance | 0 | 0 | |
Predecessor | Fresh-start accounting adjustments | Domestic | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Increase (decrease) in valuation allowance | 0 | (5,020) | |
Predecessor | Fresh-start accounting adjustments | Foreign | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Increase (decrease) in valuation allowance | 0 | (354) | |
Predecessor | Provision charged to discontinued operations and other comprehensive income | Domestic | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Increase (decrease) in valuation allowance | 1,542 | 0 | |
Predecessor | Impact of foreign exchange on beginning of period balance | Foreign | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Increase (decrease) in valuation allowance | $ 230 | $ 633 |
Segment Reporting - Narrative
Segment Reporting - Narrative (Details) | 12 Months Ended |
Dec. 31, 2018Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 1 |
Segment Reporting - Geographic
Segment Reporting - Geographic Schedule of Revenue and Long-lived Assets (Details) - USD ($) $ in Thousands | 4 Months Ended | 8 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Aug. 31, 2017 | Dec. 31, 2018 | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net sales | $ 164,942 | [1] | $ 581,970 | ||
Long-lived assets | 56,927 | 53,200 | |||
Predecessor | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net sales | [1] | $ 353,926 | |||
United States | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net sales | 107,080 | 379,155 | |||
Long-lived assets | 46,989 | 43,698 | |||
United States | Predecessor | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net sales | 222,186 | ||||
Canada | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net sales | 12,476 | 47,454 | |||
Long-lived assets | 3,075 | 2,579 | |||
Canada | Predecessor | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net sales | 26,897 | ||||
Mexico | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net sales | 18,875 | 62,431 | |||
Long-lived assets | 3,350 | 3,549 | |||
Mexico | Predecessor | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net sales | 37,418 | ||||
France | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net sales | 15,191 | 50,900 | |||
Long-lived assets | 1,872 | 2,162 | |||
France | Predecessor | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net sales | 25,216 | ||||
All other countries | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net sales | 11,320 | 42,030 | |||
Long-lived assets | $ 1,641 | $ 1,212 | |||
All other countries | Predecessor | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Net sales | $ 42,209 | ||||
[1] | Adjusted due to the adoption of ASU No. 2017-07, "Compensation – Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." See Note 1 - Basis of Presentation and Significant Accounting Policies, for additional information. |