Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Oct. 24, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | ESND | |
Entity Registrant Name | ESSENDANT INC | |
Entity Central Index Key | 355,999 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 36,968,408 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 22,647 | $ 29,983 |
Accounts receivable, less allowance for doubtful accounts of $16,696 in 2016 and $17,810 in 2015 | 752,260 | 716,537 |
Inventories | 850,463 | 922,162 |
Other current assets | 44,771 | 27,310 |
Total current assets | 1,670,141 | 1,695,992 |
Property, plant and equipment, net | 126,334 | 133,751 |
Goodwill | 298,242 | 299,355 |
Intangible assets, net | 86,886 | 96,413 |
Other long-term assets | 55,059 | 37,348 |
Total assets | 2,236,662 | 2,262,859 |
Current liabilities: | ||
Accounts payable | 540,743 | 531,949 |
Accrued liabilities | 192,189 | 177,472 |
Current maturities of long-term debt | 35 | 51 |
Total current liabilities | 732,967 | 709,472 |
Deferred income taxes | 8,372 | 11,901 |
Long-term debt | 620,155 | 716,264 |
Other long-term liabilities | 92,535 | 101,488 |
Total liabilities | 1,454,029 | 1,539,125 |
Stockholders’ equity: | ||
Common stock, $0.10 par value; authorized - 100,000,000 shares, issued - 74,435,628 shares in 2016 and 2015 | 7,444 | 7,444 |
Additional paid-in capital | 406,964 | 410,927 |
Treasury stock, at cost – 36,967,378 shares in 2016 and 37,178,394 shares in 2015 | (1,097,094) | (1,100,867) |
Retained earnings | 1,514,573 | 1,463,821 |
Accumulated other comprehensive loss | (49,254) | (57,591) |
Total stockholders’ equity | 782,633 | 723,734 |
Total liabilities and stockholders’ equity | $ 2,236,662 | $ 2,262,859 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 16,696 | $ 17,810 |
Common stock, par value | $ 0.10 | $ 0.10 |
Common stock, authorized | 100,000,000 | 100,000,000 |
Common stock, issued | 74,435,628 | 74,435,628 |
Treasury stock, shares | 36,967,378 | 37,178,394 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Statement [Abstract] | ||||
Net sales | $ 1,407,504 | $ 1,391,545 | $ 4,114,323 | $ 4,065,719 |
Cost of goods sold | 1,208,650 | 1,166,402 | 3,519,564 | 3,430,062 |
Gross profit | 198,854 | 225,143 | 594,759 | 635,657 |
Operating expenses: | ||||
Warehousing, marketing and administrative expenses | 138,107 | 172,159 | 463,410 | 526,653 |
Defined benefit plan settlement loss (Note 10) | 419 | 12,163 | ||
Operating income | 60,328 | 52,984 | 119,186 | 109,004 |
Interest expense, net | 6,484 | 5,300 | 18,058 | 14,918 |
Income before income taxes | 53,844 | 47,684 | 101,128 | 94,086 |
Income tax expense | 17,102 | 20,017 | 34,923 | 42,594 |
Net income | $ 36,742 | $ 27,667 | $ 66,205 | $ 51,492 |
Net income per share - basic: | $ 1 | $ 0.74 | $ 1.81 | $ 1.36 |
Average number of common shares outstanding - basic | 36,578 | 37,300 | 36,560 | 37,724 |
Net income per share - diluted: | $ 0.99 | $ 0.74 | $ 1.79 | $ 1.35 |
Average number of common shares outstanding - diluted | 36,938 | 37,608 | 36,896 | 38,109 |
Dividends declared per share | $ 0.14 | $ 0.14 | $ 0.42 | $ 0.42 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income | $ 36,742 | $ 27,667 | $ 66,205 | $ 51,492 |
Other comprehensive income (loss), net of tax | ||||
Translation adjustments | (692) | 7,497 | 2,441 | 3,076 |
Minimum pension liability adjustments | (2,298) | 967 | 6,035 | 2,831 |
Cash flow hedge adjustments | 288 | (208) | (139) | (636) |
Total other comprehensive income (loss), net of tax | (2,702) | 8,256 | 8,337 | 5,271 |
Comprehensive income | $ 34,040 | $ 35,923 | $ 74,542 | $ 56,763 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash Flows From Operating Activities: | ||
Net income | $ 66,205 | $ 51,492 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 34,199 | 36,344 |
Share-based compensation | 6,903 | 6,447 |
(Gain) loss on the disposition of property, plant and equipment | (21,027) | 1,562 |
Amortization of capitalized financing costs | 502 | 659 |
Excess tax cost (benefit) related to share-based compensation | 960 | (402) |
Asset impairment charges | 34,893 | |
Loss on sale of equity investment | 33 | |
Deferred income taxes | (6,970) | (15,285) |
Pension settlement charge | 12,163 | |
Changes in operating assets and liabilities: | ||
Increase in accounts receivable, net | (35,457) | (31,288) |
Decrease in inventory | 73,735 | 54,354 |
Increase in other assets | (35,221) | (8,720) |
Increase in accounts payable | 8,902 | 50,412 |
Increase in accrued liabilities | 13,659 | 6,500 |
Decrease in other liabilities | (12,585) | (3,342) |
Net cash provided by operating activities | 105,968 | 183,659 |
Cash Flows From Investing Activities: | ||
Capital expenditures | (28,167) | (18,133) |
Proceeds from the disposition of property, plant and equipment | 33,890 | 184 |
Acquisition, net of cash acquired | (40,471) | |
Proceeds from sale of equity investment | 612 | |
Net cash provided by (used in) investing activities | 5,723 | (57,808) |
Cash Flows From Financing Activities: | ||
Net repayments under revolving credit facility | (96,640) | (45,309) |
Net proceeds (disbursements) from share-based compensation arrangements | 621 | (1,507) |
Acquisition of treasury stock, at cost | (6,839) | (55,677) |
Payment of cash dividends | (15,355) | (15,976) |
Excess tax (cost) benefit related to share-based compensation | (960) | 402 |
Payment of debt issuance costs | (86) | (36) |
Net cash used in financing activities | (119,259) | (118,103) |
Effect of exchange rate changes on cash and cash equivalents | 232 | (513) |
Net change in cash and cash equivalents | (7,336) | 7,235 |
Cash and cash equivalents, beginning of period | 29,983 | 20,812 |
Cash and cash equivalents, end of period | 22,647 | 28,047 |
Other Cash Flow Information: | ||
Income tax payments, net | 27,821 | 53,704 |
Interest paid | $ 19,607 | $ 16,032 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | 1. Basis of Presentation The accompanying Condensed Consolidated Financial Statements represent Essendant Inc. (“ESND”) with its wholly owned subsidiary Essendant Co. (“ECO”), and ECO’s subsidiaries (collectively, “Essendant” or the “Company”). The Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States and include the accounts of ESND and its subsidiaries. All intercompany transactions and balances have been eliminated. The Company operates in a single reportable segment as a leading distributor of workplace essentials. The accompanying Condensed Consolidated Financial Statements are unaudited. The Condensed Consolidated Balance Sheet as of December 31, 2015, was derived from the December 31, 2015 audited financial statements. The Condensed Consolidated Financial Statements have been prepared in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements, prepared in accordance with accounting principles generally accepted in the United States, have been condensed or omitted pursuant to such rules and regulations. Accordingly, the reader of this Quarterly Report on Form 10-Q should refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 (the “2015 Form 10-K”) for further information. In the opinion of management, the accompanying unaudited consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the financial position of Essendant at September 30, 2016 and the results of operations and cash flows for the nine months ended September 30, 2016 and 2015. The results of operations for the three and nine months ended September 30, 2016 should not necessarily be taken as indicative of the results of operations that may be expected for the entire year. New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, Revenue from Contracts with Customers, In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) that requires lessees to recognize right-of-use assets and lease liabilities for all leases other than those that meet the definition of short-term leases. For short-term leases, lessees may elect an accounting policy by class of underlying asset under which these assets and liabilities are not recognized and lease payments are generally recognized over the lease term on a straight-line basis. This standard will be effective for annual periods beginning after December 15, 2018, including interim periods within that reporting period, and early application is permitted. The Company is currently evaluating the new guidance to determine the impact it will have on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation – Stock Compensation (Topic 718), Improvements to Employee Share-Based Payment Accounting Inventory Approximately 98.4% of total inventory as of September 30, 2016 and December 31, 2015, respectively, has been valued under the LIFO method. An actual valuation of inventory under the LIFO method can be made only at the end of each fiscal year based on the inventory levels and costs at that time. Interim LIFO calculations are based on management’s estimates of expected year-end inventory levels and costs, and are subject to the final year-end LIFO inventory valuation. Inventory valued under the LIFO accounting method is recorded at the lower of cost or market. If the Company had valued its entire inventory under the lower of FIFO cost or market, inventory values would have been $147.2 million and $147.8 million higher than reported as of September 30, 2016 and December 31, 2015, respectively. The change in the LIFO reserve in the third quarter of 2016 included a LIFO liquidation relating to decrements in five of the Company’s thirteen LIFO pools. These decrements resulted in liquidation of LIFO inventory quantities carried at lower costs in prior years as compared with the cost of current year purchases. This liquidation resulted in LIFO income of $2.3 million which was partially offset by LIFO expense of $2.1 million related to current inflation for an overall net decrease in cost of sales of $0.2 million for the three months ended September 30, 2016. For the three months ended September 30, 2015, the change in the method of inventory costing resulted in LIFO income of $3.5 million which was partially offset by LIFO expense of $0.8 million related to inflation for an overall net decrease in cost of sales of $2.7 million. For the nine months ended September 30, 2016, the LIFO income of $2.3 million related to the liquidation was more than offset by LIFO expense of $3.2 million related to current inflation for an overall net increase in cost of sales of $0.9 million. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | 2. Acquisitions Nestor Sales LLC On July 31, 2015, Essendant Co. completed the acquisition of 100% of the capital stock of Nestor Sales LLC (“Nestor”), a leading wholesaler and distributor of tools, equipment and supplies to the transportation industry. This acquisition accelerates the Company’s growth in the automotive aftermarket, complements the Company’s existing industrial offerings while providing access to new customer segments. The purchase price was $41.8 million. This acquisition was funded through a combination of cash on hand and cash available under the Company’s revolving credit facility. Purchase accounting for this transaction was completed as of June 30, 2016. At September 30, 2016, the allocation of the purchase price was as follows (amounts in thousands): Purchase price, net of cash acquired $ 39,983 Accounts receivable 9,230 Inventories 12,067 Other current assets 339 Property, plant and equipment, net 1,251 Other assets 752 Intangible assets 16,930 Total assets acquired 40,569 Accounts payable 4,992 Accrued liabilities 1,943 Deferred income taxes 3,287 Other long-term liabilities 76 Total liabilities assumed 10,298 Goodwill $ 9,712 The purchased identifiable intangible assets were as follows (amounts in thousands): Total Estimated Life Customer relationships $ 15,570 13 years Trademark 1,360 2-15 years Total $ 16,930 |
Sale-Leaseback
Sale-Leaseback | 9 Months Ended |
Sep. 30, 2016 | |
Leases [Abstract] | |
Sale-Leaseback | 3. Sale-Leaseback On September 23, 2016, the Company entered into an agreement for the sale and leaseback of its facility in City of Industry, CA. The agreement provided for the sale of the facility for a purchase price of $31.7 million and the subsequent leaseback for a two year period. The lease is classified as an operating lease. As a result, the Company recorded a gain of $20.5 million in “warehousing, marketing and administrative expenses.” A deferred gain of approximately $2.8 million that will be amortized into income over the term of the lease was also recorded. As of September 30, 2016, $1.4 million of the deferred gain is reflected in the accompanying Consolidated Balance Sheet under “other long-term liabilities”, with the remainder included as a component of “other current liabilities”. The cash proceeds from the sale were used primarily to pay down long-term debt. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation | 4. Share-Based Compensation As of September 30, 2016, the Company has two active equity compensation plans. Under the 2015 Long-Term Incentive Plan (as amended and restated), award instruments include, but are not limited to, stock options, restricted stock awards, restricted stock units (“RSUs”), and performance-based awards. Associates and non-employee directors of the Company are eligible to become participants in the plan. The Nonemployee Directors’ Deferred Stock Compensation Plan allows non-employee directors to elect to defer receipt of all or a portion of their annual retainer in deferred stock units. The Company granted 526,697 |
Severance and Restructuring Cha
Severance and Restructuring Charges | 9 Months Ended |
Sep. 30, 2016 | |
Restructuring And Related Activities [Abstract] | |
Severance and Restructuring Charges | 5. Severance and Restructuring Charges Commencing in the first quarter of 2015, the Company began certain restructuring actions which included workforce reductions and facility closures. Commencing in the fourth quarter of 2015, the Company executed actions to reduce costs through management delayering in order to achieve broader functional alignment of the organization. The charges associated with these actions were included in “warehousing, marketing and administrative expenses.” The expenses, cash flows, and accrued liabilities associated with the restructuring actions described above are noted in the following table (in thousands): Expenses Cash flow Accrued Liabilities For the three months ended September 30, For the nine months ended September 30, For the nine months ended September 30, As of September 30, 2016 2015 2016 2015 2016 2015 2016 First quarter 2015 Actions Workforce reduction $ (0.5 ) $ - $ (0.5 ) $ 6.0 Facility closure $ - 0.2 $ 0.3 0.5 Total $ (0.5 ) 0.2 $ (0.2 ) $ 6.5 $ 1.2 $ 3.0 $ 0.8 Fourth Quarter 2015 Action Workforce reduction $ (0.7 ) N/A $ (0.7 ) N/A $ 8.0 N/A $ 2.1 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 6. Goodwill and Intangible Assets The changes in the carrying amount of goodwill are noted in the following table (in thousands): Goodwill, balance as of December 31, 2015 $ 299,355 Purchase accounting adjustments (1,858 ) Currency translation adjustments 745 Goodwill, balance as of September 30, 2016 $ 298,242 The following table summarizes the intangible assets of the Company by major class of intangible assets and the cost, accumulated amortization, net carrying amount, and weighted average life, if applicable (in thousands): September 30, 2016 December 31, 2015 Weighted Weighted Average Average Gross Net Useful Gross Net Useful Carrying Accumulated Carrying Life Carrying Accumulated Carrying Life Amount Amortization Amount (years) Amount Amortization Amount (years) Intangible assets subject to amortization Customer relationships and other intangibles $ 137,678 $ (59,545 ) $ 78,133 16 $ 137,938 $ (51,357 ) $ 86,581 16 Non-compete agreements 4,651 (4,260 ) 391 4 4,644 (4,260 ) 384 4 Trademarks 13,725 (5,363 ) 8,362 14 13,688 (4,240 ) 9,448 14 Total $ 156,054 $ (69,168 ) $ 86,886 $ 156,270 $ (59,857 ) $ 96,413 The following table summarizes the amortization expense to be incurred in 2016 through 2020 on intangible assets (in thousands): Year Amount 2016 $ 12,242 2017 10,797 2018 8,054 2019 6,937 2020 6,934 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 7. Accumulated Other Comprehensive Income (Loss) The change in Accumulated Other Comprehensive Income (Loss) (“AOCI”) by component, net of tax, for the period ended September 30, 2016 was as follows (amounts in thousands): Foreign Currency Translation Cash Flow Hedges Defined Benefit Pension Plans Total AOCI, balance as of December 31, 2015 $ (9,866 ) $ 146 $ (47,871 ) $ (57,591 ) Other comprehensive (loss) income before reclassifications 2,441 (579 ) (3,946 ) (2,084 ) Settlement loss reclassified from AOCI - - 7,453 7,453 Amounts reclassified from AOCI - 440 2,528 2,968 Net other comprehensive (loss) income 2,441 (139 ) 6,035 8,337 AOCI, balance as of September 30, 2016 $ (7,425 ) $ 7 $ (41,836 ) $ (49,254 ) The following table details the amounts reclassified out of AOCI into the income statement during the three and nine months ended September 30, 2016 Amount Reclassified From AOCI For the Three For the Nine Months Ended Months Ended September 30, September 30, Affected Line Item In The Statement Details About AOCI Components 2016 2016 Where Net Income is Presented Realized and unrealized gains (losses) on cash flow hedges Gain on interest rate swap, before tax $ 249 $ 789 Interest expense, net Loss on foreign exchange hedges, before tax - (70 ) Cost of goods sold (96 ) (279 ) Tax provision $ 153 $ 440 Net of tax Defined benefit pension plan items Amortization of prior service cost and unrecognized loss $ 1,237 $ 4,125 Warehousing, marketing and administrative expenses Settlement loss 419 12,163 Defined benefit plan settlement loss (641 ) (6,307 ) Tax provision 1,015 9,981 Net of tax Total reclassifications for the period, net of tax $ 1,168 $ 10,421 |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 8. Earnings Per Share Basic earnings per share (“EPS”) is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted EPS reflects the potential dilution that could occur if dilutive securities were exercised into common stock. Stock options, restricted stock, restricted stock units and deferred stock units are considered dilutive securities. For the three-month period ending September 30, 2016 and 2015, 0.3 and 0.4 million shares of such securities, respectively, were outstanding but were not included in the computation of diluted earnings per share because the effect would be antidilutive. For the nine-month period ending September 30, 2016, 0.3 million shares of securities were excluded from the computation. For the nine-month period September 30, 2015, no shares of securities were excluded from the computation. The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share data): For the Three Months Ended For the Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Numerator: Net income $ 36,742 $ 27,667 $ 66,205 $ 51,492 Denominator: Denominator for basic earnings per share - weighted average shares 36,578 37,300 36,560 37,724 Effect of dilutive securities: Employee stock options and restricted stock 360 308 336 385 Denominator for diluted earnings per share - Adjusted weighted average shares and the effect of dilutive securities 36,938 37,608 36,896 38,109 Net income per share: Net income per share - basic $ 1.00 $ 0.74 $ 1.81 $ 1.36 Net income per share - diluted $ 0.99 $ 0.74 $ 1.79 $ 1.35 Common Stock Repurchases As of September 30, 2016 , the Company had Board authorization to repurchase $68.2 million of common stock. During the three months ended September 30, 2016, the Company did not repurchase any shares of its common stock. For the same period in the prior year, the Company repurchased 744,081 shares at an aggregate cost of $25.9 million. During the nine months ended September 30, 2016 and 2015, the Company repurchased 241,270 and 1,525,222 shares of the Company’s common stock at an aggregate cost of $6.8 million and $57.4 million, respectively. Depending on market and business conditions and other factors, the Company may continue or suspend purchasing its common stock at any time without notice. Acquired shares are included in the issued shares of the Company and treasury stock, but are not included in average shares outstanding when calculating earnings per share data. During the first nine months of 2016 and 2015, the Company reissued 452,286 and 369,591 shares, respectively, of treasury stock to fulfill its obligations under its equity incentive plans. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt | 9. Debt ESND is a holding company and, as a result, its primary sources of funds are cash generated from operating activities of its direct operating subsidiary, ECO, and from borrowings by ECO. The 2013 Credit Agreement, the 2013 Note Purchase Agreement, and the Receivables Securitization Program (each as defined in Note 11 of the 2015 Form 10-K) (each a “Lending Agreement”) contain restrictions on the use of cash transferred from ECO to ESND. Each of the Lending Agreements also prohibits the Company from exceeding a Leverage Ratio (as defined in the 2013 Credit Agreement and the 2013 Note Purchase Agreement). The maximum Leverage Ratio is 3.50 to 1.00 but increases to up to 4.00 to 1.00 for the first four fiscal quarters (the “Adjusted Leverage Period”) following certain acquisitions. Following the 2015 acquisition of Nestor Sales, an Adjusted Leverage period was applicable through the quarter ended June 30, 2016. On August 30, 2016, the Lending Agreements were amended to extend the Adjusted Leverage Period for two additional quarters. As a result, the maximum permitted Leverage Ratio remains at 4.00 to 1.00 but will revert to 3.50 to 1.00 for the quarter ending March 31, 2017. Debt consisted of the following amounts (in millions): As of As of September 30, 2016 December 31, 2015 2013 Credit Agreement $ 271.8 $ 368.4 2013 Note Purchase Agreement 150.0 150.0 Receivables Securitization Program 200.0 200.0 Mortgage & Capital Lease 0.1 0.1 Transaction Costs (1.7 ) (2.2 ) Total $ 620.2 $ 716.3 As of September 30, 2016, 75.9% of the Company’s outstanding debt, excluding capital leases and transaction costs, was priced at variable interest rates based primarily on the applicable bank prime rate or London InterBank Offered Rate (“LIBOR”). The Company had outstanding letters of credit of $11.2 million and $11.6 million under the 2013 Credit Agreement as of September 30, 2016 and December 31, 2015, respectively. As of September 30, 2016, the applicable margin under the 2013 Credit Agreement was As of September 30, 2016 and December 31, 2015, $552.9 million and $448.6 million, respectively, of receivables had been sold to the Investors (as defined in Note 11 to the Company’s Consolidated Financial Statements in the 2015 Form 10-K). Essendant Receivables LLC had $200.0 million outstanding under the Receivables Securitization Program as of September 30, 2016 and December 31, 2015. For additional information about the 2013 Credit Agreement, the 2013 Note Purchase Agreement, and the Receivables Securitization Program, see Note 11 of the 2015 Form 10-K. |
Pension and Post-Retirement Ben
Pension and Post-Retirement Benefit Plans | 9 Months Ended |
Sep. 30, 2016 | |
Compensation And Retirement Disclosure [Abstract] | |
Pension and Post-Retirement Benefit Plans | 10. Pension and Post-Retirement Benefit Plans The Company maintains pension plans covering union and certain non-union employees. For more information on the Company’s retirement plans, see Note 13 to the Company’s Consolidated Financial Statement in the 2015 Form 10-K. A summary of net periodic pension cost related to the Company’s pension plans for the three and nine months ended September 30, 2016 and 2015 was as follows (dollars in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2016 2015 2016 2015 Service cost - benefit earned during the period $ 318 $ 321 $ 952 $ 1,121 Interest cost on projected benefit obligation 1,806 2,208 6,322 6,748 Expected return on plan assets (2,219 ) (2,803 ) (7,484 ) (8,413 ) Amortization of prior service cost 74 72 222 222 Amortization of actuarial loss 1,163 1,501 3,903 4,401 Settlement loss 419 - 12,163 - Net periodic pension cost $ 1,561 $ 1,299 $ 16,078 $ 4,079 The Company made cash contributions of $10.0 million and $2.0 million to its pension plans during the nine months ended September 30, 2016 and 2015, respectively. Additional contributions, if any, for 2016 have not yet been determined. As of September 30, 2016 and December 31, 2015, respectively, the Company had accrued $44.7 million and $48.4 million of pension liability within “Other long-term liabilities” on the Condensed Consolidated Balance Sheets. During 2016, the Company has taken several actions to mitigate the interest rate, mortality and investment risks of the Essendant Pension Plan. These actions include a limited-time voluntary lump-sum pension offering to eligible, terminated, vested plan participants As a result of the lump sum offer, a settlement and remeasurement of the Essendant Pension Plan was performed. The remeasurement and activity in the first nine months of 2016 had no cash impact to the Company since the payments were made by the Essendant Pension Trust, and resulted in a $1.5 million improvement to the net funded status of the plan, therefore reducing other long-term liabilities. However, the settlement caused a loss of $12.2 million, which was partially offset by the $8.4 million reduction in Accumulated Other Comprehensive Income related to the unrecognized actuarial loss, for a net impact on shareholders’ equity of $3.8 million as of September 30, 2016 when compared to December 31, 2015. This offer also reduces future pension expense recognized by the Company and volatility related to future obligations of the plan. Defined Contribution Plan The Company has defined contribution plans covering certain salaried associates and non-union hourly paid associates (the “Plan”). The Plan permits associates to defer a portion of their pre-tax and after-tax salary as contributions to the Plan. The Plan also provides for Company-funded discretionary contributions as well as matching associates’ salary deferral contributions, at the discretion of the Board of Directors. The Company recorded expense of $1.8 million and $5.5 million, respectively, for the Company match of employee contributions to the Plan for the three and nine months ended September 30, 2016. During the same periods last year, the Company recorded expense of $1.5 million and $4.4 million to match employee contributions. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 11. Fair Value Measurements The Company measures certain financial assets and liabilities, including interest rate swap and foreign currency derivatives, at fair value on a recurring basis, based on market rates of the Company’s positions and other observable interest rates. The fair value of the interest rate swaps is determined by using quoted market forward rates (level 2 inputs) and reflects the present value of the amount the Company would pay for contracts involving the same notional amount and maturity date. The fair value of the foreign currency cash flow hedge is determined by using quoted market spot rates (level 2 inputs). Accounting guidance on fair value establishes a hierarchy for those instruments measured at fair value which distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). The hierarchy consists of three levels: • Level 1—Quoted market prices in active markets for identical assets or liabilities; • Level 2—Inputs other than Level 1 inputs that are either directly or indirectly observable; and • Level 3—Unobservable inputs developed using estimates and assumptions developed by the Company which reflect those that a market participant would use. Determining which level to apply to an asset or liability requires significant judgment. The Company evaluates its hierarchy disclosures each quarter. The following table summarizes the financial instruments measured at fair value in the accompanying Condensed Consolidated Balance Sheets as of September 30, 2016 and December 31, 2015 (in thousands): Fair Value Measurements as of September 30, 2016 Quoted Market Prices in Active Markets for Identical Assets or Liabilities Significant Other Observable Inputs Significant Unobservable Inputs Total Level 1 Level 2 Level 3 Assets Foreign exchange hedges $ 95 $ - $ 95 $ - Liabilities Interest rate swap $ 501 $ - $ 501 $ - Foreign exchange hedges 30 - 30 - $ 531 $ - $ 531 $ - Fair Value Measurements as of December 31, 2015 Quoted Market Prices in Active Markets for Identical Assets or Liabilities Significant Other Observable Inputs Significant Unobservable Inputs Total Level 1 Level 2 Level 3 Assets Foreign exchange hedges $ 91 $ - $ 91 $ - Liabilities Interest rate swap $ 469 $ - $ 469 $ - The carrying amount of accounts receivable at September 30, 2016, including $552.9 million of receivables sold under the Receivables Securitization Program, approximates fair value because of the short-term nature of this item. No assets or liabilities were measured at fair value on a nonrecurring basis. |
Other Assets and Liabilities
Other Assets and Liabilities | 9 Months Ended |
Sep. 30, 2016 | |
Other Assets And Liabilities [Abstract] | |
Other Assets and Liabilities | 12. Other Assets and Liabilities Receivables related to supplier allowances totaling $93.4 million and $111.0 million were included in “Accounts receivable” in the Condensed Consolidated Balance Sheets as of September 30, 2016 and December 31, 2015, respectively. Accrued customer rebates of $64.3 million and $63.6 million as of September 30, 2016 and December 31, 2015, respectively, were included in “Accrued liabilities” in the Condensed Consolidated Balance Sheets. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. Income Taxes The Company's tax provision for interim periods is determined using an estimate of its annual effective tax rate, adjusted for discrete items. For the three and nine months ended September 30, 2016, the Company recorded income tax expense of $17.1 million and $34.9 million on pre-tax income of $53.8 million and $101.1 million, for an effective tax rate of 31.8% and 34.5%, respectively. For the three and nine months ended September 30, 2015, the Company recorded income tax expense of $20.0 million and $42.6 million on pre-tax income of $47.7 million and $94.1 million, for an effective tax rate of 42.0% and 45.3%, respectively. The Company’s U.S. statutory rate is 35.0%. The most significant factor impacting the effective tax rate for the three and nine months ended September 30, 2016 was the discrete tax impact of the payment of a dividend from a foreign subsidiary. The most significant factors impacting the effective tax rate for the three and nine months ended September 30, 2015 were the discrete tax impacts of the impairment charges and the establishment of a valuation allowance on a capital loss asset for financial reporting purposes related to selling a non-strategic business in the third quarter. |
Legal Matters
Legal Matters | 9 Months Ended |
Sep. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Legal Matters | 14. Legal Matters The Company has been named as a defendant in two lawsuits alleging that the Company sent unsolicited fax advertisements to the named plaintiffs, as well as other persons and entities, in violation of the Telephone Consumer Protection Act of 1991, as amended by the Junk Fax Prevention Act of 2005 ("TCPA"). One lawsuit was initially filed in the United States District Court for the Central District of California on May 1, 2015 and has been dismissed without prejudice and refiled in the United States District Court for the Northern District of Illinois. The other lawsuit was filed in the United States District Court for the Northern District of Illinois on January 14, 2016. In both lawsuits the plaintiffs filed a motion asking the Court to certify a class of plaintiffs comprised of persons and entities who allegedly received fax advertisements from the Company. Under the TCPA, recipients of unsolicited fax advertisements can seek damages of $500 per fax for inadvertent violations and up to $1,500 per fax for knowing and willful violations. Other reported TCPA lawsuits have resulted in a broad range of outcomes, with each case being dependent on its own unique set of facts and circumstances. In each lawsuit, the Company is vigorously contesting class certification and denies that any violations occurred. Litigation of this kind, however, is likely to lead to settlement negotiations, including negotiations prompted by pre-trial civil court procedures. Regardless of whether the lawsuits are resolved at trial or through settlement, the Company believes that a loss associated with resolution of pending claims is probable. However, the amount of any such loss, which could be material, cannot be reasonably estimated because the Company is continuing to evaluate its defenses based on its internal review and investigation of prior events, new information and future circumstances. The Company is also involved in other legal proceedings arising in the ordinary course of or incidental to its business. The Company has established reserves, which are not material, for potential losses that are probable and reasonably estimable that may result from those proceedings. In many cases, however, it is difficult to determine whether a loss is probable or even possible or to estimate the amount or range of potential loss, particularly where proceedings may be in relatively early stages or where plaintiffs are seeking substantial or indeterminate damages. Matters frequently need to be more developed before a loss or range of loss can reasonably be estimated. The Company believes that such ordinary course legal proceedings will be resolved with no material adverse effect upon its financial condition or results of operations. 1 |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Consolidation, Policy | The accompanying Condensed Consolidated Financial Statements represent Essendant Inc. (“ESND”) with its wholly owned subsidiary Essendant Co. (“ECO”), and ECO’s subsidiaries (collectively, “Essendant” or the “Company”). The Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States and include the accounts of ESND and its subsidiaries. All intercompany transactions and balances have been eliminated. The Company operates in a single reportable segment as a leading distributor of workplace essentials. The accompanying Condensed Consolidated Financial Statements are unaudited. The Condensed Consolidated Balance Sheet as of December 31, 2015, was derived from the December 31, 2015 audited financial statements. The Condensed Consolidated Financial Statements have been prepared in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements, prepared in accordance with accounting principles generally accepted in the United States, have been condensed or omitted pursuant to such rules and regulations. Accordingly, the reader of this Quarterly Report on Form 10-Q should refer to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 (the “2015 Form 10-K”) for further information. In the opinion of management, the accompanying unaudited consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the financial position of Essendant at September 30, 2016 and the results of operations and cash flows for the nine months ended September 30, 2016 and 2015. The results of operations for the three and nine months ended September 30, 2016 should not necessarily be taken as indicative of the results of operations that may be expected for the entire year. |
New Accounting Pronouncements | New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, Revenue from Contracts with Customers, In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) that requires lessees to recognize right-of-use assets and lease liabilities for all leases other than those that meet the definition of short-term leases. For short-term leases, lessees may elect an accounting policy by class of underlying asset under which these assets and liabilities are not recognized and lease payments are generally recognized over the lease term on a straight-line basis. This standard will be effective for annual periods beginning after December 15, 2018, including interim periods within that reporting period, and early application is permitted. The Company is currently evaluating the new guidance to determine the impact it will have on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation – Stock Compensation (Topic 718), Improvements to Employee Share-Based Payment Accounting |
Inventory | Inventory Approximately 98.4% of total inventory as of September 30, 2016 and December 31, 2015, respectively, has been valued under the LIFO method. An actual valuation of inventory under the LIFO method can be made only at the end of each fiscal year based on the inventory levels and costs at that time. Interim LIFO calculations are based on management’s estimates of expected year-end inventory levels and costs, and are subject to the final year-end LIFO inventory valuation. Inventory valued under the LIFO accounting method is recorded at the lower of cost or market. If the Company had valued its entire inventory under the lower of FIFO cost or market, inventory values would have been $147.2 million and $147.8 million higher than reported as of September 30, 2016 and December 31, 2015, respectively. The change in the LIFO reserve in the third quarter of 2016 included a LIFO liquidation relating to decrements in five of the Company’s thirteen LIFO pools. These decrements resulted in liquidation of LIFO inventory quantities carried at lower costs in prior years as compared with the cost of current year purchases. This liquidation resulted in LIFO income of $2.3 million which was partially offset by LIFO expense of $2.1 million related to current inflation for an overall net decrease in cost of sales of $0.2 million for the three months ended September 30, 2016. For the three months ended September 30, 2015, the change in the method of inventory costing resulted in LIFO income of $3.5 million which was partially offset by LIFO expense of $0.8 million related to inflation for an overall net decrease in cost of sales of $2.7 million. For the nine months ended September 30, 2016, the LIFO income of $2.3 million related to the liquidation was more than offset by LIFO expense of $3.2 million related to current inflation for an overall net increase in cost of sales of $0.9 million. |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Purchase Price Allocation | At September 30, 2016, the allocation of the purchase price was as follows (amounts in thousands): Purchase price, net of cash acquired $ 39,983 Accounts receivable 9,230 Inventories 12,067 Other current assets 339 Property, plant and equipment, net 1,251 Other assets 752 Intangible assets 16,930 Total assets acquired 40,569 Accounts payable 4,992 Accrued liabilities 1,943 Deferred income taxes 3,287 Other long-term liabilities 76 Total liabilities assumed 10,298 Goodwill $ 9,712 |
Summary of Purchased Identifiable Intangible Assets | The purchased identifiable intangible assets were as follows (amounts in thousands): Total Estimated Life Customer relationships $ 15,570 13 years Trademark 1,360 2-15 years Total $ 16,930 |
Severance and Restructuring C23
Severance and Restructuring Charges (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Restructuring And Related Activities [Abstract] | |
Schedule of Expenses, Cash Flows, and Accrued Liabilities Associated with Restructuring Actions | The expenses, cash flows, and accrued liabilities associated with the restructuring actions described above are noted in the following table (in thousands): Expenses Cash flow Accrued Liabilities For the three months ended September 30, For the nine months ended September 30, For the nine months ended September 30, As of September 30, 2016 2015 2016 2015 2016 2015 2016 First quarter 2015 Actions Workforce reduction $ (0.5 ) $ - $ (0.5 ) $ 6.0 Facility closure $ - 0.2 $ 0.3 0.5 Total $ (0.5 ) 0.2 $ (0.2 ) $ 6.5 $ 1.2 $ 3.0 $ 0.8 Fourth Quarter 2015 Action Workforce reduction $ (0.7 ) N/A $ (0.7 ) N/A $ 8.0 N/A $ 2.1 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill are noted in the following table (in thousands): Goodwill, balance as of December 31, 2015 $ 299,355 Purchase accounting adjustments (1,858 ) Currency translation adjustments 745 Goodwill, balance as of September 30, 2016 $ 298,242 |
Summary of Intangible Assets of Company by Major Class | The following table summarizes the intangible assets of the Company by major class of intangible assets and the cost, accumulated amortization, net carrying amount, and weighted average life, if applicable (in thousands): September 30, 2016 December 31, 2015 Weighted Weighted Average Average Gross Net Useful Gross Net Useful Carrying Accumulated Carrying Life Carrying Accumulated Carrying Life Amount Amortization Amount (years) Amount Amortization Amount (years) Intangible assets subject to amortization Customer relationships and other intangibles $ 137,678 $ (59,545 ) $ 78,133 16 $ 137,938 $ (51,357 ) $ 86,581 16 Non-compete agreements 4,651 (4,260 ) 391 4 4,644 (4,260 ) 384 4 Trademarks 13,725 (5,363 ) 8,362 14 13,688 (4,240 ) 9,448 14 Total $ 156,054 $ (69,168 ) $ 86,886 $ 156,270 $ (59,857 ) $ 96,413 |
Summary of Amortization Expense to be Incurred in 2016 Through 2020 on Intangible Assets | The following table summarizes the amortization expense to be incurred in 2016 through 2020 on intangible assets (in thousands): Year Amount 2016 $ 12,242 2017 10,797 2018 8,054 2019 6,937 2020 6,934 |
Accumulated Other Comprehensi25
Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Change in Accumulated Other Comprehensive Income (Loss) (AOCI) by Component, Net of Tax | The change in Accumulated Other Comprehensive Income (Loss) (“AOCI”) by component, net of tax, for the period ended September 30, 2016 was as follows (amounts in thousands): Foreign Currency Translation Cash Flow Hedges Defined Benefit Pension Plans Total AOCI, balance as of December 31, 2015 $ (9,866 ) $ 146 $ (47,871 ) $ (57,591 ) Other comprehensive (loss) income before reclassifications 2,441 (579 ) (3,946 ) (2,084 ) Settlement loss reclassified from AOCI - - 7,453 7,453 Amounts reclassified from AOCI - 440 2,528 2,968 Net other comprehensive (loss) income 2,441 (139 ) 6,035 8,337 AOCI, balance as of September 30, 2016 $ (7,425 ) $ 7 $ (41,836 ) $ (49,254 ) |
Amounts Reclassified Out of AOCI into Income Statement | The following table details the amounts reclassified out of AOCI into the income statement during the three and nine months ended September 30, 2016 Amount Reclassified From AOCI For the Three For the Nine Months Ended Months Ended September 30, September 30, Affected Line Item In The Statement Details About AOCI Components 2016 2016 Where Net Income is Presented Realized and unrealized gains (losses) on cash flow hedges Gain on interest rate swap, before tax $ 249 $ 789 Interest expense, net Loss on foreign exchange hedges, before tax - (70 ) Cost of goods sold (96 ) (279 ) Tax provision $ 153 $ 440 Net of tax Defined benefit pension plan items Amortization of prior service cost and unrecognized loss $ 1,237 $ 4,125 Warehousing, marketing and administrative expenses Settlement loss 419 12,163 Defined benefit plan settlement loss (641 ) (6,307 ) Tax provision 1,015 9,981 Net of tax Total reclassifications for the period, net of tax $ 1,168 $ 10,421 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share data): For the Three Months Ended For the Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Numerator: Net income $ 36,742 $ 27,667 $ 66,205 $ 51,492 Denominator: Denominator for basic earnings per share - weighted average shares 36,578 37,300 36,560 37,724 Effect of dilutive securities: Employee stock options and restricted stock 360 308 336 385 Denominator for diluted earnings per share - Adjusted weighted average shares and the effect of dilutive securities 36,938 37,608 36,896 38,109 Net income per share: Net income per share - basic $ 1.00 $ 0.74 $ 1.81 $ 1.36 Net income per share - diluted $ 0.99 $ 0.74 $ 1.79 $ 1.35 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt Components | Debt consisted of the following amounts (in millions): As of As of September 30, 2016 December 31, 2015 2013 Credit Agreement $ 271.8 $ 368.4 2013 Note Purchase Agreement 150.0 150.0 Receivables Securitization Program 200.0 200.0 Mortgage & Capital Lease 0.1 0.1 Transaction Costs (1.7 ) (2.2 ) Total $ 620.2 $ 716.3 |
Pension and Post-Retirement B28
Pension and Post-Retirement Benefit Plans (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Compensation And Retirement Disclosure [Abstract] | |
Schedule of Components of Net Periodic Pension Cost | A summary of net periodic pension cost related to the Company’s pension plans for the three and nine months ended September 30, 2016 and 2015 was as follows (dollars in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2016 2015 2016 2015 Service cost - benefit earned during the period $ 318 $ 321 $ 952 $ 1,121 Interest cost on projected benefit obligation 1,806 2,208 6,322 6,748 Expected return on plan assets (2,219 ) (2,803 ) (7,484 ) (8,413 ) Amortization of prior service cost 74 72 222 222 Amortization of actuarial loss 1,163 1,501 3,903 4,401 Settlement loss 419 - 12,163 - Net periodic pension cost $ 1,561 $ 1,299 $ 16,078 $ 4,079 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Instruments Measured at Fair Value | The following table summarizes the financial instruments measured at fair value in the accompanying Condensed Consolidated Balance Sheets as of September 30, 2016 and December 31, 2015 (in thousands): Fair Value Measurements as of September 30, 2016 Quoted Market Prices in Active Markets for Identical Assets or Liabilities Significant Other Observable Inputs Significant Unobservable Inputs Total Level 1 Level 2 Level 3 Assets Foreign exchange hedges $ 95 $ - $ 95 $ - Liabilities Interest rate swap $ 501 $ - $ 501 $ - Foreign exchange hedges 30 - 30 - $ 531 $ - $ 531 $ - Fair Value Measurements as of December 31, 2015 Quoted Market Prices in Active Markets for Identical Assets or Liabilities Significant Other Observable Inputs Significant Unobservable Inputs Total Level 1 Level 2 Level 3 Assets Foreign exchange hedges $ 91 $ - $ 91 $ - Liabilities Interest rate swap $ 469 $ - $ 469 $ - |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Dec. 31, 2015 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||||
Percentage inventory valued under LIFO | 98.40% | 98.40% | 98.40% | |
Higher inventory if FIFO applied entirely | $ 147.2 | $ 147.2 | $ 147.8 | |
Effect of LIFO inventory liquidation on income | 2.3 | $ 3.5 | 2.3 | |
LIFO expense related to inflation increase in cost of sales | 2.1 | 0.8 | 3.2 | |
Increase (decrease) in cost of sales due to LIFO accounting method | $ (0.2) | $ (2.7) | $ 0.9 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - Nestor Sales LLC [Member] $ in Millions | Jul. 31, 2015USD ($) |
Business Acquisition [Line Items] | |
Stock acquisition, percentage acquired | 100.00% |
Business acquisition cash paid | $ 41.8 |
Acquisitions - Purchase Price A
Acquisitions - Purchase Price Allocation (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||
Goodwill | $ 298,242 | $ 299,355 |
Nestor Sales LLC (Preliminary) [Member] | ||
Business Acquisition [Line Items] | ||
Purchase price, net of cash acquired | 39,983 | |
Accounts receivable | 9,230 | |
Inventories | 12,067 | |
Other current assets | 339 | |
Property, plant and equipment, net | 1,251 | |
Other assets | 752 | |
Intangible assets | 16,930 | |
Total assets acquired | 40,569 | |
Accounts payable | 4,992 | |
Accrued liabilities | 1,943 | |
Deferred income taxes | 3,287 | |
Other long-term liabilities | 76 | |
Total liabilities assumed | 10,298 | |
Goodwill | $ 9,712 |
Acquisitions - Summary of Purch
Acquisitions - Summary of Purchased Identifiable Intangible Assets (Detail) - Nestor Sales LLC (Preliminary) [Member] $ in Thousands | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Finite lived intangible assets | $ 16,930 |
Customer relationships [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Finite lived intangible assets | $ 15,570 |
Finite lived intangible assets estimated life | 13 years |
Trademarks [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Finite lived intangible assets | $ 1,360 |
Trademarks [Member] | Minimum [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Finite lived intangible assets estimated life | 2 years |
Trademarks [Member] | Maximum [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Finite lived intangible assets estimated life | 15 years |
Sale-Leaseback - Additional Inf
Sale-Leaseback - Additional Information (Detail) - Facility in City of Industry [Member] - CA - USD ($) $ in Millions | Sep. 23, 2016 | Sep. 30, 2016 |
Sale Leaseback Transaction [Line Items] | ||
Sale and leaseback agreement date | Sep. 23, 2016 | |
Purchase price for sale of facility | $ 31.7 | |
Subsequent leaseback period | 2 years | |
Classification of lease | operating lease | |
Sale and leaseback, deferred gain amortized into income over lease term | $ 2.8 | |
Warehousing, Marketing and Administrative Expenses [Member] | ||
Sale Leaseback Transaction [Line Items] | ||
Sale and leaseback, recorded gain | $ 20.5 | |
Other Current Liabilities [Member] | ||
Sale Leaseback Transaction [Line Items] | ||
Sale and leaseback, deferred gain | $ 1.4 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) | 9 Months Ended | |
Sep. 30, 2016Plansshares | Sep. 30, 2015shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of share-based compensation plans | Plans | 2 | |
Restricted Stock [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Restricted stock and restricted stock units granted | 526,697 | 440,948 |
Restricted Stock Units (RSUs) [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Restricted stock and restricted stock units granted | 290,725 | 162,092 |
Severance and Restructuring C36
Severance and Restructuring Charges - Schedule of Expenses, Cash Flows, and Accrued Liabilities Associated with Restructuring Actions (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Restructuring Cost And Reserve [Line Items] | ||||
Cash flow associated with restructuring actions | $ 1,200 | $ 3,000 | ||
Accrued Liabilities associated with restructuring actions | $ 800 | 800 | ||
Fourth Quarter 2015 Action Workforce Reduction [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Cash flow associated with restructuring actions | 8,000 | |||
Accrued Liabilities associated with restructuring actions | 2,100 | 2,100 | ||
Warehousing, Marketing and Administrative Expenses [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Expenses associated with restructuring actions | (500) | $ 200 | (200) | 6,500 |
Warehousing, Marketing and Administrative Expenses [Member] | First Quarter 2015 Actions Workforce Reduction [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Expenses associated with restructuring actions | (500) | (500) | 6,000 | |
Warehousing, Marketing and Administrative Expenses [Member] | First Quarter 2015 Actions Facility Closure [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Expenses associated with restructuring actions | $ 200 | 300 | $ 500 | |
Warehousing, Marketing and Administrative Expenses [Member] | Fourth Quarter 2015 Action Workforce Reduction [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Expenses associated with restructuring actions | $ (700) | $ (700) |
Goodwill and Intangible Asset37
Goodwill and Intangible Assets - Summary of Changes in Carrying Amount of Goodwill (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill, balance as of December 31, 2015 | $ 299,355 |
Purchase accounting adjustments | (1,858) |
Currency translation adjustments | 745 |
Goodwill, balance as of September 30, 2016 | $ 298,242 |
Goodwill and Intangible Asset38
Goodwill and Intangible Assets - Summary of Intangible Assets of Company by Major Class (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Schedule Of Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, Gross Carrying Amount | $ 156,054 | $ 156,270 |
Intangible assets subject to amortization, Accumulated Amortization | (69,168) | (59,857) |
Intangible assets subject to amortization, Net Carrying Amount | 86,886 | 96,413 |
Customer relationships and other intangibles [Member] | ||
Schedule Of Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, Gross Carrying Amount | 137,678 | 137,938 |
Intangible assets subject to amortization, Accumulated Amortization | (59,545) | (51,357) |
Intangible assets subject to amortization, Net Carrying Amount | $ 78,133 | $ 86,581 |
Intangible assets subject to amortization, Weighted Average Useful Life (years) | 16 years | 16 years |
Non-compete Agreements [Member] | ||
Schedule Of Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, Gross Carrying Amount | $ 4,651 | $ 4,644 |
Intangible assets subject to amortization, Accumulated Amortization | (4,260) | (4,260) |
Intangible assets subject to amortization, Net Carrying Amount | $ 391 | $ 384 |
Intangible assets subject to amortization, Weighted Average Useful Life (years) | 4 years | 4 years |
Trademarks [Member] | ||
Schedule Of Intangible Assets [Line Items] | ||
Intangible assets subject to amortization, Gross Carrying Amount | $ 13,725 | $ 13,688 |
Intangible assets subject to amortization, Accumulated Amortization | (5,363) | (4,240) |
Intangible assets subject to amortization, Net Carrying Amount | $ 8,362 | $ 9,448 |
Intangible assets subject to amortization, Weighted Average Useful Life (years) | 14 years | 14 years |
Goodwill and Intangible Asset39
Goodwill and Intangible Assets - Summary of Amortization Expense to be Incurred in 2016 Through 2020 on Intangible Assets (Detail) $ in Thousands | Sep. 30, 2016USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2,016 | $ 12,242 |
2,017 | 10,797 |
2,018 | 8,054 |
2,019 | 6,937 |
2,020 | $ 6,934 |
Accumulated Other Comprehensi40
Accumulated Other Comprehensive Income (Loss) - Change in Accumulated Other Comprehensive Income (Loss) (AOCI) by Component, Net of Tax (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
AOCI, balance as of December 31, 2015 | $ 723,734 | |||
Other comprehensive (loss) income before reclassifications | (2,084) | |||
Settlement loss reclassified from AOCI | 7,453 | |||
Amounts reclassified from AOCI | 2,968 | |||
Total other comprehensive income (loss), net of tax | $ (2,702) | $ 8,256 | 8,337 | $ 5,271 |
AOCI, balance as of September 30, 2016 | 782,633 | 782,633 | ||
Foreign Currency Translation [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
AOCI, balance as of December 31, 2015 | (9,866) | |||
Other comprehensive (loss) income before reclassifications | 2,441 | |||
Total other comprehensive income (loss), net of tax | 2,441 | |||
AOCI, balance as of September 30, 2016 | (7,425) | (7,425) | ||
Cash Flow Hedges [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
AOCI, balance as of December 31, 2015 | 146 | |||
Other comprehensive (loss) income before reclassifications | (579) | |||
Amounts reclassified from AOCI | 440 | |||
Total other comprehensive income (loss), net of tax | (139) | |||
AOCI, balance as of September 30, 2016 | 7 | 7 | ||
Defined Benefit Pension Plans [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
AOCI, balance as of December 31, 2015 | (47,871) | |||
Other comprehensive (loss) income before reclassifications | (3,946) | |||
Settlement loss reclassified from AOCI | 7,453 | |||
Amounts reclassified from AOCI | 2,528 | |||
Total other comprehensive income (loss), net of tax | 6,035 | |||
AOCI, balance as of September 30, 2016 | (41,836) | (41,836) | ||
AOCI, Total [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
AOCI, balance as of December 31, 2015 | (57,591) | |||
AOCI, balance as of September 30, 2016 | $ (49,254) | $ (49,254) |
Accumulated Other Comprehensi41
Accumulated Other Comprehensive Income (Loss) - Amounts Reclassified Out of AOCI into Income Statement (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Interest expense, net | $ 6,484 | $ 5,300 | $ 18,058 | $ 14,918 |
Cost of goods sold | 1,208,650 | 1,166,402 | 3,519,564 | 3,430,062 |
Warehousing, marketing and administrative expenses | 138,107 | 172,159 | 463,410 | 526,653 |
Defined benefit plan settlement loss (Note 10) | 419 | 12,163 | ||
Tax provision | (17,102) | (20,017) | (34,923) | (42,594) |
Net income | 36,742 | $ 27,667 | 66,205 | $ 51,492 |
Amount Reclassified From AOCI [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Net income | 1,168 | 10,421 | ||
Amount Reclassified From AOCI [Member] | Cash Flow Hedges [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Cost of goods sold | (70) | |||
Tax provision | (96) | (279) | ||
Net income | 153 | 440 | ||
Amount Reclassified From AOCI [Member] | Defined Benefit Pension Plans [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Warehousing, marketing and administrative expenses | 1,237 | 4,125 | ||
Defined benefit plan settlement loss (Note 10) | 419 | 12,163 | ||
Tax provision | (641) | (6,307) | ||
Net income | 1,015 | 9,981 | ||
Amount Reclassified From AOCI [Member] | Interest Rate Swap [Member] | Cash Flow Hedges [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Interest expense, net | $ 249 | $ 789 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Earnings Per Share [Abstract] | ||||
Antidilutive securities excluded from computation of earnings per share amount | 300,000 | 400,000 | 300,000 | 0 |
Additional authorized repurchase amount | $ 68.2 | $ 68.2 | ||
Number of shares repurchased | 0 | 744,081 | 241,270 | 1,525,222 |
Repurchase of common stock, value | $ 25.9 | $ 6.8 | $ 57.4 | |
Treasury stock reissued, shares | 452,286 | 369,591 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Computation of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Earnings Per Share [Abstract] | ||||
Net income | $ 36,742 | $ 27,667 | $ 66,205 | $ 51,492 |
Denominator for basic earnings per share - weighted average shares | 36,578 | 37,300 | 36,560 | 37,724 |
Effect of dilutive securities: Employee stock options and restricted stock | 360 | 308 | 336 | 385 |
Denominator for diluted earnings per share - Adjusted weighted average shares and the effect of dilutive securities | 36,938 | 37,608 | 36,896 | 38,109 |
Net income per share - basic | $ 1 | $ 0.74 | $ 1.81 | $ 1.36 |
Net income per share - diluted | $ 0.99 | $ 0.74 | $ 1.79 | $ 1.35 |
Debt - Additional Information (
Debt - Additional Information (Detail) $ in Millions | 9 Months Ended | |||
Sep. 30, 2016USD ($) | Mar. 31, 2017 | Jun. 30, 2016 | Dec. 31, 2015USD ($) | |
Debt Instrument [Line Items] | ||||
Percentage of outstanding debt priced at variable interest rates | 75.90% | |||
Receivables sold to Investors | $ 552.9 | $ 448.6 | ||
2013 Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Outstanding letters of credit | $ 11.2 | 11.6 | ||
LIBOR-based loans rates | 2.00% | |||
Alternate base rate loans rates | 1.00% | |||
Credit facility | $ 271.8 | 368.4 | ||
2013 Note Purchase Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 2.77 | 3.51 | ||
Credit facility, frequency of payment and payment terms | Interest under the 2013 Note Purchase Agreement is payable semi-annually at a rate per annum equal to 3.75% (3.66% after the effect of terminating an interest rate swap), | |||
Basis spread on variable rate | 3.75% | |||
Effective interest rate | 3.66% | |||
2013 Note Purchase Agreement [Member] | Leverage Ratio Between 3.50 to 3.75 [Member] | ||||
Debt Instrument [Line Items] | ||||
Increase in interest rate | 0.625% | |||
2013 Note Purchase Agreement [Member] | Leverage Ratio Between 3.75 to 4.00 [Member] | ||||
Debt Instrument [Line Items] | ||||
Increase in interest rate | 0.75% | |||
Receivables Securitization Program [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility | $ 200 | 200 | ||
Receivables Securitization Program [Member] | Essendant Receivables LLC [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility | $ 200 | $ 200 | ||
Maximum [Member] | Lending Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 3.50 | |||
Leverage ratio | 4 | |||
Maximum [Member] | 2013 Note Purchase Agreement [Member] | Leverage Ratio Between 3.50 to 3.75 [Member] | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 3.75 | |||
Maximum [Member] | 2013 Note Purchase Agreement [Member] | Leverage Ratio Between 3.75 to 4.00 [Member] | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 4 | |||
Minimum [Member] | 2013 Note Purchase Agreement [Member] | Leverage Ratio Between 3.50 to 3.75 [Member] | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 3.50 | |||
Minimum [Member] | 2013 Note Purchase Agreement [Member] | Leverage Ratio Between 3.75 to 4.00 [Member] | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 3.75 | |||
Scenario Forecast [Member] | Maximum [Member] | Lending Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Leverage ratio | 3.50 |
Debt - Schedule of Long-Term De
Debt - Schedule of Long-Term Debt Components (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Mortgage & Capital Lease | $ 0.1 | $ 0.1 |
Transaction Costs | (1.7) | (2.2) |
Total | 620.2 | 716.3 |
2013 Credit Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Credit Agreement | 271.8 | 368.4 |
2013 Note Purchase Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Note Purchase Agreement | 150 | 150 |
Receivables Securitization Program [Member] | ||
Debt Instrument [Line Items] | ||
Credit Agreement | $ 200 | $ 200 |
Pension and Post-Retirement B46
Pension and Post-Retirement Benefit Plans - Schedule of Components of Net Periodic Pension Cost (Detail) - Pension Plans [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost - benefit earned during the period | $ 318 | $ 321 | $ 952 | $ 1,121 |
Interest cost on projected benefit obligation | 1,806 | 2,208 | 6,322 | 6,748 |
Expected return on plan assets | (2,219) | (2,803) | (7,484) | (8,413) |
Amortization of prior service cost | 74 | 72 | 222 | 222 |
Amortization of actuarial loss | 1,163 | 1,501 | 3,903 | 4,401 |
Settlement loss | 419 | 12,163 | ||
Net periodic pension cost | $ 1,561 | $ 1,299 | $ 16,078 | $ 4,079 |
Pension and Post-Retirement B47
Pension and Post-Retirement Benefit Plans - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Compensation And Retirement Disclosure [Abstract] | |||||
Cash contribution to pension plan during the period | $ 10,000 | $ 2,000 | |||
Pension plan liabilities | $ 44,700 | 44,700 | $ 48,400 | ||
Improvement to net funded status of plan | 1,500 | ||||
Settlement of Pension Plan, net impact on shareholders' equity | 3,800 | ||||
Reduction of unrecognized actuarial loss included in accumulated and other comprehensive income | 8,400 | ||||
Pension settlement charge | 419 | 12,163 | |||
Company contributions | $ 1,800 | $ 1,500 | $ 5,500 | $ 4,400 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Financial Instruments Measured at Fair Value (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | $ 531 | |
Foreign Exchange [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange hedges | 95 | $ 91 |
Foreign exchange hedges | 30 | |
Interest Rate Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap | 501 | 469 |
Significant Other Observable Inputs Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | 531 | |
Significant Other Observable Inputs Level 2 [Member] | Foreign Exchange [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange hedges | 95 | 91 |
Foreign exchange hedges | 30 | |
Significant Other Observable Inputs Level 2 [Member] | Interest Rate Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate swap | $ 501 | $ 469 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Fair Value Disclosures [Abstract] | ||
Receivables sold to Investors | $ 552,900,000 | $ 448,600,000 |
Assets measured at fair value on a nonrecurring basis | 0 | |
Liabilities measured at fair value on a nonrecurring basis | $ 0 |
Other Assets and Liabilities -
Other Assets and Liabilities - Additional Information (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Other Assets And Liabilities [Abstract] | ||
Receivables related to supplier allowances included Accounts receivable | $ 93.4 | $ 111 |
Accrued customer rebates included in Accrued liabilities | $ 64.3 | $ 63.6 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 17,102 | $ 20,017 | $ 34,923 | $ 42,594 |
Income before income taxes | $ 53,844 | $ 47,684 | $ 101,128 | $ 94,086 |
Effective income tax percent | 31.80% | 42.00% | 34.50% | 45.30% |
United States statutory income tax rate, percent | 35.00% |
Legal Matters - Additional Info
Legal Matters - Additional Information (Detail) | Jan. 14, 2016Lawsuit | May 01, 2015Lawsuit | Sep. 30, 2016USD ($)Lawsuit |
Commitments And Contingencies [Line Items] | |||
Number of lawsuits filed | 2 | ||
Inadvertent Violation under TCPA for Unsolicited Fax Advertisement [Member] | |||
Commitments And Contingencies [Line Items] | |||
Damages sought by plaintiff per violation | $ | $ 500 | ||
Willful Violation under TCPA for Unsolicited Fax Advertisement [Member] | |||
Commitments And Contingencies [Line Items] | |||
Damages sought by plaintiff per violation | $ | $ 1,500 | ||
United States District Court California [Member] | |||
Commitments And Contingencies [Line Items] | |||
Number of lawsuits filed | 1 | ||
United States District Court Illinois [Member] | |||
Commitments And Contingencies [Line Items] | |||
Number of lawsuits filed | 1 |