Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 19, 2019 | |
Cover page. | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 000-03922 | |
Entity Incorporation, State or Country Code | IN | |
Entity Tax Identification Number | 35-1057796 | |
Entity Address, Address Line One | 107 WEST FRANKLIN STREET, P.O. Box 638 | |
Entity Address, City or Town | ELKHART, | |
Entity Address, State or Province | IN | |
Entity Address, Postal Zip Code | 46515 | |
City Area Code | 574 | |
Local Phone Number | 294-7511 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock, no par value | |
Trading Symbol | PATK | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding (in shares) | 23,868,886 | |
Entity Registrant Name | PATRICK INDUSTRIES INC | |
Entity Central Index Key | 0000076605 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Current Assets | ||
Cash and cash equivalents | $ 23,572 | $ 6,895 |
Trade and other receivables, net | 114,722 | 82,499 |
Inventories | 252,646 | 272,898 |
Prepaid expenses and other | 20,744 | 22,875 |
Total current assets | 411,684 | 385,167 |
Property, plant and equipment, net | 181,523 | 177,145 |
Operating lease right-of-use assets | 82,472 | 0 |
Goodwill | 301,938 | 281,734 |
Intangible assets, net | 349,479 | 382,982 |
Deferred financing costs, net | 3,335 | 3,688 |
Other non-current assets | 482 | 515 |
TOTAL ASSETS | 1,330,913 | 1,231,231 |
Current Liabilities | ||
Current maturities of long-term debt | 10,000 | 8,750 |
Current operating lease liabilities | 25,822 | 0 |
Accounts payable | 118,147 | 89,803 |
Accrued liabilities | 51,129 | 59,202 |
Total current liabilities | 205,098 | 157,755 |
Long-term debt, less current maturities, net | 569,844 | 621,751 |
Long-term operating lease liabilities | 57,018 | 0 |
Deferred tax liabilities, net | 20,843 | 22,699 |
Other long-term liabilities | 19,493 | 20,272 |
TOTAL LIABILITIES | 872,296 | 822,477 |
SHAREHOLDERS’ EQUITY | ||
Common stock | 166,086 | 161,436 |
Additional paid-in-capital | 25,124 | 25,124 |
Accumulated other comprehensive loss | (5,732) | (2,680) |
Retained earnings | 273,139 | 224,874 |
TOTAL SHAREHOLDERS’ EQUITY | 458,617 | 408,754 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 1,330,913 | $ 1,231,231 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jul. 01, 2018 | Jun. 30, 2019 | Jul. 01, 2018 | |
Income Statement [Abstract] | ||||
NET SALES | $ 613,218 | $ 604,879 | $ 1,221,436 | $ 1,156,711 |
Cost of goods sold | 500,557 | 490,087 | 1,002,227 | 944,165 |
GROSS PROFIT | 112,661 | 114,792 | 219,209 | 212,546 |
Operating Expenses: | ||||
Warehouse and delivery | 26,270 | 18,723 | 50,311 | 35,751 |
Selling, general and administrative | 32,894 | 33,874 | 70,586 | 65,715 |
Amortization of intangible assets | 8,268 | 9,140 | 17,257 | 16,267 |
Total operating expenses | 67,432 | 61,737 | 138,154 | 117,733 |
OPERATING INCOME | 45,229 | 53,055 | 81,055 | 94,813 |
Interest expense, net | 8,636 | 6,264 | 17,619 | 10,642 |
Income before income taxes | 36,593 | 46,791 | 63,436 | 84,171 |
Income taxes | 9,177 | 11,931 | 15,171 | 19,243 |
NET INCOME | $ 27,416 | $ 34,860 | $ 48,265 | $ 64,928 |
BASIC NET INCOME PER COMMON SHARE (in dollars per share) | $ 1.19 | $ 1.44 | $ 2.09 | $ 2.65 |
DILUTED NET INCOME PER COMMON SHARE (in dollars per share) | $ 1.18 | $ 1.42 | $ 2.07 | $ 2.62 |
Weighted average shares outstanding - Basic (in shares) | 23,102 | 24,202 | 23,071 | 24,472 |
Weighted average shares outstanding - Diluted (in shares) | 23,316 | 24,515 | 23,282 | 24,812 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jul. 01, 2018 | Jun. 30, 2019 | Jul. 01, 2018 | |
Statement of Other Comprehensive Income [Abstract] | ||||
Net income | $ 27,416 | $ 34,860 | $ 48,265 | $ 64,928 |
Other comprehensive (loss) income, net of tax: | ||||
Unrealized loss of hedge derivatives | (1,931) | 0 | (2,985) | 0 |
Foreign currency translation loss | (94) | (31) | (67) | (3) |
Total other comprehensive (loss) | (2,025) | (31) | (3,052) | (3) |
COMPREHENSIVE INCOME | $ 25,391 | $ 34,829 | $ 45,213 | $ 64,925 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in- Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings |
Balance at Dec. 31, 2017 | $ 370,685 | $ 163,196 | $ 8,243 | $ 66 | $ 199,180 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 64,928 | 64,928 | |||
Other comprehensive income (loss), net of tax | (3) | (3) | |||
Stock repurchases under buyback program | (54,085) | (6,029) | (305) | 0 | (47,751) |
Shares used to pay taxes on stock grants | (2,928) | (2,928) | |||
Issuance of shares upon exercise of common stock options | 40 | 40 | |||
Stock-based compensation expense | (7,369) | (7,369) | |||
Purchase of convertible notes hedges | (31,481) | (31,481) | |||
Proceeds from sale of warrants | 18,147 | 18,147 | |||
Equity component of convertible notes issuance | 30,948 | 30,948 | |||
Balance at Jul. 01, 2018 | 403,620 | 161,648 | 25,552 | 63 | 216,357 |
Balance at Apr. 01, 2018 | 405,778 | 162,625 | 25,785 | 94 | 217,274 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 34,860 | 0 | 34,860 | ||
Other comprehensive income (loss), net of tax | (31) | 0 | (31) | ||
Stock repurchases under buyback program | (40,615) | (4,605) | (233) | 0 | (35,777) |
Shares used to pay taxes on stock grants | (85) | (85) | |||
Issuance of shares upon exercise of common stock options | 40 | 40 | |||
Stock-based compensation expense | (3,673) | (3,673) | |||
Balance at Jul. 01, 2018 | 403,620 | 161,648 | 25,552 | 63 | 216,357 |
Balance at Dec. 31, 2018 | 408,754 | 161,436 | 25,124 | (2,680) | 224,874 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 48,265 | 48,265 | |||
Other comprehensive income (loss), net of tax | (3,052) | (3,052) | |||
Shares used to pay taxes on stock grants | (3,528) | (3,528) | |||
Issuance of shares upon exercise of common stock options | 6 | 6 | |||
Stock-based compensation expense | (8,172) | (8,172) | 0 | 0 | 0 |
Balance at Jun. 30, 2019 | 458,617 | 166,086 | 25,124 | (5,732) | 273,139 |
Balance at Mar. 31, 2019 | 429,089 | 161,949 | 25,124 | (3,707) | 245,723 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 27,416 | 27,416 | |||
Other comprehensive income (loss), net of tax | (2,025) | (2,025) | |||
Shares used to pay taxes on stock grants | (91) | (91) | 0 | 0 | |
Issuance of shares upon exercise of common stock options | 3 | 3 | |||
Stock-based compensation expense | (4,225) | (4,225) | |||
Balance at Jun. 30, 2019 | $ 458,617 | $ 166,086 | $ 25,124 | $ (5,732) | $ 273,139 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jul. 01, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 48,265 | $ 64,928 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 30,247 | 25,439 |
Stock-based compensation expense | 8,172 | 7,369 |
Amortization of convertible notes debt discount | 3,382 | 2,865 |
Deferred income taxes | 231 | (1,020) |
Other | (810) | (542) |
Change in operating assets and liabilities, net of acquisitions of businesses: | ||
Trade receivables | (31,514) | (29,360) |
Inventories | 13,699 | (9,578) |
Prepaid expenses and other assets | 2,368 | 5,983 |
Accounts payable, accrued liabilities and other | 19,774 | 25,133 |
Net cash provided by operating activities | 93,814 | 91,217 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Capital expenditures | (18,177) | (14,067) |
Proceeds from sale of property, equipment and other investing activities | 4,357 | 80 |
Business acquisitions, net of cash acquired | (1,246) | (264,436) |
Net cash used in investing activities | (15,066) | (278,423) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Term debt borrowings | 0 | 36,981 |
Term debt repayments | (3,750) | (5,191) |
Borrowings on revolver | 389,294 | 782,858 |
Repayments on revolver | (439,627) | (725,355) |
Stock repurchases under buyback program | 0 | (54,085) |
Proceeds from convertible notes offering | 0 | 172,500 |
Purchase of convertible notes hedges | 0 | (31,481) |
Proceeds from sale of warrants | 0 | 18,147 |
Payments related to vesting of stock-based awards, net of shares tendered for taxes | (3,303) | (2,588) |
Payment of deferred financing costs | (276) | (7,269) |
Payment of contingent consideration from a business acquisition | (4,416) | 0 |
Other financing activities | 7 | 26 |
Net cash (used in) provided by financing activities | (62,071) | 184,543 |
Increase (decrease) in cash and cash equivalents | 16,677 | (2,663) |
Cash and cash equivalents at beginning of year | 6,895 | 2,767 |
Cash and cash equivalents at end of period | $ 23,572 | $ 104 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | 1. BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements Patrick Industries, Inc. (“Patrick”, the “Company”, "we", "our") contain all adjustments (consisting of normal recurring adjustments) that we believe are necessary to present fairly the Company’s financial position as of June 30, 2019 and December 31, 2018 , and its results of operations and cash flows for the three and six months ended June 30, 2019 and July 1, 2018 . Patrick’s unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission and in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to those rules or regulations. For a description of significant accounting policies used by the Company in the preparation of its consolidated financial statements, please refer to Note 2 of the Notes to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 . The December 31, 2018 condensed consolidated statement of financial position data was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. Operating results for the second quarter and six months ended June 30, 2019 are not necessarily indicative of the results to be expected for the year ending December 31, 2019 . The Company maintains its financial records on the basis of a fiscal year ending on December 31, with the fiscal quarters spanning approximately thirteen weeks. The first quarter ends on the Sunday closest to the end of the first thirteen-week period. The second and third quarters are thirteen weeks in duration and the fourth quarter is the remainder of the year. The second quarter of fiscal year 2019 ended on June 30, 2019 and the second quarter of fiscal year 2018 ended on July 1, 2018. In preparation of Patrick’s condensed consolidated financial statements as of and for the second quarter and six months ended June 30, 2019 , management evaluated all material subsequent events or transactions that occurred after the balance sheet date through the date of issuance of the Form 10-Q that required recognition or disclosure in the condensed consolidated financial statements. |
RECENTLY ISSUED ACCOUNTING PRON
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS | 2. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS Leases In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, " Leases (Topic 842) ", which requires in part that an entity recognize lease assets and lease liabilities on its statement of financial position for leases that were previously classified as operating leases under U.S. GAAP. In July 2018, the FASB issued ASU 2018-11, " Leases (Topic 842): Targeted Improvements ", which offered practical expedient alternatives to the modified retrospective adoption of Accounting Standards Codification (“ASC”) 842. The Company adopted ASC 842 effective January 1, 2019, and recorded approximately $80 million in lease right-of-use assets and corresponding lease liabilities, with no material impact on the condensed consolidated statement of shareholders' equity, results of operations or cash flows. See Note 12 for further information. Goodwill Impairment In January 2017, the FASB issued ASU 2017-04, " Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment ". This ASU simplifies the accounting for goodwill impairments by eliminating step two from the goodwill impairment test. The standard requires that the impairment loss be measured as the excess of the reporting unit's carrying amount over its fair value. It eliminates the second step that requires the impairment to be measured between the implied value of a reporting unit's goodwill and its carrying value. The standard is effective for annual and any interim impairment tests for periods beginning after December 15, 2019 and early adoption is permitted. The Company is currently evaluating the effect of adopting this new accounting standard and has not yet determined the impact that its implementation will have on its condensed consolidated financial statements. Credit Losses In June 2016, the FASB issued ASU 2016-13 “ Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments ”, which amends certain provisions of ASC 326, “Financial Instruments-Credit Loss”. The ASU changes the impairment model for most financial assets and certain other instruments. For trade and other receivables, held to maturity debt securities, loans and other instruments, entities will be required to use a new forward-looking “expected loss” model that generally will result in the earlier recognition of allowances for losses. Additionally, entities will be required to disclose more information with respect to credit quality indicators, including information used to track credit quality by year of origination for most financing receivables. The ASU is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years and will be applied as a cumulative effect adjustment to retained earnings as of the beginning of the first reporting period for which the guidance is effective. The Company does not expect that the adoption of the ASU will have a material effect on its condensed consolidated financial statements. |
REVENUE RECOGNITION
REVENUE RECOGNITION | 6 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | 3. REVENUE RECOGNITION In the following table, revenue from contracts with customers, net of intersegment sales, is disaggregated by market type and by reportable segments, consistent with how the Company believes the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors: Second Quarter Ended June 30, 2019 (thousands) Manufacturing Distribution Total Reportable Segments Market type: Recreational Vehicle $ 240,677 $ 100,244 $ 340,921 Manufactured Housing 44,739 65,200 109,939 Industrial 62,823 9,534 72,357 Marine 86,036 3,965 90,001 Total $ 434,275 $ 178,943 $ 613,218 Six Months Ended June 30, 2019 (thousands) Manufacturing Distribution Total Reportable Segments Market type: Recreational Vehicle $ 475,555 $ 207,802 $ 683,357 Manufactured Housing 86,942 129,016 215,958 Industrial 123,751 17,583 141,334 Marine 173,711 7,076 180,787 Total $ 859,959 $ 361,477 $ 1,221,436 Second Quarter Ended July 1, 2018 (thousands) Manufacturing Distribution Total Reportable Segments Market type: Recreational Vehicle $ 291,783 $ 103,379 $ 395,162 Manufactured Housing 43,663 26,671 70,334 Industrial 64,785 9,776 74,561 Marine 62,731 2,091 64,822 Total $ 462,962 $ 141,917 $ 604,879 ` Six Months Ended July 1, 2018 (thousands) Manufacturing Distribution Total Reportable Segments Market type: Recreational Vehicle $ 585,008 $ 188,445 $ 773,453 Manufactured Housing 82,978 49,612 132,590 Industrial 123,461 16,795 140,256 Marine 107,427 2,985 110,412 Total $ 898,874 $ 257,837 $ 1,156,711 The following table provides information about contract balances: (thousands) June 30, 2019 December 31, 2018 Receivables, which are included in trade receivables, net $ 112,872 $ 74,196 Contract liabilities $ 2,424 $ 2,642 Significant changes in the contract liabilities balance during the six months ended June 30, 2019 are as follows: (thousands) Contract Liabilities Revenue recognized that was included in the contract liability balance at the beginning of the period $ (945 ) Increases due to cash received, excluding amounts recognized as revenue during the period $ 727 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | 5. GOODWILL AND INTANGIBLE ASSETS Changes in the carrying amount of goodwill for the six months ended June 30, 2019 by segment are as follows: (thousands) Manufacturing Distribution Total Balance - December 31, 2018 $ 235,345 $ 46,389 $ 281,734 Adjustments to preliminary purchase price allocations 9,190 11,014 20,204 Balance - June 30, 2019 $ 244,535 $ 57,403 $ 301,938 Intangible assets, net consist of the following as of June 30, 2019 and December 31, 2018 : (thousands) June 30, Weighted Average Useful Life December 31, Weighted Average Useful Life Customer relationships $ 337,432 10.1 $ 366,228 10.1 Non-compete agreements 16,855 5.0 19,159 4.9 Patents 16,338 9.0 1,048 8.9 Trademarks 81,922 Indefinite 82,358 Indefinite 452,547 468,793 Less: accumulated amortization (103,068 ) (85,811 ) Intangible assets, net $ 349,479 $ 382,982 Changes in the carrying value of intangible assets for the six months ended June 30, 2019 by segment are as follows: (thousands) Manufacturing Distribution Total Balance - December 31, 2018 $ 304,485 $ 78,497 $ 382,982 Amortization (14,375 ) (2,882 ) (17,257 ) Adjustments to preliminary purchase price allocations (13,622 ) (2,624 ) (16,246 ) Balance - June 30, 2019 $ 276,488 $ 72,991 $ 349,479 |
INVENTORIES
INVENTORIES | 6 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | 4. INVENTORIES Inventories consist of the following: (thousands) June 30, 2019 December 31, 2018 Raw materials $ 161,609 $ 164,408 Work in process 13,521 12,829 Finished goods 25,939 28,341 Less: reserve for inventory obsolescence (8,454 ) (5,354 ) Total manufactured goods, net 192,615 200,224 Materials purchased for resale (distribution products) 62,302 74,914 Less: reserve for inventory obsolescence (2,271 ) (2,240 ) Total materials purchased for resale (distribution products), net 60,031 72,674 Total inventories $ 252,646 $ 272,898 |
ACQUISITIONS
ACQUISITIONS | 6 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
ACQUISITIONS | 6. ACQUISITIONS General The Company completed nine acquisitions in 2018, including seven acquisitions in the first six months of 2018 . No acquisitions were completed in the first six months of 2019. Each of the 2018 acquisitions was funded through borrowings under the Company’s credit facility in effect at the time of acquisition. Assets acquired and liabilities assumed in the individual acquisitions were recorded on the Company’s condensed consolidated statements of financial position at their estimated fair values as of the respective dates of acquisition. For those acquisitions where the purchase price allocation has been noted as being provisional, the Company generally is still in the process of finalizing the fair values of intangible assets, fixed assets, and, if applicable, related deferred tax assets and liabilities. In general, the acquisitions described below provided the opportunity for the Company to either establish a new presence in a particular market and/or expand its product offerings in an existing market and increase its market share and per unit content. For each acquisition, the excess of the purchase consideration over the fair value of the net assets acquired was recorded as goodwill, which represents the combined value of the Company’s existing purchasing, manufacturing, sales, and systems resources with the organizational talent and expertise of the acquired companies’ respective management teams to maximize efficiencies, revenue impact, market share growth and net income. The goodwill recognized is expected to be deductible for income tax purposes for each of the acquisitions with the exception of the acquisition of Marine Accessories Corporation which is expected to be partially deductible for income tax purposes, and the acquisition of LaSalle Bristol which is not deductible for income tax purposes. Intangible asset values were estimated using income based valuation methodologies. See Note 5 for information regarding the weighted average useful lives of finite-lived intangible assets. For the second quarter ended July 1, 2018, revenue and operating income of approximately $65.0 million and $7.2 million , respectively, were included in the Company’s condensed consolidated statements of income relating to the businesses acquired in the first six months of 2018 . The first six months of 2018 included revenue and operating income of approximately $77.6 million and $8.5 million , respectively, related to these acquisitions. Acquisition-related costs in the aggregate associated with the businesses acquired in the second quarter and first six months of 2018 were immaterial. Contingent Consideration In connection with certain 2018 and 2017 acquisitions, if certain financial targets for the acquired businesses are achieved, the Company will be required to pay additional cash consideration. The Company has recorded a liability for the fair value of the contingent consideration related to each of these acquisitions as part of the initial purchase price based on the present value of the expected future cash flows and the probability of future payments. As required, the liabilities for the contingent consideration associated with each of these acquisitions will be measured quarterly at fair value. The aggregate fair value of the estimated contingent consideration payments was $9.4 million , $4.7 million of which is included in the line item "Accrued liabilities" and $4.7 million is included in “Other long-term liabilities” on the condensed consolidated statement of financial position as of June 30, 2019 . At December 31, 2018, the aggregate fair value of the estimated contingent consideration payments was $13.8 million , $4.4 million of which was included in the line item "Accrued liabilities" and $9.4 million was included in "Other long-term liabilities." The liabilities for contingent consideration expire at various dates through December 2023. The contingent consideration arrangements are subject to a maximum payment amount of up to $13.7 million in the aggregate. In the first quarter of 2019, the Company made cash payments of approximately $4.4 million related to contingent consideration liabilities, recording a corresponding reduction to accrued liabilities. 2018 Acquisitions Metal Moulding Corporation ( “ MMC” ) In February 2018, the Company completed the acquisition of the business and certain assets of Madison, Tennessee-based MMC, a manufacturer of custom metal fabricated products, primarily for the marine market, including hinges, arm rests, brackets, panels and trim, as well as plastic products including boxes, inlay tables, steps, and related components, for a net initial purchase price of $19.9 million , plus contingent consideration payments over a one -year period based on future performance. The results of operations for MMC are included in the Company’s condensed consolidated financial statements and the Manufacturing operating segment from the date of acquisition. Aluminum Metals Company, LLC (“AMC” ) In February 2018, the Company completed the acquisition of the business and certain assets of Elkhart, Indiana-based AMC, a manufacturer of aluminum products including coil, fabricated sheets and extrusions, in addition to roofing products, primarily for the recreational vehicle (“RV”), industrial, and marine markets, for a net purchase price of $17.8 million . The results of operations for AMC are included in the Company’s condensed consolidated financial statements and the Manufacturing operating segment from the date of acquisition. IMP Holdings, LLC d/b/a Indiana Marine Products (“IMP”) In March 2018, the Company completed the acquisition of the business and certain assets of Angola, Indiana-based IMP, a manufacturer of fully-assembled helm assemblies, including electrical wiring harnesses, dash panels, instrumentation and gauges, and other products primarily for the marine market, for a net initial purchase price of $18.6 million , plus subsequent contingent consideration payments over a three -year period based on future performance. The results of operations for IMP are included in the Company’s condensed consolidated financial statements and the Manufacturing operating segment from the date of acquisition. Collins & Company, Inc. (“Collins”) In March 2018, the Company completed the acquisition of the business and certain assets of Bristol, Indiana-based Collins, a distributor of appliances, trim products, fuel systems, flooring, tile, and other related building materials primarily to the RV market as well as the housing and industrial markets, for a net purchase price of $40.0 million . The results of operations for Collins are included in the Company’s condensed consolidated financial statements and the Distribution operating segment from the date of acquisition. Changes from previously reported estimated amounts as of December 31, 2018 include a decrease to intangible assets of $3.6 million and a $3.6 million offsetting increase to goodwill. There was no material impact to the condensed consolidated statement of income related to these changes in the period in which the purchase price allocation and all purchase accounting adjustments were finalized. Dehco, Inc. (“Dehco”) In April 2018, the Company completed the acquisition of Dehco, a distributor and manufacturer of flooring, kitchen and bath products, adhesives and sealants, electronics, appliances and accessories, LP tanks, and other related building materials, primarily for the RV market as well as the manufactured housing (“MH”), marine and other industrial markets, for a net purchase price of $52.8 million . Dehco has operating facilities in Indiana, Oregon, Pennsylvania and Alabama. The results of operations for Dehco are included in the Company’s condensed consolidated financial statements and the Manufacturing and Distribution operating segments from the date of acquisition. Changes from previously reported estimated amounts as of December 31, 2018 include a decrease to intangible assets of $0.3 million and a $0.3 million offsetting increase to goodwill. There was no material impact to the condensed consolidated statement of income related to these changes in the period in which the purchase price allocation and all purchase accounting adjustments were finalized. Dowco, Inc. (“Dowco”) In May 2018, the Company completed the acquisition of Dowco, a designer and manufacturer of custom designed boat covers and bimini tops, full boat enclosures, mounting hardware, and other accessories and components for the marine market, for a net purchase price of $56.3 million , net of cash acquired. Dowco has operating facilities in Wisconsin, Missouri, Indiana, and Minnesota. The results of operations for Dowco are included in the Company’s condensed consolidated financial statements and the Manufacturing operating segment from the date of acquisition. Changes from previously reported estimated amounts as of December 31, 2018 include a $2.7 million increase to property, plant and equipment and a $3.3 million increase to goodwill, offset by a $5.9 million decrease to intangible assets and a $0.1 in increase accounts payable and accrued liabilities. There was no material impact to the condensed consolidated statement of income related to these changes in the period in which the purchase price allocation and all purchase accounting adjustments were finalized. Marine Accessories Corporation (“MAC”) In June 2018, the Company acquired 100% of the membership interests of Maryville, Tennessee-based MAC, a manufacturer, distributor and aftermarket supplier of custom tower and canvas products and other related accessories to OEMs, dealers, retailers and distributors within the marine market, as well as direct to consumers, for a net purchase price of $57.0 million, net of cash acquired. The results of operations for MAC are included in the Company’s condensed consolidated financial statements and the Manufacturing and Distribution operating segments from the date of acquisition. Changes from previously reported estimated amounts as of December 31, 2018 include a $6.5 million decrease to intangible assets and a $1.0 million decrease to property, plant and equipment, offset by a decrease in deferred taxes and other liabilities of $1.1 million and an increase to goodwill of $6.4 million . There was no material impact to the condensed consolidated statement of income related to these changes in the period in which the purchase price allocation and all purchase accounting adjustments were finalized. Engineered Metals and Composites, Inc. (“EMC”) In September 2018, the Company completed the acquisition of West Columbia, South Carolina-based EMC, a designer and manufacturer of custom marine towers, frames, and other fabricated component products for OEMs in the marine industry, for a net initial purchase price of $25.3 million , plus contingent consideration over a three -month period based on future performance. The results of operations for EMC are included in the Company’s condensed consolidated financial statements and the Manufacturing operating segment from the date of acquisition. The preliminary purchase price allocation is subject to final review and approval, and thus all required purchase accounting adjustments are subject to change within the measurement period as the Company finalizes its fair value estimates. Changes from previously reported estimated amounts as of December 31, 2018 were immaterial. LaSalle Bristol (“LaSalle”) In November, 2018, the Company completed the acquisition of LaSalle, a distributor and manufacturer of plumbing, flooring, tile, lighting, air handling and building products for the MH, RV, and industrial markets, for a net purchase price of $51.1 million , net of cash acquired. LaSalle is headquartered in Elkhart, Indiana and operates a total of 15 manufacturing and distribution centers located in North America. The results of operations for LaSalle are included in the Company’s condensed consolidated financial statements and the Manufacturing and Distribution operating segments from the date of acquisition. The preliminary purchase price allocation is subject to final review and approval, and thus all required purchase accounting adjustments are subject to change within the measurement period as the Company finalizes its fair value estimates. After adjusting for a $1.1 million increase in the estimated purchase price reported at December 31, 2018 due to a final working capital adjustment of $1.1 million , changes from previously reported estimated amounts as of December 31, 2018 are related primarily to a $6.7 million decrease to inventory, offset partly by a $0.7 million increase to accounts receivable, a $0.3 million increase to prepaid expenses and a $6.7 million increase to goodwill. There was no material impact to the condensed consolidated statement of income related to these changes. The following table summarizes the fair values of the assets acquired and the liabilities assumed as of the date of the acquisition for the 2018 acquisitions: (thousands) Trade receivables Inventories Property, plant and equipment Prepaid expenses & other Intangible assets Goodwill Less: Total liabilities Less: Deferred tax liability, net Total net assets acquired 2018 MMC (1) $ 1,463 $ 2,324 $ 2,085 $ — $ 8,540 $ 7,668 $ 827 $ — $ 21,253 AMC 3,942 5,623 2,321 39 6,550 1,755 2,463 — 17,767 IMP (2) 1,943 4,286 1,463 13 12,920 8,803 2,930 — 26,498 Collins 2,830 9,903 1,188 5 18,430 10,237 2,586 — 40,007 Dehco 4,771 16,923 13,755 208 13,950 6,580 3,392 — 52,795 Dowco 4,053 4,498 8,566 1,240 28,435 13,732 4,178 — 56,346 MAC 3,054 6,815 7,003 284 26,190 25,669 4,226 7,767 57,022 EMC (3) 634 1,678 2,500 — 15,750 8,267 998 — 27,831 LaSalle 8,967 39,344 8,500 6,547 5,885 10,435 28,559 41 51,078 Other 473 329 300 13 1,667 899 184 3,497 2018 Totals $ 32,130 $ 91,723 $ 47,681 $ 8,349 $ 138,317 $ 94,045 $ 50,343 $ 7,808 $ 354,094 (1) Total net assets acquired for MMC reflect the preliminary estimated liability of $1.4 million pertaining to the fair value of the contingent consideration based on future performance. (2) Total net assets acquired for IMP reflect the preliminary estimated liability of $7.9 million pertaining to the fair value of the contingent consideration based on future performance. (3) Total net assets acquired for EMC reflect the preliminary estimated liability of $2.5 million pertaining to the fair value of the contingent consideration based on future performance. Pro Forma Information The following pro forma information for the second quarter and six months ended July 1, 2018 assumes the MMC , AMC , IMP , Collins , Dehco, Dowco, MAC, EMC and LaSalle acquisitions (which were completed in 2018) occurred as of the beginning of the year immediately preceding each such acquisition. The pro forma information contains the actual operating results of the 2018 acquisitions combined with the results prior to their respective acquisition dates, adjusted to reflect the pro forma impact of the acquisitions occurring as of the beginning of the year immediately preceding each such acquisition. The pro forma information includes financing and interest expense charges based on the actual incremental borrowings incurred in connection with each transaction as if it occurred as of the beginning of the year immediately preceding each such acquisition. In addition, the pro forma information includes amortization expense, in the aggregate, related to intangible assets acquired in connection with the transactions of $ 2.1 million and $ 5.0 million for the second quarter and six months ended July 1, 2018 , respectively. Second Quarter Ended Six Months Ended (thousands except per share data) July 1, 2018 July 1, 2018 Revenue $ 698,185 $ 1,388,667 Net income 38,750 73,125 Basic net income per common share 1.60 2.99 Diluted net income per common share 1.58 2.95 The pro forma information is presented for informational purposes only and is not necessarily indicative of the results of operations that actually would have been achieved had the acquisitions been consummated as of that time, nor is it intended to be a projection of future results. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | 7. STOCK-BASED COMPENSATION The Company recorded compensation expense of $4.3 million and $3.7 million for the second quarter ended June 30, 2019 and July 1, 2018 , respectively, for its stock-based compensation plans on the condensed consolidated statements of income. For the first six months of 2019 and 2018, the Company recorded $8.2 million and $7.4 million in stock-based compensation expense, respectively. The Board approved various share grants under the Company’s 2009 Omnibus Incentive Plan in the first six months of 2019 totaling 376,186 shares in the aggregate. As of June 30, 2019 , there was approximately $27.9 million of total unrecognized compensation cost related to stock-based compensation arrangements granted under incentive plans. That cost is expected to be recognized over a weighted-average period of 20.9 months. |
NET INCOME PER COMMON SHARE
NET INCOME PER COMMON SHARE | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
NET INCOME PER COMMON SHARE | 8. NET INCOME PER COMMON SHARE Net income per common share is calculated for the second quarter and six months of 2019 and 2018 is as follows: Second Quarter Ended Six Months Ended (thousands except per share data) June 30, 2019 July 1, 2018 June 30, 2019 April 1, 2018 Net income for basic and diluted per share calculation $ 27,416 $ 34,860 $ 48,265 $ 64,928 Weighted average common shares outstanding - basic 23,102 24,202 23,071 24,472 Effect of potentially dilutive securities 214 313 211 340 Weighted average common shares outstanding - diluted 23,316 24,515 23,282 24,812 Basic net income per common share $ 1.19 $ 1.44 $ 2.09 $ 2.65 Diluted net income per common share $ 1.18 $ 1.42 $ 2.07 $ 2.62 |
DEBT
DEBT | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | 9. DEBT A summary of total debt outstanding at June 30, 2019 and December 31, 2018 is as follows: (thousands) June 30, 2019 December 31, 2018 Long-term debt: Revolver $ 342,000 $ 392,332 Term Loan 92,500 96,250 Convertible Notes 172,500 172,500 Total long-term debt 607,000 661,082 Less: Convertible Notes debt discount (26,744 ) (30,125 ) Less: current maturities of long-term debt (10,000 ) (8,750 ) Less: net deferred financing costs related to Term Loan (412 ) (456 ) Total long-term debt, less current maturities, net $ 569,844 $ 621,751 2018 Credit Facility See Note 9 of the Notes to Consolidated Financial Statements section of the Fiscal 2018 Form 10-K regarding the Company's $800 million revolving credit loan (the “2018 Revolver”) and a $100 million term loan (the “2018 Term Loan” and, together with the 2018 Revolver, the “2018 Credit Facility”). There have been no material changes to the terms of the 2018 Credit Facility during the six month period ended June 30, 2019. At June 30, 2019 , the Company had $92.5 million outstanding under the 2018 Term Loan under the LIBOR-based option, and borrowings outstanding under the 2018 Revolver of $342.0 million under the LIBOR-based option. The interest rate for incremental borrowings at June 30, 2019 was LIBOR plus 2.00% (or 4.44% ) for the LIBOR-based option. The fee payable on committed but unused portions of the 2018 Revolver was 0.25% at June 30, 2019 . Total cash interest paid for the second quarter of 2019 and 2018 was $6.3 million and $2.7 million , respectively, and $12.8 million and $5.6 million for the comparative six month periods, respectively. Convertible Senior Notes In January 2018, the Company issued $172.5 million aggregate principal amount of 1.00% Convertible Senior Notes due 2023 (the “Convertible Notes”). See Note 9 of the Notes to Consolidated Financial Statements section of the Fiscal 2018 Form 10-K for further information. The effective interest rate on the Convertible Notes, which includes the non-cash interest expense of debt discount amortization and debt issuance costs, was 5.25% as of June 30, 2019 and December 31, 2018. The unamortized portion of the debt discount and debt issuance costs as of June 30, 2019 and December 31, 2018 was $26.7 million and $30.1 million |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 6 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS | 10. DERIVATIVE FINANCIAL INSTRUMENTS Convertible Note Hedge Transactions and Warrant Transactions In January 2018, in connection with the Convertible Notes offering, the Company entered into privately negotiated convertible note hedge transactions (together, the “Convertible Note Hedge Transactions”) with each of Bank of America, N.A. and Wells Fargo Bank, National Association (together, the “Hedge Counterparties”), pursuant to which the Company acquired options to purchase the same number of shares of its common stock initially underlying the Convertible Notes. See Note 10 of the Notes to Consolidated Financial Statements section of the Fiscal 2018 Form 10-K for information regarding the Convertible Note Hedge Transactions. At the same time, the Company also entered into separate, privately negotiated warrant transactions (the “Warrant Transactions”) with each of the Hedge Counterparties, pursuant to which the Company sold warrants to purchase the same number of shares of the Company’s common stock initially underlying the Convertible Notes. See Note 10 of the Notes to Consolidated Financial Statements section of the Fiscal 2018 Form 10-K for further information. There have been no material changes to the terms of the Convertible Note Hedge Transactions or the Warrant Transactions during the six month period ended June 30, 2019. As these transactions meet certain accounting criteria, the Convertible Note Hedges Transactions and Warrant Transactions are recorded in shareholders’ equity and are not accounted for as derivatives. Interest Rate Swaps The 2018 Credit Facility exposes the Company to risk associated with the variability in interest expense associated with fluctuations in LIBOR. To partially mitigate this risk, the Company entered into interest rate swaps on a portion of its 2018 Credit Facility. As of June 30, 2019 , the Company had a combined notional principal amount of $200.0 million of variable to fixed interest rate swap agreements, all of which were designated as cash flow hedges. These swap agreements effectively convert the interest expense associated with a portion of the 2018 Term Loan and a portion of the 2018 Revolver from variable interest rates to fixed interest rates and have maturities ranging from February 2022 to March 2022. Fair Value of Derivative Contracts The following table summarizes the fair value of derivative contracts included in the accompanying condensed consolidated balance sheets (in thousands): Fair value of derivative liabilities Derivatives accounted for as cash flow hedges Balance sheet location June 30, 2019 December 31, 2018 Interest rate swap agreements Other long-term liabilities $ 6,652 $ 2,652 The interest rate swaps are comprised of over-the-counter derivatives, which are valued using models that primarily rely on observable inputs such as yield curves, which are classified as Level 2 in the fair value hierarchy. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | 11. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The Company recognized other comprehensive income (loss) for unrealized gains and losses on derivatives that qualify as hedges of cash flows, unrecognized pension costs and cumulative foreign currency translation adjustments. The activity in AOCI is as follows: Second Quarter Ended June 30, 2019 (thousands) Cash Flow Hedges Defined Benefit Pension Foreign Currency Items Total Balance at March 31, 2019 $ (3,027 ) $ (675 ) $ (5 ) $ (3,707 ) Other comprehensive loss (net of tax of $659, $0 and $0) (1,931 ) — (94 ) (2,025 ) Balance at June 30, 2019 $ (4,958 ) $ (675 ) $ (99 ) $ (5,732 ) Six Months Ended June 30, 2019 (thousands) Cash Flow Hedges Defined Benefit Pension Foreign Currency Items Total Balance at December 31, 2018 $ (1,973 ) $ (675 ) $ (32 ) $ (2,680 ) Other comprehensive loss (net of tax of $1,015, $0 and $0) (2,985 ) — (67 ) (3,052 ) Balance at June 30, 2019 $ (4,958 ) $ (675 ) $ (99 ) $ (5,732 ) Second Quarter Ended July 1, 2018 (thousands) Defined Benefit Pension Foreign Currency Items Total Balance at April 1, 2018 $ 66 28 $ 94 Other comprehensive loss (net of tax of $0 and $0) — (31 ) (31 ) Balance at July 1, 2018 $ 66 $ (3 ) $ 63 Six Months ended July 1, 2018 (thousands) Defined Benefit Pension Foreign Currency Items Total Balance at December 31, 2017 $ 66 $ — $ 66 Other comprehensive loss (net of tax of $0 and $0) — (3 ) (3 ) Balance at July 1, 2018 $ 66 $ (3 ) $ 63 |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
LEASES | 12. LEASES The Company adopted the provisions of ASC 842 on January 1, 2019 using the modified retrospective approach as of the effective date of ASC 842 (the effective date method). Under the effective date method, financial results in periods reported prior to 2019 are unchanged. As a result of the adoption of ASC 842, operating leases for certain warehouses, buildings, forklifts, trucks, trailers and other equipment are now recognized as right-of-use assets and corresponding short-term and long-term lease liabilities. The Company utilized a package of available practical expedients in the adoption of ASC 842, which, among them, does not require the reassessment of operating versus capital lease classification. Leases with an initial term of 12 months or less are not recorded on the balance sheet and expense related to these short term leases is immaterial. Lease and non-lease components in the fixed base rent of facility and equipment leases are included as a single component and accounted for as a lease. Pursuant to ASC 842, the Company elected to use the remaining non-cancellable lease term as of January 1, 2019 in determining the lease term at the date of adoption and the corresponding incremental borrowing rate for such leases. Variable lease expense, principally related to trucks, forklifts, and index-related facility rent escalators, was immaterial for the quarter and six months ended June 30, 2019. Leases have remaining lease terms of one year to ten years . Certain leases include options to renew for an additional term. Where there is reasonable certainty to utilize a renewal option, we include the renewal option in the lease term used to calculate operating lease right-of-use assets and lease liabilities. Lease expense, supplemental cash flow information, and other information related to leases were as follows: (thousands) Second Quarter Ended Six Months Ended June 30, 2019 June 30, 2019 Operating lease cost $ 7,901 $ 15,688 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 6,875 $ 13,599 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 8,668 $ 9,245 Balance sheet information related to leases was as follows: (thousands, except lease term and discount rate) June 30, 2019 Assets Operating lease right-of-use assets $ 82,472 Liabilities Operating lease liabilities, current portion $ 25,822 Long-term operating lease liabilities 57,018 Total lease liabilities $ 82,840 Weighted average remaining lease term, operating leases (in years) 4.13 Weighted average discount rate, operating leases 3.98 % Maturities of lease liabilities were as follows at June 30, 2019: (thousands) 2019 (excluding the six months ended June 30, 2019) $ 15,033 2020 25,583 2021 19,254 2022 12,547 2023 8,184 Thereafter 9,465 Total lease payments 90,066 Less imputed interest (7,226 ) Total $ 82,840 Disclosures related to periods prior to the adoption of ASC 842: Maturities of lease liabilities were as follows at December 31, 2018: (thousands) 2019 $ 29,345 2020 23,344 2021 16,165 2022 9,602 2023 5,357 Thereafter 4,883 Total $ 88,696 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | 13. FAIR VALUE MEASUREMENTS The carrying amounts of cash and cash equivalents, valued using level 1 inputs, approximated fair value as of June 30, 2019 and December 31, 2018 because of the relatively short maturities of these financial instruments. The carrying amounts of the 2018 Term Loan and the 2018 Revolver, valued using level 2 inputs, approximated fair value as of June 30, 2019 and December 31, 2018 , respectively, based upon terms and conditions available to the Company at those dates in comparison to the terms and conditions of its outstanding debt. The estimated fair value of the Convertible Notes, calculated using Level 2 inputs, was approximately $156.4 million and $130.3 million as of June 30, 2019 and December 31, 2018, respectively. The estimated fair value of the Company's interest rate swaps are valued using Level 2 inputs and discussed in further detail in Note 10. The estimated fair value of the Company's contingent consideration is valued using Level 3 inputs and is discussed further in Note 6. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 14. INCOME TAXES The effective tax rate in the second quarter of 2019 and 2018 was 25.1% and 25.5% , respectively, and the effective tax rate for the comparable six month periods was 23.9% and 22.9% , respectively. The effective tax rate for the periods presented includes the impact of the recognition of excess tax benefits on share-based compensation that was recorded as a reduction to income tax expense upon realization in the amount of $0.1 million and $0.1 million in the second quarter of 2019 and 2018, respectively, and $0.9 million and $2.2 million for the comparable six month 2019 and 2018 periods, respectively. The Company paid income taxes of $21.1 million and $15.4 million in the second quarter of 2019 and 2018 , respectively, and $22.6 million and $15.4 million |
SEGMENT INFORMATION
SEGMENT INFORMATION | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | 15. SEGMENT INFORMATION The Company has two reportable segments, Manufacturing and Distribution, which are those based on its method of internal reporting, which segregates its businesses by product category and production/distribution process. The tables below present unaudited information about the sales and operating income of those segments. Second Quarter Ended June 30, 2019 (thousands) Manufacturing Distribution Total Net outside sales $ 434,275 $ 178,943 $ 613,218 Intersegment sales 8,331 1,118 9,449 Total sales 442,606 180,061 622,667 Operating income 48,787 10,800 59,587 Second Quarter Ended July 1, 2018 (thousands) Manufacturing Distribution Total Net outside sales $ 462,962 $ 141,917 $ 604,879 Intersegment sales 9,912 1,075 10,987 Total sales 472,874 142,992 615,866 Operating income 64,989 10,196 75,185 Six Months Ended June 30, 2019 (thousands) Manufacturing Distribution Total Net outside sales $ 859,959 $ 361,477 $ 1,221,436 Intersegment sales 16,051 2,283 18,334 Total sales 876,010 363,760 1,239,770 Operating income 93,224 19,091 112,315 Six Months Ended July 1, 2018 (thousands) Manufacturing Distribution Total Net outside sales $ 898,874 $ 257,837 $ 1,156,711 Intersegment sales 19,282 1,743 21,025 Total sales 918,156 259,580 1,177,736 Operating income 117,912 17,486 135,398 The following table presents a reconciliation of segment operating income to consolidated operating income: Second Quarter Ended Six Months Ended (thousands) June 30, 2019 July 1, 2018 June 30, 2019 July 1, 2018 Operating income for reportable segments $ 59,587 $ 75,185 112,315 135,398 Unallocated corporate expenses (6,090 ) (12,990 ) (14,003 ) (24,318 ) Amortization (8,268 ) (9,140 ) (17,257 ) (16,267 ) Consolidated operating income $ 45,229 $ 53,055 $ 81,055 $ 94,813 Unallocated corporate expenses include corporate general and administrative expenses comprised of wages, insurance, taxes, supplies, travel and entertainment, professional fees and other. |
STOCK REPURCHASE PROGRAMS
STOCK REPURCHASE PROGRAMS | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
STOCK REPURCHASE PROGRAM | 16. STOCK REPURCHASE PROGRAMS In 2018, the Board approved a new stock repurchase program for up to $50 million of its common stock as well as two additions totaling $87.9 million to this program. Approximately $30.3 million remains in the amount of the Company's common stock that may be acquired under the current stock repurchase program. The Company did not repurchase any of its common stock in the second quarter and first six months of 2019. In the second quarter of 2018, the Company repurchased 714,600 shares of its common stock at an average price of $56.83 per share at an aggregate cost of $40.6 million . In the first six months of 2018, the Company repurchased 935,695 shares of its common stock at an average price of $57.80 per share at an aggregate cost of $54.1 million |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 17. RELATED PARTY TRANSACTIONS In the first six months of 2019 , the Company entered into transactions with companies affiliated with two of its independent Board members. The Company purchased approximately $0.5 million of corrugated packaging materials from Welch Packaging Group, an independently owned company established by M. Scott Welch who serves as its President and CEO. The Company also sold approximately $0.4 million |
RECENTLY ISSUED ACCOUNTING PR_2
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Recent Issued Accounting Pronouncements | Leases In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, " Leases (Topic 842) ", which requires in part that an entity recognize lease assets and lease liabilities on its statement of financial position for leases that were previously classified as operating leases under U.S. GAAP. In July 2018, the FASB issued ASU 2018-11, " Leases (Topic 842): Targeted Improvements ", which offered practical expedient alternatives to the modified retrospective adoption of Accounting Standards Codification (“ASC”) 842. The Company adopted ASC 842 effective January 1, 2019, and recorded approximately $80 million in lease right-of-use assets and corresponding lease liabilities, with no material impact on the condensed consolidated statement of shareholders' equity, results of operations or cash flows. See Note 12 for further information. Goodwill Impairment In January 2017, the FASB issued ASU 2017-04, " Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment ". This ASU simplifies the accounting for goodwill impairments by eliminating step two from the goodwill impairment test. The standard requires that the impairment loss be measured as the excess of the reporting unit's carrying amount over its fair value. It eliminates the second step that requires the impairment to be measured between the implied value of a reporting unit's goodwill and its carrying value. The standard is effective for annual and any interim impairment tests for periods beginning after December 15, 2019 and early adoption is permitted. The Company is currently evaluating the effect of adopting this new accounting standard and has not yet determined the impact that its implementation will have on its condensed consolidated financial statements. Credit Losses In June 2016, the FASB issued ASU 2016-13 “ Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments ”, which amends certain provisions of ASC 326, “Financial Instruments-Credit Loss”. The ASU changes the impairment model for most financial assets and certain other instruments. For trade and other receivables, held to maturity debt securities, loans and other instruments, entities will be required to use a new forward-looking “expected loss” model that generally will result in the earlier recognition of allowances for losses. Additionally, entities will be required to disclose more information with respect to credit quality indicators, including information used to track credit quality by year of origination for most financing receivables. The ASU is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years and will be applied as a cumulative effect adjustment to retained earnings as of the beginning of the first reporting period for which the guidance is effective. The Company does not expect that the adoption of the ASU will have a material effect on its condensed consolidated financial statements. |
Revenue from Contract with Customer | Six Months Ended July 1, 2018 (thousands) Manufacturing Distribution Total Reportable Segments Market type: Recreational Vehicle $ 585,008 $ 188,445 $ 773,453 Manufactured Housing 82,978 49,612 132,590 Industrial 123,461 16,795 140,256 Marine 107,427 2,985 110,412 Total $ 898,874 $ 257,837 $ 1,156,711 |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | In the following table, revenue from contracts with customers, net of intersegment sales, is disaggregated by market type and by reportable segments, consistent with how the Company believes the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors: Second Quarter Ended June 30, 2019 (thousands) Manufacturing Distribution Total Reportable Segments Market type: Recreational Vehicle $ 240,677 $ 100,244 $ 340,921 Manufactured Housing 44,739 65,200 109,939 Industrial 62,823 9,534 72,357 Marine 86,036 3,965 90,001 Total $ 434,275 $ 178,943 $ 613,218 Six Months Ended June 30, 2019 (thousands) Manufacturing Distribution Total Reportable Segments Market type: Recreational Vehicle $ 475,555 $ 207,802 $ 683,357 Manufactured Housing 86,942 129,016 215,958 Industrial 123,751 17,583 141,334 Marine 173,711 7,076 180,787 Total $ 859,959 $ 361,477 $ 1,221,436 Second Quarter Ended July 1, 2018 (thousands) Manufacturing Distribution Total Reportable Segments Market type: Recreational Vehicle $ 291,783 $ 103,379 $ 395,162 Manufactured Housing 43,663 26,671 70,334 Industrial 64,785 9,776 74,561 Marine 62,731 2,091 64,822 Total $ 462,962 $ 141,917 $ 604,879 ` |
Schedule of Contract Assets and Liabilities | The following table provides information about contract balances: (thousands) June 30, 2019 December 31, 2018 Receivables, which are included in trade receivables, net $ 112,872 $ 74,196 Contract liabilities $ 2,424 $ 2,642 Significant changes in the contract liabilities balance during the six months ended June 30, 2019 are as follows: (thousands) Contract Liabilities Revenue recognized that was included in the contract liability balance at the beginning of the period $ (945 ) Increases due to cash received, excluding amounts recognized as revenue during the period $ 727 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill | Changes in the carrying amount of goodwill for the six months ended June 30, 2019 by segment are as follows: (thousands) Manufacturing Distribution Total Balance - December 31, 2018 $ 235,345 $ 46,389 $ 281,734 Adjustments to preliminary purchase price allocations 9,190 11,014 20,204 Balance - June 30, 2019 $ 244,535 $ 57,403 $ 301,938 |
Schedule of intangible assets, net | Intangible assets, net consist of the following as of June 30, 2019 and December 31, 2018 : (thousands) June 30, Weighted Average Useful Life December 31, Weighted Average Useful Life Customer relationships $ 337,432 10.1 $ 366,228 10.1 Non-compete agreements 16,855 5.0 19,159 4.9 Patents 16,338 9.0 1,048 8.9 Trademarks 81,922 Indefinite 82,358 Indefinite 452,547 468,793 Less: accumulated amortization (103,068 ) (85,811 ) Intangible assets, net $ 349,479 $ 382,982 |
Schedule of changes in intangible assets | Changes in the carrying value of intangible assets for the six months ended June 30, 2019 by segment are as follows: (thousands) Manufacturing Distribution Total Balance - December 31, 2018 $ 304,485 $ 78,497 $ 382,982 Amortization (14,375 ) (2,882 ) (17,257 ) Adjustments to preliminary purchase price allocations (13,622 ) (2,624 ) (16,246 ) Balance - June 30, 2019 $ 276,488 $ 72,991 $ 349,479 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories consist of the following: (thousands) June 30, 2019 December 31, 2018 Raw materials $ 161,609 $ 164,408 Work in process 13,521 12,829 Finished goods 25,939 28,341 Less: reserve for inventory obsolescence (8,454 ) (5,354 ) Total manufactured goods, net 192,615 200,224 Materials purchased for resale (distribution products) 62,302 74,914 Less: reserve for inventory obsolescence (2,271 ) (2,240 ) Total materials purchased for resale (distribution products), net 60,031 72,674 Total inventories $ 252,646 $ 272,898 |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
Schedule of assets acquired and liabilities assumed | (thousands) Trade receivables Inventories Property, plant and equipment Prepaid expenses & other Intangible assets Goodwill Less: Total liabilities Less: Deferred tax liability, net Total net assets acquired 2018 MMC (1) $ 1,463 $ 2,324 $ 2,085 $ — $ 8,540 $ 7,668 $ 827 $ — $ 21,253 AMC 3,942 5,623 2,321 39 6,550 1,755 2,463 — 17,767 IMP (2) 1,943 4,286 1,463 13 12,920 8,803 2,930 — 26,498 Collins 2,830 9,903 1,188 5 18,430 10,237 2,586 — 40,007 Dehco 4,771 16,923 13,755 208 13,950 6,580 3,392 — 52,795 Dowco 4,053 4,498 8,566 1,240 28,435 13,732 4,178 — 56,346 MAC 3,054 6,815 7,003 284 26,190 25,669 4,226 7,767 57,022 EMC (3) 634 1,678 2,500 — 15,750 8,267 998 — 27,831 LaSalle 8,967 39,344 8,500 6,547 5,885 10,435 28,559 41 51,078 Other 473 329 300 13 1,667 899 184 3,497 2018 Totals $ 32,130 $ 91,723 $ 47,681 $ 8,349 $ 138,317 $ 94,045 $ 50,343 $ 7,808 $ 354,094 (1) Total net assets acquired for MMC reflect the preliminary estimated liability of $1.4 million pertaining to the fair value of the contingent consideration based on future performance. (2) Total net assets acquired for IMP reflect the preliminary estimated liability of $7.9 million pertaining to the fair value of the contingent consideration based on future performance. (3) Total net assets acquired for EMC reflect the preliminary estimated liability of $2.5 million pertaining to the fair value of the contingent consideration based on future performance. |
Schedule of pro forma information | Second Quarter Ended Six Months Ended (thousands except per share data) July 1, 2018 July 1, 2018 Revenue $ 698,185 $ 1,388,667 Net income 38,750 73,125 Basic net income per common share 1.60 2.99 Diluted net income per common share 1.58 2.95 |
NET INCOME PER COMMON SHARE (Ta
NET INCOME PER COMMON SHARE (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of earnings per share | ncome per common share is calculated for the second quarter and six months of 2019 and 2018 is as follows: Second Quarter Ended Six Months Ended (thousands except per share data) June 30, 2019 July 1, 2018 June 30, 2019 April 1, 2018 Net income for basic and diluted per share calculation $ 27,416 $ 34,860 $ 48,265 $ 64,928 Weighted average common shares outstanding - basic 23,102 24,202 23,071 24,472 Effect of potentially dilutive securities 214 313 211 340 Weighted average common shares outstanding - diluted 23,316 24,515 23,282 24,812 Basic net income per common share $ 1.19 $ 1.44 $ 2.09 $ 2.65 Diluted net income per common share $ 1.18 $ 1.42 $ 2.07 $ 2.62 |
DEBT (Tables)
DEBT (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of total debt outstanding | A summary of total debt outstanding at June 30, 2019 and December 31, 2018 is as follows: (thousands) June 30, 2019 December 31, 2018 Long-term debt: Revolver $ 342,000 $ 392,332 Term Loan 92,500 96,250 Convertible Notes 172,500 172,500 Total long-term debt 607,000 661,082 Less: Convertible Notes debt discount (26,744 ) (30,125 ) Less: current maturities of long-term debt (10,000 ) (8,750 ) Less: net deferred financing costs related to Term Loan (412 ) (456 ) Total long-term debt, less current maturities, net $ 569,844 $ 621,751 |
DERIVATIVE FINANCIAL INSTRUME_2
DERIVATIVE FINANCIAL INSTRUMENTS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Liabilities at Fair Value | The following table summarizes the fair value of derivative contracts included in the accompanying condensed consolidated balance sheets (in thousands): Fair value of derivative liabilities Derivatives accounted for as cash flow hedges Balance sheet location June 30, 2019 December 31, 2018 Interest rate swap agreements Other long-term liabilities $ 6,652 $ 2,652 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The activity in AOCI is as follows: Second Quarter Ended June 30, 2019 (thousands) Cash Flow Hedges Defined Benefit Pension Foreign Currency Items Total Balance at March 31, 2019 $ (3,027 ) $ (675 ) $ (5 ) $ (3,707 ) Other comprehensive loss (net of tax of $659, $0 and $0) (1,931 ) — (94 ) (2,025 ) Balance at June 30, 2019 $ (4,958 ) $ (675 ) $ (99 ) $ (5,732 ) Six Months Ended June 30, 2019 (thousands) Cash Flow Hedges Defined Benefit Pension Foreign Currency Items Total Balance at December 31, 2018 $ (1,973 ) $ (675 ) $ (32 ) $ (2,680 ) Other comprehensive loss (net of tax of $1,015, $0 and $0) (2,985 ) — (67 ) (3,052 ) Balance at June 30, 2019 $ (4,958 ) $ (675 ) $ (99 ) $ (5,732 ) Second Quarter Ended July 1, 2018 (thousands) Defined Benefit Pension Foreign Currency Items Total Balance at April 1, 2018 $ 66 28 $ 94 Other comprehensive loss (net of tax of $0 and $0) — (31 ) (31 ) Balance at July 1, 2018 $ 66 $ (3 ) $ 63 Six Months ended July 1, 2018 (thousands) Defined Benefit Pension Foreign Currency Items Total Balance at December 31, 2017 $ 66 $ — $ 66 Other comprehensive loss (net of tax of $0 and $0) — (3 ) (3 ) Balance at July 1, 2018 $ 66 $ (3 ) $ 63 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Lease Expense, Supplemental Cash Flow and Other Lease Information | Lease expense, supplemental cash flow information, and other information related to leases were as follows: (thousands) Second Quarter Ended Six Months Ended June 30, 2019 June 30, 2019 Operating lease cost $ 7,901 $ 15,688 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 6,875 $ 13,599 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 8,668 $ 9,245 |
Lease Assets and Liabilities | Balance sheet information related to leases was as follows: (thousands, except lease term and discount rate) June 30, 2019 Assets Operating lease right-of-use assets $ 82,472 Liabilities Operating lease liabilities, current portion $ 25,822 Long-term operating lease liabilities 57,018 Total lease liabilities $ 82,840 Weighted average remaining lease term, operating leases (in years) 4.13 Weighted average discount rate, operating leases 3.98 % |
Operating Lease Liability Maturity | Maturities of lease liabilities were as follows at June 30, 2019: (thousands) 2019 (excluding the six months ended June 30, 2019) $ 15,033 2020 25,583 2021 19,254 2022 12,547 2023 8,184 Thereafter 9,465 Total lease payments 90,066 Less imputed interest (7,226 ) Total $ 82,840 |
Future Minimum Minimum Lease Payments | Maturities of lease liabilities were as follows at December 31, 2018: (thousands) 2019 $ 29,345 2020 23,344 2021 16,165 2022 9,602 2023 5,357 Thereafter 4,883 Total $ 88,696 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information | The tables below present unaudited information about the sales and operating income of those segments. Second Quarter Ended June 30, 2019 (thousands) Manufacturing Distribution Total Net outside sales $ 434,275 $ 178,943 $ 613,218 Intersegment sales 8,331 1,118 9,449 Total sales 442,606 180,061 622,667 Operating income 48,787 10,800 59,587 Second Quarter Ended July 1, 2018 (thousands) Manufacturing Distribution Total Net outside sales $ 462,962 $ 141,917 $ 604,879 Intersegment sales 9,912 1,075 10,987 Total sales 472,874 142,992 615,866 Operating income 64,989 10,196 75,185 Six Months Ended June 30, 2019 (thousands) Manufacturing Distribution Total Net outside sales $ 859,959 $ 361,477 $ 1,221,436 Intersegment sales 16,051 2,283 18,334 Total sales 876,010 363,760 1,239,770 Operating income 93,224 19,091 112,315 Six Months Ended July 1, 2018 (thousands) Manufacturing Distribution Total Net outside sales $ 898,874 $ 257,837 $ 1,156,711 Intersegment sales 19,282 1,743 21,025 Total sales 918,156 259,580 1,177,736 Operating income 117,912 17,486 135,398 |
Summary of the reconciliation of segment operations | The following table presents a reconciliation of segment operating income to consolidated operating income: Second Quarter Ended Six Months Ended (thousands) June 30, 2019 July 1, 2018 June 30, 2019 July 1, 2018 Operating income for reportable segments $ 59,587 $ 75,185 112,315 135,398 Unallocated corporate expenses (6,090 ) (12,990 ) (14,003 ) (24,318 ) Amortization (8,268 ) (9,140 ) (17,257 ) (16,267 ) Consolidated operating income $ 45,229 $ 53,055 $ 81,055 $ 94,813 |
RECENTLY ISSUED ACCOUNTING PR_3
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease right-of-use assets | $ 82,472 | $ 0 | |
Operating Lease, Liability | $ 82,840 | ||
Accounting Standards Update 2016-02 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease right-of-use assets | $ 80,000 | ||
Operating Lease, Liability | $ 80,000 |
REVENUE RECOGNITION - Schedule
REVENUE RECOGNITION - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jul. 01, 2018 | Jun. 30, 2019 | Jul. 01, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
NET SALES | $ 613,218 | $ 604,879 | $ 1,221,436 | $ 1,156,711 |
Recreational Vehicle | ||||
Disaggregation of Revenue [Line Items] | ||||
NET SALES | 340,921 | 395,162 | 683,357 | 773,453 |
Manufactured Housing | ||||
Disaggregation of Revenue [Line Items] | ||||
NET SALES | 109,939 | 70,334 | 215,958 | 132,590 |
Industrial | ||||
Disaggregation of Revenue [Line Items] | ||||
NET SALES | 72,357 | 74,561 | 141,334 | 140,256 |
Marine | ||||
Disaggregation of Revenue [Line Items] | ||||
NET SALES | 90,001 | 64,822 | 180,787 | 110,412 |
Manufacturing | ||||
Disaggregation of Revenue [Line Items] | ||||
NET SALES | 434,275 | 462,962 | 859,959 | 898,874 |
Manufacturing | Recreational Vehicle | ||||
Disaggregation of Revenue [Line Items] | ||||
NET SALES | 240,677 | 291,783 | 475,555 | 585,008 |
Manufacturing | Manufactured Housing | ||||
Disaggregation of Revenue [Line Items] | ||||
NET SALES | 44,739 | 43,663 | 86,942 | 82,978 |
Manufacturing | Industrial | ||||
Disaggregation of Revenue [Line Items] | ||||
NET SALES | 62,823 | 64,785 | 123,751 | 123,461 |
Manufacturing | Marine | ||||
Disaggregation of Revenue [Line Items] | ||||
NET SALES | 86,036 | 62,731 | 173,711 | 107,427 |
Distribution | ||||
Disaggregation of Revenue [Line Items] | ||||
NET SALES | 178,943 | 141,917 | 361,477 | 257,837 |
Distribution | Recreational Vehicle | ||||
Disaggregation of Revenue [Line Items] | ||||
NET SALES | 100,244 | 103,379 | 207,802 | 188,445 |
Distribution | Manufactured Housing | ||||
Disaggregation of Revenue [Line Items] | ||||
NET SALES | 65,200 | 26,671 | 129,016 | 49,612 |
Distribution | Industrial | ||||
Disaggregation of Revenue [Line Items] | ||||
NET SALES | 9,534 | 9,776 | 17,583 | 16,795 |
Distribution | Marine | ||||
Disaggregation of Revenue [Line Items] | ||||
NET SALES | $ 3,965 | $ 2,091 | $ 7,076 | $ 2,985 |
REVENUE RECOGNITION - Schedul_2
REVENUE RECOGNITION - Schedule of Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | ||
Receivables, which are included in trade receivables, net | $ 112,872 | $ 74,196 |
Contract liabilities | 2,424 | $ 2,642 |
Contract Liabilities | ||
Revenue recognized that was included in the contract liability balance at the beginning of the period | 945 | |
Increases due to cash received, excluding amounts recognized as revenue during the period | $ 727 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jul. 01, 2018 | Jun. 30, 2019 | Jul. 01, 2018 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 8,268 | $ 9,140 | $ 17,257 | $ 16,267 |
Customer relationships and non-compete agreements | Minimum | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 3 years |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Inventory [Line Items] | ||
Raw materials | $ 161,609 | $ 164,408 |
Work in process | 13,521 | 12,829 |
Finished goods | 25,939 | 28,341 |
Total manufactured goods, net | 192,615 | 200,224 |
Materials purchased for resale (distribution products) | 62,302 | 74,914 |
Total materials purchased for resale (distribution products), net | 60,031 | 72,674 |
Total inventories | 252,646 | 272,898 |
Manufactured Goods | ||
Inventory [Line Items] | ||
Less: reserve for inventory obsolescence | (8,454) | (5,354) |
Distributed Goods | ||
Inventory [Line Items] | ||
Less: reserve for inventory obsolescence | $ (2,271) | $ (2,240) |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Carrying Amount of Goodwill by Segment (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Goodwill [Roll Forward] | |
Balance - December 31, 2018 | $ 281,734 |
Adjustments to preliminary purchase price allocations | 20,204 |
Balance - June 30, 2019 | 301,938 |
Manufacturing | |
Goodwill [Roll Forward] | |
Balance - December 31, 2018 | 235,345 |
Adjustments to preliminary purchase price allocations | 9,190 |
Balance - June 30, 2019 | 244,535 |
Distribution | |
Goodwill [Roll Forward] | |
Balance - December 31, 2018 | 46,389 |
Adjustments to preliminary purchase price allocations | 11,014 |
Balance - June 30, 2019 | $ 57,403 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Intangible Assets, Net, by Major Class (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Intangible Assets [Line Items] | ||
Total other intangible assets, net, excluding accumulated amortization | $ 452,547 | $ 468,793 |
Less: accumulated amortization | (103,068) | (85,811) |
Intangible assets, net | 349,479 | 382,982 |
Trademarks | ||
Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | 81,922 | 82,358 |
Customer relationships | ||
Intangible Assets [Line Items] | ||
Finite-lived intangible assets | $ 337,432 | $ 366,228 |
Intangible assets, weighted average useful life | 10 years 1 month 6 days | 10 years 1 month 6 days |
Non-compete agreements | ||
Intangible Assets [Line Items] | ||
Finite-lived intangible assets | $ 16,855 | $ 19,159 |
Intangible assets, weighted average useful life | 5 years | 4 years 10 months 24 days |
Patents | ||
Intangible Assets [Line Items] | ||
Finite-lived intangible assets | $ 16,338 | $ 1,048 |
Intangible assets, weighted average useful life | 9 years | 8 years 10 months 24 days |
GOODWILL AND INTANGIBLE ASSET_5
GOODWILL AND INTANGIBLE ASSETS - Intangible Assets by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jul. 01, 2018 | Jun. 30, 2019 | Jul. 01, 2018 | |
Intangible Assets [Roll Forward] | ||||
Balance - December 31, 2018 | $ 382,982 | |||
Amortization | $ (8,268) | $ (9,140) | (17,257) | $ (16,267) |
Adjustments to preliminary purchase price allocations | (16,246) | |||
Balance - June 30, 2019 | 349,479 | 349,479 | ||
Manufacturing | ||||
Intangible Assets [Roll Forward] | ||||
Balance - December 31, 2018 | 304,485 | |||
Amortization | (14,375) | |||
Adjustments to preliminary purchase price allocations | (13,622) | |||
Balance - June 30, 2019 | 276,488 | 276,488 | ||
Distribution | ||||
Intangible Assets [Roll Forward] | ||||
Balance - December 31, 2018 | 78,497 | |||
Amortization | (2,882) | |||
Adjustments to preliminary purchase price allocations | (2,624) | |||
Balance - June 30, 2019 | $ 72,991 | $ 72,991 |
ACQUISITIONS - Narrative (Detai
ACQUISITIONS - Narrative (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||
Nov. 30, 2018USD ($)facility | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | May 31, 2018USD ($) | Apr. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Feb. 28, 2018USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Jul. 01, 2018USD ($) | Jun. 30, 2019USD ($)acquisition | Jul. 01, 2018USD ($)acquisition | Dec. 31, 2018USD ($)acquisition | |
Business Acquisition [Line Items] | |||||||||||||
Number of acquisitions | acquisition | 0 | 7 | 9 | ||||||||||
Total sales | $ 613,218,000 | $ 604,879,000 | $ 1,221,436,000 | $ 1,156,711,000 | |||||||||
Operating Income | 45,229,000 | 53,055,000 | 81,055,000 | 94,813,000 | |||||||||
Fair value of estimated contingent consideration payments | 9,400,000 | 9,400,000 | |||||||||||
Contingent consideration arrangements maximum payments amount | 13,700,000 | 13,700,000 | |||||||||||
Cash payments related to contingent consideration liabilities | 4,416,000 | 0 | |||||||||||
Decrease intangible asset adjustment | 16,246,000 | ||||||||||||
Increase in goodwill adjustment | 20,204,000 | ||||||||||||
Business acquisitions, net of cash acquired | 1,246,000 | 264,436,000 | |||||||||||
Pro forma amortization expense | 2,100,000 | 5,000,000 | |||||||||||
Acquired Entities | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Total sales | 65,000,000 | 77,600,000 | |||||||||||
Operating Income | $ 7,200,000 | $ 8,500,000 | |||||||||||
Metal Moulding Corporation | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Fair value of estimated contingent consideration payments | $ 1,400,000 | ||||||||||||
Net initial purchase price | $ 19,900,000 | ||||||||||||
Contingent consideration performance period | 1 year | ||||||||||||
Aluminum Metals Company | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Net initial purchase price | $ 17,800,000 | ||||||||||||
Indiana Marine Products | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Fair value of estimated contingent consideration payments | $ 7,900,000 | ||||||||||||
Net initial purchase price | $ 18,600,000 | ||||||||||||
Contingent consideration performance period | 3 years | ||||||||||||
Collins & Company | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Net initial purchase price | $ 40,000,000 | ||||||||||||
Decrease intangible asset adjustment | 3,600,000 | ||||||||||||
Increase in goodwill adjustment | 3,600,000 | ||||||||||||
Dehco Inc | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Net initial purchase price | $ 52,800,000 | ||||||||||||
Decrease intangible asset adjustment | 300,000 | ||||||||||||
Increase in goodwill adjustment | 300,000 | ||||||||||||
Dowco Inc. | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Net initial purchase price | $ 56,300,000 | ||||||||||||
Decrease intangible asset adjustment | $ (5,900,000) | ||||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Property, Plant, and Equipment | 2,700,000 | ||||||||||||
Increase (decrease) in initial purchase price | 3,300,000 | ||||||||||||
Increase to accounts payable adjustment | 0.1 | ||||||||||||
Marine Accessories Corporation | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Net initial purchase price | $ 57,000,000 | ||||||||||||
Decrease intangible asset adjustment | (6,500,000) | ||||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Property, Plant, and Equipment | 1,000,000 | ||||||||||||
Increase (decrease) in initial purchase price | 6,400,000 | ||||||||||||
Percentage of voting interests acquired | 100.00% | ||||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Liabilities | $ 1,100,000 | ||||||||||||
Engineered Metals and Composites | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Fair value of estimated contingent consideration payments | $ 2,500,000 | ||||||||||||
Increase (decrease) in initial purchase price | (300,000) | ||||||||||||
Increase to accounts payable adjustment | 300,000 | ||||||||||||
Business acquisitions, net of cash acquired | $ 25,300,000 | ||||||||||||
Contingent consideration payout term | 3 months | ||||||||||||
LaSalle | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Net initial purchase price | $ 51,100,000 | ||||||||||||
Increase in goodwill adjustment | $ 6,700,000 | ||||||||||||
Increase (decrease) in initial purchase price | 1,100,000 | ||||||||||||
Number of manufacturing and distribution centers located in North America | facility | 15 | ||||||||||||
Increase to working capital adjustment | 1,400,000 | 1,100,000 | |||||||||||
Decrease to inventory adjustment | 6,700,000 | ||||||||||||
Increase (Decrease) in Accounts Receivable | 700,000 | ||||||||||||
Increase (Decrease) in Prepaid Expense | $ 300,000 | ||||||||||||
Accrued Liabilities | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Fair value of estimated contingent consideration payments | 4,700,000 | 4,700,000 | |||||||||||
Other Long-term Liabilities | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Fair value of estimated contingent consideration payments | $ 4,700,000 | $ 4,700,000 |
ACQUISITIONS - Fair Value of As
ACQUISITIONS - Fair Value of Assets Acquired, Summary (Details) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | ||||||||
Nov. 30, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | May 31, 2018 | Apr. 30, 2018 | Mar. 31, 2018 | Feb. 28, 2018 | Jun. 30, 2019 | Jul. 01, 2018 | Dec. 31, 2018 | |
Business Acquisition [Line Items] | ||||||||||
Goodwill | $ 301,938 | $ 281,734 | ||||||||
Contingent consideration liability | 9,400 | |||||||||
Net cash paid for business | $ 1,246 | $ 264,436 | ||||||||
Metal Moulding Corporation | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Trade receivables | $ 1,463 | |||||||||
Inventories | 2,324 | |||||||||
Property, plant and equipment | 2,085 | |||||||||
Prepaid expenses & other | 0 | |||||||||
Intangible assets | 8,540 | |||||||||
Goodwill | 7,668 | |||||||||
Less: Total liabilities | 827 | |||||||||
Less: Deferred tax liability, net | 0 | |||||||||
Total net assets acquired | 21,253 | |||||||||
Contingent consideration liability | 1,400 | |||||||||
Net purchase price | 19,900 | |||||||||
Aluminum Metals Company | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Trade receivables | 3,942 | |||||||||
Inventories | 5,623 | |||||||||
Property, plant and equipment | 2,321 | |||||||||
Prepaid expenses & other | 39 | |||||||||
Intangible assets | 6,550 | |||||||||
Goodwill | 1,755 | |||||||||
Less: Total liabilities | 2,463 | |||||||||
Less: Deferred tax liability, net | 0 | |||||||||
Total net assets acquired | 17,767 | |||||||||
Net purchase price | $ 17,800 | |||||||||
Indiana Marine Products | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Trade receivables | $ 1,943 | |||||||||
Inventories | 4,286 | |||||||||
Property, plant and equipment | 1,463 | |||||||||
Prepaid expenses & other | 13 | |||||||||
Intangible assets | 12,920 | |||||||||
Goodwill | 8,803 | |||||||||
Less: Total liabilities | 2,930 | |||||||||
Less: Deferred tax liability, net | 0 | |||||||||
Total net assets acquired | 26,498 | |||||||||
Contingent consideration liability | 7,900 | |||||||||
Net purchase price | 18,600 | |||||||||
Collins & Company | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Trade receivables | 2,830 | |||||||||
Inventories | 9,903 | |||||||||
Property, plant and equipment | 1,188 | |||||||||
Prepaid expenses & other | 5 | |||||||||
Intangible assets | 18,430 | |||||||||
Goodwill | 10,237 | |||||||||
Less: Total liabilities | 2,586 | |||||||||
Less: Deferred tax liability, net | 0 | |||||||||
Total net assets acquired | 40,007 | |||||||||
Net purchase price | $ 40,000 | |||||||||
Dehco Inc | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Trade receivables | $ 4,771 | |||||||||
Inventories | 16,923 | |||||||||
Property, plant and equipment | 13,755 | |||||||||
Prepaid expenses & other | 208 | |||||||||
Intangible assets | 13,950 | |||||||||
Goodwill | 6,580 | |||||||||
Less: Total liabilities | 3,392 | |||||||||
Less: Deferred tax liability, net | 0 | |||||||||
Total net assets acquired | 52,795 | |||||||||
Net purchase price | $ 52,800 | |||||||||
Dowco Inc. | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Trade receivables | $ 4,053 | |||||||||
Inventories | 4,498 | |||||||||
Property, plant and equipment | 8,566 | |||||||||
Prepaid expenses & other | 1,240 | |||||||||
Intangible assets | 28,435 | |||||||||
Goodwill | 13,732 | |||||||||
Less: Total liabilities | 4,178 | |||||||||
Less: Deferred tax liability, net | 0 | |||||||||
Total net assets acquired | 56,346 | |||||||||
Net purchase price | $ 56,300 | |||||||||
Marine Accessories Corporation | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Trade receivables | $ 3,054 | |||||||||
Inventories | 6,815 | |||||||||
Property, plant and equipment | 7,003 | |||||||||
Prepaid expenses & other | 284 | |||||||||
Intangible assets | 26,190 | |||||||||
Goodwill | 25,669 | |||||||||
Less: Total liabilities | 4,226 | |||||||||
Less: Deferred tax liability, net | 7,767 | |||||||||
Total net assets acquired | 57,022 | |||||||||
Net purchase price | $ 57,000 | |||||||||
Engineered Metals and Composites | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Trade receivables | $ 634 | |||||||||
Inventories | 1,678 | |||||||||
Property, plant and equipment | 2,500 | |||||||||
Prepaid expenses & other | 0 | |||||||||
Intangible assets | 15,750 | |||||||||
Goodwill | 8,267 | |||||||||
Less: Total liabilities | 998 | |||||||||
Less: Deferred tax liability, net | 0 | |||||||||
Total net assets acquired | 27,831 | |||||||||
Contingent consideration liability | 2,500 | |||||||||
Net cash paid for business | $ 25,300 | |||||||||
LaSalle | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Trade receivables | $ 8,967 | |||||||||
Inventories | 39,344 | |||||||||
Property, plant and equipment | 8,500 | |||||||||
Prepaid expenses & other | 6,547 | |||||||||
Intangible assets | 5,885 | |||||||||
Goodwill | 10,435 | |||||||||
Less: Total liabilities | 28,559 | |||||||||
Less: Deferred tax liability, net | 41 | |||||||||
Total net assets acquired | 51,078 | |||||||||
Net purchase price | $ 51,100 | |||||||||
Other | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Trade receivables | 473 | |||||||||
Inventories | 329 | |||||||||
Property, plant and equipment | 300 | |||||||||
Prepaid expenses & other | 13 | |||||||||
Intangible assets | 1,667 | |||||||||
Goodwill | 899 | |||||||||
Less: Total liabilities | 184 | |||||||||
Total net assets acquired | 3,497 | |||||||||
Acquired Entities | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Trade receivables | 32,130 | |||||||||
Inventories | 91,723 | |||||||||
Property, plant and equipment | 47,681 | |||||||||
Prepaid expenses & other | 8,349 | |||||||||
Intangible assets | 138,317 | |||||||||
Goodwill | 94,045 | |||||||||
Less: Total liabilities | 50,343 | |||||||||
Less: Deferred tax liability, net | 7,808 | |||||||||
Total net assets acquired | $ 354,094 |
ACQUISITIONS - Pro Forma Inform
ACQUISITIONS - Pro Forma Information Related to Acquisitions (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended |
Jul. 01, 2018 | Jul. 01, 2018 | |
Business Combinations [Abstract] | ||
Revenue | $ 698,185 | $ 1,388,667 |
Net income | $ 38,750 | $ 73,125 |
Basic net income per common share (in dollars per share) | $ 1.60 | $ 2.99 |
Diluted net income per common share (in dollars per share) | $ 1.58 | $ 2.95 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jul. 01, 2018 | Jun. 30, 2019 | Jul. 01, 2018 | |
Share-based Payment Arrangement [Abstract] | ||||
Share-based compensation expense | $ 4.3 | $ 3.7 | $ 8.2 | $ 7.4 |
Granted shares (in shares) | 376,186 | |||
Unrecognized compensation cost | $ 27.9 | $ 27.9 | ||
Weighted average recognition period | 20 months 27 days |
NET INCOME PER COMMON SHARE - I
NET INCOME PER COMMON SHARE - Income Per Share Calculation (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jul. 01, 2018 | Jun. 30, 2019 | Jul. 01, 2018 | |
Earnings Per Share [Abstract] | ||||
Net income for basic and diluted per share calculation | $ 27,416 | $ 34,860 | $ 48,265 | $ 64,928 |
Weighted average shares outstanding - basic (in shares) | 23,102 | 24,202 | 23,071 | 24,472 |
Effect of potentially dilutive securities (in shares) | 214 | 313 | 211 | 340 |
Weighted average common shares outstanding - diluted (in shares) | 23,316 | 24,515 | 23,282 | 24,812 |
Basic net income per common share (in dollars per share) | $ 1.19 | $ 1.44 | $ 2.09 | $ 2.65 |
Diluted net income per common share (in dollars per share) | $ 1.18 | $ 1.42 | $ 2.07 | $ 2.62 |
DEBT - Schedule of Long-term De
DEBT - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Total long-term debt | $ 607,000 | $ 661,082 |
Less: Convertible Notes debt discount | (26,744) | (30,125) |
Less: current maturities of long-term debt | (10,000) | (8,750) |
Less: net deferred financing costs related to Term Loan | (412) | (456) |
Total long-term debt, less current maturities, net | 569,844 | 621,751 |
Line of Credit | ||
Debt Instrument [Line Items] | ||
Total long-term debt | 342,000 | 392,332 |
Term Loan | ||
Debt Instrument [Line Items] | ||
Total long-term debt | 92,500 | 96,250 |
Convertible Debt | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 172,500 | $ 172,500 |
DEBT - Narrative (Details)
DEBT - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Jan. 31, 2018USD ($) | Jun. 30, 2019USD ($) | Jul. 01, 2018USD ($) | Jun. 30, 2019USD ($) | Jul. 01, 2018USD ($) | Dec. 31, 2018USD ($) | Jun. 05, 2018USD ($) | |
Line of Credit Facility [Line Items] | |||||||
Outstanding debt | $ 607,000 | $ 607,000 | $ 661,082 | ||||
Interest paid | 6,300 | $ 2,700 | 12,800 | $ 5,600 | |||
Debt discount | 26,744 | 26,744 | 30,125 | ||||
Line of Credit | |||||||
Line of Credit Facility [Line Items] | |||||||
Outstanding debt | 342,000 | 342,000 | 392,332 | ||||
Term Loan | |||||||
Line of Credit Facility [Line Items] | |||||||
Outstanding debt | 92,500 | 92,500 | 96,250 | ||||
Convertible Debt | |||||||
Line of Credit Facility [Line Items] | |||||||
Outstanding debt | 172,500 | $ 172,500 | $ 172,500 | ||||
Revolving Credit Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Unused capacity, commitment fee percentage | 0.25% | ||||||
Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | |||||||
Line of Credit Facility [Line Items] | |||||||
Long-term line of credit | $ 342,000 | $ 342,000 | |||||
Debt instrument, basis spread on variable rate | 2.00% | ||||||
Debt instrument, effective interest rate | 4.44% | 4.44% | |||||
2018 Credit Facility | Term Loan | |||||||
Line of Credit Facility [Line Items] | |||||||
Aggregate principal amount | $ 100,000 | ||||||
2018 Credit Facility | Revolving Credit Facility | Line of Credit | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | $ 800,000 | ||||||
Convertible Senior Notes Due 2023 | Convertible Debt | |||||||
Line of Credit Facility [Line Items] | |||||||
Aggregate principal amount | $ 172,500 | ||||||
Debt instrument, effective interest rate | 5.25% | 5.25% | 5.25% | ||||
Stated interest rate | 1.00% | ||||||
Debt discount | $ 36,000 | $ 26,700 | $ 26,700 | $ 30,100 | |||
Value of Future Cash Flow | 31,900 | ||||||
Debt discount portion of issuance cost | $ 4,100 | ||||||
Debt conversion ratio | 0.0113785 |
DERIVATIVE FINANCIAL INSTRUME_3
DERIVATIVE FINANCIAL INSTRUMENTS - Narrative (Details) $ in Millions | Jun. 30, 2019USD ($) |
Designated as Hedging Instrument | Interest Rate Swap | |
Derivative [Line Items] | |
Derivative amount | $ 200 |
DERIVATIVE FINANCIAL INSTRUME_4
DERIVATIVE FINANCIAL INSTRUMENTS - Derivative Assets and Liabilities at Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Designated as Hedging Instrument | Interest Rate Swap | ||
Derivative [Line Items] | ||
Fair value of derivative liabilities | $ 6,652 | $ 2,652 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - Schedule of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jul. 01, 2018 | Jun. 30, 2019 | Jul. 01, 2018 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning Balance | $ 408,754 | |||
Other comprehensive loss (net of tax of $1,015, $0 and $0) | $ (2,025) | $ (31) | (3,052) | $ (3) |
Ending Balance | 458,617 | 458,617 | ||
Accumulated Other Comprehensive Income (Loss) | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning Balance | (3,707) | 94 | (2,680) | 66 |
Ending Balance | (5,732) | 63 | (5,732) | 63 |
Cash Flow Hedges | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning Balance | (3,027) | (1,973) | ||
Other comprehensive loss (net of tax of $1,015, $0 and $0) | (1,931) | (2,985) | ||
Ending Balance | (4,958) | (4,958) | ||
Other Comprehensive Income (Loss), Tax | 1,015 | |||
Defined Benefit Pension | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning Balance | (675) | 66 | (675) | 66 |
Other comprehensive loss (net of tax of $1,015, $0 and $0) | 0 | 0 | 0 | 0 |
Ending Balance | (675) | 66 | (675) | 66 |
Other Comprehensive Income (Loss), Tax | 0 | 0 | ||
Foreign Currency Items | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning Balance | (5) | 28 | (32) | 0 |
Other comprehensive loss (net of tax of $1,015, $0 and $0) | (94) | (31) | (67) | (3) |
Ending Balance | $ (99) | $ (3) | (99) | (3) |
Other Comprehensive Income (Loss), Tax | $ 0 | $ 0 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) | Jun. 30, 2019 |
Lessee, Lease, Description [Line Items] | |
Remaining lease term | 4 years 1 month 17 days |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease term | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease term | 10 years |
LEASES - Lease Expense, Supplem
LEASES - Lease Expense, Supplemental Cash Flow and Other Lease Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 7,901 | $ 15,688 |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows for operating leases | 6,875 | 13,599 |
Right-of-use assets obtained in exchange for lease obligations: | ||
Operating leases | $ 8,668 | $ 9,245 |
LEASES - Lease Assets and Liabi
LEASES - Lease Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Assets | ||
Operating lease right-of-use assets | $ 82,472 | $ 0 |
Liabilities | ||
Operating lease liabilities, current portion | 25,822 | 0 |
Long-term operating lease liabilities | 57,018 | $ 0 |
Total lease liabilities | $ 82,840 | |
Weighted average remaining lease term, operating leases (in years) | 4 years 1 month 17 days | |
Weighted average discount rate, operating leases | 3.98% |
LEASES - Operating Lease Liabil
LEASES - Operating Lease Liability Maturity (Details) $ in Thousands | Jun. 30, 2019USD ($) |
Leases [Abstract] | |
2019 (excluding the six months ended June 30, 2019) | $ 15,033 |
2020 | 25,583 |
2021 | 19,254 |
2022 | 12,547 |
2023 | 8,184 |
Thereafter | 9,465 |
Total lease payments | 90,066 |
Less imputed interest | (7,226) |
Total lease liabilities | $ 82,840 |
LEASES - Future Minimum Lease P
LEASES - Future Minimum Lease Payments (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 29,345 |
2020 | 23,344 |
2021 | 16,165 |
2022 | 9,602 |
2023 | 5,357 |
Thereafter | 4,883 |
Total | $ 88,696 |
FAIR VALUE MEASUREMENTS - Narra
FAIR VALUE MEASUREMENTS - Narrative (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Fair Value, Inputs, Level 2 | Convertible Debt | Convertible Senior Notes Due 2023 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of convertible debt | $ 156.4 | $ 130.3 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jul. 01, 2018 | Jun. 30, 2019 | Jul. 01, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | 25.10% | 25.50% | 23.90% | 22.90% |
Excess tax benefit tax | $ 0.1 | $ 0.1 | $ 0.9 | $ 2.2 |
Income taxes paid | $ 21.1 | $ 15.4 | $ 22.6 | $ 15.4 |
SEGMENT INFORMATION - Sales and
SEGMENT INFORMATION - Sales and Operating Income of Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jul. 01, 2018 | Jun. 30, 2019 | Jul. 01, 2018 | |
Segment Reporting Information [Line Items] | ||||
Total sales | $ 613,218 | $ 604,879 | $ 1,221,436 | $ 1,156,711 |
Operating income | 45,229 | 53,055 | 81,055 | 94,813 |
Intersegment sales | ||||
Segment Reporting Information [Line Items] | ||||
Total sales | 9,449 | 10,987 | 18,334 | 21,025 |
Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total sales | 622,667 | 615,866 | 1,239,770 | 1,177,736 |
Operating income | 59,587 | 75,185 | 112,315 | 135,398 |
Manufacturing | ||||
Segment Reporting Information [Line Items] | ||||
Total sales | 434,275 | 462,962 | 859,959 | 898,874 |
Manufacturing | Intersegment sales | ||||
Segment Reporting Information [Line Items] | ||||
Total sales | 8,331 | 9,912 | 16,051 | 19,282 |
Manufacturing | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total sales | 442,606 | 472,874 | 876,010 | 918,156 |
Operating income | 48,787 | 64,989 | 93,224 | 117,912 |
Distribution | ||||
Segment Reporting Information [Line Items] | ||||
Total sales | 178,943 | 141,917 | 361,477 | 257,837 |
Distribution | Intersegment sales | ||||
Segment Reporting Information [Line Items] | ||||
Total sales | 1,118 | 1,075 | 2,283 | 1,743 |
Distribution | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total sales | 180,061 | 142,992 | 363,760 | 259,580 |
Operating income | $ 10,800 | $ 10,196 | $ 19,091 | $ 17,486 |
SEGMENT INFORMATION - Reconcili
SEGMENT INFORMATION - Reconciliation of Segment Operating Income to Consolidated Operating Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jul. 01, 2018 | Jun. 30, 2019 | Jul. 01, 2018 | |
Segment Reporting Information [Line Items] | ||||
OPERATING INCOME | $ 45,229 | $ 53,055 | $ 81,055 | $ 94,813 |
Unallocated corporate expenses | (67,432) | (61,737) | (138,154) | (117,733) |
Amortization | (8,268) | (9,140) | (17,257) | (16,267) |
Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
OPERATING INCOME | 59,587 | 75,185 | 112,315 | 135,398 |
Segment Reconciling Items | ||||
Segment Reporting Information [Line Items] | ||||
Unallocated corporate expenses | (6,090) | (12,990) | (14,003) | (24,318) |
Amortization | $ (8,268) | $ (9,140) | $ (17,257) | $ (16,267) |
STOCK REPURCHASE PROGRAMS - Nar
STOCK REPURCHASE PROGRAMS - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jul. 01, 2018 | Jun. 30, 2019 | Jul. 01, 2018 | Jun. 25, 2017 | Dec. 31, 2018 | |
Equity [Abstract] | |||||
Authorized share repurchase program amount | $ 50 | ||||
Additional authorized share repurchase program amount | 87.9 | ||||
Remaining authorized shares to be purchased amount | $ 30.3 | ||||
Treasury Stock, Common, Shares | 714,600 | 714,600 | |||
Average cost per share repurchased (in dollars per share) | $ 56.83 | $ 57.80 | |||
Shares repurchased (in shares) | 0 | 935,695 | |||
Treasury Stock, Value, Acquired, Cost Method | $ 40.6 | ||||
Shares repurchased amount | $ 54.1 | $ 54.1 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($)employee | |
Board Member | |
Related Party Transaction [Line Items] | |
Number of independent board members with transactions with the Company | employee | 2 |
Welch Packaging Group | |
Related Party Transaction [Line Items] | |
Purchases from related parties | $ 0.5 |
DNA Enterprise Inc | |
Related Party Transaction [Line Items] | |
Revenue from related parties | $ 0.4 |