Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 14, 2020 | Jun. 28, 2019 | |
Cover Page | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Transition Report | false | ||
Entity File Number | 000-03922 | ||
Entity Registrant Name | PATRICK INDUSTRIES, INC. | ||
Entity Incorporation, State or Country Code | IN | ||
Entity Tax Identification Number | 35-1057796 | ||
Entity Address, Address Line One | 107 W. 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 | ||
Title of 12(b) Security | Common stock, without par value | ||
Trading Symbol | PATK | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1.1 | ||
Entity Common Stock, Shares Outstanding (in shares) | 23,880,778 | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s Proxy Statement for its Annual Meeting of Shareholders to be held on May 14, 2020 are incorporated by reference into Part III of this Form 10-K. | ||
Entity Central Index Key | 0000076605 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||
NET SALES | $ 2,337,082 | $ 2,263,061 | $ 1,635,653 |
Cost of goods sold | 1,914,211 | 1,847,195 | 1,356,738 |
GROSS PROFIT | 422,871 | 415,866 | 278,915 |
Operating Expenses: | |||
Warehouse and delivery | 98,055 | 74,996 | 46,905 |
Selling, general and administrative | 134,466 | 128,242 | 90,736 |
Amortization of intangible assets | 35,908 | 34,213 | 19,374 |
Total operating expenses | 268,429 | 237,451 | 157,015 |
OPERATING INCOME | 154,442 | 178,415 | 121,900 |
Interest expense, net | 36,616 | 26,436 | 8,790 |
Income before income taxes | 117,826 | 151,979 | 113,110 |
Income taxes | 28,260 | 32,147 | 27,392 |
NET INCOME | $ 89,566 | $ 119,832 | $ 85,718 |
BASIC NET INCOME PER COMMON SHARE (in USD per share) | $ 3.88 | $ 4.99 | $ 3.54 |
DILUTED NET INCOME PER COMMON SHARE (in USD per share) | $ 3.85 | $ 4.93 | $ 3.48 |
Weighted average shares outstanding - Basic (in shares) | 23,058 | 23,995 | 24,230 |
Weighted average shares outstanding - Diluted (in shares) | 23,280 | 24,317 | 24,643 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 89,566 | $ 119,832 | $ 85,718 |
Other comprehensive (loss) income, net of tax: | |||
Change in unrealized loss of hedge derivatives | (2,401) | (1,973) | 0 |
Foreign currency translation loss | (22) | (32) | 0 |
Other | (595) | (741) | 39 |
Total other comprehensive (loss) income | (3,018) | (2,746) | 39 |
COMPREHENSIVE INCOME | $ 86,548 | $ 117,086 | $ 85,757 |
CONSOLIDATED STATEMENTS OF FINA
CONSOLIDATED STATEMENTS OF FINANICAL POSITION - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current Assets | ||
Cash and cash equivalents | $ 139,390 | $ 6,895 |
Trade receivables, net | 87,536 | 82,499 |
Inventories | 253,870 | 272,898 |
Prepaid expenses and other | 36,038 | 22,875 |
Total current assets | 516,834 | 385,167 |
Property, plant and equipment, net | 180,849 | 177,145 |
Operating lease right-of-use-assets | 93,546 | 0 |
Goodwill | 319,349 | 281,734 |
Intangible assets, net | 357,014 | 382,982 |
Deferred financing costs, net | 2,978 | 3,688 |
Other non-current assets | 423 | 515 |
TOTAL ASSETS | 1,470,993 | 1,231,231 |
Current Liabilities | ||
Current maturities of long-term debt | 5,000 | 8,750 |
Current operating lease liabilities | 27,694 | 0 |
Accounts payable | 96,208 | 89,803 |
Accrued liabilities | 58,033 | 59,202 |
Total current liabilities | 186,935 | 157,755 |
Total long-term debt, less current maturities, net | 670,354 | 621,751 |
Long-term operating lease liabilities | 66,467 | 0 |
Deferred tax liabilities, net | 27,284 | 22,699 |
Other long-term liabilities | 22,472 | 20,272 |
TOTAL LIABILITIES | 973,512 | 822,477 |
COMMITMENTS AND CONTINGENCIES | ||
SHAREHOLDERS’ EQUITY | ||
Preferred stock, no par value; authorized 1,000,000 shares; none issued | 0 | 0 |
Common stock, no par value; authorized 40,000,000 shares; issued 2019 - 23,753,551 shares; issued 2018 - 23,527,307 shares | 172,662 | 161,436 |
Additional paid-in-capital | 25,014 | 25,124 |
Accumulated other comprehensive loss | (5,698) | (2,680) |
Retained earnings | 305,503 | 224,874 |
TOTAL SHAREHOLDERS’ EQUITY | 497,481 | 408,754 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 1,470,993 | $ 1,231,231 |
CONSOLIDATED STATEMENTS OF FI_2
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Parentheticals) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0 | $ 0 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0 | $ 0 |
Common stock, authorized (in shares) | 40,000,000 | 40,000,000 |
Common stock, issued (in shares) | 23,753,551 | 23,527,307 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOW - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | 24 Months Ended | |||||
Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Apr. 01, 2018 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||||||||
Net income | $ 19,984 | $ 20,849 | $ 26,970 | $ 30,068 | $ 89,566 | $ 119,832 | $ 85,718 | ||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||||
Depreciation and amortization | 62,795 | 55,052 | 33,541 | ||||||
Amortization of convertible notes debt discount | 7,021 | 5,885 | 0 | ||||||
Stock-based compensation expense | 15,436 | 13,981 | 10,411 | ||||||
Deferred income taxes | 5,593 | 759 | (6,477) | ||||||
Other | (1,661) | (2,841) | 422 | ||||||
Change in operating assets and liabilities, net of acquisitions of businesses: | |||||||||
Trade receivables | 5,768 | 26,680 | (11,152) | ||||||
Inventories | 19,682 | 92 | (35,270) | ||||||
Prepaid expenses and other assets | (12,869) | 1,654 | (7,600) | ||||||
Accounts payable, accrued liabilities and other | 1,079 | (21,081) | 30,308 | ||||||
Net cash provided by operating activities | 192,410 | 200,013 | 99,901 | ||||||
CASH FLOWS FROM INVESTING ACTIVITIES | |||||||||
Capital expenditures | (27,661) | (34,486) | (22,497) | ||||||
Proceeds from sale of property, equipment, facility and other | 4,402 | 6,463 | 1,211 | ||||||
Business acquisitions, net of cash acquired | (55,953) | (343,347) | (251,851) | ||||||
Net cash used in investing activities | (79,212) | (371,370) | (273,137) | ||||||
CASH FLOWS FROM FINANCING ACTIVITIES | |||||||||
Term debt borrowings | 7,500 | 36,981 | 0 | ||||||
Term debt repayments | (6,250) | (7,691) | (15,766) | ||||||
Borrowing on revolver | 653,129 | 1,211,464 | 673,830 | ||||||
Repayments on revolver | (910,461) | (1,106,528) | (576,860) | ||||||
Proceeds from senior notes offering | 300,000 | ||||||||
Proceeds from convertible notes offering | 0 | 172,500 | 0 | ||||||
Purchase of convertible notes hedges | 0 | (31,481) | 0 | ||||||
Proceeds from sale of warrants | 0 | 18,147 | 0 | ||||||
Cash dividends paid to shareholders | (5,798) | ||||||||
Stock repurchases under buyback program | (3,815) | (107,567) | 0 | ||||||
Proceeds from public offering of common stock, net of expenses | 0 | 0 | 93,306 | ||||||
Payments related to vesting of stock-based awards, net of shares tendered for taxes | (3,380) | (2,698) | (4,821) | ||||||
Payment of deferred financing costs | (7,219) | (7,632) | (997) | ||||||
Payment of contingent consideration from a business acquisition | $ (4,400) | (4,416) | 0 | 0 | |||||
Other financing activities | 7 | (10) | 862 | ||||||
Net cash provided by financing activities | 19,297 | 175,485 | 169,554 | ||||||
Increase (decrease) in cash and cash equivalents | 132,495 | 4,128 | (3,682) | ||||||
Cash and cash equivalents at beginning of year | $ 6,895 | $ 2,767 | $ 6,895 | 6,895 | 2,767 | 6,449 | $ 2,767 | ||
Cash and cash equivalents at end of year | $ 139,390 | $ 6,895 | $ 139,390 | $ 6,895 | $ 2,767 | $ 139,390 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in- Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings |
Balance at Dec. 31, 2016 | $ 185,448 | $ 63,716 | $ 8,243 | $ 27 | $ 113,462 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 85,718 | 85,718 | |||
Other comprehensive income, net of tax | 39 | 39 | |||
Issuance of 2,025,000 shares in public offering, net of expenses | 93,306 | 93,306 | |||
Issuance of shares upon exercise of common stock options | 926 | 926 | |||
Shares used to pay taxes on stock grants | (5,163) | (5,163) | |||
Stock-based compensation expense | 10,411 | 10,411 | |||
Other comprehensive loss, net of tax | 39 | ||||
Balance at Dec. 31, 2017 | 370,685 | 163,196 | 8,243 | 66 | 199,180 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 119,832 | 119,832 | |||
Issuance of shares upon exercise of common stock options | 3 | 3 | |||
Shares used to pay taxes on stock grants | (2,961) | (2,961) | |||
Stock-based compensation expense | 13,981 | 13,981 | |||
Other comprehensive loss, net of tax | (2,746) | (2,746) | |||
Stock repurchases under buyback program | (107,567) | (12,783) | (646) | (94,138) | |
Purchase of convertible notes hedges | 31,481 | 31,481 | |||
Proceeds from sale of warrants | 18,147 | 18,147 | |||
Equity component of convertible note issuance | 30,861 | 30,861 | |||
Balance at Dec. 31, 2018 | 408,754 | 161,436 | 25,124 | (2,680) | 224,874 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 89,566 | 89,566 | |||
Shares used to pay taxes on stock grants | (3,511) | (3,511) | |||
Stock-based compensation expense | 15,436 | 15,436 | 0 | ||
Other comprehensive loss, net of tax | (3,018) | (3,018) | |||
Dividends declared | (5,938) | (5,938) | |||
Issuance of shares upon exercise of common stock options | 7 | 7 | |||
Stock repurchases under buyback program | (3,815) | (706) | (110) | (2,999) | |
Balance at Dec. 31, 2019 | $ 497,481 | $ 172,662 | $ 25,014 | $ (5,698) | $ 305,503 |
CONSOLIDATED STATEMENTS OF SH_2
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parentheticals) - shares | Mar. 14, 2017 | Dec. 31, 2017 |
Common Stock | ||
Shares issued in public equity offering (in shares) | 2,025,000 | 2,025,000 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES | BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Nature of Business Patrick Industries, Inc. (“Patrick” or the “Company”) operations consist of the manufacture and distribution of component products and materials for use primarily by the recreational vehicle (“RV”), marine, manufactured housing (“MH”) and industrial markets for customers throughout the United States and Canada. At December 31, 2019 , the Company maintained 125 manufacturing plants and 48 distribution facilities located in 23 states, China, Canada and the Netherlands. Patrick operates in two business segments: Manufacturing and Distribution. Principles of Consolidation The accompanying 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 consolidated financial statements include the accounts of Patrick and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Certain prior year amounts have been reclassified to conform with current year presentation and such reclassifications are immaterial. In preparation of Patrick’s consolidated financial statements as of December 31, 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-K to determine those requiring recognition or disclosure in the consolidated financial statements. Financial Periods The Company maintains its financial records on the basis of a fiscal year ending on December 31, with the fiscal quarters spanning thirteen weeks, with the first, second and third quarters ending on the Sunday closest to the end of the first, second and third 13-week periods, respectively. The first three quarters of fiscal year 2019 ended on March 31, 2019, June 30, 2019 and September 29, 2019. The first three quarters of fiscal year 2018 ended on April 1, 2018, July 1, 2018 and September 30, 2018. The first three quarters of 2017 ended on March 26, 2017, June 25 2017, and September 24, 2017. Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Estimates include the valuation of goodwill and indefinite-lived intangible assets, the valuation of long-lived assets, the allowance for doubtful accounts, excess and obsolete inventories, the valuation of estimated contingent consideration and deferred tax asset valuation allowances. Actual results could differ from the amounts reported. Revenue Recognition See Note 3 for further information on our revenue recognition accounting policies. Costs and Expenses Cost of goods sold includes material costs, direct and indirect labor, overhead expenses, inbound freight charges, inspection costs, internal transfer costs, receiving costs, and other costs. Warehouse and delivery expenses include salaries and wages, building rent and insurance, and other overhead costs related to distribution operations and delivery costs related to the shipment of finished and distributed products to customers. Stock Based Compensation Compensation expense related to the fair value of restricted stock and restricted stock unit ("RSU") awards as of the grant date is calculated based on the Company’s closing stock price on the date of grant. In addition, the Company estimates the fair value of all stock option and stock appreciation rights (“SARS”) awards as of the grant date by applying the Black-Scholes option-pricing model. The use of this valuation model involves assumptions that are judgmental and highly sensitive in the determination of compensation expense and include the dividend yield and exercise price. Expected volatilities take into consideration the historical volatility of the Company’s common stock. The expected term of options and SARS represents the period of time that the options and SARS granted are expected to be outstanding based on historical Company trends. The risk free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for instruments of a similar term. Income Per Common Share Basic net income per common share is computed by dividing net income by the weighted-average number of common shares outstanding. Diluted net income per common share is computed by dividing net income by the weighted-average number of common shares outstanding, plus the dilutive effect of stock options, SARS, and restricted stock and RSU awards (collectively, “Common Stock Equivalents”). The dilutive effect of Common Stock Equivalents is calculated under the treasury stock method using the average market price for the period. Certain Common Stock Equivalents were not included in the computation of diluted net income per common share because the exercise prices of those Common Stock Equivalents were greater than the average market price of the common shares. See Note 15 for the calculation of both basic and diluted net income per common share. Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less at the time of purchase to be cash equivalents. Trade Receivables Trade receivables consist primarily of amounts due to the Company from its normal business activities. In assessing the carrying value of its trade receivables, the Company estimates the recoverability by making assumptions based on factors such as current overall and industry-specific economic conditions, historical and anticipated customer performance, historical write-off and collection experience, the level of past-due amounts, and specific risks identified in the trade receivables portfolio. Allowance for doubtful accounts was immaterial at December 31, 2019 and 2018, and changes in the allowance were immaterial for the years ended December 31, 2019, 2018 and 2017. Inventories Inventories are stated at the lower of cost (first-in, first-out method) and net realizable value. Based on the inventory aging and other considerations for realizable value, the Company writes down the carrying value to net realizable value where appropriate. The Company reviews inventory on-hand and records provisions for excess and obsolete inventory based on current assessments of future demand, market conditions, and related management initiatives. The cost of manufactured inventories includes raw materials, inbound freight, labor and overhead. The Company’s distribution inventories include the cost of materials purchased for resale and inbound freight. Prepaid Expenses and Other The following table summarizes balances in prepaid expenses and other: (thousands) 2019 2018 Vendor rebates receivable $ 11,524 $ 10,127 Income tax receivable 3,895 2,030 Prepaid expenses 7,571 8,419 Deposits 1,409 2,299 Prepaid income taxes 11,639 — Total $ 36,038 $ 22,875 Property, Plant and Equipment Property, plant and equipment (“PP&E”) is generally recorded at cost. Depreciation is computed primarily by the straight-line method applied to individual items based on estimated useful lives, which generally range from 10 to 30 years for buildings and improvements, and from three to seven years for machinery, equipment and transportation equipment. Leasehold improvements are amortized over the lesser of their useful lives or the related lease term. The recoverability of PP&E is evaluated whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable, primarily based on estimated selling price, appraised value or projected future cash flows. Goodwill and Intangible Assets Goodwill and indefinite-lived intangible assets are not amortized but are subject to an annual impairment test based on their estimated fair value. The Company performs the required test for goodwill and indefinite-lived intangible assets impairment in the fourth quarter, or more frequently, if events or changes in circumstances indicate that the carrying value may exceed the fair value. Definite-lived intangible assets are amortized over their useful lives, as detailed further in Note 7, and are also subject to an impairment test based on estimated undiscounted cash flows when impairment indicators exist. Impairment of Long-Lived Assets When events or conditions warrant, the Company evaluates the recoverability of long-lived assets other than goodwill and indefinite-lived intangible assets and considers whether these assets are impaired. The Company assesses the recoverability of these assets based upon several factors, including management's intention with respect to the assets and their projected future undiscounted cash flows. If projected undiscounted cash flows are less than the carrying amount of the assets, the Company adjusts the carrying amounts of such assets to their estimated fair value. A significant adverse change in the Company’s business climate in future periods could result in a significant loss of market share or the inability to achieve previously projected revenue growth and could lead to a required assessment of the recoverability of the Company’s long-lived assets, which may subsequently result in an impairment charge. Fair Value and Financial Instruments The Company accounts for certain assets and liabilities at fair value. The fair values are separated into three broad levels (Levels 1, 2 and 3) based on the assessment of the availability of observable market data and the significance of non-observable data used to determine fair value. Each fair value measurement must be assigned to a level corresponding to the lowest level input that is significant to the fair value measurement in its entirety. The three levels are as follows: • Level 1 inputs, which are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. • Level 2 inputs, which are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. If the asset or liability has a specified (contractual) term, a Level 2 input must be observable for substantially the full term of the asset or liability. • Level 3 inputs, which are unobservable inputs for the asset or liability. These unobservable inputs reflect the entity’s own assumptions about the assumptions that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances (which might include the reporting entity’s own data). The carrying amounts of cash equivalents, representing government and other money market funds traded in an active market, are reported on the consolidated statements of financial position as a component of "Cash and cash equivalents". The carrying amount of cash equivalents at December 31, 2019, which approximated fair value because of the relatively short maturities, was approximately $132.6 million , valued using Level 1 inputs, with no corresponding amount at December 31, 2018 . The carrying amounts of the 2019 Term Loan and the 2019 Revolver (each as defined herein) and of the 2018 Term Loan and the 2018 Revolver (each as defined herein) approximated fair value as of December 31, 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 (as defined herein), calculated using Level 2 inputs, was approximately $162.5 million and $130.3 million as of December 31, 2019 and 2018, respectively. The estimated fair value of the Senior Notes (as defined herein), calculated using Level 2 inputs, was approximately $320.3 million as of December 31, 2019. The estimated fair value of the Company's interest rate swaps are valued using Level 2 inputs and discussed in further detail in Note 9. The estimated fair value of the Company's contingent consideration is valued using Level 3 inputs and is discussed further in Note 4. Income Taxes Deferred taxes are provided on an asset and liability method whereby deferred taxes are recognized based on temporary differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when it is more likely than not that some portion or all of the deferred tax assets may not be realized. |
RECENTLY ISSUED ACCOUNTING PRON
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS | 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 $88 million in lease right-of-use assets and corresponding lease liabilities, with no material impact on the consolidated statement of shareholders' equity, income, comprehensive income or cash flows. See Note 16 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 adopted this ASU 2017-04 on January 1, 2020 and the adoption did not have a material effect on its 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 adopted ASU 2016-13 on January 1, 2020 and the adoption did not have a material effect on its consolidated financial statements. |
REVENUE RECOGNITION
REVENUE RECOGNITION | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | REVENUE RECOGNITION The Company is a major manufacturer and distributor of component products and materials serving original equipment manufacturers in the RV, MH, marine, and industrial industries. Revenue is recognized when or as control of the promised goods transfers to the Company's customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods. The Company’s contracts typically consist of a single performance obligation to manufacture and provide the promised goods. To the extent a contract is deemed to have multiple performance obligations, the Company allocates the transaction price of the contract to each performance obligation using the standalone selling price of each distinct good in the contract. The transaction price for contracts may include reductions to the transaction price for estimated volume discounts and rebates and other customer incentives. Manufacturing segment revenue is recognized when control of the products transfers to the customer which is the point when the customer gains the ability to direct the use of and obtain substantially all the remaining benefits from the asset, which is generally upon delivery of goods. In limited circumstances, where the products are customer specific with no alternative use to the Company, and the Company has a legally enforceable right to payment for performance to date with a reasonable margin, revenue is recognized over the contract term based on the cost-to-cost method. However, such revenue is not material to the consolidated financial statements. Distribution segment revenue from product sales is recognized on a gross basis upon shipment or delivery of goods at which point control transfers to the customer. The Company acts as a principal in such arrangements because it controls the promised goods before delivery to the customer. The Company uses direct shipment arrangements with certain vendors and suppliers to deliver products to its customers without having to physically hold the inventory at its warehouses. The Company is the principal in the transaction and recognizes revenue for direct shipment arrangements on a gross basis. Our role as principal in our distribution sales is generally characterized by (i) customers entering into contracts with the Company, not the vendor; (ii) our obligation to pay the vendor irrespective of our ability to collect from the customer; (iii) our discretion in determining the price of the good provided to the customer; (iv) our title to the goods before the customer receives or accept the goods; and (v) our responsibility for the quality and condition of goods delivered to the customer. In the following table, revenue from contracts with customers, net of intersegment sales, is disaggregated by market type and by reportable segment, consistent with how the Company believes the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors: Year Ended December 31, 2019 (thousands) Manufacturing Distribution Total Market type: Recreational Vehicle $ 897,848 $ 389,345 $ 1,287,193 Manufactured Housing 176,665 260,121 436,786 Industrial 250,969 33,595 284,564 Marine 316,781 11,758 328,539 Total $ 1,642,263 $ 694,819 $ 2,337,082 Year Ended December 31, 2018 (thousands) Manufacturing Distribution Total Market type: Recreational Vehicle $ 1,069,981 $ 364,276 $ 1,434,257 Manufactured Housing 163,513 111,178 274,691 Industrial 246,168 33,813 279,981 Marine 265,805 8,327 274,132 Total $ 1,745,467 $ 517,594 $ 2,263,061 Sales and other taxes collected concurrent with revenue-producing activities are excluded from net sales. The Company records freight billed to customers in net sales. The corresponding costs incurred for shipping and handling related to these customer billed freight costs are accounted for as costs to fulfill the contract and are included in warehouse and delivery expenses. The Company’s contracts across each of its businesses typically do not result in situations where there is a time period greater than one year between performance under the contract and collection of the related consideration. The Company does not account for a significant financing component when the Company expects, at contract inception, that the period between the Company's transfer of a promised good or service to a customer and the customer’s payment for that good or service will be one year or less. The Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the incurred costs that the Company otherwise would have capitalized is one year or less. These costs, representing primarily sales commissions, are included in selling, general and administrative expenses. The Company does not disclose information about the transaction price being allocated to the remaining performance obligations at period end, as the Company does not have material contracts that have original expected durations of more than one year. Contract Liabilities |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS General The Company completed the acquisitions discussed below during December 31, 2019 , 2018 and 2017. The acquisitions were funded through cash on hand or through borrowings under the Company’s credit facility in existence at the time of acquisition. Assets acquired and liabilities assumed in the individual acquisitions were recorded on the Company’s consolidated statements of financial position at their estimated fair values as of the respective dates of acquisition. For each acquisition, the Company completes its allocation of the purchase price to the fair value of acquired assets and liabilities within a one-year measurement period. For those acquisitions where the purchase price allocation is provisional, which includes only those acquisitions completed in 2019, the Company generally is still in the process of finalizing the fair values of acquired intangible assets, fixed assets, and, if applicable, contingent consideration and 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 is recorded as goodwill, which generally 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 2018 acquisition of Marine Accessories Corporation and the 2017 acquisition of Leisure Product Enterprises, LLC, for which goodwill is expected to be partially deductible for income tax purposes, and the 2019 acquisition of G.G. Schmitt & Sons, Inc. and the 2018 acquisition of LaSalle Bristol, for which goodwill is not deductible for income tax purposes. Intangible asset values were estimated using income-based valuation methodologies. See Note 7 for information regarding the amortization periods assigned to acquired definite-lived intangible assets. For the years ended December 31, 2019 , 2018 and 2017 , revenue of approximately $8.3 million , $249.3 million and $109.7 million , respectively, was included in the Company’s consolidated statements of income pertaining to the businesses acquired in each such year. For the years ended December 31, 2019 , 2018 and 2017 , operating income of approximately $0.9 million , $23.2 million and $13.1 million , respectively, was included in the Company’s consolidated statements of income pertaining to the businesses acquired in each such year. Acquisition-related costs associated with the businesses acquired in 2019 , 2018 and 2017 were immaterial. Contingent Consideration In connection with certain acquisitions, if certain financial targets for the acquired businesses are achieved, the Company is required to pay additional cash consideration. The Company records 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 at the date of acquisition. The liability for the contingent consideration is measured at fair value in subsequent periods, with the changes in fair value recorded in the consolidated statements of income. The aggregate fair value of the contingent consideration as of December 31, 2019 was $9.6 million , $2.0 million of which is included in the line item "Accrued liabilities" and $7.6 million is included in “Other long-term liabilities” on the consolidated statement of financial position. At December 31, 2018, the fair value 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 liability for contingent consideration expires at various dates through December 2023. The contingent consideration arrangements are subject to a maximum payment amount of up to $17.2 million in the aggregate as of December 31, 2019. In 2019, the Company recorded a $3.1 million non-cash decrease to accrued liabilities, which is included within selling, general and administrative expense in the consolidated statement of income, partly offset by a $0.7 million non-cash accretion of other long term liabilities, representing changes in the amount of consideration expected to be paid. In 2019, the Company made cash payments of approximately $4.4 million related to contingent consideration liabilities, recording a corresponding reduction to accrued liabilities. 2019 Acquisitions Acquisitions completed in 2019 include previously announced Topline Counters, LLC, a Sumner, Washington-based designer and manufacturer of kitchen and bathroom countertops for residential and commercial markets, and G.G. Schmitt & Sons, Inc. ("G.G. Schmitt"), a Sarasota, Florida-based designer and manufacturer of customized hardware and structural components for the marine industry. The total initial consideration for these acquisitions was $54.3 million , plus contingent consideration over a one -year period based on future performance in connection with the acquisition of G.G. Schmitt. The preliminary purchase price allocations are subject to valuation activities being finalized, and thus all required purchase accounting adjustments are subject to change within the measurement period as the Company finalizes its estimates. These acquisitions are included in the Manufacturing segment. 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 over a one -year period based on future performance. MMC is included in the Manufacturing segment. 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 and roofing products, primarily for the RV, industrial and marine markets, for a net purchase price of $17.8 million . AMC is included in the Manufacturing segment. 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 contingent consideration over a three -year period based on future performance. IMP is included in the Manufacturing segment. 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 . Collins is included in the Distribution segment. 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. 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 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. Dehco is included in the Manufacturing and Distribution segments. 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. 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. Dowco is included in the Manufacturing segment. 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 million increase in accounts payable and accrued liabilities. 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. MAC is included in the Manufacturing and Distribution segments. 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 . Engineered Metals and Composites, Inc. (“EMC”) In September 2018, the Company completed the acquisition of the business and certain assets 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. EMC is included in the Manufacturing segment. After adjusting for a $0.1 million increase to the estimated purchase price reported at December 31, 2018 due to a final working capital adjustment of $0.1 million , changes from previously reported estimated amounts as of December 31, 2018 include an increase to intangible assets of $1.6 million , an increase to inventory of $0.1 million , a decrease to property, plant and equipment of $0.8 million , a decrease to goodwill of $0.6 million and an increase to accounts payable of $0.2 million . 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 $51.5 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. LaSalle is included in the Manufacturing and Distribution segments. After adjusting for a $1.5 million increase in the estimated purchase price reported at December 31, 2018 due to a final working capital adjustment of $1.5 million , changes from previously reported estimated amounts as of December 31, 2018 are related primarily to a $6.7 million increase to intangible assets, a $0.8 decrease to deferred tax liabilities, a $0.8 million increase to goodwill, a $0.7 million increase to accounts receivable and a $0.3 million increase to prepaid expenses, partly offset by a $6.7 million decrease to inventory, a $0.8 million decrease to property, plant and equipment and a $0.3 million increase in accounts payable and accrued liabilities. 2017 Acquisitions Medallion Plastics, Inc. (“Medallion”) In March 2017, the Company acquired the business and certain assets of Elkhart, Indiana-based Medallion, a designer, engineer and manufacturer of custom thermoformed products and components which include dash and trim panels and fender skirts for the RV market, and complete interior packages, bumper covers, hoods, and trims for the automotive, specialty transportation and other industrial markets, for a net purchase price of $9.9 million . Medallion is included in the Manufacturing segment. Leisure Product Enterprises, LLC (“LPE”) In April 2017, the Company acquired 100% of the membership interests of LPE for a net purchase price of approximately $73.3 million . LPE is comprised of three complementary manufacturing companies primarily serving the marine and industrial markets: Marine Electrical Products, located in Lebanon, Missouri, supplies marine OEMs with fully-assembled boat dash and helm assemblies, including electrical wire harnesses as well as custom parts and assemblies for the industrial, commercial, and off-road vehicle markets; Florida Marine Tanks, located in Henderson, North Carolina, supplies aluminum fuel and holding tanks for marine and industrial customers; and Marine Concepts/Design Concepts, with facilities located in Sarasota, Florida and Cape Coral, Florida, designs, engineers and manufactures CNC plugs, open and closed composite molds, and CNC molds for fiberglass boat manufacturers. LPE is included in the Manufacturing segment. Indiana Technologies, Inc. d/b/a Wire Design (“Wire Design”) In July 2017, the Company acquired the business and certain assets of Elkhart, Indiana-based Wire Design, a manufacturer of wire harnesses for the RV, marine and industrial markets, for a net purchase price of $10.8 million . Wire Design is included in the Manufacturing segment. Baymont, Inc. (“Baymont”) In September 2017, the Company acquired the business and certain assets of Baymont, a manufacturer and supplier of fiberglass showers, tubs, and tile systems for the MH and industrial markets, with operating facilities located in Golden, Mississippi and Belmont, Mississippi. The net purchase price was $3.8 million , plus contingent consideration over a six -year period based on future performance. Baymont is included in the Manufacturing segment. Indiana Transport, Inc. (“Indiana Transport”) In November 2017, the Company acquired the business and certain assets of Elkhart, Indiana-based Indiana Transport, a transportation and logistics service provider primarily to OEMs and dealers in the RV market, for a net purchase price of $58.8 million . Indiana Transport is included in the Distribution segment. LMI, Inc. and Related Companies (collectively, “LMI”) In November 2017, the Company acquired LMI, a designer, fabricator, and installer of specialty glass, mirror, bath and closet building products to residential housing and commercial high-rise builders, general contractors, retailers, and RV manufacturers in the U.S., for a purchase price of $80.3 million , net of cash acquired. LMI is headquartered in Ontario, California and operates six manufacturing and distribution centers in California and Nevada and an additional manufacturing facility in China. LMI is included in the Manufacturing segment. Nickell Moulding Company, Inc. (“Nickell”) In December 2017, the Company acquired the business and certain assets of Elkhart, Indiana-based Nickell, a manufacturer of hardwood and wrapped mouldings and trim, custom wood frames, and door components for the RV, retail and hospitality, MH, and other markets, for a net purchase price of $ 12.6 million . Nickell is included in the Manufacturing segment. The following table summarizes the fair values of the assets acquired and liabilities assumed as of the date of the acquisition for 2019, 2018 and 2017 acquisitions. As noted above, the purchase price allocations for the 2019 acquisitions are preliminary and subject to finalization: (thousands) Trade receivables Inventories Property, plant and equipment Prepaid expenses & other Intangible assets Goodwill Less: Total liabilities Less: Deferred taxes Total net assets acquired 2019 (1) $ 10,115 $ 7,257 $ 5,200 $ 103 $ 17,766 $ 24,088 $ 5,699 $ 1,922 $ 56,908 2018 MMC (2) $ 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 (3) 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 4,227 7,767 57,021 EMC (4) 623 1,678 1,684 — 17,350 7,483 987 — 27,831 LaSalle 8,957 39,293 7,670 6,560 12,551 4,520 28,882 (798 ) 51,467 Other 473 329 280 13 1,667 919 195 — 3,486 2018 Totals $ 32,109 $ 91,672 $ 46,015 $ 8,362 $ 146,583 $ 87,366 $ 50,667 $ 6,969 $ 354,471 2017 Medallion $ 2,233 $ 2,605 $ 1,713 $ 118 $ 3,100 $ 1,342 $ 1,200 $ — $ 9,911 LPE 5,848 5,162 9,225 337 33,275 39,945 6,358 14,140 73,294 Wire Design 615 437 555 21 5,590 4,052 491 — 10,779 Baymont (5) — 1,174 2,067 — 3,166 1,502 69 — 7,840 Indiana Transport 6,379 — 2,594 1,309 31,675 19,950 3,117 — 58,790 LMI 11,205 9,071 6,028 449 32,810 29,241 8,471 — 80,333 Nickell 1,784 1,547 1,240 — 6,250 2,331 556 — 12,596 Other — 250 2,668 — — 668 124 — 3,462 2017 Totals $ 28,064 $ 20,246 $ 26,090 $ 2,234 $ 115,866 $ 99,031 $ 20,386 $ 14,140 $ 257,005 (1) Total net assets acquired for the 2019 acquisitions reflect the estimated liability of $2.6 million pertaining to the fair value of contingent consideration relating to the acquisition of G.G. Schmitt. The actual net cash paid for 2019 acquisitions of $54.3 million is included in “Cash Flows from Investing Activities - Business Acquisitions” on the consolidated statement of cash flows for the year ended December 31, 2019. None of the 2019 acquisitions were individually material and therefore aggregated information has been presented. (2) Total net assets acquired for MMC reflect the estimated liability of $1.4 million pertaining to the fair value of the contingent consideration. The actual net cash paid for the MMC acquisition of $19.9 million is included in “Cash Flows from Investing Activities - Business Acquisitions” on the consolidated statement of cash flows for the year ended December 31, 2018. (3) Total net assets acquired for IMP reflect the estimated liability of $7.9 million pertaining to the fair value of the contingent consideration. The actual net cash paid for the IMP acquisition of $18.6 million is included in “Cash Flows from Investing Activities - Business Acquisitions” on the consolidated statement of cash flows for the year ended December 31, 2018. (4) Total net assets acquired for EMC reflect the estimated liability of $2.5 million pertaining to the fair value of the contingent consideration. The actual net cash paid for the EMC acquisition of $25.3 million is included in the amount of $25.2 million in “Cash Flows from Investing Activities - Business Acquisitions” on the consolidated statement of cash flows for the year ended December 31, 2018 and $0.1 million on the consolidated statement of cash flows for the year ended December 31, 2019. (5) Total net assets acquired for Baymont include the estimated liability of $4.0 million pertaining to the fair value of the contingent consideration. The actual net cash paid for the Baymont acquisition of $3.8 million is included in "Cash Flows from Investing Activities - Business Acquisitions" on the consolidated statement of cash flows for the year ended December 31, 2017. Pro Forma Information (Unaudited) The following pro forma information assumes the 2019 and 2018 acquisitions occurred as of the beginning of the year immediately preceding each such acquisition. The pro forma information contains the actual operating results of each of the 2019 and 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 of $1.3 million and $7.0 million for the years ended December 31, 2019 and 2018 , respectively, in connection with the acquisitions as if they occurred as of the beginning of the year immediately preceding each such acquisition. (thousands except per share data) 2019 2018 Net sales $ 2,397,225 $ 2,658,544 Net income 92,847 133,234 Basic net income per common share 4.03 5.55 Diluted net income per common share 3.99 5.48 |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories as of December 31, 2019 and 2018 consist of the following: (thousands) 2019 2018 Raw materials $ 162,238 $ 164,408 Work in process 14,272 12,829 Finished goods 28,446 28,341 Less: reserve for inventory excess and obsolescence (10,123 ) (5,354 ) Total manufactured goods, net 194,833 200,224 Materials purchased for resale (distribution products) 60,918 74,914 Less: reserve for inventory excess and obsolescence (1,881 ) (2,240 ) Total materials purchased for resale (distribution products), net 59,037 72,674 Total inventories $ 253,870 $ 272,898 |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment, net, consists of the following at December 31, 2019 and 2018 : (thousands) 2019 2018 Land and improvements $ 9,754 $ 8,686 Building and improvements 67,493 59,701 Machinery and equipment 204,383 191,142 Transportation equipment 6,640 4,972 Leasehold improvements 14,738 11,873 Property, plant and equipment, at cost 303,008 276,374 Less: accumulated depreciation and amortization (122,159 ) (99,229 ) Property, plant and equipment, net $ 180,849 $ 177,145 Total depreciation expense for property, plant and equipment for fiscal 2019, 2018, and 2017 was $26.9 million, $20.8 million and $14.2 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS Changes in the carrying amount of goodwill for the years ended December 31, 2019 and 2018 by segment are as follows: (thousands) Manufacturing Distribution Total Balance - January 1, 2018 $ 179,471 $ 28,573 $ 208,044 Acquisitions 56,704 17,138 73,842 Adjustment to prior year preliminary purchase price allocation (830 ) 678 (152 ) Balance - December 31, 2018 235,345 46,389 281,734 Acquisitions 21,488 — 21,488 Adjustment to prior year preliminary purchase price allocation 11,569 4,558 16,127 Balance - December 31, 2019 $ 268,402 $ 50,947 $ 319,349 Goodwill at December 31, 2019 and 2018 includes $27.4 million of accumulated impairment in the manufacturing segment. For the definite-lived intangible assets attributable to the 2019 acquisitions, the useful life pertaining to non-compete agreements was three years, and the useful life pertaining to customer relationships for 2019 acquisitions was 10 years . Intangible assets, net consist of the following at December 31, 2019 and 2018 : (thousands) 2019 Weighted 2018 Weighted Customer relationships $ 357,513 10.1 $ 366,228 10.1 Non-compete agreements 16,202 5.0 19,159 4.9 Patents 16,495 14.6 1,048 8.9 Trademarks 88,524 Indefinite 82,358 Indefinite 478,734 468,793 Less: accumulated amortization (121,720 ) (85,811 ) Intangible assets, net $ 357,014 $ 382,982 Changes in the carrying value of intangible assets for the years ended December 31, 2019 and 2018 by segment are as follows: (thousands) Manufacturing Distribution Total Balance - January 1, 2018 $ 220,540 $ 42,927 $ 263,467 Acquisitions 112,517 42,085 154,602 Amortization (27,413 ) (6,800 ) (34,213 ) Adjustment to prior year preliminary purchase price allocation (1,159 ) 285 (874 ) Balance - December 31, 2018 304,485 78,497 382,982 Acquisitions 17,922 — 17,922 Amortization (29,457 ) (6,451 ) (35,908 ) Adjustment to prior year preliminary purchase price allocation (10,827 ) 2,845 (7,982 ) Balance - December 31, 2019 $ 282,123 $ 74,891 $ 357,014 Amortization expense for the next five fiscal years ending December 31 related to definite-lived intangible assets as of December 31, 2019 is estimated to be (in thousands): 2020 - $38,208 ; 2021 - $37,669 ; 2022 - $36,844 ; 2023 - $35,640 ; and 2024 - $34,045 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT A summary of total debt outstanding at December 31, 2019 and 2018 is as follows: (thousands) 2019 2018 Long-term debt: Revolver $ 135,000 $ 392,332 Term Loan 97,500 96,250 Senior Notes 300,000 — Convertible Notes 172,500 172,500 Total long-term debt 705,000 661,082 Less: Convertible Notes discount and deferred financing costs, net (23,260 ) (30,125 ) Less: Senior Notes deferred financing costs, net (5,844 ) — Less: Current maturities of long-term debt (5,000 ) (8,750 ) Less: Term Loan deferred financing costs, net (542 ) (456 ) Total long-term debt, less current maturities, net $ 670,354 $ 621,751 Senior Notes On September 17, 2019, the Company issued $300 million aggregate principal amount of 7.50% Senior Notes due 2027 (the “Senior Notes”). The Senior Notes will mature on October 15, 2027. Interest on the Senior Notes will accrue from September 17, 2019 and is payable semi-annually in cash in arrears on April 15 and October 15 of each year, beginning on April 15, 2020. The effective interest rate on the Senior Notes, which includes debt issuance costs, was 7.83% . In connection with the issuance of the Senior Notes, the Company incurred and capitalized as a reduction of the principal amount of the Senior Notes approximately $6.0 million in deferred financing costs which will be amortized using the effective interest rate over the term of the Senior Notes. The Senior Notes are senior unsecured indebtedness of the Company and are guaranteed by each of the Company’s subsidiaries that guarantee the obligations of the Company under the 2019 Credit Facility (as defined herein). The Company may redeem the Senior Notes, in whole or in part, at any time (a) prior to October 15, 2022, at a price equal to 100% of the principal amount thereof, plus the applicable premium described in the associated indenture and accrued and unpaid interest and (b) on or after October 15, 2022 at specified redemption prices set forth in the indenture, plus accrued and unpaid interest. In addition, prior to October 15, 2022, the Company may redeem, in one or more transactions, up to an aggregate of 40% of the original principal amount of the Senior Notes at a redemption price equal to 107.5% of the principal amount thereof, plus accrued and unpaid interest, with the net cash proceeds of one or more equity offerings. If the Company experiences specific kinds of changes of control, the Company must offer to repurchase all of the Senior Notes (unless otherwise redeemed) at a price equal to 101% of the aggregate principal amount thereof, plus accrued and unpaid interest. 2019 Credit Facility Simultaneously with the issuance of the Senior Notes, the Company entered into the Third Amended and Restated Credit Agreement (the “2019 Credit Agreement”). The 2019 Credit Agreement amended and extended the Company’s 2018 Credit Agreement (as defined herein) and consists of a $550 million senior secured revolver (the “2019 Revolver”) and a $100 million senior secured term loan (the “2019 Term Loan” and together with the 2019 Revolver, the “2019 Credit Facility”). The maturity date for borrowings under the 2019 Credit Agreement is September 17, 2024. Upon the satisfaction of certain conditions, and obtaining incremental commitments from its lenders, the Company may be able to increase the borrowing capacity of the 2019 Credit Facility by up to $250 million . Borrowings under the 2019 Credit Facility are secured by substantially all personal property assets of the Company and any domestic subsidiary guarantors. Pursuant to the 2019 Credit Agreement: • The 2019 Term Loan is due in consecutive quarterly installments in the following amounts: (i) beginning September 30, 2019, through and including June 30, 2021, $1,250,000 and (ii) beginning September 30, 2021, and each quarter thereafter, $2,500,000 , with the remaining balance due at maturity; • The interest rates for borrowings under the 2019 Revolver and the 2019 Term Loan are the Prime Rate or LIBOR plus a margin, which ranges from 0.00% to 0.75% for Prime Rate loans and from 1.00% to 1.75% for LIBOR loans depending on the Company’s consolidated total leverage ratio, as defined below. The Company is required to pay fees on unused but committed portions of the 2019 Revolver, which range from 0.15% to 0.225% ; and • Covenants include requirements as to a maximum consolidated total net leverage ratio ( 4.00 :1.00, increasing to 4.50 :1.00 in certain circumstances in connection with Company acquisitions) and a minimum consolidated fixed charge coverage ratio ( 1.50 :1.00) that are tested on a quarterly basis, a minimum liquidity requirement applicable during the six-month period preceding the maturity of the Convertible Notes, and other customary covenants. At December 31, 2019, the Company had $97.5 million outstanding under the 2019 Term Loan under the LIBOR-based option, and borrowings outstanding under the 2019 Revolver of $135.0 million under the LIBOR-based option. The interest rate for incremental borrowings at December 31, 2019 was LIBOR plus 1.5% (or 3.31% ) for the LIBOR-based option. The fee payable on committed but unused portions of the 2019 Revolver was 0.20% at December 31, 2019. The weighted average interest rate for 2019 borrowings under the 2018 Revolver and 2019 Revolver was 4.59% , and 4.53% for 2019 borrowings under the 2018 Term Loan and 2019 Term Loan. 2018 Credit Facility The 2018 Credit Agreement was amended by the 2019 Credit Agreement on September 17, 2019 as discussed above. The Company recorded a $0.7 million loss on extinguishment of debt in the third quarter of 2019 in connection with the replacement of the 2018 Credit Facility with the 2019 Credit Facility. The Company's previous credit agreement (the "2018 Credit Agreement") consisted of an $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”). At December 31, 2018, the Company had $96.3 million outstanding under the 2018 Term Loan under the LIBOR-based option, and borrowings outstanding under the 2018 Revolver of: (i) $388.0 million under the LIBOR-based option and (ii) $4.3 million under the Base Rate-based option. The interest rate for incremental borrowings at December 31, 2018 was the Prime Rate plus 1.00% (or 6.50% ) for the Base Rate-based option, or LIBOR plus 2.00% (or 4.56% ) for the LIBOR-based option. The weighted average interest rate on borrowings in 2018 was 4.05% for the 2018 Term Loan and 4.20% for the 2018 Revolver. 2015 Credit Facility Prior to June 5, 2018, the Company's credit facility was established under its Amended and Restated Credit Agreement, dated April 28, 2015, with Wells Fargo Bank, National Association (“Wells Fargo”), as Administrative Agent and a lender, and the lenders party thereto, as amended (the “2015 Credit Agreement”). The 2015 Credit Agreement consisted of a $417.3 million revolving credit loan (the “2015 Revolver”) and up to an $82.7 million term loan (the “2015 Term Loan” and, together with the Revolver, the “2015 Credit Facility”). The 2015 Credit Facility had a maturity date of March 17, 2022 and was replaced by the 2018 Credit Facility. 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”). The total debt discount of $36.0 million at issuance consisted of two components: (i) the conversion option component, recorded to shareholders' equity, in the amount of $31.9 million , representing the difference between the principal amount of the Convertible Notes upon issuance less the present value of the future cash flows of the Convertible Notes and (ii) debt issuance costs of $4.1 million . The unamortized portion of the total debt discount is being amortized to interest expense over the life of the Convertible Notes. 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 December 31, 2019 and 2018. The net proceeds from the issuance of the Convertible Notes were approximately $167.5 million , after deducting the initial purchasers’ discounts and commissions and offering expenses payable by the Company, but before deducting the net cost of the Convertible Note Hedge Transactions and the Warrant Transactions (each as defined herein) described in Note 9. The Convertible Notes are senior unsecured obligations of the Company and pay interest semi-annually in arrears on February 1 and August 1 of each year at an annual rate of 1.00% beginning August 1, 2018. The Convertible Notes will mature on February 1, 2023 unless earlier repurchased or converted in accordance with their terms. The Convertible Notes are convertible by the noteholders, in certain circumstances and subject to certain conditions, into cash, shares of common stock of the Company, or a combination thereof, at the Company’s election. The initial conversion rate for the Convertible Notes is 11.3785 shares of the Company's common stock per $1,000 principal amount of the Convertible Notes (or 1,962,790 shares in the aggregate) and is equal to an initial conversion price of approximately $87.89 per share. If an event of default on the Convertible Notes occurs, the principal amount of the Convertible Notes, plus accrued and unpaid interest (including additional interest, if any) may be declared immediately due and payable, subject to certain conditions. Convertible Notes holders can convert their Convertibles Notes on or after August 1, 2022 at any time at their option. Holders may convert Convertible Notes prior to August 1, 2022, only under the following circumstances: (i) during any calendar quarter commencing after the calendar quarter ending on June 30, 2018, if the last reported sale price of the Company's common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day, (ii) during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day and (iii) upon the occurrence of certain specified distributions or corporate events. Debt Maturities As of December 31, 2019, the aggregate maturities of total long-term debt for the next five fiscal years and thereafter are as follows (in thousands): 2020 $ 5,000 2021 7,500 2022 10,000 2023 182,500 2024 200,000 Thereafter 300,000 Total $ 705,000 Five standby letters of credit totaling $3.9 million were outstanding at December 31, 2019 that exist to meet credit requirements for the Company’s insurance providers. Cash paid for interest for the years ended December 31, 2019 , 2018 and 2017 was $22.1 million , $18.4 million and $8.6 million , respectively. |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS | 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 the Convertible Note Hedge Transactions, the Company acquired options to purchase the same number of shares of the Company's common stock (or 1,962,790 shares) initially underlying the Convertibles Notes at an initial strike price equal to the initial strike price of the Convertible Notes of approximately $87.89 per share, subject to customary anti-dilution adjustments. The options expire on February 1, 2023, subject to earlier exercise. 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 (or 1,962,790 shares) underlying the Convertible Notes, at an initial strike price of approximately $113.93 per share, subject to customary anti-dilution adjustments. The warrants have a final expiration date of September 20, 2023. The Company paid $31.5 million associated with the cost of the Convertible Note Hedge Transactions and received proceeds of $18.1 million related to the Warrant Transactions. The Convertible Note Hedge Transactions are expected generally to reduce potential dilution to the Company’s common stock upon any conversion of the Convertible Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted Convertible Notes. However, the Warrant Transactions could separately have a dilutive effect on the Company's common stock to the extent that the market price per share of the common stock exceeds the strike price of the warrants. As these transactions meet certain accounting criteria, the Convertible Note Hedges Transactions and Warrant Transactions are recorded in stockholders’ equity and are not accounted for as derivatives. Interest Rate Swaps The Company's credit facility exposes the Company to risks associated with the variability in interest expense associated with fluctuations in LIBOR. To partially mitigate this risk, the Company entered into interest rate swaps. As of December 31, 2019, the Company had a combined notional principal amount of $200.0 million of interest rate swap agreements, all of which are designated as cash flow hedges. These swap agreements effectively convert the interest expense associated with a portion of the Company's variable rate debt from variable interest rates to fixed interest rates and have maturities ranging from February 2022 to March 2022. The following table summarizes the fair value of derivative contracts included in the accompanying consolidated balance sheet (in thousands): Fair value of derivative liabilities Derivatives accounted for as cash flow hedges Balance sheet location December 31, 2019 December 31, 2018 Interest rate swap agreements Other long-term liabilities $ 5,868 $ 2,652 |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | ACCUMULATED OTHER COMPREHENSIVE LOSS Accumulated other comprehensive loss primarily includes unrealized gains and losses on derivatives that qualify as hedges of cash flows and cumulative foreign currency translation adjustments. The activity in accumulated other comprehensive loss was as follows: (thousands) Cash Flow Hedges Other Foreign Currency Items Total Balance at January 1, 2018 $ — $ 66 $ — $ 66 Other comprehensive loss (net of tax benefit of $679, $254 and $0) (1,973 ) (741 ) (32 ) (2,746 ) Balance at December 31, 2018 $ (1,973 ) $ (675 ) $ (32 ) $ (2,680 ) Other comprehensive loss (net of tax benefit of $816, $204 and $0) (2,401 ) (595 ) (22 ) (3,018 ) Balance at December 31, 2019 $ (4,374 ) $ (1,270 ) $ (54 ) $ (5,698 ) |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
ACCRUED LIABILITIES | ACCRUED LIABILITIES Accrued liabilities as of December 31, 2019 and 2018 include the following: (thousands) 2019 2018 Employee compensation and benefits $ 28,717 $ 31,898 Property taxes 3,657 3,405 Customer incentives 12,297 10,318 Accrued interest 7,460 1,232 Other 5,902 12,349 Total accrued liabilities $ 58,033 $ 59,202 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “TCJA”). The TCJA makes broad and complex changes to the U.S. tax code, including, but not limited to: (1) reducing the U.S. federal corporate tax rate from 35% to 21% for tax years ending after December 31, 2017; (2) bonus depreciation that will allow for full expensing in the year placed in service of qualified property acquired and placed in service after September 27, 2017; (3) repealing the Domestic Production Activities Deduction for years beginning after December 31, 2017; and (4) requiring a current inclusion in U.S. federal taxable income of certain earnings of controlled foreign corporations. The Company has accounted for in its 2019 and 2018 income tax provision the impact of Global Intangible Low-Taxed Income, base-erosion anti-abuse tax, interest expense limitations under Section 163(j), and foreign-derived intangible income deductions, although such provisions were either not applicable or resulted in a zero or immaterial impact to the consolidated financial statements. The provision for income taxes for the years ended December 31, 2019 , 2018 and 2017 consists of the following: (thousands) 2019 2018 2017 Current: Federal $ 17,587 $ 22,578 $ 27,833 State 5,019 8,725 6,036 Foreign 61 85 — Total current 22,667 31,388 33,869 Deferred: Federal 4,529 1,529 (6,289 ) State 1,064 (770 ) (188 ) Total deferred 5,593 759 (6,477 ) Income taxes $ 28,260 $ 32,147 $ 27,392 A reconciliation of the differences between the actual provision for income taxes and income taxes at the federal statutory income tax rate of 21% for the years ended December 31, 2019 and 2018 and at the federal statutory income tax rate of 35% for the year ended December 31, 2017 is as follows: (thousands) 2019 2018 2017 Rate applied to pretax income $ 24,744 21.0 % $ 31,916 21.0 % $ 39,588 35.0 % State taxes, net of federal tax effect 5,147 4.4 % 6,427 4.2 % 4,060 3.6 % Remeasurement of net deferred tax liabilities — — % — — % (7,699 ) (6.8 )% Excess tax benefit on stock-based compensation (833 ) (0.7 )% (6,685 ) (4.4 )% (6,009 ) (5.3 )% Other (798 ) (0.7 )% 489 0.4 % (2,548 ) (2.3 )% Income taxes $ 28,260 24.0 % $ 32,147 21.2 % $ 27,392 24.2 % The composition of the deferred tax assets and liabilities as of December 31, 2019 and 2018 is as follows: (thousands) 2019 2018 Long-term deferred income tax assets (liabilities): Trade receivables allowance $ 417 $ 418 Inventory capitalization 2,226 2,591 Accrued expenses 5,987 6,123 Deferred compensation 413 462 Inventory reserves 4,651 1,278 Federal NOL carryforwards 1,113 1,607 State NOL carryforwards 953 2,060 Valuation allowance - NOL (872 ) (649 ) Share-based compensation 7,221 5,848 Operating lease right-of-use assets (23,910 ) — Operating lease liabilities 24,160 — Other 2,015 1,432 Intangibles (28,160 ) (26,419 ) Depreciation expense (22,368 ) (16,562 ) Prepaid expenses (1,130 ) (888 ) Net deferred tax liabilities $ (27,284 ) $ (22,699 ) The Company paid income taxes of $36.1 million , $28.2 million and $38.6 million in 2019 , 2018 and 2017, respectively. As of December 31, 2019 and December 31, 2018, the Company had gross federal, state, and foreign net operating losses, of approximately $ 24.5 million and $ 53.9 million, respectively. These loss carryforwards generally expire between tax years ending December 31, 2020 and December 31, 2037. The components of the valuation allowance relate to certain acquired federal, state and foreign net operating loss carryforwards that the Company anticipates will not be utilized prior to their expiration, either due to income limitations or limitations under Section 382. The tax effected values of these net operating losses are $ 2.0 million and $ 3.7 million at December 31, 2019 and 2018, respectively, exclusive of valuation allowances of $ 0.9 million and $ 0.6 million at December 31, 2019 and 2018, respectively. |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
SHAREHOLDERS' EQUITY | SHAREHOLDERS’ EQUITY Preferred Stock The Company has 1,000,000 shares of preferred stock authorized, without par value, the issuance of which is subject to approval by the Board of Directors (the “Board”). The Board has the authority to fix the number, rights, preferences and limitations of the shares, subject to applicable laws and the provisions of the Articles of Incorporation. Common Stock In May 2017, the Company's shareholders approved an amendment to the Articles of Incorporation to increase the number of shares of common stock authorized, without par value, from 20,000,000 shares to 40,000,000 shares, of which 23,753,551 and 23,527,307 shares were issued and outstanding as of December 31, 2019 and 2018 , respectively. The Company issued 428,852 shares in 2019, 226,595 shares in 2018 and 411,212 shares in 2017 related to stock-based compensation plans and for the exercise of stock options and SARS. The Company made repurchases of 83,512 shares in 2019, 43,900 shares in 2018 and 82,970 shares in 2017 for the sole purpose of satisfying the minimum tax withholding obligations of employees upon the vesting of stock awards held by the employees. In addition, in 2019 and 2018, the Company repurchased 102,932 shares and 1,984,095 shares, respectively, of its common stock through a stock repurchase program. There were no shares repurchased under a stock repurchase program in 2017. See Note 14 for further details. On March 14, 2017, the Company completed a public offering of 2,025,000 shares of its common stock at a price of $48.67 per share for gross proceeds of $98.6 million . The net proceeds from the offering of $93.3 million were used to pay down a portion of the Company's outstanding indebtedness. |
STOCK REPURCHASE PROGRAMS
STOCK REPURCHASE PROGRAMS | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
STOCK REPURCHASE PROGRAMS | STOCK REPURCHASE PROGRAMS In January 2018, the Board approved a stock repurchase program that authorized the repurchase of up to $50.0 million of the Company's common stock over a 24 -month period (the "2018 Repurchase Plan") to replace a 2016 Repurchase Plan that expired in January 2018. In May 2018, the Board approved an increase in the amount of the Company's common stock that may be acquired over 24 months under the current stock repurchase program to $50.0 million , which included $8.5 million remaining under the original $50.0 million authorization announced in January 2018. In October 2018, the Board approved an increase in the amount of the Company's common stock that may be acquired over 24 months under the current stock repurchase program to $50.0 million , which included $3.6 million remaining under the $50.0 million authorization announced in May 2018. In 2018, the Company repurchased 1,984,095 shares under the 2018 repurchase program at an average price of $54.21 per share for a total cost of $107.6 million . In 2019, the Company repurchased 102,932 shares under the 2018 repurchase program at an average price of $37.06 per share for a total cost of $3.8 million . The Company’s common stock does not have a stated par value. As a result, repurchases of common stock have been reflected, using an average cost method, as a reduction of common stock, additional paid-in-capital and retained earnings in the Company’s consolidated statements of financial position. |
NET INCOME PER COMMON SHARE
NET INCOME PER COMMON SHARE | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
NET INCOME PER COMMON SHARE | NET INCOME PER COMMON SHARE Income per common share is calculated for the years ended December 31, 2019 , 2018 and 2017 as follows: (thousands except per share data) 2019 2018 2017 Net income $ 89,566 $ 119,832 $ 85,718 Weighted average common shares outstanding - basic 23,058 23,995 24,230 Effect of potentially dilutive securities 222 322 413 Weighted average common shares outstanding - diluted 23,280 24,317 24,643 Basic net income per common share $ 3.88 $ 4.99 $ 3.54 Diluted net income per common share $ 3.85 $ 4.93 $ 3.48 Cash dividends paid per common share $ 0.25 $ — $ — The impact on diluted net income per common share from antidilutive securities excluded from the calculation was immaterial for all periods presented. On February 25, 2020, the Company’s Board of Directors declared a cash dividend of $0.25 per share of common stock. The dividend will be payable on March 23, 2020 to shareholders of record at the close of business on March 9, 2020. |
LEASE COMMITMENTS
LEASE COMMITMENTS | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
LEASE COMMITMENTS | LEASES As discussed in Note 2, 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. Accordingly, 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 was immaterial for fiscal 2019. 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 year ended December 31, 2019. Leases have remaining lease terms of one year to eleven 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: Year Ended (thousands) December 31, 2019 Operating lease cost $ 31,653 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 30,677 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 37,112 Balance sheet information related to leases was as follows: (thousands, except lease term and discount rate) December 31, 2019 Assets Operating lease right-of-use assets $ 93,546 Liabilities Operating lease liabilities, current portion $ 27,694 Long-term operating lease liabilities 66,467 Total lease liabilities $ 94,161 Weighted average remaining lease term, operating leases (in years) 4.2 Weighted average discount rate, operating leases 3.7 % Maturities of operating lease liabilities were as follows at December 31, 2019: (thousands) 2020 $ 30,443 2021 24,300 2022 18,465 2023 13,481 2024 9,072 Thereafter 5,867 Total lease payments 101,628 Less imputed interest (7,467 ) Total $ 94,161 Disclosures related to periods prior to the adoption of ASC 842: Future minimum lease payments 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 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES The Company is subject to proceedings, lawsuits, audits, and other claims arising in the normal course of business. All such matters are subject to uncertainties and outcomes that are not predictable with assurance. Accruals for these items, when applicable, have been provided to the extent that losses are deemed probable and are reasonably estimable. These accruals are adjusted from time to time as developments warrant. Although the ultimate outcome of these matters cannot be ascertained, on the basis of present information, amounts already provided, availability of insurance coverage and legal advice received, it is the opinion of management that the ultimate resolution of these proceedings, lawsuits, and other claims will not have a material adverse effect on the Company’s consolidated financial position, results of operations, or cash flows. |
COMPENSATION PLANS
COMPENSATION PLANS | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
COMPENSATION PLANS | COMPENSATION PLANS Stock-Based Compensation The Company has various stock option and stock-based incentive plans and various agreements whereby stock options, restricted stock awards, and SARS were made available to certain key employees, directors, and others based upon meeting various individual, divisional or company-wide performance criteria and time-based criteria. All such awards qualify and are accounted for as equity awards. Equity incentive plan awards, which are granted under the Company's 2009 Omnibus Incentive Plan (the "2009 Plan"), are intended to retain and reward key employees for outstanding performance and efforts as they relate to the Company’s short-term and long-term objectives and its strategic plan. The Company recorded compensation expense of $15.4 million , $ 14.0 million and $ 10.4 million for the years ended December 31, 2019 , 2018 and 2017, respectively, on the consolidated statements of income for its stock-based compensation plans. As of December 31, 2019 , there was approximately $19.8 million of total unrecognized compensation cost related to share-based compensation arrangements granted under incentive plans. That cost is expected to be recognized over a weighted-average period of approximately 15 months. Stock Options: Stock options vest ratably over either three or four years and have nine -year contractual terms. On January 17, 2017, the Company’s Compensation Committee of the Board (the "Compensation Committee") approved the grant of 340,110 stock options under the 2009 Plan at an exercise price per share of $53.83 . The stock options vest pro-rata over four years , commencing on January 17, 2018, and have nine -year contractual terms. There were no stock options granted in 2018 and 2019. The following table summarizes the Company’s option activity during the years ended December 31, 2019 , 2018 and 2017: Years ended December 31 2019 2018 2017 (shares in thousands) Shares Weighted Shares Weighted Shares Weighted Outstanding beginning of year 545 $ 44.35 548 $ 44.07 288 $ 23.59 Granted during the year — — — — 340 53.83 Forfeited during the year — — — — — — Exercised during the year (9 ) 0.67 (3 ) 0.78 (80 ) 11.62 Outstanding end of year 536 $ 45.11 545 $ 44.35 548 $ 44.07 Vested Options: Vested during the year 115 $ 50.46 115 $ 50.46 30 $ 40.95 Eligible end of year for exercise 336 $ 41.07 230 $ 34.72 118 $ 18.36 Aggregate intrinsic value ($ in thousands): Total options outstanding $ 4,398 $ 1,570 $ 13,932 Options exercisable $ 4,051 $ 1,570 $ 6,037 Options exercised $ 381 $ 195 $ 2,601 Weighted average fair value of options granted during the year N/A N/A $ 17.76 The aggregate intrinsic value (excess of market value over the option exercise price) in the table above is before income taxes, and assuming the Company’s closing stock price of $52.43 , $29.61 and $69.45 per share as of December 31, 2019 , 2018 and 2017, respectively, is the price that would have been received by the option holders had those option holders exercised their options as of that date. The cash received from the exercise of stock options was immaterial in 2019 and 2018 , and approximately $0.9 million in 2017. The income tax benefit related to the stock options exercised in 2019 and 2018 was immaterial and was approximately $0.9 million in 2017. The grant date fair value of stock options vested in 2019, 2018 and 2017 was $5.8 million , $5.8 million and $1.2 million , respectively. A summary of options outstanding and exercisable at December 31, 2019 is as follows: (shares in thousands) Options Outstanding Options Exercisable Shares Remaining Contractual Exercise Price Shares Exercise 2013 Grant: Exercise price - $12.30 75 3.0 $ 12.30 75 $ 12.30 2016 Grant: Exercise price - $40.95 121 5.8 $ 40.95 91 $ 40.95 2017 Grant: Exercise price - $53.83 340 6.0 $ 53.83 170 $ 53.83 The following table presents assumptions used in the Black-Scholes model for the stock options granted in 2017. There were no stock options granted in 2019 and 2018. 2017 Dividend rate — Risk-free interest rate 2.00 % Expected option life (years) 5.75 Price volatility 30.84 % As of December 31, 2019 , there was approximately $1.9 million of total unrecognized compensation expense related to the stock options, which is expected to be recognized over a weighted-average remaining life of approximately 12.2 months. Stock Appreciation Rights (SARS): On January 17, 2017, the Compensation Committee approved the grant of 340,128 SARS under the 2009 Plan divided into four tranches of 85,032 shares each, at strike prices of $53.83 , $60.03 , $66.93 and $74.63 per share. The SARS vest pro-ratably over four years from the grant date and have nine -year contractual terms. The SARS are to be settled in shares of common stock, or at the sole discretion of the Board in cash. The grant date fair value of these awards totaled $5.0 million and this amount is being amortized over the four -year vesting period. There were no SARS granted in 2018 and 2019. The following table summarizes the Company’s SARS activity during the years ended December 31, 2019 , 2018 and 2017: Years ended December 31 2019 2018 2017 (shares in thousands) Shares Weighted Shares Weighted Shares Weighted Total SARS: Outstanding beginning of year 535 $ 54.53 535 $ 54.53 270 $ 32.29 Granted during the year — — — — 340 63.85 Forfeited during the year — — — — — — Exercised during the year — — — — (75 ) 16.50 Outstanding end of year 535 $ 54.53 535 $ 54.53 535 $ 54.53 Vested SARS: Vested during the year 115 $ 60.71 115 $ 60.71 30 $ 51.87 Eligible end of year for exercise 336 $ 50.04 220 $ 44.46 105 $ 26.66 Aggregate intrinsic value ($ in thousands): Total SARS outstanding $ 3,190 $ 983 $ 8,458 SARS exercisable $ 3,066 $ 983 $ 4,521 SARS exercised $ — $ — $ 3,822 Weighted average fair value of SARS granted during the year N/A N/A $ 14.66 The aggregate intrinsic value (excess of market value over the SARS exercise price) in the table above is before income taxes, and assuming the Company’s closing stock price of $52.43 , $29.61 and $69.45 per share as of December 31, 2019 , 2018 and 2017, respectively, is the price that would have been received by the SARS holder had that SARS holder exercised the SARS as of that date. A summary of SARS outstanding and exercisable at December 31, 2019 is as follows: SARS Outstanding SARS Exercisable (shares in thousands) Shares Remaining Contractual Exercise Shares Exercise 2013 Grant: Exercise price - $12.30 18 3.0 $ 12.30 18 $ 12.30 Exercise price - $14.75 19 3.0 14.75 19 14.75 Exercise price - $17.71 19 3.0 17.71 19 17.71 Exercise price - $21.25 19 3.0 21.25 19 21.25 2016 Grant: Exercise price - $40.95 30 5.8 $ 40.95 22 $ 40.95 Exercise price - $47.51 30 5.8 47.51 23 47.51 Exercise price - $55.11 30 5.8 55.11 22 55.11 Exercise price - $63.93 30 5.8 63.93 23 63.93 2017 Grant: Exercise price - $53.83 85 6.0 $ 53.83 42 $ 53.83 Exercise price - $60.03 85 6.0 60.03 43 60.03 Exercise price - $66.93 85 6.0 66.93 42 66.93 Exercise price - $74.63 85 6.0 74.63 43 74.63 The following table presents assumptions used in the Black-Scholes model for the SARS granted in 2017. There were no SARS granted in 2019 and 2018. 2017 Dividend rate — Risk-free interest rate 2.00 % Expected option life (years) 5.75 Price volatility 30.84 % As of December 31, 2019 , there was approximately $1.6 million of total unrecognized compensation expense related to the SARS which is expected to be recognized over a weighted-average remaining life of approximately 12.3 months. Restricted Stock: The Company’s stock-based awards include restricted stock awards. As of December 31, 2019 , there was approximately $16.3 million of total unrecognized compensation expense related to restricted stock, which is expected to be recognized over a weighted-average remaining life of approximately 15.7 months. Restricted stock awards possess voting rights, are included in the calculation of actual shares outstanding, and include both performance- and time-based contingencies. The grant date fair value of the awards is expensed over the related service or performance period. Time-based shares cliff vest at the conclusion of the required service period, which ranges from one to three years. The performance contingent shares are earned based on the achievement of a cumulative financial performance target, which ranges from a one to five-year period and vest at the conclusion of the measurement period. The following table summarizes the activity for restricted stock for the years ended December 31, 2019 , 2018 and 2017: 2019 2018 2017 (shares in thousands) Shares Weighted-Average Shares Weighted-Average Shares Weighted-Average Unvested beginning of year 606 $ 48.56 634 $ 35.68 644 $ 22.15 Granted during the year 378 39.74 182 65.35 233 54.46 Vested during the year (230 ) 30.46 (209 ) 23.98 (240 ) 17.49 Forfeited during the year (16 ) 50.49 (1 ) 57.93 (3 ) 46.64 738 $ 49.65 606 $ 48.56 634 $ 35.68 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The Company has two reportable segments, Manufacturing and Distribution, which are based on its method of internal reporting, which segregates its businesses based on the way in which its chief operating decision maker allocates resources, evaluates financial results, and determines compensation. A description of the Company’s reportable segments is as follows: Manufacturing – This segment includes the following products: laminated products that are utilized to produce furniture, shelving, walls, countertops and cabinet products; cabinet doors; fiberglass bath fixtures and tile systems; hardwood furniture; vinyl printing; decorative vinyl and paper laminated panels; solid surface, granite, and quartz countertop fabrication; RV painting; fabricated aluminum products; fiberglass and plastic components; fiberglass bath fixtures and tile systems; softwoods lumber; custom cabinetry; polymer-based flooring; electrical systems components including instrument and dash panels; wrapped vinyl, paper and hardwood profile mouldings; interior passage doors; air handling products; slide-out trim and fascia; thermoformed shower surrounds; specialty bath and closet building products; fiberglass and plastic helm systems and components products; wiring and wire harnesses; boat covers, towers, tops and frames; marine hardware; aluminum fuel tanks; CNC molds and composite parts; slotwall panels and components; and other products. Distribution – The Company distributes pre-finished wall and ceiling panels; drywall and drywall finishing products; electronics and audio systems components; appliances; wiring, electrical and plumbing products; fiber reinforced polyester products; cement siding; raw and processed lumber; interior passage doors; roofing products; laminate and ceramic flooring; tile; shower doors; furniture; fireplaces and surrounds; interior and exterior lighting products; and other miscellaneous products in addition to providing transportation and logistics services. The accounting policies of the segments are the same as those described in Note 1, except that segment data includes intersegment sales. Assets are identified to the segments except for cash, prepaid expenses, land and buildings, and certain deferred assets, which are identified with the corporate division. The corporate division charges rents to the segments for use of the land and buildings based upon estimated market rates. The Company accounts for intersegment sales similar to third party transactions, which reflect current market prices. The Company also records certain income from purchase incentive agreements at the corporate division. The Company evaluates the performance of its segments and allocates resources to them based on a variety of indicators including but not limited to sales and operating income as presented in the tables below. The tables below present information that is provided to the chief operating decision maker of the Company as of December 31, 2019 and 2018 and for the years ended December 31, 2019 , 2018 and 2017 (in thousands): 2019 Manufacturing Distribution Total Net outside sales $ 1,642,263 $ 694,819 $ 2,337,082 Intersegment sales 31,223 4,340 35,563 Total sales 1,673,486 699,159 2,372,645 Operating income 174,913 38,953 213,866 Total assets 990,692 304,230 1,294,922 Capital expenditures 25,291 1,973 27,264 Depreciation and amortization 52,036 7,534 59,570 2018 Manufacturing Distribution Total Net outside sales $ 1,745,467 $ 517,594 $ 2,263,061 Intersegment sales 33,581 3,641 37,222 Total sales 1,779,048 521,235 2,300,283 Operating income 215,246 31,491 246,737 Total assets 948,557 240,499 1,189,056 Capital expenditures 31,152 1,852 33,004 Depreciation and amortization 44,747 7,613 52,360 2017 Manufacturing Distribution Total Net outside sales $ 1,337,785 $ 297,868 $ 1,635,653 Intersegment sales 30,669 2,579 33,248 Total sales 1,368,454 300,447 1,668,901 Operating income 151,635 18,858 170,493 Capital expenditures 21,204 309 21,513 Depreciation and amortization 27,481 3,521 31,002 A reconciliation of certain line items pertaining to the total reportable segments to the consolidated financial statements as of December 31, 2019 and 2018 and for the years ended December 31, 2019 , 2018 and 2017 is as follows (in thousands): 2019 2018 2017 Net sales: Total sales for reportable segments $ 2,372,645 $ 2,300,283 $ 1,668,901 Elimination of intersegment sales (35,563 ) (37,222 ) (33,248 ) Consolidated net sales $ 2,337,082 $ 2,263,061 $ 1,635,653 Operating income: Operating income for reportable segments $ 213,866 $ 246,737 $ 170,493 Unallocated corporate expenses (23,516 ) (34,109 ) (29,219 ) Amortization (35,908 ) (34,213 ) (19,374 ) Consolidated operating income $ 154,442 $ 178,415 $ 121,900 Total assets: Identifiable assets for reportable segments $ 1,294,922 $ 1,189,056 Corporate assets unallocated to segments 36,681 35,280 Cash and cash equivalents 139,390 6,895 Consolidated total assets $ 1,470,993 $ 1,231,231 Depreciation and amortization: Depreciation and amortization for reportable segments $ 59,570 $ 52,360 $ 31,002 Corporate depreciation and amortization 3,225 2,692 2,539 Consolidated depreciation and amortization $ 62,795 $ 55,052 $ 33,541 Capital expenditures: Capital expenditures for reportable segments $ 27,264 $ 33,004 $ 21,513 Corporate capital expenditures 397 1,482 984 Consolidated capital expenditures $ 27,661 $ 34,486 $ 22,497 Amortization expense related to intangible assets in the Manufacturing segment for the years ended December 31, 2019 , 2018 and 2017 was $29.5 million , $ 27.4 million and $ 16.2 million , respectively. Intangible assets amortization expense in the Distribution segment was $ 6.4 million , $ 6.8 million and $ 3.1 million in 2019 , 2018 and 2017, respectively. Unallocated corporate expenses include corporate general and administrative expenses comprised of wages, insurance, taxes, supplies, travel and entertainment, professional fees and other. Major Customers One RV customer accounted for approximately 14% and 12% of the trade receivables balance at December 31, 2019 and 2018, respectively. In addition, a second RV customer accounted for approximately 13% of the trade receivables balance at December 31, 2018 . One RV customer accounted for approximately 23% , 29% and 32% of consolidated net sales in 2019, 2018 and 2017, respectively. In addition, a second RV customer accounted for approximately 17% , 20% and 25% of consolidated net sales in 2019 , 2018 and 2017, respectively. |
QUARTERLY FINANCIAL INFORMATION
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL DATA (UNAUDITED) | QUARTERLY FINANCIAL DATA (UNAUDITED) Selected quarterly financial data for the years ended December 31, 2019 and 2018 is as follows: (thousands except per share data) 1Q 2Q 3Q 4Q 2019 Net sales $ 608,218 $ 613,218 $ 566,186 $ 549,460 $ 2,337,082 Gross profit 106,548 112,661 104,335 99,327 422,871 Net income 20,849 27,416 21,317 19,984 89,566 Net income per common share (1) Basic $ 0.90 $ 1.19 $ 0.92 $ 0.87 $ 3.88 Diluted 0.90 1.18 0.92 0.86 3.85 Cash dividends paid per common share $ — $ — $ — $ 0.25 $ 0.25 (thousands except per share data) 1Q 2Q 3Q 4Q 2018 Net sales $ 551,832 $ 604,879 $ 575,139 $ 531,211 $ 2,263,061 Gross profit 97,754 114,792 106,655 96,665 415,866 Net income 30,068 34,860 27,934 26,970 119,832 Net income per common share (1) Basic $ 1.22 $ 1.44 $ 1.17 $ 1.17 $ 4.99 Diluted 1.20 1.42 1.15 1.15 4.93 (1) Basic and diluted net income per common share are computed independently for each of the quarters presented. Therefore, the sum of quarterly basic and diluted net income per common share information may not equal annual basic and diluted net income per common share. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS During 2019 , 2018, and 2017, the Company entered into transactions with companies affiliated with three of its independent Board members. The Company purchased approximately $1.1 million , $1.1 million , and $1.0 million in fiscal years 2019, 2018 and 2017, respectively, 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 sold approximately $0.4 million , $0.6 million and $0.4 million in fiscal years 2019, 2018 and 2017, respectively, of RV component products to DNA Enterprises, Inc. ("DNA"). Walter E. Wells, whose son is affiliated with DNA, retired from Patrick's Board on May 15, 2019. In addition, in 2017 the Company sold approximately $1.1 million |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Costs and Expenses | Costs and Expenses Cost of goods sold includes material costs, direct and indirect labor, overhead expenses, inbound freight charges, inspection costs, internal transfer costs, receiving costs, and other costs. Warehouse and delivery expenses include salaries and wages, building rent and insurance, and other overhead costs related to distribution operations and delivery costs related to the shipment of finished and distributed products to customers. |
Share Based Compensation | Stock Based Compensation Compensation expense related to the fair value of restricted stock and restricted stock unit ("RSU") awards as of the grant date is calculated based on the Company’s closing stock price on the date of grant. In addition, the Company estimates the fair value of all stock option and stock appreciation rights (“SARS”) awards as of the grant date by applying the Black-Scholes option-pricing model. The use of this valuation model involves assumptions that are judgmental and highly sensitive in the determination of compensation expense and include the dividend yield and exercise price. Expected volatilities take into consideration the historical volatility of the Company’s common stock. The expected term of options and SARS represents the period of time that the options and SARS granted are expected to be outstanding based on historical Company trends. The risk free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for instruments of a similar term. |
Income Per Common Share | Income Per Common Share Basic net income per common share is computed by dividing net income by the weighted-average number of common shares outstanding. Diluted net income per common share is computed by dividing net income by the weighted-average number of common shares outstanding, plus the dilutive effect of stock options, SARS, and restricted stock and RSU awards (collectively, “Common Stock Equivalents”). The dilutive effect of Common Stock Equivalents is calculated under the treasury stock method using the average market price for the period. Certain Common Stock Equivalents were not included in the computation of diluted net income per common share because the exercise prices of those Common Stock Equivalents were greater than the average market price of the common shares. See Note 15 for the calculation of both basic and diluted net income per common share. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less at the time of purchase to be cash equivalents. |
Trade Receivables | Trade Receivables Trade receivables consist primarily of amounts due to the Company from its normal business activities. In assessing the carrying value of its trade receivables, the Company estimates the recoverability by making assumptions based on factors such as current overall and industry-specific economic conditions, historical and anticipated customer performance, historical write-off and collection experience, the level of past-due amounts, and specific risks identified in the trade receivables portfolio. |
Inventories | Inventories Inventories are stated at the lower of cost (first-in, first-out method) and net realizable value. Based on the inventory aging and other considerations for realizable value, the Company writes down the carrying value to net realizable value where appropriate. The Company reviews inventory on-hand and records provisions for excess and obsolete inventory based on current assessments of future demand, market conditions, and related management initiatives. The cost of manufactured inventories includes raw materials, inbound freight, labor and overhead. The Company’s distribution inventories include the cost of materials purchased for resale and inbound freight. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment (“PP&E”) is generally recorded at cost. Depreciation is computed primarily by the straight-line method applied to individual items based on estimated useful lives, which generally range from 10 to 30 years for buildings and improvements, and from three to seven years for machinery, equipment and transportation equipment. Leasehold improvements are amortized over the lesser of their useful lives or the related lease term. The recoverability of PP&E is evaluated whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable, primarily based on estimated selling price, appraised value or projected future cash flows. |
Goodwill and Other Intangible Assets | Goodwill and Intangible Assets Goodwill and indefinite-lived intangible assets are not amortized but are subject to an annual impairment test based on their estimated fair value. The Company performs the required test for goodwill and indefinite-lived intangible assets impairment in the fourth quarter, or more frequently, if events or changes in circumstances indicate that the carrying value may exceed the fair value. Definite-lived intangible assets are amortized over their useful lives, as detailed further in Note 7, and are also subject to an impairment test based on estimated undiscounted cash flows when impairment indicators exist. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets When events or conditions warrant, the Company evaluates the recoverability of long-lived assets other than goodwill and indefinite-lived intangible assets and considers whether these assets are impaired. The Company assesses the recoverability of these assets based upon several factors, including management's intention with respect to the assets and their projected future undiscounted cash flows. If projected undiscounted cash flows are less than the carrying amount of the assets, the Company adjusts the carrying amounts of such assets to their estimated fair value. A significant adverse change in the Company’s business climate in future periods could result in a significant loss of market share or the inability to achieve previously projected revenue growth and could lead to a required assessment of the recoverability of the Company’s long-lived assets, which may subsequently result in an impairment charge. |
Financial Instruments | Fair Value and Financial Instruments The Company accounts for certain assets and liabilities at fair value. The fair values are separated into three broad levels (Levels 1, 2 and 3) based on the assessment of the availability of observable market data and the significance of non-observable data used to determine fair value. Each fair value measurement must be assigned to a level corresponding to the lowest level input that is significant to the fair value measurement in its entirety. The three levels are as follows: • Level 1 inputs, which are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. • Level 2 inputs, which are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. If the asset or liability has a specified (contractual) term, a Level 2 input must be observable for substantially the full term of the asset or liability. • Level 3 inputs, which are unobservable inputs for the asset or liability. These unobservable inputs reflect the entity’s own assumptions about the assumptions that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances (which might include the reporting entity’s own data). The carrying amounts of cash equivalents, representing government and other money market funds traded in an active market, are reported on the consolidated statements of financial position as a component of "Cash and cash equivalents". The carrying amount of cash equivalents at December 31, 2019, which approximated fair value because of the relatively short maturities, was approximately $132.6 million , valued using Level 1 inputs, with no corresponding amount at December 31, 2018 . |
Income Taxes | Income Taxes Deferred taxes are provided on an asset and liability method whereby deferred taxes are recognized based on temporary differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when it is more likely than not that some portion or all of the deferred tax assets may not be realized. The Company reports a liability, if any, for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense. |
Revenue Recognition | The Company is a major manufacturer and distributor of component products and materials serving original equipment manufacturers in the RV, MH, marine, and industrial industries. Revenue is recognized when or as control of the promised goods transfers to the Company's customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods. The Company’s contracts typically consist of a single performance obligation to manufacture and provide the promised goods. To the extent a contract is deemed to have multiple performance obligations, the Company allocates the transaction price of the contract to each performance obligation using the standalone selling price of each distinct good in the contract. The transaction price for contracts may include reductions to the transaction price for estimated volume discounts and rebates and other customer incentives. Manufacturing segment revenue is recognized when control of the products transfers to the customer which is the point when the customer gains the ability to direct the use of and obtain substantially all the remaining benefits from the asset, which is generally upon delivery of goods. In limited circumstances, where the products are customer specific with no alternative use to the Company, and the Company has a legally enforceable right to payment for performance to date with a reasonable margin, revenue is recognized over the contract term based on the cost-to-cost method. However, such revenue is not material to the consolidated financial statements. Distribution segment revenue from product sales is recognized on a gross basis upon shipment or delivery of goods at which point control transfers to the customer. The Company acts as a principal in such arrangements because it controls the promised goods before delivery to the customer. The Company uses direct shipment arrangements with certain vendors and suppliers to deliver products to its customers without having to physically hold the inventory at its warehouses. The Company is the principal in the transaction and recognizes revenue for direct shipment arrangements on a gross basis. Our role as principal in our distribution sales is generally characterized by (i) customers entering into contracts with the Company, not the vendor; (ii) our obligation to pay the vendor irrespective of our ability to collect from the customer; (iii) our discretion in determining the price of the good provided to the customer; (iv) our title to the goods before the customer receives or accept the goods; and (v) our responsibility for the quality and condition of goods delivered to the customer. |
Recent 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 $88 million in lease right-of-use assets and corresponding lease liabilities, with no material impact on the consolidated statement of shareholders' equity, income, comprehensive income or cash flows. See Note 16 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 adopted this ASU 2017-04 on January 1, 2020 and the adoption did not have a material effect on its 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 adopted ASU 2016-13 on January 1, 2020 and the adoption did not have a material effect on its consolidated financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Balances in Prepaid Expenses and Other | The following table summarizes balances in prepaid expenses and other: (thousands) 2019 2018 Vendor rebates receivable $ 11,524 $ 10,127 Income tax receivable 3,895 2,030 Prepaid expenses 7,571 8,419 Deposits 1,409 2,299 Prepaid income taxes 11,639 — Total $ 36,038 $ 22,875 |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 12 Months Ended |
Dec. 31, 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 segment, consistent with how the Company believes the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors: Year Ended December 31, 2019 (thousands) Manufacturing Distribution Total Market type: Recreational Vehicle $ 897,848 $ 389,345 $ 1,287,193 Manufactured Housing 176,665 260,121 436,786 Industrial 250,969 33,595 284,564 Marine 316,781 11,758 328,539 Total $ 1,642,263 $ 694,819 $ 2,337,082 Year Ended December 31, 2018 (thousands) Manufacturing Distribution Total Market type: Recreational Vehicle $ 1,069,981 $ 364,276 $ 1,434,257 Manufactured Housing 163,513 111,178 274,691 Industrial 246,168 33,813 279,981 Marine 265,805 8,327 274,132 Total $ 1,745,467 $ 517,594 $ 2,263,061 |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Schedule of assets acquired and liabilities assumed | The following table summarizes the fair values of the assets acquired and liabilities assumed as of the date of the acquisition for 2019, 2018 and 2017 acquisitions. As noted above, the purchase price allocations for the 2019 acquisitions are preliminary and subject to finalization: (thousands) Trade receivables Inventories Property, plant and equipment Prepaid expenses & other Intangible assets Goodwill Less: Total liabilities Less: Deferred taxes Total net assets acquired 2019 (1) $ 10,115 $ 7,257 $ 5,200 $ 103 $ 17,766 $ 24,088 $ 5,699 $ 1,922 $ 56,908 2018 MMC (2) $ 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 (3) 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 4,227 7,767 57,021 EMC (4) 623 1,678 1,684 — 17,350 7,483 987 — 27,831 LaSalle 8,957 39,293 7,670 6,560 12,551 4,520 28,882 (798 ) 51,467 Other 473 329 280 13 1,667 919 195 — 3,486 2018 Totals $ 32,109 $ 91,672 $ 46,015 $ 8,362 $ 146,583 $ 87,366 $ 50,667 $ 6,969 $ 354,471 2017 Medallion $ 2,233 $ 2,605 $ 1,713 $ 118 $ 3,100 $ 1,342 $ 1,200 $ — $ 9,911 LPE 5,848 5,162 9,225 337 33,275 39,945 6,358 14,140 73,294 Wire Design 615 437 555 21 5,590 4,052 491 — 10,779 Baymont (5) — 1,174 2,067 — 3,166 1,502 69 — 7,840 Indiana Transport 6,379 — 2,594 1,309 31,675 19,950 3,117 — 58,790 LMI 11,205 9,071 6,028 449 32,810 29,241 8,471 — 80,333 Nickell 1,784 1,547 1,240 — 6,250 2,331 556 — 12,596 Other — 250 2,668 — — 668 124 — 3,462 2017 Totals $ 28,064 $ 20,246 $ 26,090 $ 2,234 $ 115,866 $ 99,031 $ 20,386 $ 14,140 $ 257,005 (1) Total net assets acquired for the 2019 acquisitions reflect the estimated liability of $2.6 million pertaining to the fair value of contingent consideration relating to the acquisition of G.G. Schmitt. The actual net cash paid for 2019 acquisitions of $54.3 million is included in “Cash Flows from Investing Activities - Business Acquisitions” on the consolidated statement of cash flows for the year ended December 31, 2019. None of the 2019 acquisitions were individually material and therefore aggregated information has been presented. (2) Total net assets acquired for MMC reflect the estimated liability of $1.4 million pertaining to the fair value of the contingent consideration. The actual net cash paid for the MMC acquisition of $19.9 million is included in “Cash Flows from Investing Activities - Business Acquisitions” on the consolidated statement of cash flows for the year ended December 31, 2018. (3) Total net assets acquired for IMP reflect the estimated liability of $7.9 million pertaining to the fair value of the contingent consideration. The actual net cash paid for the IMP acquisition of $18.6 million is included in “Cash Flows from Investing Activities - Business Acquisitions” on the consolidated statement of cash flows for the year ended December 31, 2018. (4) Total net assets acquired for EMC reflect the estimated liability of $2.5 million pertaining to the fair value of the contingent consideration. The actual net cash paid for the EMC acquisition of $25.3 million is included in the amount of $25.2 million in “Cash Flows from Investing Activities - Business Acquisitions” on the consolidated statement of cash flows for the year ended December 31, 2018 and $0.1 million on the consolidated statement of cash flows for the year ended December 31, 2019. (5) Total net assets acquired for Baymont include the estimated liability of $4.0 million pertaining to the fair value of the contingent consideration. The actual net cash paid for the Baymont acquisition of $3.8 million is included in "Cash Flows from Investing Activities - Business Acquisitions" on the consolidated statement of cash flows for the year ended December 31, 2017. |
Schedule of pro forma information | In addition, the pro forma information includes amortization expense, in the aggregate, related to intangible assets acquired of $1.3 million and $7.0 million for the years ended December 31, 2019 and 2018 , respectively, in connection with the acquisitions as if they occurred as of the beginning of the year immediately preceding each such acquisition. (thousands except per share data) 2019 2018 Net sales $ 2,397,225 $ 2,658,544 Net income 92,847 133,234 Basic net income per common share 4.03 5.55 Diluted net income per common share 3.99 5.48 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory | Inventories as of December 31, 2019 and 2018 consist of the following: (thousands) 2019 2018 Raw materials $ 162,238 $ 164,408 Work in process 14,272 12,829 Finished goods 28,446 28,341 Less: reserve for inventory excess and obsolescence (10,123 ) (5,354 ) Total manufactured goods, net 194,833 200,224 Materials purchased for resale (distribution products) 60,918 74,914 Less: reserve for inventory excess and obsolescence (1,881 ) (2,240 ) Total materials purchased for resale (distribution products), net 59,037 72,674 Total inventories $ 253,870 $ 272,898 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | Property, plant and equipment, net, consists of the following at December 31, 2019 and 2018 : (thousands) 2019 2018 Land and improvements $ 9,754 $ 8,686 Building and improvements 67,493 59,701 Machinery and equipment 204,383 191,142 Transportation equipment 6,640 4,972 Leasehold improvements 14,738 11,873 Property, plant and equipment, at cost 303,008 276,374 Less: accumulated depreciation and amortization (122,159 ) (99,229 ) Property, plant and equipment, net $ 180,849 $ 177,145 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill | Changes in the carrying amount of goodwill for the years ended December 31, 2019 and 2018 by segment are as follows: (thousands) Manufacturing Distribution Total Balance - January 1, 2018 $ 179,471 $ 28,573 $ 208,044 Acquisitions 56,704 17,138 73,842 Adjustment to prior year preliminary purchase price allocation (830 ) 678 (152 ) Balance - December 31, 2018 235,345 46,389 281,734 Acquisitions 21,488 — 21,488 Adjustment to prior year preliminary purchase price allocation 11,569 4,558 16,127 Balance - December 31, 2019 $ 268,402 $ 50,947 $ 319,349 Goodwill at December 31, 2019 and 2018 includes $27.4 million |
Schedule of intangible assets, net | Intangible assets, net consist of the following at December 31, 2019 and 2018 : (thousands) 2019 Weighted 2018 Weighted Customer relationships $ 357,513 10.1 $ 366,228 10.1 Non-compete agreements 16,202 5.0 19,159 4.9 Patents 16,495 14.6 1,048 8.9 Trademarks 88,524 Indefinite 82,358 Indefinite 478,734 468,793 Less: accumulated amortization (121,720 ) (85,811 ) Intangible assets, net $ 357,014 $ 382,982 |
Schedule of changes in intangible assets | Changes in the carrying value of intangible assets for the years ended December 31, 2019 and 2018 by segment are as follows: (thousands) Manufacturing Distribution Total Balance - January 1, 2018 $ 220,540 $ 42,927 $ 263,467 Acquisitions 112,517 42,085 154,602 Amortization (27,413 ) (6,800 ) (34,213 ) Adjustment to prior year preliminary purchase price allocation (1,159 ) 285 (874 ) Balance - December 31, 2018 304,485 78,497 382,982 Acquisitions 17,922 — 17,922 Amortization (29,457 ) (6,451 ) (35,908 ) Adjustment to prior year preliminary purchase price allocation (10,827 ) 2,845 (7,982 ) Balance - December 31, 2019 $ 282,123 $ 74,891 $ 357,014 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of total debt outstanding | A summary of total debt outstanding at December 31, 2019 and 2018 is as follows: (thousands) 2019 2018 Long-term debt: Revolver $ 135,000 $ 392,332 Term Loan 97,500 96,250 Senior Notes 300,000 — Convertible Notes 172,500 172,500 Total long-term debt 705,000 661,082 Less: Convertible Notes discount and deferred financing costs, net (23,260 ) (30,125 ) Less: Senior Notes deferred financing costs, net (5,844 ) — Less: Current maturities of long-term debt (5,000 ) (8,750 ) Less: Term Loan deferred financing costs, net (542 ) (456 ) Total long-term debt, less current maturities, net $ 670,354 $ 621,751 |
Schedule of maturities of long-term debt | As of December 31, 2019, the aggregate maturities of total long-term debt for the next five fiscal years and thereafter are as follows (in thousands): 2020 $ 5,000 2021 7,500 2022 10,000 2023 182,500 2024 200,000 Thereafter 300,000 Total $ 705,000 |
DERIVATIVE FINANCIAL INSTRUME_2
DERIVATIVE FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 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 consolidated balance sheet (in thousands): Fair value of derivative liabilities Derivatives accounted for as cash flow hedges Balance sheet location December 31, 2019 December 31, 2018 Interest rate swap agreements Other long-term liabilities $ 5,868 $ 2,652 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Schedule of accumulated other comprehensive income (loss) | The activity in accumulated other comprehensive loss was as follows: (thousands) Cash Flow Hedges Other Foreign Currency Items Total Balance at January 1, 2018 $ — $ 66 $ — $ 66 Other comprehensive loss (net of tax benefit of $679, $254 and $0) (1,973 ) (741 ) (32 ) (2,746 ) Balance at December 31, 2018 $ (1,973 ) $ (675 ) $ (32 ) $ (2,680 ) Other comprehensive loss (net of tax benefit of $816, $204 and $0) (2,401 ) (595 ) (22 ) (3,018 ) Balance at December 31, 2019 $ (4,374 ) $ (1,270 ) $ (54 ) $ (5,698 ) |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of accrued liabilities | Accrued liabilities as of December 31, 2019 and 2018 include the following: (thousands) 2019 2018 Employee compensation and benefits $ 28,717 $ 31,898 Property taxes 3,657 3,405 Customer incentives 12,297 10,318 Accrued interest 7,460 1,232 Other 5,902 12,349 Total accrued liabilities $ 58,033 $ 59,202 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of the provisions for income taxes | The provision for income taxes for the years ended December 31, 2019 , 2018 and 2017 consists of the following: (thousands) 2019 2018 2017 Current: Federal $ 17,587 $ 22,578 $ 27,833 State 5,019 8,725 6,036 Foreign 61 85 — Total current 22,667 31,388 33,869 Deferred: Federal 4,529 1,529 (6,289 ) State 1,064 (770 ) (188 ) Total deferred 5,593 759 (6,477 ) Income taxes $ 28,260 $ 32,147 $ 27,392 |
Schedule of the reconciliation of differences between income taxes and tax provisions | A reconciliation of the differences between the actual provision for income taxes and income taxes at the federal statutory income tax rate of 21% for the years ended December 31, 2019 and 2018 and at the federal statutory income tax rate of 35% for the year ended December 31, 2017 is as follows: (thousands) 2019 2018 2017 Rate applied to pretax income $ 24,744 21.0 % $ 31,916 21.0 % $ 39,588 35.0 % State taxes, net of federal tax effect 5,147 4.4 % 6,427 4.2 % 4,060 3.6 % Remeasurement of net deferred tax liabilities — — % — — % (7,699 ) (6.8 )% Excess tax benefit on stock-based compensation (833 ) (0.7 )% (6,685 ) (4.4 )% (6,009 ) (5.3 )% Other (798 ) (0.7 )% 489 0.4 % (2,548 ) (2.3 )% Income taxes $ 28,260 24.0 % $ 32,147 21.2 % $ 27,392 24.2 % |
Schedule of deferred tax assets and liabilities | The composition of the deferred tax assets and liabilities as of December 31, 2019 and 2018 is as follows: (thousands) 2019 2018 Long-term deferred income tax assets (liabilities): Trade receivables allowance $ 417 $ 418 Inventory capitalization 2,226 2,591 Accrued expenses 5,987 6,123 Deferred compensation 413 462 Inventory reserves 4,651 1,278 Federal NOL carryforwards 1,113 1,607 State NOL carryforwards 953 2,060 Valuation allowance - NOL (872 ) (649 ) Share-based compensation 7,221 5,848 Operating lease right-of-use assets (23,910 ) — Operating lease liabilities 24,160 — Other 2,015 1,432 Intangibles (28,160 ) (26,419 ) Depreciation expense (22,368 ) (16,562 ) Prepaid expenses (1,130 ) (888 ) Net deferred tax liabilities $ (27,284 ) $ (22,699 ) |
NET INCOME PER COMMON SHARE (Ta
NET INCOME PER COMMON SHARE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of earnings per share | Income per common share is calculated for the years ended December 31, 2019 , 2018 and 2017 as follows: (thousands except per share data) 2019 2018 2017 Net income $ 89,566 $ 119,832 $ 85,718 Weighted average common shares outstanding - basic 23,058 23,995 24,230 Effect of potentially dilutive securities 222 322 413 Weighted average common shares outstanding - diluted 23,280 24,317 24,643 Basic net income per common share $ 3.88 $ 4.99 $ 3.54 Diluted net income per common share $ 3.85 $ 4.93 $ 3.48 Cash dividends paid per common share $ 0.25 $ — $ — |
LEASE COMMITMENTS (Tables)
LEASE COMMITMENTS (Tables) | 12 Months Ended |
Dec. 31, 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: Year Ended (thousands) December 31, 2019 Operating lease cost $ 31,653 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 30,677 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 37,112 |
Lease assets and liabilities | Balance sheet information related to leases was as follows: (thousands, except lease term and discount rate) December 31, 2019 Assets Operating lease right-of-use assets $ 93,546 Liabilities Operating lease liabilities, current portion $ 27,694 Long-term operating lease liabilities 66,467 Total lease liabilities $ 94,161 Weighted average remaining lease term, operating leases (in years) 4.2 Weighted average discount rate, operating leases 3.7 % |
Maturities of Operating Lease Liabilities | Maturities of operating lease liabilities were as follows at December 31, 2019: (thousands) 2020 $ 30,443 2021 24,300 2022 18,465 2023 13,481 2024 9,072 Thereafter 5,867 Total lease payments 101,628 Less imputed interest (7,467 ) Total $ 94,161 |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | 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 |
COMPENSATION PLANS (Tables)
COMPENSATION PLANS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of award activity | The following table summarizes the activity for restricted stock for the years ended December 31, 2019 , 2018 and 2017: 2019 2018 2017 (shares in thousands) Shares Weighted-Average Shares Weighted-Average Shares Weighted-Average Unvested beginning of year 606 $ 48.56 634 $ 35.68 644 $ 22.15 Granted during the year 378 39.74 182 65.35 233 54.46 Vested during the year (230 ) 30.46 (209 ) 23.98 (240 ) 17.49 Forfeited during the year (16 ) 50.49 (1 ) 57.93 (3 ) 46.64 738 $ 49.65 606 $ 48.56 634 $ 35.68 |
Employee Stock Option | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of option activity | The following table summarizes the Company’s option activity during the years ended December 31, 2019 , 2018 and 2017: Years ended December 31 2019 2018 2017 (shares in thousands) Shares Weighted Shares Weighted Shares Weighted Outstanding beginning of year 545 $ 44.35 548 $ 44.07 288 $ 23.59 Granted during the year — — — — 340 53.83 Forfeited during the year — — — — — — Exercised during the year (9 ) 0.67 (3 ) 0.78 (80 ) 11.62 Outstanding end of year 536 $ 45.11 545 $ 44.35 548 $ 44.07 Vested Options: Vested during the year 115 $ 50.46 115 $ 50.46 30 $ 40.95 Eligible end of year for exercise 336 $ 41.07 230 $ 34.72 118 $ 18.36 Aggregate intrinsic value ($ in thousands): Total options outstanding $ 4,398 $ 1,570 $ 13,932 Options exercisable $ 4,051 $ 1,570 $ 6,037 Options exercised $ 381 $ 195 $ 2,601 Weighted average fair value of options granted during the year N/A N/A $ 17.76 |
Schedule of outstanding and exercisable options by exercise price | A summary of options outstanding and exercisable at December 31, 2019 is as follows: (shares in thousands) Options Outstanding Options Exercisable Shares Remaining Contractual Exercise Price Shares Exercise 2013 Grant: Exercise price - $12.30 75 3.0 $ 12.30 75 $ 12.30 2016 Grant: Exercise price - $40.95 121 5.8 $ 40.95 91 $ 40.95 2017 Grant: Exercise price - $53.83 340 6.0 $ 53.83 170 $ 53.83 |
Schedule of Black-Scholes model for awards granted | The following table presents assumptions used in the Black-Scholes model for the stock options granted in 2017. There were no stock options granted in 2019 and 2018. 2017 Dividend rate — Risk-free interest rate 2.00 % Expected option life (years) 5.75 Price volatility 30.84 % |
Stock Appreciation Rights (SARs) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of option activity | The following table summarizes the Company’s SARS activity during the years ended December 31, 2019 , 2018 and 2017: Years ended December 31 2019 2018 2017 (shares in thousands) Shares Weighted Shares Weighted Shares Weighted Total SARS: Outstanding beginning of year 535 $ 54.53 535 $ 54.53 270 $ 32.29 Granted during the year — — — — 340 63.85 Forfeited during the year — — — — — — Exercised during the year — — — — (75 ) 16.50 Outstanding end of year 535 $ 54.53 535 $ 54.53 535 $ 54.53 Vested SARS: Vested during the year 115 $ 60.71 115 $ 60.71 30 $ 51.87 Eligible end of year for exercise 336 $ 50.04 220 $ 44.46 105 $ 26.66 Aggregate intrinsic value ($ in thousands): Total SARS outstanding $ 3,190 $ 983 $ 8,458 SARS exercisable $ 3,066 $ 983 $ 4,521 SARS exercised $ — $ — $ 3,822 Weighted average fair value of SARS granted during the year N/A N/A $ 14.66 |
Schedule of outstanding and exercisable options by exercise price | A summary of SARS outstanding and exercisable at December 31, 2019 is as follows: SARS Outstanding SARS Exercisable (shares in thousands) Shares Remaining Contractual Exercise Shares Exercise 2013 Grant: Exercise price - $12.30 18 3.0 $ 12.30 18 $ 12.30 Exercise price - $14.75 19 3.0 14.75 19 14.75 Exercise price - $17.71 19 3.0 17.71 19 17.71 Exercise price - $21.25 19 3.0 21.25 19 21.25 2016 Grant: Exercise price - $40.95 30 5.8 $ 40.95 22 $ 40.95 Exercise price - $47.51 30 5.8 47.51 23 47.51 Exercise price - $55.11 30 5.8 55.11 22 55.11 Exercise price - $63.93 30 5.8 63.93 23 63.93 2017 Grant: Exercise price - $53.83 85 6.0 $ 53.83 42 $ 53.83 Exercise price - $60.03 85 6.0 60.03 43 60.03 Exercise price - $66.93 85 6.0 66.93 42 66.93 Exercise price - $74.63 85 6.0 74.63 43 74.63 |
Schedule of Black-Scholes model for awards granted | The following table presents assumptions used in the Black-Scholes model for the SARS granted in 2017. There were no SARS granted in 2019 and 2018. 2017 Dividend rate — Risk-free interest rate 2.00 % Expected option life (years) 5.75 Price volatility 30.84 % |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information, by segment | The tables below present information that is provided to the chief operating decision maker of the Company as of December 31, 2019 and 2018 and for the years ended December 31, 2019 , 2018 and 2017 (in thousands): 2019 Manufacturing Distribution Total Net outside sales $ 1,642,263 $ 694,819 $ 2,337,082 Intersegment sales 31,223 4,340 35,563 Total sales 1,673,486 699,159 2,372,645 Operating income 174,913 38,953 213,866 Total assets 990,692 304,230 1,294,922 Capital expenditures 25,291 1,973 27,264 Depreciation and amortization 52,036 7,534 59,570 2018 Manufacturing Distribution Total Net outside sales $ 1,745,467 $ 517,594 $ 2,263,061 Intersegment sales 33,581 3,641 37,222 Total sales 1,779,048 521,235 2,300,283 Operating income 215,246 31,491 246,737 Total assets 948,557 240,499 1,189,056 Capital expenditures 31,152 1,852 33,004 Depreciation and amortization 44,747 7,613 52,360 2017 Manufacturing Distribution Total Net outside sales $ 1,337,785 $ 297,868 $ 1,635,653 Intersegment sales 30,669 2,579 33,248 Total sales 1,368,454 300,447 1,668,901 Operating income 151,635 18,858 170,493 Capital expenditures 21,204 309 21,513 Depreciation and amortization 27,481 3,521 31,002 |
Reconciliation of other significant reconciling items from segments | A reconciliation of certain line items pertaining to the total reportable segments to the consolidated financial statements as of December 31, 2019 and 2018 and for the years ended December 31, 2019 , 2018 and 2017 is as follows (in thousands): 2019 2018 2017 Net sales: Total sales for reportable segments $ 2,372,645 $ 2,300,283 $ 1,668,901 Elimination of intersegment sales (35,563 ) (37,222 ) (33,248 ) Consolidated net sales $ 2,337,082 $ 2,263,061 $ 1,635,653 Operating income: Operating income for reportable segments $ 213,866 $ 246,737 $ 170,493 Unallocated corporate expenses (23,516 ) (34,109 ) (29,219 ) Amortization (35,908 ) (34,213 ) (19,374 ) Consolidated operating income $ 154,442 $ 178,415 $ 121,900 Total assets: Identifiable assets for reportable segments $ 1,294,922 $ 1,189,056 Corporate assets unallocated to segments 36,681 35,280 Cash and cash equivalents 139,390 6,895 Consolidated total assets $ 1,470,993 $ 1,231,231 Depreciation and amortization: Depreciation and amortization for reportable segments $ 59,570 $ 52,360 $ 31,002 Corporate depreciation and amortization 3,225 2,692 2,539 Consolidated depreciation and amortization $ 62,795 $ 55,052 $ 33,541 Capital expenditures: Capital expenditures for reportable segments $ 27,264 $ 33,004 $ 21,513 Corporate capital expenditures 397 1,482 984 Consolidated capital expenditures $ 27,661 $ 34,486 $ 22,497 |
QUARTERLY FINANCIAL INFORMATI_2
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of quarterly financial data | Selected quarterly financial data for the years ended December 31, 2019 and 2018 is as follows: (thousands except per share data) 1Q 2Q 3Q 4Q 2019 Net sales $ 608,218 $ 613,218 $ 566,186 $ 549,460 $ 2,337,082 Gross profit 106,548 112,661 104,335 99,327 422,871 Net income 20,849 27,416 21,317 19,984 89,566 Net income per common share (1) Basic $ 0.90 $ 1.19 $ 0.92 $ 0.87 $ 3.88 Diluted 0.90 1.18 0.92 0.86 3.85 Cash dividends paid per common share $ — $ — $ — $ 0.25 $ 0.25 (thousands except per share data) 1Q 2Q 3Q 4Q 2018 Net sales $ 551,832 $ 604,879 $ 575,139 $ 531,211 $ 2,263,061 Gross profit 97,754 114,792 106,655 96,665 415,866 Net income 30,068 34,860 27,934 26,970 119,832 Net income per common share (1) Basic $ 1.22 $ 1.44 $ 1.17 $ 1.17 $ 4.99 Diluted 1.20 1.42 1.15 1.15 4.93 (1) Basic and diluted net income per common share are computed independently for each of the quarters presented. Therefore, the sum of quarterly basic and diluted net income per common share information may not equal annual basic and diluted net income per common share. |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES - Narrative (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2019USD ($)facilitysegmentstate | Dec. 31, 2018USD ($) | |
Property, Plant and Equipment [Line Items] | ||
Number of manufacturing plants | facility | 125 | |
Number of distribution facilities | facility | 48 | |
Number of states in which entity operates | state | 23 | |
Number of business segments | segment | 2 | |
Cash equivalents, at carrying value | $ 132.6 | $ 0 |
Estimated fair value of convertible notes | $ 162.5 | $ 130.3 |
Building and improvements | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 10 years | |
Building and improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 30 years | |
Machinery and equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 3 years | |
Machinery and equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 7 years | |
Senior Notes | ||
Property, Plant and Equipment [Line Items] | ||
Senior Notes | $ 320.3 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES Summary of Balances in Prepaid Expenses and Other (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Accounting Policies [Abstract] | ||
Vendor rebates receivable | $ 11,524 | $ 10,127 |
Income tax receivable | 3,895 | 2,030 |
Prepaid expenses | 7,571 | 8,419 |
Deposits | 1,409 | 2,299 |
Prepaid income taxes | 11,639 | 0 |
Total | $ 36,038 | $ 22,875 |
RECENTLY ISSUED ACCOUNTING PR_2
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease right-of-use asset | $ 93,546 | $ 0 | |
Accounting Standards Update 2016-02 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease right-of-use asset | $ 88,000 |
- Schedule of Disaggregation of
- Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jul. 01, 2018 | Apr. 01, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | $ 549,460 | $ 566,186 | $ 613,218 | $ 608,218 | $ 531,211 | $ 575,139 | $ 604,879 | $ 551,832 | $ 2,337,082 | $ 2,263,061 | $ 1,635,653 |
Recreational Vehicle | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 1,287,193 | 1,434,257 | |||||||||
Manufactured Housing | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 436,786 | 274,691 | |||||||||
Industrial | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 284,564 | 279,981 | |||||||||
Marine | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 328,539 | 274,132 | |||||||||
Manufacturing | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 1,642,263 | 1,745,467 | 1,337,785 | ||||||||
Manufacturing | Recreational Vehicle | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 897,848 | 1,069,981 | |||||||||
Manufacturing | Manufactured Housing | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 176,665 | 163,513 | |||||||||
Manufacturing | Industrial | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 250,969 | 246,168 | |||||||||
Manufacturing | Marine | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 316,781 | 265,805 | |||||||||
Distribution | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 694,819 | 517,594 | $ 297,868 | ||||||||
Distribution | Recreational Vehicle | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 389,345 | 364,276 | |||||||||
Distribution | Manufactured Housing | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 260,121 | 111,178 | |||||||||
Distribution | Industrial | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | 33,595 | 33,813 | |||||||||
Distribution | Marine | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Net sales | $ 11,758 | $ 8,327 |
ACQUISITIONS - Narrative (Detai
ACQUISITIONS - Narrative (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 24 Months Ended | |||||||||||||||||||||
Nov. 30, 2018USD ($)facility | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | May 31, 2018USD ($) | Apr. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Feb. 28, 2018USD ($) | Dec. 31, 2017USD ($) | Nov. 30, 2017USD ($)facility | Sep. 30, 2017USD ($) | Jul. 31, 2017USD ($) | Apr. 30, 2017USD ($)company | Mar. 31, 2017USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jul. 01, 2018USD ($) | Apr. 01, 2018USD ($) | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($)acquisition | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2019USD ($) | |
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Number of businesses acquired | acquisition | 3 | |||||||||||||||||||||||||
Revenues | $ 549,460 | $ 566,186 | $ 613,218 | $ 608,218 | $ 531,211 | $ 575,139 | $ 604,879 | $ 551,832 | $ 2,337,082 | $ 2,263,061 | $ 1,635,653 | |||||||||||||||
Operating income | 154,442 | 178,415 | 121,900 | |||||||||||||||||||||||
Contingent consideration liability | 9,600 | 13,800 | 9,600 | 13,800 | $ 9,600 | |||||||||||||||||||||
Contingent consideration high value outcome | 17,200 | 17,200 | 17,200 | |||||||||||||||||||||||
Payment for contingent consideration liability, financing activities | $ 4,400 | 4,416 | 0 | 0 | ||||||||||||||||||||||
Decrease to contingent consideration liability | 3,100 | |||||||||||||||||||||||||
Accretion expense | 700 | |||||||||||||||||||||||||
Payments to acquire businesses, net of cash acquired | 55,953 | 343,347 | 251,851 | |||||||||||||||||||||||
Pro forma amortization expense | 1,300 | 7,000 | ||||||||||||||||||||||||
Acquired Entities | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Revenues | 8,300 | 249,300 | 109,700 | |||||||||||||||||||||||
Operating income | 900 | 23,200 | 13,100 | |||||||||||||||||||||||
G.G. Schmitt & Sons, Inc. | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Contingent consideration liability | 2,600 | 2,600 | 2,600 | |||||||||||||||||||||||
Consideration transferred | 54,300 | |||||||||||||||||||||||||
Contingent consideration liability performance period | 1 year | |||||||||||||||||||||||||
Metal Moulding Corporation | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Contingent consideration liability | 1,400 | 1,400 | ||||||||||||||||||||||||
Consideration transferred | $ 19,900 | |||||||||||||||||||||||||
Contingent consideration liability performance period | 1 year | |||||||||||||||||||||||||
Payments to acquire businesses, net of cash acquired | 19,900 | |||||||||||||||||||||||||
Aluminum Metals Company | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Consideration transferred | $ 17,800 | |||||||||||||||||||||||||
Indiana Marine Products | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Contingent consideration liability | 7,900 | 7,900 | ||||||||||||||||||||||||
Consideration transferred | $ 18,600 | |||||||||||||||||||||||||
Contingent consideration liability performance period | 3 years | |||||||||||||||||||||||||
Payments to acquire businesses, net of cash acquired | 18,600 | |||||||||||||||||||||||||
Collins & Company | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Consideration transferred | $ 40,000 | |||||||||||||||||||||||||
Provisional information adjustment, increase (decrease) intangible assets | (3,600) | |||||||||||||||||||||||||
Goodwill adjustment increase (decrease) | 3,600 | |||||||||||||||||||||||||
Dehco Inc | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Consideration transferred | $ 52,800 | |||||||||||||||||||||||||
Provisional information adjustment, increase (decrease) intangible assets | (300) | |||||||||||||||||||||||||
Goodwill adjustment increase (decrease) | 300 | |||||||||||||||||||||||||
Dowco Inc. | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Consideration transferred | $ 56,300 | |||||||||||||||||||||||||
Accounts payable | 100 | |||||||||||||||||||||||||
Property plant and equipment adjustment increase (decrease) | 2,700 | |||||||||||||||||||||||||
Provisional information adjustment, increase (decrease) intangible assets | 5,900 | |||||||||||||||||||||||||
Increase (decrease) in initial purchase price | 3,300 | |||||||||||||||||||||||||
Marine Accessories Corporation | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Consideration transferred | $ 57,000 | |||||||||||||||||||||||||
Property plant and equipment adjustment increase (decrease) | 1,000 | |||||||||||||||||||||||||
Provisional information adjustment, increase (decrease) intangible assets | 6,500 | |||||||||||||||||||||||||
Business combination, provisional information, adjustment, financial liabilities | 1,100 | |||||||||||||||||||||||||
Percent of common stock acquired | 100.00% | |||||||||||||||||||||||||
Increase (decrease) in initial purchase price | 6,400 | |||||||||||||||||||||||||
Engineered Metals And Composites | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Contingent consideration liability | 2,500 | 2,500 | ||||||||||||||||||||||||
Accounts payable | 200 | |||||||||||||||||||||||||
Contingent consideration liability performance period | 3 months | |||||||||||||||||||||||||
Property plant and equipment adjustment increase (decrease) | 800 | |||||||||||||||||||||||||
Goodwill adjustment | 600 | |||||||||||||||||||||||||
Provisional information adjustment, increase (decrease) intangible assets | 1,600 | |||||||||||||||||||||||||
Payments to acquire businesses, net of cash acquired | $ 25,300 | 100 | 25,200 | 25,300 | ||||||||||||||||||||||
Increase (decrease) in working capital | 100 | |||||||||||||||||||||||||
Increase (decrease) in initial purchase price | 100 | |||||||||||||||||||||||||
Inventory adjustment increase (decrease) | 100 | |||||||||||||||||||||||||
LaSalle Bristol | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Consideration transferred | $ 51,500 | |||||||||||||||||||||||||
Property plant and equipment adjustment increase (decrease) | (800) | |||||||||||||||||||||||||
Number of manufacturing and distribution centers | facility | 15 | |||||||||||||||||||||||||
Provisional information adjustment, increase (decrease) intangible assets | 6,700 | |||||||||||||||||||||||||
Goodwill adjustment increase (decrease) | 800 | |||||||||||||||||||||||||
Increase (decrease) in initial purchase price | 1,500 | |||||||||||||||||||||||||
Accounts payable and accrued liabilities adjustment increase (decrease) | 300 | |||||||||||||||||||||||||
Accounts receivable adjustment increase (decrease) | (700) | |||||||||||||||||||||||||
Inventory adjustment increase (decrease) | (6,700) | |||||||||||||||||||||||||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Deferred Tax Liability | (800) | |||||||||||||||||||||||||
Increase (decrease) in prepaid expense | 300 | |||||||||||||||||||||||||
Medallion | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Consideration transferred | $ 9,900 | |||||||||||||||||||||||||
LPE | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Consideration transferred | $ 73,300 | |||||||||||||||||||||||||
Percent of common stock acquired | 100.00% | |||||||||||||||||||||||||
Number of manufacturing companies | company | 3 | |||||||||||||||||||||||||
Wire Design | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Consideration transferred | $ 10,800 | |||||||||||||||||||||||||
Baymont | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Contingent consideration liability | $ 4,000 | 4,000 | ||||||||||||||||||||||||
Consideration transferred | $ 3,800 | |||||||||||||||||||||||||
Contingent consideration liability performance period | 6 years | |||||||||||||||||||||||||
Payments to acquire businesses, net of cash acquired | $ 3,800 | |||||||||||||||||||||||||
Indiana Transport | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Consideration transferred | $ 58,800 | |||||||||||||||||||||||||
LMI | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Consideration transferred | $ 80,300 | |||||||||||||||||||||||||
Number of manufacturing and distribution centers | facility | 6 | |||||||||||||||||||||||||
Nickell | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Consideration transferred | $ 12,600 | |||||||||||||||||||||||||
Accrued Liabilities | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Contingent consideration liability | 2,000 | 4,400 | 2,000 | 4,400 | 2,000 | |||||||||||||||||||||
Other Noncurrent Liabilities | ||||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||||
Contingent consideration liability | $ 7,600 | $ 9,400 | $ 7,600 | $ 9,400 | $ 7,600 |
- Fair Value of Assets Acquired
- Fair Value of Assets Acquired, Summary (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | 24 Months Ended | ||||||||||||||
Nov. 30, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | May 31, 2018 | Apr. 30, 2018 | Mar. 31, 2018 | Feb. 28, 2018 | Dec. 31, 2017 | Nov. 30, 2017 | Sep. 30, 2017 | Jul. 31, 2017 | Apr. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | |
Business Acquisition [Line Items] | |||||||||||||||||
Goodwill | $ 208,044 | $ 319,349 | $ 281,734 | $ 208,044 | $ 319,349 | ||||||||||||
Contingent consideration liability | 9,600 | 13,800 | 9,600 | ||||||||||||||
Business acquisitions | 55,953 | 343,347 | 251,851 | ||||||||||||||
Metal Moulding Corporation | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | $ 19,900 | ||||||||||||||||
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 taxes | 0 | ||||||||||||||||
Total net assets acquired | 21,253 | ||||||||||||||||
Contingent consideration liability | 1,400 | ||||||||||||||||
Business acquisitions | 19,900 | ||||||||||||||||
Aluminum Metals Company | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | $ 17,800 | ||||||||||||||||
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 taxes | 0 | ||||||||||||||||
Total net assets acquired | 17,767 | ||||||||||||||||
Indiana Marine Products | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | $ 18,600 | ||||||||||||||||
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 taxes | 0 | ||||||||||||||||
Total net assets acquired | 26,498 | ||||||||||||||||
Contingent consideration liability | 7,900 | ||||||||||||||||
Business acquisitions | 18,600 | ||||||||||||||||
Collins & Company | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | $ 40,000 | ||||||||||||||||
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 taxes | 0 | ||||||||||||||||
Total net assets acquired | 40,007 | ||||||||||||||||
Dehco Inc | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | $ 52,800 | ||||||||||||||||
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 taxes | 0 | ||||||||||||||||
Total net assets acquired | 52,795 | ||||||||||||||||
Dowco Inc. | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | $ 56,300 | ||||||||||||||||
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 taxes | 0 | ||||||||||||||||
Total net assets acquired | 56,346 | ||||||||||||||||
Marine Accessories Corporation | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | $ 57,000 | ||||||||||||||||
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 | 4,227 | ||||||||||||||||
Less: Deferred taxes | 7,767 | ||||||||||||||||
Total net assets acquired | 57,021 | ||||||||||||||||
Engineered Metals And Composites | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Trade receivables | 623 | ||||||||||||||||
Inventories | 1,678 | ||||||||||||||||
Property, plant and equipment | 1,684 | ||||||||||||||||
Prepaid expenses & other | 0 | ||||||||||||||||
Intangible assets | 17,350 | ||||||||||||||||
Goodwill | 7,483 | ||||||||||||||||
Less: Total liabilities | 987 | ||||||||||||||||
Less: Deferred taxes | 0 | ||||||||||||||||
Total net assets acquired | 27,831 | ||||||||||||||||
Contingent consideration liability | 2,500 | ||||||||||||||||
Business acquisitions | $ 25,300 | 100 | 25,200 | 25,300 | |||||||||||||
LaSalle Bristol | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | $ 51,500 | ||||||||||||||||
Trade receivables | 8,957 | ||||||||||||||||
Inventories | 39,293 | ||||||||||||||||
Property, plant and equipment | 7,670 | ||||||||||||||||
Prepaid expenses & other | 6,560 | ||||||||||||||||
Intangible assets | 12,551 | ||||||||||||||||
Goodwill | 4,520 | ||||||||||||||||
Less: Total liabilities | 28,882 | ||||||||||||||||
Less: Deferred taxes | (798) | ||||||||||||||||
Total net assets acquired | 51,467 | ||||||||||||||||
Medallion | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | $ 9,900 | ||||||||||||||||
Trade receivables | 2,233 | 2,233 | |||||||||||||||
Inventories | 2,605 | 2,605 | |||||||||||||||
Property, plant and equipment | 1,713 | 1,713 | |||||||||||||||
Prepaid expenses & other | 118 | 118 | |||||||||||||||
Intangible assets | 3,100 | 3,100 | |||||||||||||||
Goodwill | 1,342 | 1,342 | |||||||||||||||
Less: Total liabilities | 1,200 | 1,200 | |||||||||||||||
Less: Deferred taxes | 0 | 0 | |||||||||||||||
Total net assets acquired | 9,911 | 9,911 | |||||||||||||||
LPE | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | $ 73,300 | ||||||||||||||||
Trade receivables | 5,848 | 5,848 | |||||||||||||||
Inventories | 5,162 | 5,162 | |||||||||||||||
Property, plant and equipment | 9,225 | 9,225 | |||||||||||||||
Prepaid expenses & other | 337 | 337 | |||||||||||||||
Intangible assets | 33,275 | 33,275 | |||||||||||||||
Goodwill | 39,945 | 39,945 | |||||||||||||||
Less: Total liabilities | 6,358 | 6,358 | |||||||||||||||
Less: Deferred taxes | 14,140 | 14,140 | |||||||||||||||
Total net assets acquired | 73,294 | 73,294 | |||||||||||||||
Wire Design | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | $ 10,800 | ||||||||||||||||
Trade receivables | 615 | 615 | |||||||||||||||
Inventories | 437 | 437 | |||||||||||||||
Property, plant and equipment | 555 | 555 | |||||||||||||||
Prepaid expenses & other | 21 | 21 | |||||||||||||||
Intangible assets | 5,590 | 5,590 | |||||||||||||||
Goodwill | 4,052 | 4,052 | |||||||||||||||
Less: Total liabilities | 491 | 491 | |||||||||||||||
Less: Deferred taxes | 0 | 0 | |||||||||||||||
Total net assets acquired | 10,779 | 10,779 | |||||||||||||||
Baymont | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | $ 3,800 | ||||||||||||||||
Trade receivables | 0 | 0 | |||||||||||||||
Inventories | 1,174 | 1,174 | |||||||||||||||
Property, plant and equipment | 2,067 | 2,067 | |||||||||||||||
Prepaid expenses & other | 0 | 0 | |||||||||||||||
Intangible assets | 3,166 | 3,166 | |||||||||||||||
Goodwill | 1,502 | 1,502 | |||||||||||||||
Less: Total liabilities | 69 | 69 | |||||||||||||||
Less: Deferred taxes | 0 | 0 | |||||||||||||||
Total net assets acquired | 7,840 | 7,840 | |||||||||||||||
Contingent consideration liability | 4,000 | 4,000 | |||||||||||||||
Business acquisitions | 3,800 | ||||||||||||||||
Indiana Transport | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | $ 58,800 | ||||||||||||||||
Trade receivables | 6,379 | 6,379 | |||||||||||||||
Inventories | 0 | 0 | |||||||||||||||
Property, plant and equipment | 2,594 | 2,594 | |||||||||||||||
Prepaid expenses & other | 1,309 | 1,309 | |||||||||||||||
Intangible assets | 31,675 | 31,675 | |||||||||||||||
Goodwill | 19,950 | 19,950 | |||||||||||||||
Less: Total liabilities | 3,117 | 3,117 | |||||||||||||||
Less: Deferred taxes | 0 | 0 | |||||||||||||||
Total net assets acquired | 58,790 | 58,790 | |||||||||||||||
LMI | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | $ 80,300 | ||||||||||||||||
Trade receivables | 11,205 | 11,205 | |||||||||||||||
Inventories | 9,071 | 9,071 | |||||||||||||||
Property, plant and equipment | 6,028 | 6,028 | |||||||||||||||
Prepaid expenses & other | 449 | 449 | |||||||||||||||
Intangible assets | 32,810 | 32,810 | |||||||||||||||
Goodwill | 29,241 | 29,241 | |||||||||||||||
Less: Total liabilities | 8,471 | 8,471 | |||||||||||||||
Less: Deferred taxes | 0 | 0 | |||||||||||||||
Total net assets acquired | 80,333 | 80,333 | |||||||||||||||
Nickell | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | 12,600 | ||||||||||||||||
Trade receivables | 1,784 | 1,784 | |||||||||||||||
Inventories | 1,547 | 1,547 | |||||||||||||||
Property, plant and equipment | 1,240 | 1,240 | |||||||||||||||
Prepaid expenses & other | 0 | 0 | |||||||||||||||
Intangible assets | 6,250 | 6,250 | |||||||||||||||
Goodwill | 2,331 | 2,331 | |||||||||||||||
Less: Total liabilities | 556 | 556 | |||||||||||||||
Less: Deferred taxes | 0 | 0 | |||||||||||||||
Total net assets acquired | 12,596 | 12,596 | |||||||||||||||
Other | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Trade receivables | 0 | 473 | 0 | ||||||||||||||
Inventories | 250 | 329 | 250 | ||||||||||||||
Property, plant and equipment | 2,668 | 280 | 2,668 | ||||||||||||||
Prepaid expenses & other | 0 | 13 | 0 | ||||||||||||||
Intangible assets | 0 | 1,667 | 0 | ||||||||||||||
Goodwill | 668 | 919 | 668 | ||||||||||||||
Less: Total liabilities | 124 | 195 | 124 | ||||||||||||||
Less: Deferred taxes | 0 | 0 | 0 | ||||||||||||||
Total net assets acquired | 3,462 | 3,486 | 3,462 | ||||||||||||||
Acquired Entities | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Trade receivables | 28,064 | 10,115 | 32,109 | 28,064 | 10,115 | ||||||||||||
Inventories | 20,246 | 7,257 | 91,672 | 20,246 | 7,257 | ||||||||||||
Property, plant and equipment | 26,090 | 5,200 | 46,015 | 26,090 | 5,200 | ||||||||||||
Prepaid expenses & other | 2,234 | 103 | 8,362 | 2,234 | 103 | ||||||||||||
Intangible assets | 115,866 | 17,766 | 146,583 | 115,866 | 17,766 | ||||||||||||
Goodwill | 99,031 | 24,088 | 87,366 | 99,031 | 24,088 | ||||||||||||
Less: Total liabilities | 20,386 | 5,699 | 50,667 | 20,386 | 5,699 | ||||||||||||
Less: Deferred taxes | 14,140 | 1,922 | 6,969 | 14,140 | 1,922 | ||||||||||||
Total net assets acquired | $ 257,005 | 56,908 | $ 354,471 | $ 257,005 | 56,908 | ||||||||||||
G.G. Schmitt & Sons, Inc. | |||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||
Consideration transferred | 54,300 | ||||||||||||||||
Contingent consideration liability | $ 2,600 | $ 2,600 |
- Pro Forma Information Related
- Pro Forma Information Related to Acquisitions (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Business Combinations [Abstract] | ||
Net sales | $ 2,397,225 | $ 2,658,544 |
Net income | $ 92,847 | $ 133,234 |
Basic net income per common share (in dollars per share) | $ 4.03 | $ 5.55 |
Diluted net income per common share (in dollars per share) | $ 3.99 | $ 5.48 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Inventory [Line Items] | ||
Raw materials | $ 162,238 | $ 164,408 |
Work in process | 14,272 | 12,829 |
Finished goods | 28,446 | 28,341 |
Total manufactured goods, net | 194,833 | 200,224 |
Materials purchased for resale (distribution products) | 60,918 | 74,914 |
Total materials purchased for resale (distribution products), net | 59,037 | 72,674 |
Total inventories | 253,870 | 272,898 |
Manufactured Goods | ||
Inventory [Line Items] | ||
Less: reserve for inventory excess and obsolescence | (10,123) | (5,354) |
Distributed Goods | ||
Inventory [Line Items] | ||
Less: reserve for inventory excess and obsolescence | $ (1,881) | $ (2,240) |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, at cost | $ 303,008 | $ 276,374 | |
Less: accumulated depreciation and amortization | (122,159) | (99,229) | |
Property, plant and equipment, net | 180,849 | 177,145 | |
Depreciation expense | 26,900 | 20,800 | $ 14,200 |
Land and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, at cost | 9,754 | 8,686 | |
Building and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, at cost | 67,493 | 59,701 | |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, at cost | 204,383 | 191,142 | |
Transportation equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, at cost | 6,640 | 4,972 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, at cost | $ 14,738 | $ 11,873 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - Carrying Amount of Goodwill by Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill [Roll Forward] | ||
Balance, beginning of period | $ 281,734 | $ 208,044 |
Acquisitions | 21,488 | 73,842 |
Adjustment to prior year preliminary purchase price allocation | 16,127 | (152) |
Balance, end of period | 319,349 | 281,734 |
Manufacturing | ||
Goodwill [Line Items] | ||
Accumulated impairment | 27,400 | 27,400 |
Goodwill [Roll Forward] | ||
Balance, beginning of period | 235,345 | 179,471 |
Acquisitions | 21,488 | 56,704 |
Adjustment to prior year preliminary purchase price allocation | 11,569 | (830) |
Balance, end of period | 268,402 | 235,345 |
Distribution | ||
Goodwill [Roll Forward] | ||
Balance, beginning of period | 46,389 | 28,573 |
Acquisitions | 0 | 17,138 |
Adjustment to prior year preliminary purchase price allocation | 4,558 | 678 |
Balance, end of period | $ 50,947 | $ 46,389 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Intangible Assets [Line Items] | |||
Intangible assets, net | $ 357,014 | $ 382,982 | $ 263,467 |
Amortization of intangible assets | 35,908 | $ 34,213 | $ 19,374 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
2020 | 38,208 | ||
2021 | 37,669 | ||
2022 | 36,844 | ||
2023 | 35,640 | ||
2024 | $ 34,045 | ||
Non-compete agreements | |||
Intangible Assets [Line Items] | |||
Finite-lived intangible assets, useful life | 5 years | 4 years 10 months 24 days | |
Customer relationships | |||
Intangible Assets [Line Items] | |||
Finite-lived intangible assets, useful life | 10 years 1 month 6 days | 10 years 1 month 6 days | |
Aluminum Metals Company | Non-compete agreements | |||
Intangible Assets [Line Items] | |||
Finite-lived intangible assets, useful life | 3 years | ||
Acquired Entities | Customer relationships | |||
Intangible Assets [Line Items] | |||
Finite-lived intangible assets, useful life | 10 years | ||
Trademarks | |||
Intangible Assets [Line Items] | |||
Indefinite-lived intangible assets, gross | $ 88,524 | $ 82,358 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Intangible Assets, Net, by Major Class (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Intangible Assets [Line Items] | |||
Total intangible assets, net, excluding accumulated amortization | $ 478,734 | $ 468,793 | |
Less: accumulated amortization | (121,720) | (85,811) | |
Intangible assets, net | 357,014 | 382,982 | $ 263,467 |
Trademarks | |||
Intangible Assets [Line Items] | |||
Indefinite-lived intangible assets, gross | 88,524 | 82,358 | |
Customer relationships | |||
Intangible Assets [Line Items] | |||
Finite-lived intangible assets, gross | $ 357,513 | $ 366,228 | |
Finite-lived intangible assets, 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, gross | $ 16,202 | $ 19,159 | |
Finite-lived intangible assets, useful life | 5 years | 4 years 10 months 24 days | |
Patents | |||
Intangible Assets [Line Items] | |||
Finite-lived intangible assets, gross | $ 16,495 | $ 1,048 | |
Finite-lived intangible assets, useful life | 14 years 7 months 6 days | 8 years 10 months 24 days |
GOODWILL AND INTANGIBLE ASSET_5
GOODWILL AND INTANGIBLE ASSETS - Intangible Assets by Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Intangible Assets [Roll Forward] | |||
Balance, beginning of period | $ 382,982 | $ 263,467 | |
Acquisitions | 17,922 | 154,602 | |
Amortization | (35,908) | (34,213) | $ (19,374) |
Adjustment to prior year preliminary purchase price allocation | (7,982) | (874) | |
Balance, end of period | 357,014 | 382,982 | 263,467 |
Manufacturing | |||
Intangible Assets [Roll Forward] | |||
Balance, beginning of period | 304,485 | 220,540 | |
Acquisitions | 17,922 | 112,517 | |
Amortization | (29,457) | (27,413) | (16,200) |
Adjustment to prior year preliminary purchase price allocation | (10,827) | (1,159) | |
Balance, end of period | 282,123 | 304,485 | 220,540 |
Distribution | |||
Intangible Assets [Roll Forward] | |||
Balance, beginning of period | 78,497 | 42,927 | |
Acquisitions | 0 | 42,085 | |
Amortization | (6,451) | (6,800) | (3,100) |
Adjustment to prior year preliminary purchase price allocation | 2,845 | 285 | |
Balance, end of period | $ 74,891 | $ 78,497 | $ 42,927 |
DEBT - Summary of Total Debt Ou
DEBT - Summary of Total Debt Outstanding (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Sep. 17, 2019 | Dec. 31, 2018 |
Long-term debt: | |||
Total long-term debt | $ 705,000 | $ 661,082 | |
Senior Notes | 300,000 | 0 | |
Less: Convertible Notes discount and deferred financing costs, net | (23,260) | (30,125) | |
Less: Current maturities of long-term debt | (5,000) | (8,750) | |
Less: Term Loan deferred financing costs, net | (542) | (456) | |
Total long-term debt, less current maturities, net | 670,354 | 621,751 | |
2015 Revolver | |||
Long-term debt: | |||
Total long-term debt | 135,000 | 392,332 | |
Term Loan | |||
Long-term debt: | |||
Total long-term debt | 97,500 | 96,250 | |
Convertible Debt | |||
Long-term debt: | |||
Total long-term debt | 172,500 | 172,500 | |
7.50% Senior Notes Due 2027 | Senior Notes | |||
Long-term debt: | |||
Less: Senior Notes deferred financing costs, net | $ (5,844) | $ (6,000) | $ 0 |
DEBT - Narrative (Details)
DEBT - Narrative (Details) | Sep. 17, 2019USD ($) | Jan. 31, 2018USD ($)shares | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($)sharesday$ / shares | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Jun. 05, 2018USD ($) | Apr. 28, 2015USD ($) |
Line of Credit Facility [Line Items] | ||||||||
Proceeds from convertible notes offering | $ 0 | $ 172,500,000 | $ 0 | |||||
Total long-term debt | 705,000,000 | 661,082,000 | ||||||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||||||
2020 | 5,000,000 | |||||||
2021 | 7,500,000 | |||||||
2022 | 10,000,000 | |||||||
2023 | 182,500,000 | |||||||
2024 | 200,000,000 | |||||||
Thereafter | 300,000,000 | |||||||
Total | 705,000,000 | |||||||
Letters of credit outstanding | 3,900,000 | |||||||
Interest paid | $ 22,100,000 | 18,400,000 | $ 8,600,000 | |||||
7.50% Senior Notes Due 2027 | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, redemption price, percentage | 100.00% | |||||||
Convertible Senior Notes Due 2023 | ||||||||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||||||
Number of equity instruments | shares | 1,962,790 | |||||||
Revolving Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Commitment fee rate | 0.20% | |||||||
Weighted average interest rate | 4.59% | |||||||
Revolving Credit Facility | The Lenders | 2015 Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Convertible debt face amount | $ 417,300,000 | |||||||
Senior Notes | 7.50% Senior Notes Due 2027 | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Convertible debt face amount | $ 300,000,000 | |||||||
Convertible debt stated interest rate | 7.50% | |||||||
Effective rate | 7.83% | |||||||
Debt issuance costs, gross | $ 6,000,000 | $ 5,844,000 | 0 | |||||
Debt instrument, redemption price, percentage | 107.50% | |||||||
Debt redemption, change of control | 101.00% | |||||||
Term Loan | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Total long-term debt | $ 97,500,000 | 96,250,000 | ||||||
Weighted average interest rate | 4.53% | |||||||
Term Loan | 2019 Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Convertible debt face amount | $ 100,000,000 | |||||||
Increase (decrease) in borrowing capacity | 250,000,000 | |||||||
Term Loan | 2018 Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Convertible debt face amount | $ 100,000,000 | |||||||
Gain (loss) on extinguishment of debt | (700,000) | |||||||
Term Loan | Revolving Credit Facility | The Lenders | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | $ 82,700,000 | |||||||
Line of Credit | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Total long-term debt | $ 135,000,000 | 392,332,000 | ||||||
Line of Credit | Revolving Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Ratio of indebtedness to net capital | 4.50 | |||||||
Line of Credit | Revolving Credit Facility | 2019 Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | $ 550,000,000 | |||||||
Ratio of indebtedness to net capital | 4 | |||||||
Consolidated fixed charge coverage ratio, actual | 150.00% | |||||||
Line of Credit | Revolving Credit Facility | 2018 Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Maximum borrowing capacity | $ 800,000,000 | |||||||
Convertible Debt | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Total long-term debt | $ 172,500,000 | $ 172,500,000 | ||||||
Convertible Debt | Convertible Senior Notes Due 2023 | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Convertible debt face amount | $ 172,500,000 | |||||||
Convertible debt stated interest rate | 1.00% | |||||||
Effective rate | 5.25% | 5.25% | ||||||
Proceeds from convertible notes offering | $ 167,500,000 | |||||||
Debt issuance costs, gross | $ 4,100,000 | |||||||
Variable rate | 1.00% | |||||||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||||||
Unamortized discount | $ 36,000,000 | |||||||
Unamortized debt discount, difference In aggregate face amount and future cash flows | $ 31,900,000 | |||||||
Convertible debt conversion ratio | 11.3785 | |||||||
Number of equity instruments | shares | 1,962,790 | |||||||
Convertible debt conversion price (in dollars per share) | $ / shares | $ 87.89 | |||||||
London Interbank Offered Rate (LIBOR) | Revolving Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Effective rate | 3.31% | |||||||
Variable rate | 1.50% | |||||||
Long-term line of credit | $ 135,000,000 | |||||||
London Interbank Offered Rate (LIBOR) | Revolving Credit Facility | 2018 Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Variable rate | 4.56% | |||||||
London Interbank Offered Rate (LIBOR) | Term Loan | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Total long-term debt | $ 97,500,000 | |||||||
London Interbank Offered Rate (LIBOR) | Term Loan | Revolving Credit Facility | 2018 Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Total long-term debt | $ 96,300,000 | |||||||
London Interbank Offered Rate (LIBOR) | Term Loan | Revolving Credit Facility | The Lenders | 2018 Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Long-term line of credit | $ 388,000,000 | |||||||
Prime Rate | Revolving Credit Facility | The Lenders | 2018 Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Variable rate | 1.00% | |||||||
Base Rate | Revolving Credit Facility | 2018 Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Variable rate | 6.50% | |||||||
Weighted average interest rate | 4.20% | |||||||
Base Rate | Revolving Credit Facility | The Lenders | 2018 Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Variable rate | 2.00% | |||||||
Long-term line of credit | $ 4,300,000 | |||||||
Base Rate | Term Loan | Revolving Credit Facility | 2018 Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Weighted average interest rate | 4.05% | |||||||
September 30, 2019 through June 30, 2021 | Term Loan | 2019 Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Required periodic payment | $ 1,250,000 | |||||||
September 30, 2021 and thereafter | Term Loan | 2019 Credit Facility | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Required periodic payment | $ 2,500,000 | |||||||
Redemption eriod one | Convertible Debt | Convertible Senior Notes Due 2023 | ||||||||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||||||
Threshold of consecutive trading days | 30 | |||||||
Threshold percentage of stock price trigger | 130.00% | |||||||
Redemption period two | Convertible Debt | Convertible Senior Notes Due 2023 | ||||||||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||||||
Threshold of consecutive trading days | day | 5 | |||||||
Threshold percentage of stock price trigger | 98.00% | |||||||
Threshold of trading days | day | 5 | |||||||
Maximum | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt Instrument, unused borrowing capacity, fee | $ 0.00225 | |||||||
Maximum | Senior Notes | 7.50% Senior Notes Due 2027 | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt instrument, redemption price, percentage | 40.00% | |||||||
Maximum | London Interbank Offered Rate (LIBOR) | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Variable rate | 1.75% | |||||||
Maximum | Prime Rate | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Variable rate | 0.75% | |||||||
Minimum | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Debt Instrument, unused borrowing capacity, fee | $ 0.0015 | |||||||
Minimum | London Interbank Offered Rate (LIBOR) | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Variable rate | 1.00% | |||||||
Minimum | Prime Rate | ||||||||
Line of Credit Facility [Line Items] | ||||||||
Variable rate | 0.00% | |||||||
Minimum | Redemption eriod one | Convertible Debt | Convertible Senior Notes Due 2023 | ||||||||
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||||||
Threshold of consecutive trading days | 20 |
DERIVATIVE FINANCIAL INSTRUME_3
DERIVATIVE FINANCIAL INSTRUMENTS - Narrative (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Jan. 31, 2018USD ($)shares$ / shares | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2019USD ($) | |
Derivative [Line Items] | |||||
Proceeds from sale of warrants | $ 0 | $ 18,147 | $ 0 | ||
Designated as Hedging Instrument | |||||
Derivative [Line Items] | |||||
Payments for derivative instrument | $ 31,500 | ||||
Proceeds from sale of warrants | $ 18,100 | ||||
Designated as Hedging Instrument | Interest rate swap agreements | |||||
Derivative [Line Items] | |||||
Derivative amount | $ 200,000 | ||||
Convertible Senior Notes Due 2023 | |||||
Derivative [Line Items] | |||||
Number of equity instruments | shares | 1,962,790 | ||||
Exercise price of warrants or rights (in USD per share) | $ / shares | $ 113.93 |
- Derivative Assets and Liabili
- Derivative Assets and Liabilities at Fair Value (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Designated as Hedging Instrument | Interest rate swap agreements | ||
Derivative [Line Items] | ||
Fair value of derivative liabilities | $ 5,868 | $ 2,652 |
- Schedule of Accumulated Other
- Schedule of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning Balance | $ 408,754 | |
Other comprehensive loss | (3,018) | $ (2,746) |
Ending Balance | 497,481 | 408,754 |
Accumulated Other Comprehensive Income (Loss) | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning Balance | (2,680) | 66 |
Ending Balance | (5,698) | (2,680) |
Cash Flow Hedges | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning Balance | (1,973) | 0 |
Other comprehensive loss | (2,401) | (1,973) |
Ending Balance | (4,374) | (1,973) |
Other Comprehensive Income (Loss), Tax | 816 | 679 |
Other | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning Balance | (675) | 66 |
Other comprehensive loss | (595) | (741) |
Ending Balance | (1,270) | (675) |
Other Comprehensive Income (Loss), Tax | 204 | 254 |
Foreign Currency Items | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning Balance | (32) | 0 |
Other comprehensive loss | (22) | (32) |
Ending Balance | (54) | (32) |
Other Comprehensive Income (Loss), Tax | $ 0 | $ 0 |
ACCRUED LIABILITIES (Details)
ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Payables and Accruals [Abstract] | ||
Employee compensation and benefits | $ 28,717 | $ 31,898 |
Property taxes | 3,657 | 3,405 |
Customer incentives | 12,297 | 10,318 |
Accrued interest | 7,460 | 1,232 |
Other | 5,902 | 12,349 |
Total accrued liabilities | $ 58,033 | $ 59,202 |
INCOME TAXES - Provision for In
INCOME TAXES - Provision for Income Tax Benefit from Continuing Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current: | |||
Federal | $ 17,587 | $ 22,578 | $ 27,833 |
State | 5,019 | 8,725 | 6,036 |
Foreign | 61 | 85 | 0 |
Total current | 22,667 | 31,388 | 33,869 |
Deferred: | |||
Federal | 4,529 | 1,529 | (6,289) |
State | 1,064 | (770) | (188) |
Total deferred | 5,593 | 759 | (6,477) |
Income taxes | $ 28,260 | $ 32,147 | $ 27,392 |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Income taxes paid | $ 36,100 | $ 28,200 | $ 38,600 |
Operating loss carryforwards | 24,500 | 53,900 | |
Deferred tax assets, net | 2,000 | 3,700 | |
Deferred tax assets, valuation allowance | $ 872 | $ 649 |
INCOME TAXES - Effective Income
INCOME TAXES - Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Rate applied to pretax income | $ 24,744 | $ 31,916 | $ 39,588 |
State taxes, net of federal benefit | 5,147 | 6,427 | 4,060 |
Remeasurement of net deferred tax liabilities | 0 | 0 | (7,699) |
Excess tax benefit on stock-based compensation | (833) | (6,685) | (6,009) |
Other | (798) | 489 | (2,548) |
Income taxes | $ 28,260 | $ 32,147 | $ 27,392 |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||
Rate applied to pretax income | 21.00% | 21.00% | 35.00% |
State taxes, net of federal tax effect | 4.40% | 4.20% | 3.60% |
Remeasurement of net deferred tax liabilities | 0.00% | 0.00% | (6.80%) |
Excess tax benefit on stock-based compensation | (0.70%) | (4.40%) | (5.30%) |
Other | (0.70%) | 0.40% | (2.30%) |
Income taxes | 24.00% | 21.20% | 24.20% |
INCOME TAXES - Composition of D
INCOME TAXES - Composition of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Long-term deferred income tax assets (liabilities): | ||
Trade receivables allowance | $ 417 | $ 418 |
Inventory capitalization | 2,226 | 2,591 |
Accrued expenses | 5,987 | 6,123 |
Deferred compensation | 413 | 462 |
Inventory reserves | 4,651 | 1,278 |
Federal NOL carryforwards | 1,113 | 1,607 |
State NOL Carryforwards | 953 | 2,060 |
Valuation allowance - NOL | (872) | (649) |
Share based compensation | 7,221 | 5,848 |
Operating lease right-of-use assets | (23,910) | 0 |
Operating lease liabilities | 24,160 | 0 |
Other | 2,015 | 1,432 |
Intangibles | (28,160) | (26,419) |
Depreciation expense | (22,368) | (16,562) |
Prepaid expenses | (1,130) | (888) |
Deferred tax liabilities, net | $ (27,284) | $ (22,699) |
SHAREHOLDERS' EQUITY (Details)
SHAREHOLDERS' EQUITY (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 14, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | May 31, 2017 | Apr. 30, 2017 |
Equity, Class of Treasury Stock [Line Items] | ||||||
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 | ||||
Common stock, authorized (in shares) | 40,000,000 | 40,000,000 | 40,000,000 | 20,000,000 | ||
Common stock, issued (in shares) | 23,753,551 | 23,527,307 | ||||
Common stock, outstanding (in shares) | 23,527,307 | 23,527,307 | ||||
Shares exercised (in shares) | 428,852 | 226,595 | 411,212 | |||
Shares repurchased (in shares) | 83,512 | 43,900 | 82,970 | |||
Proceeds from public offering of common stock, net of expenses | $ 98,600 | $ 0 | $ 0 | $ 93,306 | ||
Repayment of outstanding debt | $ 93,300 | |||||
Shareholder Repurchase Program | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Shares repurchased (in shares) | 102,932 | 1,984,095 | 0 | |||
Common Stock | ||||||
Equity, Class of Treasury Stock [Line Items] | ||||||
Shares issued in public equity offering (in shares) | 2,025,000 | 2,025,000 | ||||
Price per share in public offering (in dollars per share) | $ 48.67 |
STOCK REPURCHASE PROGRAMS - Nar
STOCK REPURCHASE PROGRAMS - Narrative (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||
May 31, 2018 | Jan. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 | |
2018 Stock Repurchase Plan | ||||
Share Repurchase Program [Line Items] | ||||
Stock repurchase program, authorized amount | $ 50,000,000 | $ 50,000,000 | $ 50,000,000 | |
Stock repurchase program, period | 24 months | 24 months | ||
Remaining authorized repurchase amount | $ 8,500,000 | $ 3,600,000 | ||
Shares repurchased (in shares) | 1,984,095 | |||
Average price per repurchased share (in dollars per share) | $ 54.21 | |||
Shares repurchased amount | $ 107,600,000 | |||
2019 Stock Repurchase Plan | ||||
Share Repurchase Program [Line Items] | ||||
Stock repurchase program, authorized amount | $ 3,800,000 | |||
Shares repurchased (in shares) | 102,932 | |||
Average price per repurchased share (in dollars per share) | $ 37.06 |
NET INCOME PER COMMON SHARE (De
NET INCOME PER COMMON SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Feb. 25, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jul. 01, 2018 | Apr. 01, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||||
Net income | $ 19,984 | $ 21,317 | $ 27,416 | $ 20,849 | $ 26,970 | $ 27,934 | $ 34,860 | $ 30,068 | $ 89,566 | $ 119,832 | $ 85,718 | |
Weighted average shares outstanding - basic (in shares) | 23,058 | 23,995 | 24,230 | |||||||||
Effect of potentially dilutive securities (in shares) | 222 | 322 | 413 | |||||||||
Weighted average common shares outstanding - diluted (in shares) | 23,280 | 24,317 | 24,643 | |||||||||
Basic net income per common share (in USD per share) | $ 0.87 | $ 0.92 | $ 1.19 | $ 0.90 | $ 1.17 | $ 1.17 | $ 1.44 | $ 1.22 | $ 3.88 | $ 4.99 | $ 3.54 | |
Diluted net income per common share (in USD per share) | 0.86 | 0.92 | 1.18 | 0.90 | $ 1.15 | $ 1.15 | $ 1.42 | $ 1.20 | 3.85 | 4.93 | 3.48 | |
Cash dividends paid per common share (in USD per share) | $ 0.25 | $ 0 | $ 0 | $ 0 | $ 0.25 | $ 0 | $ 0 | |||||
Subsequent Event | ||||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||||||||||
Cash dividends paid per common share (in USD per share) | $ 0.25 |
LEASE COMMITMENTS - Narrative (
LEASE COMMITMENTS - Narrative (Details) | Dec. 31, 2019 |
Lessee, Lease, Description [Line Items] | |
Remaining lease term | 4 years 2 months 12 days |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease term | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease term | 11 years |
LEASE COMMITMENTS - Lease Expen
LEASE COMMITMENTS - Lease Expense, Supplemental Cash Flow and Other Lease Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Operating lease cost | $ 31,653 |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash flows for operating leases | 30,677 |
Right-of-use assets obtained in exchange for lease obligations: | |
Operating leases | $ 37,112 |
LEASE COMMITMENTS - Lease Asset
LEASE COMMITMENTS - Lease Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Assets | ||
Operating lease right-of-use asset | $ 93,546 | $ 0 |
Liabilities | ||
Operating lease liabilities, current portion | 27,694 | 0 |
Long-term operating lease liabilities | 66,467 | $ 0 |
Total | $ 94,161 | |
Weighted average remaining lease term, operating leases (in years) | 4 years 2 months 12 days | |
Weighted average discount rate, operating leases | 3.70% |
LEASE COMMITMENTS - Operating L
LEASE COMMITMENTS - Operating Lease Liability Maturity (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 30,443 |
2021 | 24,300 |
2022 | 18,465 |
2023 | 13,481 |
2024 | 9,072 |
Thereafter | 5,867 |
Total lease payments | 101,628 |
Less imputed interest | (7,467) |
Total | $ 94,161 |
LEASE COMMITMENTS Future Minimu
LEASE COMMITMENTS Future Minimum Rental Payments for Operating Leases (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 |
COMPENSATION PLANS - Narrative
COMPENSATION PLANS - Narrative (Details) $ / shares in Units, $ in Millions | Jan. 17, 2017USD ($)tranche$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2015shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Deferred compensation obligations, period after retirement for benefits | 15 months | ||||
Assumed discount rate | 4.50% | ||||
Administrative expense | $ | $ 19.8 | $ 0.1 | |||
Share-based compensation expense | $ | $ 15.4 | $ 14 | $ 10.4 | ||
Granted during the year (in dollars per share) | $ / shares | $ 0 | $ 0 | $ 53.83 | ||
Granted during the year (in shares) | shares | 0 | 0 | 340,000 | ||
Share price (in dollars per share) | $ / shares | $ 52.43 | $ 29.61 | $ 69.45 | ||
Proceeds from stock options exercised | $ | $ 0.9 | ||||
Tax benefit realized from stock options exercised | $ | 0.9 | ||||
Options vested (in shares) | $ | $ 5.8 | $ 5.8 | $ 1.2 | ||
Employee Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ | $ 1.9 | ||||
Vesting period | 12 months 6 days | ||||
Granted during the year (in shares) | shares | 0 | 0 | |||
Employee Stock Option | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 3 years | ||||
Contractual term | 9 years | ||||
Employee Stock Option | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years | ||||
Stock Appreciation Rights (SARs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ | $ 1.6 | ||||
Vesting period | 4 years | 12 months 9 days | |||
Granted during the year (in dollars per share) | $ / shares | $ 0 | $ 0 | $ 63.85 | ||
Granted during the year (in shares) | shares | 0 | 0 | 340,000 | ||
Granted during the year (in shares) | shares | 85,032 | ||||
Grate date fair value of awards vested | $ | $ 5 | ||||
Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ | $ 16.3 | ||||
Granted during the year (in shares) | shares | 0 | 0 | |||
Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation cost not yet recognized, period for recognition | 15 months 21 days | ||||
Granted during the year (in shares) | shares | 378,000 | 182,000 | 233,000 | ||
Granted during the year (in dollars per share) | $ / shares | $ 39.74 | $ 65.35 | $ 54.46 | ||
Restricted Stock | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 1 year | ||||
Restricted Stock | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 5 years | ||||
Time-based cliff vesting | Restricted Stock | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 1 year | ||||
Time-based cliff vesting | Restricted Stock | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 3 years | ||||
Strike Price, Tranche One | Stock Appreciation Rights (SARs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share price (in dollars per share) | $ / shares | $ 53.83 | ||||
Strike Price, Tranche Two | Stock Appreciation Rights (SARs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share price (in dollars per share) | $ / shares | 60.03 | ||||
Strike Price, Tranche Three | Stock Appreciation Rights (SARs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share price (in dollars per share) | $ / shares | 66.93 | ||||
Strike Price, Tranche Four | Stock Appreciation Rights (SARs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share price (in dollars per share) | $ / shares | $ 74.63 | ||||
The 2009 Plan | Employee Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years | ||||
Contractual term | 9 years | ||||
Shares approved (in shares) | shares | 340,110 | ||||
Granted during the year (in dollars per share) | $ / shares | $ 53.83 | ||||
The 2009 Plan | Stock Appreciation Rights (SARs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years | ||||
Contractual term | 9 years | ||||
Shares approved (in shares) | shares | 340,128 | ||||
Number of tranches granted | tranche | 4 |
COMPENSATION PLANS - Summary of
COMPENSATION PLANS - Summary of Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Outstanding beginning of year (in shares) | 545,000 | 548,000 | 288,000 |
Granted during the year (in shares) | 0 | 0 | 340,000 |
Forfeited during the year (in shares) | 0 | 0 | 0 |
Exercised during the year (in shares) | (9,000) | (3,000) | (80,000) |
Outstanding, end of year (in shares) | 536,000 | 545,000 | 548,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Outstanding beginning of year (in dollars per share) | $ 44.35 | $ 44.07 | $ 23.59 |
Granted during the year (in dollars per share) | 0 | 0 | 53.83 |
Forfeited during the period (in dollars per share) | 0 | 0 | 0 |
Exercised during the year (in dollars per share) | 0.67 | 0.78 | 11.62 |
Outstanding, end of year (in dollars per share) | $ 45.11 | $ 44.35 | $ 44.07 |
Vested Options: | |||
Vested during the year (in shares) | 115,000 | 115,000 | 30,000 |
Vested during the year (in dollars per share) | $ 50.46 | $ 50.46 | $ 40.95 |
Eligible, end of year for exercise (in shares) | 336,000 | 230,000 | 118,000 |
Eligible, end of year for exercise (in dollars per share) | $ 41.07 | $ 34.72 | $ 18.36 |
Aggregate intrinsic value ($ in thousands): | |||
Total options outstanding | $ 4,398 | $ 1,570 | $ 13,932 |
Options exercisable | 4,051 | 1,570 | 6,037 |
Options exercised | $ 381 | $ 195 | $ 2,601 |
Weighted average fair value of options granted during the year (in dollars per share) | $ 17.76 | ||
Stock Appreciation Rights (SARs) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Outstanding beginning of year (in shares) | 535,000 | 535,000 | 270,000 |
Granted during the year (in shares) | 0 | 0 | 340,000 |
Forfeited during the year (in shares) | 0 | 0 | 0 |
Exercised during the year (in shares) | 0 | 0 | (75,000) |
Outstanding, end of year (in shares) | 535,000 | 535,000 | 535,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Outstanding beginning of year (in dollars per share) | $ 54.53 | $ 54.53 | $ 32.29 |
Granted during the year (in dollars per share) | 0 | 0 | 63.85 |
Forfeited during the period (in dollars per share) | 0 | 0 | 0 |
Exercised during the year (in dollars per share) | 0 | 0 | 16.50 |
Outstanding, end of year (in dollars per share) | $ 54.53 | $ 54.53 | $ 54.53 |
Vested Options: | |||
Vested during the year (in shares) | 115,000 | 115,000 | 30,000 |
Vested during the year (in dollars per share) | $ 60.71 | $ 60.71 | $ 51.87 |
Eligible, end of year for exercise (in shares) | 336,000 | 220,000 | 105,000 |
Eligible, end of year for exercise (in dollars per share) | $ 50.04 | $ 44.46 | $ 26.66 |
Aggregate intrinsic value ($ in thousands): | |||
Total options outstanding | $ 3,190 | $ 983 | $ 8,458 |
Options exercisable | 3,066 | 983 | 4,521 |
Options exercised | $ 0 | $ 0 | $ 3,822 |
Weighted average fair value of options granted during the year (in dollars per share) | $ 14.66 |
COMPENSATION PLANS - Options Ou
COMPENSATION PLANS - Options Outstanding and Exercisable (Details) shares in Thousands | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Exercise Price 3 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding (in shares) | 75 |
Shares Outstanding, Remaining Contractual Life (in years) | 3 years |
Shares Outstanding, Exercise Price (in dollars per share) | $ / shares | $ 12.30 |
Shares Exercisable (in shares) | 75 |
Shares Exercisable Price (in dollars per share) | $ / shares | $ 12.30 |
Exercise Price 4 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding (in shares) | 121 |
Shares Outstanding, Remaining Contractual Life (in years) | 5 years 9 months 18 days |
Shares Outstanding, Exercise Price (in dollars per share) | $ / shares | $ 40.95 |
Shares Exercisable (in shares) | 91 |
Shares Exercisable Price (in dollars per share) | $ / shares | $ 40.95 |
Exercise Price 5 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding (in shares) | 340 |
Shares Outstanding, Remaining Contractual Life (in years) | 6 years |
Shares Outstanding, Exercise Price (in dollars per share) | $ / shares | $ 53.83 |
Shares Exercisable (in shares) | 170 |
Shares Exercisable Price (in dollars per share) | $ / shares | $ 53.83 |
The 2013 Plan | Exercise Price 1 | Stock Appreciation Rights (SARs) | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding (in shares) | 18 |
Shares Outstanding, Remaining Contractual Life (in years) | 3 years |
Shares Outstanding, Exercise Price (in dollars per share) | $ / shares | $ 12.30 |
Shares Exercisable (in shares) | 18 |
Shares Exercisable Price (in dollars per share) | $ / shares | $ 12.30 |
The 2013 Plan | Exercise Price 2 | Stock Appreciation Rights (SARs) | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding (in shares) | 19 |
Shares Outstanding, Remaining Contractual Life (in years) | 3 years |
Shares Outstanding, Exercise Price (in dollars per share) | $ / shares | $ 14.75 |
Shares Exercisable (in shares) | 19 |
Shares Exercisable Price (in dollars per share) | $ / shares | $ 14.75 |
The 2013 Plan | Exercise Price 3 | Stock Appreciation Rights (SARs) | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding (in shares) | 19 |
Shares Outstanding, Remaining Contractual Life (in years) | 3 years |
Shares Outstanding, Exercise Price (in dollars per share) | $ / shares | $ 17.71 |
Shares Exercisable (in shares) | 19 |
Shares Exercisable Price (in dollars per share) | $ / shares | $ 17.71 |
The 2013 Plan | Exercise Price 4 | Stock Appreciation Rights (SARs) | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding (in shares) | 19 |
Shares Outstanding, Remaining Contractual Life (in years) | 3 years |
Shares Outstanding, Exercise Price (in dollars per share) | $ / shares | $ 21.25 |
Shares Exercisable (in shares) | 19 |
Shares Exercisable Price (in dollars per share) | $ / shares | $ 21.25 |
The 2016 Plan | Exercise Price 1 | Stock Appreciation Rights (SARs) | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding (in shares) | 30 |
Shares Outstanding, Remaining Contractual Life (in years) | 5 years 9 months 18 days |
Shares Exercisable (in shares) | 22 |
Shares Exercisable Price (in dollars per share) | $ / shares | $ 40.95 |
The 2016 Plan | Exercise Price 2 | Stock Appreciation Rights (SARs) | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding (in shares) | 30 |
Shares Outstanding, Remaining Contractual Life (in years) | 5 years 9 months 18 days |
Shares Outstanding, Exercise Price (in dollars per share) | $ / shares | $ 47.51 |
Shares Exercisable (in shares) | 23 |
Shares Exercisable Price (in dollars per share) | $ / shares | $ 47.51 |
The 2016 Plan | Exercise Price 3 | Stock Appreciation Rights (SARs) | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding (in shares) | 30 |
Shares Outstanding, Remaining Contractual Life (in years) | 5 years 9 months 18 days |
Shares Outstanding, Exercise Price (in dollars per share) | $ / shares | $ 55.11 |
Shares Exercisable (in shares) | 22 |
Shares Exercisable Price (in dollars per share) | $ / shares | $ 55.11 |
The 2016 Plan | Exercise Price 4 | Stock Appreciation Rights (SARs) | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding (in shares) | 30 |
Shares Outstanding, Remaining Contractual Life (in years) | 5 years 9 months 18 days |
Shares Outstanding, Exercise Price (in dollars per share) | $ / shares | $ 63.93 |
Shares Exercisable (in shares) | 23 |
Shares Exercisable Price (in dollars per share) | $ / shares | $ 63.93 |
The 2017 Plan | Exercise Price 1 | Stock Appreciation Rights (SARs) | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding (in shares) | 85 |
Shares Outstanding, Remaining Contractual Life (in years) | 6 years |
Shares Outstanding, Exercise Price (in dollars per share) | $ / shares | $ 53.83 |
Shares Exercisable (in shares) | 42 |
Shares Exercisable Price (in dollars per share) | $ / shares | $ 53.83 |
The 2017 Plan | Exercise Price 2 | Stock Appreciation Rights (SARs) | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding (in shares) | 85 |
Shares Outstanding, Remaining Contractual Life (in years) | 6 years |
Shares Outstanding, Exercise Price (in dollars per share) | $ / shares | $ 60.03 |
Shares Exercisable (in shares) | 43 |
Shares Exercisable Price (in dollars per share) | $ / shares | $ 60.03 |
The 2017 Plan | Exercise Price 3 | Stock Appreciation Rights (SARs) | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding (in shares) | 85 |
Shares Outstanding, Remaining Contractual Life (in years) | 6 years |
Shares Outstanding, Exercise Price (in dollars per share) | $ / shares | $ 66.93 |
Shares Exercisable (in shares) | 42 |
Shares Exercisable Price (in dollars per share) | $ / shares | $ 66.93 |
The 2017 Plan | Exercise Price 4 | Stock Appreciation Rights (SARs) | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Shares Outstanding (in shares) | 85 |
Shares Outstanding, Remaining Contractual Life (in years) | 6 years |
Shares Outstanding, Exercise Price (in dollars per share) | $ / shares | $ 74.63 |
Shares Exercisable (in shares) | 43 |
Shares Exercisable Price (in dollars per share) | $ / shares | $ 74.63 |
COMPENSATION PLANS - Fair value
COMPENSATION PLANS - Fair value Assumptions (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Employee Stock Option | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Dividend rate | 0.00% |
Risk-free interest rate | 2.00% |
Expected option life (years) | 5 years 9 months |
Price volatility | 30.84% |
Stock Appreciation Rights (SARs) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Dividend rate | 0.00% |
Risk-free interest rate | 2.00% |
Expected option life (years) | 5 years 9 months |
Price volatility | 30.84% |
COMPENSATION PLANS - Summary _2
COMPENSATION PLANS - Summary of Unvested Restricted Stock (Details) - Restricted Stock - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Unvested beginning of year (in shares) | 606 | 634 | 644 |
Granted during the year (in shares) | 378 | 182 | 233 |
Vested during the year (in shares) | (230) | (209) | (240) |
Forfeited during the year (in shares) | (16) | (1) | (3) |
Unvested, end of year (in shares) | 738 | 606 | 634 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Unvested beginning of year (in dollars per share) | $ 48.56 | $ 35.68 | $ 22.15 |
Granted during the year (in dollars per share) | 39.74 | 65.35 | 54.46 |
Vested during the year (in dollars per share) | 30.46 | 23.98 | 17.49 |
Forfeited during the year (in dollars per share) | 50.49 | 57.93 | 46.64 |
Unvested, end of year (in dollars per share) | $ 49.65 | $ 48.56 | $ 35.68 |
SEGMENT INFORMATION - Narrative
SEGMENT INFORMATION - Narrative (Details) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019segment | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | segment | 2 | |||
Amortization of intangible assets | $ 35,908 | $ 34,213 | $ 19,374 | |
Manufacturing | ||||
Segment Reporting Information [Line Items] | ||||
Amortization of intangible assets | 29,457 | 27,413 | 16,200 | |
Distribution | ||||
Segment Reporting Information [Line Items] | ||||
Amortization of intangible assets | $ 6,451 | $ 6,800 | $ 3,100 | |
RV Customer 1 | Customer Concentration Risk | Accounts Receivable | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk, percentage | 13.00% | |||
RV Customer 1 | Customer Concentration Risk | Revenue, Segment Benchmark | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk, percentage | 23.00% | 29.00% | 32.00% | |
RV Customer 2 | Customer Concentration Risk | Accounts Receivable | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk, percentage | 14.00% | 12.00% | ||
RV Customer 2 | Customer Concentration Risk | Revenue, Segment Benchmark | ||||
Segment Reporting Information [Line Items] | ||||
Concentration risk, percentage | 17.00% | 20.00% | 25.00% |
SEGMENT INFORMATION - Net Incom
SEGMENT INFORMATION - Net Income, Assets and Certain Other Items of Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jul. 01, 2018 | Apr. 01, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 549,460 | $ 566,186 | $ 613,218 | $ 608,218 | $ 531,211 | $ 575,139 | $ 604,879 | $ 551,832 | $ 2,337,082 | $ 2,263,061 | $ 1,635,653 |
Cost of goods sold | 1,914,211 | 1,847,195 | 1,356,738 | ||||||||
Operating income | 154,442 | 178,415 | 121,900 | ||||||||
Total assets | 1,470,993 | 1,231,231 | 1,470,993 | 1,231,231 | |||||||
Capital expenditures | 27,661 | 34,486 | 22,497 | ||||||||
Depreciation and amortization | 62,795 | 55,052 | 33,541 | ||||||||
Manufacturing | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,642,263 | 1,745,467 | 1,337,785 | ||||||||
Distribution | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 694,819 | 517,594 | 297,868 | ||||||||
Intersegment Eliminations | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 35,563 | 37,222 | 33,248 | ||||||||
Intersegment Eliminations | Manufacturing | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 31,223 | 33,581 | 30,669 | ||||||||
Intersegment Eliminations | Distribution | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 4,340 | 3,641 | 2,579 | ||||||||
Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 2,372,645 | 2,300,283 | 1,668,901 | ||||||||
Operating income | 213,866 | 246,737 | 170,493 | ||||||||
Total assets | 1,294,922 | 1,189,056 | 1,294,922 | 1,189,056 | |||||||
Capital expenditures | 27,264 | 33,004 | 21,513 | ||||||||
Depreciation and amortization | 59,570 | 52,360 | 31,002 | ||||||||
Operating Segments | Manufacturing | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,673,486 | 1,779,048 | 1,368,454 | ||||||||
Operating income | 174,913 | 215,246 | 151,635 | ||||||||
Total assets | 990,692 | 948,557 | 990,692 | 948,557 | |||||||
Capital expenditures | 25,291 | 31,152 | 21,204 | ||||||||
Depreciation and amortization | 52,036 | 44,747 | 27,481 | ||||||||
Operating Segments | Distribution | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 699,159 | 521,235 | 300,447 | ||||||||
Operating income | 38,953 | 31,491 | 18,858 | ||||||||
Total assets | $ 304,230 | $ 240,499 | 304,230 | 240,499 | |||||||
Capital expenditures | 1,973 | 1,852 | 309 | ||||||||
Depreciation and amortization | $ 7,534 | $ 7,613 | $ 3,521 |
SEGMENT INFORMATION - Other Rec
SEGMENT INFORMATION - Other Reconciling Items from Segments to Consolidated (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jul. 01, 2018 | Apr. 01, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 549,460 | $ 566,186 | $ 613,218 | $ 608,218 | $ 531,211 | $ 575,139 | $ 604,879 | $ 551,832 | $ 2,337,082 | $ 2,263,061 | $ 1,635,653 |
Operating income | 154,442 | 178,415 | 121,900 | ||||||||
Unallocated corporate expenses | (268,429) | (237,451) | (157,015) | ||||||||
Amortization | (35,908) | (34,213) | (19,374) | ||||||||
Total assets | 1,470,993 | 1,231,231 | 1,470,993 | 1,231,231 | |||||||
Corporate assets unallocated to segments | 180,849 | 177,145 | 180,849 | 177,145 | |||||||
Intangible assets, net | 357,014 | 382,982 | 357,014 | 382,982 | 263,467 | ||||||
Depreciation and amortization | 62,795 | 55,052 | 33,541 | ||||||||
Capital expenditures | 27,661 | 34,486 | 22,497 | ||||||||
Operating Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 2,372,645 | 2,300,283 | 1,668,901 | ||||||||
Operating income | 213,866 | 246,737 | 170,493 | ||||||||
Total assets | 1,294,922 | 1,189,056 | 1,294,922 | 1,189,056 | |||||||
Depreciation and amortization | 59,570 | 52,360 | 31,002 | ||||||||
Capital expenditures | 27,264 | 33,004 | 21,513 | ||||||||
Segment Reconciling Items | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Unallocated corporate expenses | (23,516) | (34,109) | (29,219) | ||||||||
Amortization | (35,908) | (34,213) | (19,374) | ||||||||
Total assets | 139,390 | 6,895 | 139,390 | 6,895 | |||||||
Consolidation, Eliminations | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | (35,563) | (37,222) | (33,248) | ||||||||
Corporate, Non-Segment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Corporate assets unallocated to segments | $ 36,681 | $ 35,280 | 36,681 | 35,280 | |||||||
Depreciation and amortization | 3,225 | 2,692 | 2,539 | ||||||||
Capital expenditures | $ 397 | $ 1,482 | $ 984 |
QUARTERLY FINANCIAL INFORMATI_3
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jul. 01, 2018 | Apr. 01, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 549,460 | $ 566,186 | $ 613,218 | $ 608,218 | $ 531,211 | $ 575,139 | $ 604,879 | $ 551,832 | $ 2,337,082 | $ 2,263,061 | $ 1,635,653 |
Gross profit | 99,327 | 104,335 | 112,661 | 106,548 | 96,665 | 106,655 | 114,792 | 97,754 | 422,871 | 415,866 | 278,915 |
NET INCOME | $ 19,984 | $ 21,317 | $ 27,416 | $ 20,849 | $ 26,970 | $ 27,934 | $ 34,860 | $ 30,068 | $ 89,566 | $ 119,832 | $ 85,718 |
Net income per common share: | |||||||||||
Basic net income per common share (in USD per share) | $ 0.87 | $ 0.92 | $ 1.19 | $ 0.90 | $ 1.17 | $ 1.17 | $ 1.44 | $ 1.22 | $ 3.88 | $ 4.99 | $ 3.54 |
Diluted net income per common share (in USD per share) | 0.86 | 0.92 | 1.18 | 0.90 | $ 1.15 | $ 1.15 | $ 1.42 | $ 1.20 | 3.85 | 4.93 | 3.48 |
Cash dividends paid per common share (in USD per share) | $ 0.25 | $ 0 | $ 0 | $ 0 | $ 0.25 | $ 0 | $ 0 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Welch Packaging Group | ||||
Related Party Transaction [Line Items] | ||||
Purchases from related parties | $ 1.1 | $ 1.1 | $ 1 | |
DNA Enterprise Inc | ||||
Related Party Transaction [Line Items] | ||||
Revenue from related parties | $ 0.4 | $ 0.6 | $ 0.4 | |
Former President and CEO | ||||
Related Party Transaction [Line Items] | ||||
Revenue from related parties | $ 1.1 |