Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2022 | Apr. 15, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 1-4422 | |
Entity Registrant Name | ROLLINS, INC. | |
Entity Central Index Key | 0000084839 | |
Entity Tax Identification Number | 51-0068479 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 2170 Piedmont Road, N.E. | |
Entity Address, City or Town | Atlanta | |
Entity Address, State or Province | GA | |
Entity Address, Postal Zip Code | 30324 | |
City Area Code | 404 | |
Local Phone Number | 888-2000 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | ROL | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 492,460,649 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
ASSETS | ||
Cash and cash equivalents | $ 258,338 | $ 105,301 |
Trade receivables, net of allowance for expected credit losses of $14,170 and $13,885, respectively | 137,621 | 139,579 |
Financed receivables, short-term, net of allowance for expected credit losses of $1,236 and $1,463, respectively | 26,631 | 26,152 |
Materials and supplies | 29,062 | 28,926 |
Other current assets | 44,860 | 52,422 |
Total current assets | 496,512 | 352,380 |
Equipment and property, net of accumulated depreciation of $321,122 and $315,891, respectively | 132,680 | 133,257 |
Goodwill | 730,139 | 721,819 |
Intangible assets, net | 438,416 | 446,584 |
Operating lease right-of-use assets | 241,043 | 244,784 |
Financed receivables, long-term, net of allowance for expected credit losses of $2,614 and $2,522, respectively | 46,192 | 47,097 |
Other assets | 46,161 | 34,949 |
Total assets | 2,131,143 | 1,980,870 |
LIABILITIES | ||
Accounts payable | 38,586 | 44,568 |
Accrued insurance | 37,724 | 36,414 |
Accrued compensation and related liabilities | 76,291 | 97,862 |
Unearned revenues | 156,516 | 145,122 |
Operating lease liabilities - current | 74,463 | 75,240 |
Current portion of long-term debt | 15,000 | 18,750 |
Other current liabilities | 82,317 | 73,206 |
Total current liabilities | 480,897 | 491,162 |
Accrued insurance, less current portion | 32,218 | 31,545 |
Operating lease liabilities, less current portion | 169,839 | 172,520 |
Long-term debt | 280,783 | 136,250 |
Other long-term accrued liabilities | 59,877 | 67,345 |
Total liabilities | 1,023,614 | 898,822 |
Commitments and contingencies (see Note 11) | ||
Preferred stock, without par value; 500,000 shares authorized, zero shares issued | ||
Common stock, par value $1 per share; 800,000,000 shares authorized, 492,460,649 and 491,911,087 shares issued and outstanding, respectively | 492,461 | 491,911 |
Additional paid in capital | 104,783 | 105,629 |
Accumulated other comprehensive loss | (13,874) | (16,411) |
Retained earnings | 524,159 | 500,919 |
Total stockholders' equity | 1,107,529 | 1,082,048 |
Total liabilities and stockholders' equity | 2,131,143 | 1,980,870 |
Customer Contracts | ||
ASSETS | ||
Intangible assets, net | 318,806 | 325,929 |
Trademarks & Tradenames | ||
ASSETS | ||
Intangible assets, net | 109,520 | 108,976 |
Other Intangible Assets | ||
ASSETS | ||
Intangible assets, net | $ 10,090 | $ 11,679 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Trade receivables, allowance for doubtful accounts | $ 14,170 | $ 13,885 |
Financing receivables, short-term, allowance for doubtful accounts | 1,236 | 1,463 |
Equipment and property, accumulated depreciation | 321,122 | 315,891 |
Financing receivables, long-term, allowance for doubtful accounts | $ 2,614 | $ 2,522 |
Preferred Stock, Shares Authorized | 500,000 | 500,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Common Stock, Par or Stated Value Per Share | $ 1 | $ 1 |
Common Stock, Shares Authorized | 800,000,000 | 800,000,000 |
Common Stock, Shares, Issued | 492,460,649 | 491,911,087 |
Common Stock, Shares, Outstanding | 492,460,649 | 491,911,087 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
REVENUES | ||
Customer services | $ 590,680 | $ 535,554 |
COSTS AND EXPENSES | ||
Cost of services provided (exclusive of depreciation and amortization below) | 295,378 | 261,552 |
Sales, general and administrative | 178,785 | 162,208 |
Depreciation and amortization | 24,847 | 23,596 |
Total operating expenses | 499,010 | 447,356 |
OPERATING INCOME | 91,670 | 88,198 |
Interest expense, net | 568 | 606 |
Other income, net | (1,279) | (32,260) |
CONSOLIDATED INCOME BEFORE INCOME TAXES | 92,381 | 119,852 |
PROVISION FOR INCOME TAXES | 19,936 | 27,209 |
NET INCOME | $ 72,445 | $ 92,643 |
NET INCOME PER SHARE - BASIC | $ 0.15 | $ 0.19 |
NET INCOME PER SHARE - DILUTED | $ 0.15 | $ 0.19 |
Weighted average shares outstanding - basic | 492,213 | 492,003 |
Weighted average shares outstanding - diluted | 492,325 | 492,003 |
DIVIDENDS PAID PER SHARE | $ 0.10 | $ 0.08 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
NET INCOME | $ 72,445 | $ 92,643 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustments | 3,127 | (421) |
Unrealized loss on available for sale securities | (590) | |
Change in derivatives | 163 | |
Other comprehensive income (loss), net of tax | 2,537 | (258) |
Comprehensive income | $ 74,982 | $ 92,385 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY (Unaudited) - USD ($) $ in Thousands | Common Stock | Paid-in-Capital | Accumulated Other Comprehensive Income/(Loss) | Retained Earnings. | Total |
Beginning balance, value at Dec. 31, 2020 | $ 491,612 | $ 101,757 | $ (10,897) | $ 358,888 | $ 941,360 |
Beginning Balance, Shares at Dec. 31, 2020 | 491,612,000 | ||||
Net income | 92,643 | 92,643 | |||
Other comprehensive income / (loss), net of tax: | |||||
Foreign currency translation adjustments | (421) | (421) | |||
Change in derivatives | 163 | 163 | |||
Cash dividends | (39,389) | (39,389) | |||
Stock compensation | $ 768 | 3,153 | 3,921 | ||
Stock compensation, Shares | 768,000 | ||||
Employee stock buybacks | $ (256) | (9,086) | (9,342) | ||
Employee stock buybacks, Shares | (256,000) | ||||
Ending balance, value at Mar. 31, 2021 | $ 492,124 | 95,824 | (11,155) | 412,142 | 988,935 |
Ending Balance, Shares at Mar. 31, 2021 | 492,124,000 | ||||
Beginning balance, value at Dec. 31, 2021 | $ 491,911 | 105,629 | (16,411) | 500,919 | 1,082,048 |
Beginning Balance, Shares at Dec. 31, 2021 | 491,911,000 | ||||
Net income | 72,445 | 72,445 | |||
Other comprehensive income / (loss), net of tax: | |||||
Foreign currency translation adjustments | 3,127 | 3,127 | |||
Unrealized losses on available for sale securities | (590) | (590) | |||
Cash dividends | (49,205) | (49,205) | |||
Stock compensation | $ 757 | 5,381 | 6,138 | ||
Stock compensation, Shares | 757,000 | ||||
Employee stock buybacks | $ (207) | (6,227) | (6,434) | ||
Employee stock buybacks, Shares | (207,000) | ||||
Ending balance, value at Mar. 31, 2022 | $ 492,461 | $ 104,783 | $ (13,874) | $ 524,159 | $ 1,107,529 |
Ending Balance, Shares at Mar. 31, 2022 | 492,461,000 |
CONDENSED CONSOLIDATED STATEM_6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
OPERATING ACTIVITIES | ||
Net income | $ 72,445 | $ 92,643 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 24,847 | 23,596 |
Stock-based compensation expense | 6,138 | 3,921 |
Provision for expected credit losses | 4,257 | 2,686 |
Gain on sale of assets, net | (1,279) | (32,260) |
Provision for deferred income taxes | 2,046 | (2,039) |
Changes in operating assets and liabilities: | ||
Trade accounts receivables and other accounts receivable | (1,440) | 471 |
Financing receivables | (707) | 624 |
Materials and supplies | 151 | (2,011) |
Other current assets | (3,629) | (4,604) |
Accounts payable and accrued expenses | (16,934) | 26,618 |
Unearned revenue | 11,294 | 9,680 |
Other long-term assets and liabilities | (9,657) | 161 |
Net cash provided by operating activities | 87,532 | 119,486 |
INVESTING ACTIVITIES | ||
Acquisitions, net of cash acquired | (13,223) | (16,978) |
Capital expenditures | (7,995) | (7,826) |
Proceeds from sale of assets | 1,290 | 65,101 |
Other investing activities, net | (154) | |
Net cash (used in) provided by investing activities | (19,928) | 40,143 |
FINANCING ACTIVITIES | ||
Payment of contingent consideration | (3,051) | (4,926) |
Borrowings under term loan | 251,783 | |
Borrowings under revolving commitment | 11,000 | 3,500 |
Repayments of term loan | (4,000) | (21,000) |
Repayments of revolving commitment | (118,000) | (70,500) |
Payment of dividends | (49,205) | (39,389) |
Cash paid for common stock purchased | (6,434) | (9,342) |
Net cash provided by (used in) financing activities | 82,093 | (141,657) |
Effect of exchange rate changes on cash | 3,340 | 873 |
Net increase in cash and cash equivalents | 153,037 | 18,845 |
Cash and cash equivalents at beginning of period | 105,301 | 98,477 |
Cash and cash equivalents at end of period | 258,338 | 117,322 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 753 | 663 |
Cash paid for income taxes, net | 11,962 | 719 |
Non-cash additions to operating lease right-of-use assets | $ 17,937 | $ 60,389 |
BASIS OF PREPARATION
BASIS OF PREPARATION | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
BASIS OF PREPARATION AND OTHER | NOTE 1. Basis of Preparation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP, the instructions to Form 10-Q and applicable sections of SEC regulation S-X, and therefore do not include all information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. There have been no material changes in the Company’s significant accounting policies or the information disclosed in the notes to the consolidated financial statements included in the Annual Report on Form 10-K of Rollins, Inc. (including its subsidiaries unless the context otherwise requires, “Rollins,” “we,” “us,” “our,” or the “Company”) for the year ended December 31, 2021. Accordingly, the quarterly condensed consolidated financial statements and related disclosures herein should be read in conjunction with the 2021 Annual Report on Form 10-K. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenue and expenses and certain financial statement disclosures. Estimates and assumptions are used for, but not limited to, accrued insurance, revenue recognition, right-of-use ("ROU") asset and liability valuations, accounts and financing receivable reserves, inventory valuation, employee benefit plans, income tax contingency accruals and valuation allowances, contingency accruals and goodwill and other intangible asset valuations. Although these estimates are based on management's knowledge of current events and actions it may undertake in the future, actual results may ultimately differ from these estimates and assumptions. The Company considered the impact of COVID-19 on the assumptions and estimates used in preparing the consolidated financial statements. In the opinion of management, all adjustments necessary for a fair presentation of the Company’s financial results for the quarter have been made. These adjustments are of a normal recurring nature but complicated by the continued uncertainty surrounding the global economic impact of COVID-19. The results of operations for the three months ended March 31, 2022 are not necessarily indicative of results for future years. The severity, magnitude and duration, as well as the economic consequences of COVID-19, are uncertain, rapidly changing and difficult to predict. Therefore, our accounting estimates and assumptions may change over time in response to COVID-19 and may change materially in future periods. The Company operates as one reportable segment and the results of operations and its financial condition are not reliant upon any single customer. |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 3 Months Ended |
Mar. 31, 2022 | |
RECENT ACCOUNTING PRONOUNCEMENTS | |
RECENT ACCOUNTING PRONOUNCEMENTS | NOTE 2. Recently adopted accounting standards In November 2021, the FASB issued ASU 2021-10, “Government Assistance (Topic 832) – Disclosures by Business Entities about Government Assistance.” The amendments in this Update require disclosures about transactions with a government that have been accounted for by analogizing to a grant or contribution accounting model to increase transparency about (1) the types of transactions, (2) the accounting for the transactions, and (3) the effect of the transactions on an entity’s financial statements. The amendments in this Update are effective for financial statements issued for annual periods beginning after December 15, 2021. The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements. Accounting standards issued but not yet adopted In March 2022, the FASB issued ASU 2022-02, “Financial Instruments-Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures.” The amendments in this Update eliminate the accounting guidance for troubled debt restructurings (TDRs) by creditors in Subtopic 310-40, Receivables-Troubled Debt Restructurings by Creditors, while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. Additionally, for public business entities, the amendments in this Update require that an entity disclose current-period gross write-offs by year of origination for financing receivables. ASU 2022-02 is effective for fiscal years beginning after December 15, 2022. The adoption of this ASU is not expected to have a material impact on the Company’s consolidated financial statements. |
ACQUISITIONS
ACQUISITIONS | 3 Months Ended |
Mar. 31, 2022 | |
ACQUISITIONS | |
ACQUISITIONS | NOTE 3. The Company made 8 acquisitions during the three-month period ended March 31, 2022, and 39 acquisitions for the year ended December 31, 2021. For the 8 acquisitions completed through March 31, 2022, the preliminary values of major classes of assets acquired and liabilities assumed recorded at the dates of acquisition, as adjusted during the valuation period, are included in the reconciliation of the total consideration as follows (in thousands): March 31, 2022 Accounts receivable, net $ 88 Materials and supplies 149 Equipment and property 1,148 Goodwill 4,455 Customer contracts 8,165 Trademarks & tradenames 2 Other intangible assets 405 Current liabilities (30) Other assets and liabilities, net 17 Total consideration paid $ 14,399 Less: Contingent consideration liability (1,176) Total cash purchase price $ 13,223 Goodwill from acquisitions represents the excess of the purchase price over the fair value of net assets of businesses acquired. The factors contributing to the amount of goodwill are based on strategic and synergistic benefits that are expected to be realized. For the period ended March 31, 2022, $4.5 million of goodwill was added related to the 8 acquisitions noted above. The recognized goodwill is expected to be deductible for tax purposes. The purchase price allocations for these acquisitions are preliminary until the Company obtains final information regarding these fair values. |
REVENUE
REVENUE | 3 Months Ended |
Mar. 31, 2022 | |
REVENUE | |
REVENUE | NOTE 4. The following tables present our revenues disaggregated by revenue source (in thousands). Sales and usage-based taxes are excluded from revenues. No sales to an individual customer or in a country other than the United States accounted for 10% or more of the sales for the periods listed on the following table. Revenue, classified by the major geographic areas in which our customers are located, was as follows: Three Months Ended March 31, 2022 2021 (in thousands) United States $ 546,460 $ 494,100 Other countries 44,220 41,454 Total Revenues $ 590,680 $ 535,554 Revenue from external customers, classified by significant product and service offerings, was as follows: Three Months Ended March 31, (in thousands) 2022 2021 Residential revenue $ 259,259 $ 235,179 Commercial revenue 205,787 188,697 Termite completions, bait monitoring, & renewals 119,706 105,694 Franchise revenues 3,737 3,459 Other revenues 2,191 2,525 Total Revenues $ 590,680 $ 535,554 The Company records unearned revenue when we have either received payment or contractually have the right to bill for services in advance of the services or performance obligations being performed. Deferred revenue recognized in the three months ended March 31, 2022 and 2021 was $49.9 million and $45.8 million, respectively. Changes in unearned revenue were as follows: Three Months Ended March 31, 2022 2021 (in thousands) Beginning balance $ 168,607 $ 149,224 Deferral of unearned revenue 61,635 55,379 Recognition of unearned revenue (49,909) (45,837) Ending balance $ 180,333 $ 158,766 As of March 31, 2022, and December 31, 2021, the Company had long-term unearned revenue of $23.8 million and $18.4 million, respectively, recorded in other long-term accrued liabilities. Unearned short-term revenue is recognized over the next 12-month period. The majority of unearned long-term revenue is recognized over a period of five years or less with immaterial amounts recognized through 2032. |
ALLOWANCE FOR CREDIT LOSSES
ALLOWANCE FOR CREDIT LOSSES | 3 Months Ended |
Mar. 31, 2022 | |
ALLOWANCE FOR CREDIT LOSSES | |
ALLOWANCE FOR CREDIT LOSSES | NOTE 5. The Company is exposed to credit losses primarily related to accounts receivables and financed receivables derived from customer services revenue. To reduce credit risk for residential pest control accounts receivable, we promote enrollment in our auto-pay programs. In general, we may suspend future services for customers with past due balances. The Company’s credit risk is generally low with a large number of entities comprising Rollins’ customer base and dispersion across many different geographical regions. The Company manages its financing receivables on an aggregate basis when assessing and monitoring credit risks. The Company’s established credit evaluation and monitoring procedures seek to minimize the amount of business we conduct with higher risk customers. The credit quality of a potential obligor is evaluated at the loan origination based on an assessment of the individual’s Beacon/credit bureau score. Rollins requires a potential obligor to have good credit worthiness with low risk before entering into a contract. Depending upon the individual’s credit score, the Company may accept with 100% financing or require a significant down payment or turn down the contract. Delinquencies of accounts are monitored each month. Financing receivables include installment receivable amounts, some of which are due subsequent to one year from the balance sheet dates. The Company’s allowances for credit losses for trade accounts receivable and financed receivables are developed using historical collection experience, current economic and market conditions, reasonable and supportable forecasts, and a review of the current status of customers’ receivables. The Company’s receivable pools are classified between residential customers, commercial customers, large commercial customers, and financed receivables. Accounts are written-off against the allowance for credit losses when the Company determines that amounts are uncollectible, and recoveries of amounts previously written off are recorded when collected. The Company stops accruing interest to these receivables when they are deemed uncollectible. Below is a roll forward of the Company’s allowance for credit losses for the three months ended March 31, 2022 and 2021 (in thousands). Allowance for Credit Losses Trade Financed Total Receivables Receivables Receivables Balance at December 31, 2021 $ 13,885 $ 3,985 $ 17,870 Provision for expected credit losses 3,204 1,054 4,258 Write-offs charged against the allowance (4,248) (1,189) (5,437) Recoveries collected 1,329 — 1,329 Balance at March 31, 2022 $ 14,170 $ 3,850 $ 18,020 Allowance for Credit Losses Trade Financed Total Receivables Receivables Receivables Balance at December 31, 2020 $ 16,854 $ 3,231 $ 20,085 Provision for expected credit losses 1,865 821 2,686 Write-offs charged against the allowance (4,099) (682) (4,781) Recoveries collected 1,111 — 1,111 Balance at March 31, 2021 $ 15,731 $ 3,370 $ 19,101 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | NOTE 6. The following table summarizes changes in goodwill during the three months ended March 31, 2022 and the twelve months ended December 31, 2021: Goodwill (in thousands): Balance at December 31, 2020 $ 653,176 Additions 69,264 Adjustments due to currency translation (621) Balance at December 31, 2021 721,819 Additions 4,455 Measurement adjustments 2,572 Adjustments due to currency translation 1,293 Balance at March 31, 2022 $ 730,139 The carrying amount of goodwill in foreign countries was $83.3 million as of March 31, 2022 and $82.1 million as of December 31, 2021. The Company completed its most recent annual impairment analysis as of September 30, 2021. Based upon the results of this analysis, the Company concluded that no impairment of its goodwill or other intangible assets was indicated. The following table sets forth the components of indefinite-lived and amortizable intangible assets as of March 31, 2022 and December 31, 2021 (in thousands): March 31, 2022 December 31, 2021 Accumulated Carrying Accumulated Carrying Useful Life Gross Amortization Value Gross Amortization Value in Years Amortizable intangible assets: Customer contracts $ 557,164 $ (238,358) $ 318,806 $ 551,277 $ (225,348) $ 325,929 3 - 20 Trademarks and tradenames 12,904 (6,783) 6,121 12,784 (6,492) 6,292 7 - 20 Non-compete agreements 13,362 (6,364) 6,998 13,125 (5,573) 7,552 3 - 20 Patents 6,946 (6,502) 444 6,946 (5,509) 1,437 3 - 15 Other assets 2,217 (1,796) 421 2,150 (1,687) 463 10 Total amortizable intangible assets $ 592,593 $ (259,803) 332,790 $ 586,282 $ (244,609) 341,673 Indefinite-lived intangible assets: Trademarks and tradenames 103,399 102,684 Internet domains 2,227 2,227 Total indefinite-lived intangible assets 105,626 104,911 Total customer contracts and other intangible assets $ 438,416 $ 446,584 The carrying amount of customer contracts in foreign countries was $40.9 million and $42.1 million as of March 31, 2022 and December 31, 2021, respectively. The carrying amount of trademarks and tradenames in foreign countries was $2.8 million and $2.9 million as of March 31, 2022 and December 31, 2021, respectively. The carrying amount of other intangible assets in foreign countries was $0.6 million and $0.7 million as of March 31, 2022 and December 31, 2021, respectively. Amortization expense related to intangible assets was $15.1 million and $13.1 million for the three months ended March 31, 2022 and 2021, respectively. Customer contracts and other amortizable intangible assets are amortized on a straight-line basis over their economic useful lives. Estimated amortization expense for the existing carrying amount of customer contracts and other intangible assets for each of the five succeeding fiscal years as of March 31, 2022 are as follows: (in thousands) 2022 (excluding the three months ended March 31, 2022) $ 44,867 2023 55,441 2024 51,857 2025 42,806 2026 38,422 |
LEASES
LEASES | 3 Months Ended |
Mar. 31, 2022 | |
LEASES | |
LEASES | NOTE 7. The Company leases certain buildings, vehicles, and equipment in order to reduce the risk associated with ownership and to maximize working capital utilization. The Company elected the practical expedient approach permitted under ASC 842 not to include short-term leases with a duration of 12 months or less on the balance sheet. As of March 31, 2022, and December 31, 2021, all leases were classified as operating leases. Building leases generally carry terms of 5 to 15 years with annual rent escalations at fixed amounts per the lease. Vehicle leases generally carry a fixed term of one year with renewal options to extend the lease on a monthly basis resulting in lease terms up to 7 years depending on the class of vehicle. The exercise of renewal options is at the Company’s sole discretion. It is reasonably certain that the Company will exercise the renewal options on its vehicle leases. The measurement of right-of-use assets and liabilities for vehicle leases includes the fixed payments associated with such renewal periods. We separate lease and non-lease components of contracts. Our lease agreements do not contain any material variable payments, residual value guarantees, early termination penalties or restrictive covenants. During the three months ended March 31, 2021, the Company completed multiple sale-leaseback transactions where it sold 16 of its properties related to the Clark Pest Control acquisition for gross proceeds of $62.1 million and a pre-tax gain of $31.1 million, which is included as Other income, net on the income statement. These leases are classified as operating leases with terms of 7 to 15 years. The Company uses the rate implicit in the lease when available; however, most of our leases do not provide a readily determinable implicit rate. Accordingly, we estimate our incremental borrowing rate based on information available at lease commencement. Three Months Ended March 31, (in thousands, except Other Information) Lease Classification Financial Statement Classification 2022 2021 Short-term lease cost Cost of services provided, Sales, general, and administrative expenses $ 26 $ 60 Operating lease cost Cost of services provided, Sales, general, and administrative expenses 24,023 22,634 Total lease expense $ 24,049 $ 22,694 Other Information: Weighted-average remaining lease term - operating leases 5.5 years 5.7 years Weighted-average discount rate - operating leases 3.54 % 3.85 % Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 23,758 $ 22,457 Lease Commitments Future minimum lease payments, including assumed exercise of renewal options as of March 31, 2022 were as follows: Operating (in thousands) 2022 (excluding the three months ended March 31, 2022) $ 62,839 2023 67,440 2024 43,519 2025 26,295 2026 16,493 2027 12,119 Thereafter 44,593 Total Future Minimum Lease Payments 273,298 Less: Amount representing interest 28,996 Total future minimum lease payments, net of interest $ 244,302 Future commitments presented in the table above include lease payments in renewal periods for which it is reasonably certain that the Company will exercise the renewal option. Total future minimum lease payments for operating leases, including the amount representing interest, are comprised of $163.3 million for building leases and $110.0 million for vehicle leases. As of March 31, 2022, the Company had additional future obligations of $9.5 million for leases that had not yet commenced. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2022 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | NOTE 8. The Company’s financial instruments consist of cash and cash equivalents, trade receivables, financed and notes receivable, accounts payable, other short-term liabilities, and debt. The carrying amounts of these financial instruments approximate their respective fair values. The Company also has derivative instruments as further discussed in Note 10. Derivative Instruments and Hedging Activities. The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value. Level 1 refers to fair values determined based on quoted prices in active markets for identical assets. Level 2 refers to fair values estimated using significant other observable inputs, and Level 3 includes fair values estimated using significant non-observable inputs. As of March 31, 2022, and December 31, 2021, we had investments in international bonds of $13.0 million and $12.6 million, respectively. These bonds are accounted for as available for sale securities and are level 2 assets under the fair value hierarchy. At December 31, 2021, the entire investment was recorded in other current assets. At March 31, 2022, management reassessed their intentions on the investment and $0.5 million was included in other current assets and $12.5 million was included in other assets. The bonds are recorded at fair market value with unrealized losses of $0.6 million included in other comprehensive income during the three months ended March 31, 2022. As of March 31, 2022 and December 31, 2021, the Company had $23.4 million and $25.2 million of acquisition holdback and earnout liabilities payable to former owners of acquired companies, respectively. The earnout liabilities were discounted to reflect the expected probability of payout, and both earnout and holdback liabilities were discounted to their net present value on the Company’s books and are considered level 3 liabilities. The table below presents a summary of the changes in fair value for these liabilities. Three Months Ended March 31, (in thousands) 2022 2021 Beginning balance $ 25,156 $ 35,744 New acquisitions and revaluations 1,176 2,067 Payouts (3,051) (4,926) Interest on outstanding contingencies 126 279 Charge offset, forfeit and other (8) (188) Ending balance $ 23,399 $ 32,976 |
DEBT
DEBT | 3 Months Ended |
Mar. 31, 2022 | |
DEBT | |
DEBT | NOTE 9. In April 2019, the Company entered into a Revolving Credit Agreement with Truist Bank N.A. (formerly SunTrust Bank N.A.) and Bank of America, N.A. (the “Credit Agreement”) for an unsecured revolving commitment of up to $175.0 million, which includes a $75.0 million letter of credit subfacility and a $25.0 million swingline subfacility (the “Revolving Commitment”), and an unsecured variable rate $250.0 million term loan (the “Term Loan”). On January 27, 2022, the Company entered into an amendment (the “Amendment”) to the Credit Agreement with Truist Bank and Bank of America, N.A whereby additional term loans in an aggregate principal amount of $252.0 million were advanced to the Company. The Amendment also replaced LIBOR as the benchmark interest rate for borrowings with the Bloomberg Short-Term Bank Yield Index rate (“BSBY”) and reset the amortization schedule for all term loans under the Credit Agreement. The maturity of all loans made under the Credit Agreement prior to the Amendment remains unchanged at April 29, 2024 and all other terms of the Credit Agreement remain unchanged in all material respects. Subsequent to the Amendment, the aggregate outstanding principal balance of all term loans under the Credit Agreement was $300.0 million (consisting of an outstanding principal balance of the initial term loan in the amount of $48.0 million and the additional $252.0 million term loan borrowing made). In addition, the Credit Agreement has provisions to extend the term of the Revolving Commitment beyond April 29, 2024, as well as the right at any time and from time to time to prepay any borrowing under the Credit Agreement, in whole or in part, without premium or penalty. As of March 31, 2022, the Company had outstanding borrowings of $295.8 million under the Term Loan. The aggregate effective interest rate on the debt outstanding as of March 31, 2022 was 0.871%. The effective interest rate is comprised of the BSBY plus a margin of 75.0 basis points as determined by the Company’s leverage ratio calculation. As of December 31, 2021, the Revolving Commitment had outstanding borrowings of $107.0 million and the Term Loan had outstanding borrowings of $48.0 million. The Company maintains approximately $71.3 million in letters of credit as of March 31, 2022. These letters of credit are required by the Company’s insurance companies, due to the Company’s high deductible insurance program, to secure various workers’ compensation and casualty insurance contracts coverage and were increased from $37.2 million as of December 31, 2021. The Company believes that it has adequate liquid assets, funding sources and insurance accruals to accommodate such claims. In order to comply with applicable debt covenants, the Company is required to maintain at all times a leverage ratio of not greater than 3.00:1.00. The Leverage Ratio is calculated as of the last day of the fiscal quarter most recently ended. The Company remained in compliance with applicable debt covenants through the date of this filing and expects to maintain compliance throughout 2022. |
DERIVATIVE INSTRUMENTS AND HEDG
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | 3 Months Ended |
Mar. 31, 2022 | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | NOTE 10. The Company is exposed to certain interest rate risks on our outstanding debt and foreign currency risks arising from our international business operations and global economic conditions. The Company enters into certain derivative financial instruments to lock in certain interest rates, as well as to protect the value or fix the amount of certain obligations in terms of its functional currency, the U.S. dollar. The Company is exposed to fluctuations in various foreign currencies against its functional currency, the US dollar. We use foreign currency derivatives, specifically foreign currency forward contracts (“FX Forwards”), to manage our exposure to fluctuations in the USD-CAD and USD-AUD exchange rates. FX Forwards involve fixing the foreign currency exchange rate for delivery of a specified amount of foreign currency on a specified date. The FX Forwards are typically settled in US dollars for their fair value at or close to their settlement date. We do not currently designate any of these FX Forwards under hedge accounting, but rather reflect the changes in fair value immediately in earnings. We do not use such instruments for speculative or trading purposes, but rather use them to manage our exposure to foreign exchange rates. Changes in the fair value of FX Forwards were recorded in other income/expense and were equal to net losses of $0.1 million and $0.3 million for the quarters ended March 31, 2022 and 2021, respectively. The fair values of the Company’s FX Forwards were recorded as net obligations of $0.2 million and $0.0 million in Other Current Liabilities as of March 31, 2022 and December 31, 2021, respectively. As of March 31, 2022, the Company had the following outstanding FX Forwards (in thousands except for number of instruments): Non-Designated Derivative Summary Number of Sell Buy FX Forward Contracts Instruments Notional Notional Sell AUD/Buy USD Fwd Contract 20 $ 3,200 $ 2,356 Sell CAD/Buy USD Fwd Contract 20 20,000 15,826 Total 40 $ 18,182 |
CONTINGENCIES
CONTINGENCIES | 3 Months Ended |
Mar. 31, 2022 | |
CONTINGENCIES | |
CONTINGENCIES | NOTE 11. In the normal course of business, the Company and its subsidiaries are involved in, and will continue to be involved in, various claims, arbitrations, contractual disputes, investigations, and regulatory and litigation matters relating to, and arising out of, our businesses and our operations. These matters may involve, but are not limited to, allegations that our services or vehicles caused damage or injury, claims that our services did not achieve the desired results, claims related to acquisitions and allegations by federal, state or local authorities of violations of regulations or statutes. In addition, we are parties to employment-related cases and claims from time to time, which may include claims on a representative or class action basis alleging wage and hour law violations. We are also involved from time to time in certain environmental matters primarily arising in the normal course of business. We evaluate pending and threatened claims and establish loss contingency reserves based upon outcomes we currently believe to be probable and reasonably estimable. As previously disclosed, the Securities and Exchange Commission (the “SEC”) conducted an investigation primarily focused on how the Company established accruals and reserves at period-ends for periods beginning January 1, 2016 through December 31, 2018 and the impact of certain adjustments to those accruals and reserves on reported earnings per share, specifically, in the first quarter of 2016 and the second quarter of 2017 (the “SEC Investigation”). The Company previously disclosed that it had reached a settlement with the SEC, which was publicly announced on April 18, 2022. Under the terms of the settlement, the Company neither admitted nor denied the SEC’s findings and paid an $8.0 million civil penalty, which was accrued in the third and fourth quarters of 2021. During the first quarter of 2022, the Company placed the $8.0 million in escrow for this settlement. This amount is included in cash and cash equivalents in the condensed consolidated statements of financial position. The settlement resolves the SEC Investigation, and there will be no restatement of the Company’s historical financial results related to this investigation. Management does not believe that any pending claim, proceeding or litigation, regulatory action or investigation, either alone or in the aggregate, will have a material adverse effect on the Company’s financial position, results of operations or liquidity; however, it is possible that an unfavorable outcome of some or all of the matters could result in a charge that might be material to the results of an individual quarter or year. |
PENSION PLANS
PENSION PLANS | 3 Months Ended |
Mar. 31, 2022 | |
PENSION PLANS | |
PENSION PLANS | NOTE 12. In September 2019, the Company settled its fully-funded Rollins, Inc. pension plan and during 2021, all remaining assets were reverted to the Company per ERISA regulations. The Company continues to sponsor its Waltham, Inc. defined benefit plan. This plan had assets of $2.2 million, a projected liability of $2.9 million and an unfunded status of $0.7 million as of March 31, 2022. The Company has not made any employer contributions to its Waltham defined benefit retirement plan in 2022. |
STOCKHOLDERS EQUITY
STOCKHOLDERS EQUITY | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 13. During the three months ended March 31, 2022, the Company paid $49.2 million, or $0.10 per share, in cash dividends compared to $39.4 million, or $0.08 per share, during the same period in 2021. During the first quarter ended March 31, 2022 and during the same period in 2021, the Company did not repurchase shares on the open market. The Company repurchases shares from employees for the payment of their taxes on restricted shares that have vested. The Company repurchased $6.4 million and $9.3 million for the quarters ended March 31, 2022 and 2021, respectively. As more fully discussed in Note 15 of the Company’s notes to the consolidated financial statements in its 2021 Annual Report on Form 10-K, time-lapse restricted awards and restricted stock units (“restricted shares”) have been issued to officers and other management employees under the Company’s Employee Stock Incentive Plans. Beginning with the 2022 grant, restricted shares vest in 20 percent increments over five years from the date of the grant. Prior grants vest over six years from the date of grant. The Company issues new shares from its authorized but unissued share pool. As of March 31, 2022, approximately 5.9 million shares of the Company’s common stock were reserved for issuance. Time Lapse Restricted Shares The following table summarizes the components of the Company’s stock-based compensation programs recorded as expense: Three Months Ended March 31, (in thousands) 2022 2021 Time lapse restricted stock: Pre-tax compensation expense $ 6,138 $ 3,921 Tax benefit (1,324) (886) Restricted stock expense, net of tax $ 4,814 $ 3,035 The following table summarizes information on unvested restricted stock outstanding as of March 31, 2022: Weighted Average Number of Grant-Date (number of shares in thousands) Shares Fair Value Unvested Restricted Stock at December 31, 2021 2,596 $ 26.26 Forfeited (14) 25.52 Vested (595) 19.39 Granted 771 29.70 Unvested Restricted Stock at March 31, 2022 2,758 $ 28.74 As of March 31, 2022, and December 31, 2021, the Company had $66.2 million and $65.2 million of total unrecognized compensation cost, respectively, related to time-lapse restricted shares that are expected to be recognized over a weighted average period of approximately 4.1 years and 4.5 years, respectively. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
Mar. 31, 2022 | |
EARNINGS PER SHARE | |
EARNINGS PER SHARE | NOTE 14. The Company reports both basic and diluted earnings per share. Basic earnings per share is computed by dividing net income available to participating common stockholders by the weighted average number of participating common shares outstanding for the period. Diluted earnings per share is calculated by dividing the net income available to participating common shareholders by the diluted weighted average number of shares outstanding for the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive equity. A reconciliation of weighted average shares outstanding is as follows (in thousands): Three Months Ended March 31, 2022 2021 Weighted-average outstanding common shares 489,616 489,123 Add participating securities: Weighted-average time-lapse restricted awards 2,597 2,880 Total weighted-average shares outstanding - basic 492,213 492,003 Dilutive effect of restricted stock units 112 — Weighted-average shares outstanding - diluted 492,325 492,003 |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2022 | |
INCOME TAXES | |
INCOME TAXES | NOTE 15. The Company’s provision for income taxes is recorded on an interim basis based upon the Company’s estimate of the annual effective income tax rate for the full year applied to “ordinary” income or loss, adjusted each quarter for discrete items. The Company recorded provision for income taxes of $19.9 million and $27.2 million for the three months ended March 31, 2022 and 2021, respectively. The Company’s effective tax rate decreased to 21.6% in the first quarter of 2022 compared to 22.7% in 2021. The rate was lower due to a decrease in foreign taxes offset by a reduction in restricted stock benefits from 2021 to 2022. As of March 31, 2022 and December 31, 2021, we had deferred income tax assets of $3.0 million and $2.9 million, respectively, included in other assets, and deferred income tax liabilities of $13.5 million and $13.3 million, respectively, included in other long-term accrued liabilities. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2022 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 16. Employee Stock Purchase Plan On April 26, 2022, shareholders approved the Rollins, Inc. 2022 Employee Stock Purchase Plan (“ESPP” or “The Plan”) which provides eligible employees with the option to purchase shares of Company common stock, at a discount, through payroll deductions. The ESPP is effective on April 26, 2022. All offering periods will be approximately 6 months and the option purchase price may be the lower of 90% of the closing price on the first trading day of the offering period or 90% of the closing price on the purchase date. The Company anticipates its first offering period to commence on July 1, 2022. Quarterly Dividend On April 26, 2022, the Company’s Board of Directors declared a regular quarterly cash dividend on its common stock of $0.10 per share payable on June 10, 2022 to stockholders of record at the close of business on May 10, 2022. |
BASIS OF PREPARATION (Policies)
BASIS OF PREPARATION (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Preparation | Basis of Preparation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP, the instructions to Form 10-Q and applicable sections of SEC regulation S-X, and therefore do not include all information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. There have been no material changes in the Company’s significant accounting policies or the information disclosed in the notes to the consolidated financial statements included in the Annual Report on Form 10-K of Rollins, Inc. (including its subsidiaries unless the context otherwise requires, “Rollins,” “we,” “us,” “our,” or the “Company”) for the year ended December 31, 2021. Accordingly, the quarterly condensed consolidated financial statements and related disclosures herein should be read in conjunction with the 2021 Annual Report on Form 10-K. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenue and expenses and certain financial statement disclosures. Estimates and assumptions are used for, but not limited to, accrued insurance, revenue recognition, right-of-use ("ROU") asset and liability valuations, accounts and financing receivable reserves, inventory valuation, employee benefit plans, income tax contingency accruals and valuation allowances, contingency accruals and goodwill and other intangible asset valuations. Although these estimates are based on management's knowledge of current events and actions it may undertake in the future, actual results may ultimately differ from these estimates and assumptions. The Company considered the impact of COVID-19 on the assumptions and estimates used in preparing the consolidated financial statements. In the opinion of management, all adjustments necessary for a fair presentation of the Company’s financial results for the quarter have been made. These adjustments are of a normal recurring nature but complicated by the continued uncertainty surrounding the global economic impact of COVID-19. The results of operations for the three months ended March 31, 2022 are not necessarily indicative of results for future years. The severity, magnitude and duration, as well as the economic consequences of COVID-19, are uncertain, rapidly changing and difficult to predict. Therefore, our accounting estimates and assumptions may change over time in response to COVID-19 and may change materially in future periods. The Company operates as one reportable segment and the results of operations and its financial condition are not reliant upon any single customer. |
Recent Accounting Guidance | Recently adopted accounting standards In November 2021, the FASB issued ASU 2021-10, “Government Assistance (Topic 832) – Disclosures by Business Entities about Government Assistance.” The amendments in this Update require disclosures about transactions with a government that have been accounted for by analogizing to a grant or contribution accounting model to increase transparency about (1) the types of transactions, (2) the accounting for the transactions, and (3) the effect of the transactions on an entity’s financial statements. The amendments in this Update are effective for financial statements issued for annual periods beginning after December 15, 2021. The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements. Accounting standards issued but not yet adopted In March 2022, the FASB issued ASU 2022-02, “Financial Instruments-Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures.” The amendments in this Update eliminate the accounting guidance for troubled debt restructurings (TDRs) by creditors in Subtopic 310-40, Receivables-Troubled Debt Restructurings by Creditors, while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. Additionally, for public business entities, the amendments in this Update require that an entity disclose current-period gross write-offs by year of origination for financing receivables. ASU 2022-02 is effective for fiscal years beginning after December 15, 2022. The adoption of this ASU is not expected to have a material impact on the Company’s consolidated financial statements. |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
ACQUISITIONS | |
Schedule of Assets Acquired and Liabilities assumed recorded at the date of acquisition | For the 8 acquisitions completed through March 31, 2022, the preliminary values of major classes of assets acquired and liabilities assumed recorded at the dates of acquisition, as adjusted during the valuation period, are included in the reconciliation of the total consideration as follows (in thousands): March 31, 2022 Accounts receivable, net $ 88 Materials and supplies 149 Equipment and property 1,148 Goodwill 4,455 Customer contracts 8,165 Trademarks & tradenames 2 Other intangible assets 405 Current liabilities (30) Other assets and liabilities, net 17 Total consideration paid $ 14,399 Less: Contingent consideration liability (1,176) Total cash purchase price $ 13,223 |
REVENUE (Tables)
REVENUE (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
REVENUE | |
Revenue by major geographic area, and by significant product and service offerings | Revenue, classified by the major geographic areas in which our customers are located, was as follows: Three Months Ended March 31, 2022 2021 (in thousands) United States $ 546,460 $ 494,100 Other countries 44,220 41,454 Total Revenues $ 590,680 $ 535,554 Revenue from external customers, classified by significant product and service offerings, was as follows: Three Months Ended March 31, (in thousands) 2022 2021 Residential revenue $ 259,259 $ 235,179 Commercial revenue 205,787 188,697 Termite completions, bait monitoring, & renewals 119,706 105,694 Franchise revenues 3,737 3,459 Other revenues 2,191 2,525 Total Revenues $ 590,680 $ 535,554 |
Changes in unearned revenue | Three Months Ended March 31, 2022 2021 (in thousands) Beginning balance $ 168,607 $ 149,224 Deferral of unearned revenue 61,635 55,379 Recognition of unearned revenue (49,909) (45,837) Ending balance $ 180,333 $ 158,766 |
ALLOWANCE FOR CREDIT LOSSES (Ta
ALLOWANCE FOR CREDIT LOSSES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
ALLOWANCE FOR CREDIT LOSSES | |
Schedule of allowance for credit losses | Allowance for Credit Losses Trade Financed Total Receivables Receivables Receivables Balance at December 31, 2021 $ 13,885 $ 3,985 $ 17,870 Provision for expected credit losses 3,204 1,054 4,258 Write-offs charged against the allowance (4,248) (1,189) (5,437) Recoveries collected 1,329 — 1,329 Balance at March 31, 2022 $ 14,170 $ 3,850 $ 18,020 Allowance for Credit Losses Trade Financed Total Receivables Receivables Receivables Balance at December 31, 2020 $ 16,854 $ 3,231 $ 20,085 Provision for expected credit losses 1,865 821 2,686 Write-offs charged against the allowance (4,099) (682) (4,781) Recoveries collected 1,111 — 1,111 Balance at March 31, 2021 $ 15,731 $ 3,370 $ 19,101 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of changes in goodwill | Goodwill (in thousands): Balance at December 31, 2020 $ 653,176 Additions 69,264 Adjustments due to currency translation (621) Balance at December 31, 2021 721,819 Additions 4,455 Measurement adjustments 2,572 Adjustments due to currency translation 1,293 Balance at March 31, 2022 $ 730,139 |
Schedule of Components of Indefinite-lived and Amortizable Intangible Assets | The following table sets forth the components of indefinite-lived and amortizable intangible assets as of March 31, 2022 and December 31, 2021 (in thousands): March 31, 2022 December 31, 2021 Accumulated Carrying Accumulated Carrying Useful Life Gross Amortization Value Gross Amortization Value in Years Amortizable intangible assets: Customer contracts $ 557,164 $ (238,358) $ 318,806 $ 551,277 $ (225,348) $ 325,929 3 - 20 Trademarks and tradenames 12,904 (6,783) 6,121 12,784 (6,492) 6,292 7 - 20 Non-compete agreements 13,362 (6,364) 6,998 13,125 (5,573) 7,552 3 - 20 Patents 6,946 (6,502) 444 6,946 (5,509) 1,437 3 - 15 Other assets 2,217 (1,796) 421 2,150 (1,687) 463 10 Total amortizable intangible assets $ 592,593 $ (259,803) 332,790 $ 586,282 $ (244,609) 341,673 Indefinite-lived intangible assets: Trademarks and tradenames 103,399 102,684 Internet domains 2,227 2,227 Total indefinite-lived intangible assets 105,626 104,911 Total customer contracts and other intangible assets $ 438,416 $ 446,584 |
Schedule of estimated amortization expense | (in thousands) 2022 (excluding the three months ended March 31, 2022) $ 44,867 2023 55,441 2024 51,857 2025 42,806 2026 38,422 |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
LEASES | |
Schedule of operating lease costs and other information | Three Months Ended March 31, (in thousands, except Other Information) Lease Classification Financial Statement Classification 2022 2021 Short-term lease cost Cost of services provided, Sales, general, and administrative expenses $ 26 $ 60 Operating lease cost Cost of services provided, Sales, general, and administrative expenses 24,023 22,634 Total lease expense $ 24,049 $ 22,694 Other Information: Weighted-average remaining lease term - operating leases 5.5 years 5.7 years Weighted-average discount rate - operating leases 3.54 % 3.85 % Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 23,758 $ 22,457 |
Schedule of Future minimum lease payments | Operating (in thousands) 2022 (excluding the three months ended March 31, 2022) $ 62,839 2023 67,440 2024 43,519 2025 26,295 2026 16,493 2027 12,119 Thereafter 44,593 Total Future Minimum Lease Payments 273,298 Less: Amount representing interest 28,996 Total future minimum lease payments, net of interest $ 244,302 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
FAIR VALUE MEASUREMENTS | |
Summary of the changes in fair value for Level 3 liabilities | Three Months Ended March 31, (in thousands) 2022 2021 Beginning balance $ 25,156 $ 35,744 New acquisitions and revaluations 1,176 2,067 Payouts (3,051) (4,926) Interest on outstanding contingencies 126 279 Charge offset, forfeit and other (8) (188) Ending balance $ 23,399 $ 32,976 |
DERIVATIVE INSTRUMENTS AND HE_2
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | |
Summary of outstanding FX Forwards | As of March 31, 2022, the Company had the following outstanding FX Forwards (in thousands except for number of instruments): Non-Designated Derivative Summary Number of Sell Buy FX Forward Contracts Instruments Notional Notional Sell AUD/Buy USD Fwd Contract 20 $ 3,200 $ 2,356 Sell CAD/Buy USD Fwd Contract 20 20,000 15,826 Total 40 $ 18,182 |
STOCKHOLDERS EQUITY (Tables)
STOCKHOLDERS EQUITY (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Components of the Company's stock-based compensation | Three Months Ended March 31, (in thousands) 2022 2021 Time lapse restricted stock: Pre-tax compensation expense $ 6,138 $ 3,921 Tax benefit (1,324) (886) Restricted stock expense, net of tax $ 4,814 $ 3,035 |
Summary information on unvested restricted stock outstanding | Weighted Average Number of Grant-Date (number of shares in thousands) Shares Fair Value Unvested Restricted Stock at December 31, 2021 2,596 $ 26.26 Forfeited (14) 25.52 Vested (595) 19.39 Granted 771 29.70 Unvested Restricted Stock at March 31, 2022 2,758 $ 28.74 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
EARNINGS PER SHARE | |
Schedule of reconciliation of weighted average shares outstanding | A reconciliation of weighted average shares outstanding is as follows (in thousands): Three Months Ended March 31, 2022 2021 Weighted-average outstanding common shares 489,616 489,123 Add participating securities: Weighted-average time-lapse restricted awards 2,597 2,880 Total weighted-average shares outstanding - basic 492,213 492,003 Dilutive effect of restricted stock units 112 — Weighted-average shares outstanding - diluted 492,325 492,003 |
BASIS OF PREPARATION (Details)
BASIS OF PREPARATION (Details) | 3 Months Ended |
Mar. 31, 2022segment | |
Accounting Policies [Abstract] | |
Number of reportable segments | 1 |
ACQUISITIONS - Assets acquired
ACQUISITIONS - Assets acquired and liabilities assumed (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Business Acquisition [Line Items] | |||
Goodwill | $ 730,139 | $ 721,819 | $ 653,176 |
Acquisitions | |||
Business Acquisition [Line Items] | |||
Accounts receivable, net | 88 | ||
Materials and supplies | 149 | ||
Equipment and property | 1,148 | ||
Goodwill | 4,455 | ||
Current liabilities | (30) | ||
Other assets and liabilities, net | 17 | ||
Total consideration paid | 14,399 | ||
Less: Contingent consideration liability | (1,176) | ||
Total cash purchase price | 13,223 | ||
Acquisitions | Customer Contracts | |||
Business Acquisition [Line Items] | |||
Intangible assets | 8,165 | ||
Acquisitions | Trademarks & Tradenames | |||
Business Acquisition [Line Items] | |||
Intangible assets | 2 | ||
Acquisitions | Other Intangible Assets | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 405 |
ACQUISITIONS - Narrative (Detai
ACQUISITIONS - Narrative (Details) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022USD ($)item | Dec. 31, 2021USD ($)item | |
ACQUISITIONS | ||
Number of Businesses Acquired | item | 8 | 39 |
Increase in goodwill due to acquisition | $ | $ 4,455 | $ 69,264 |
REVENUE - Disaggregation (Detai
REVENUE - Disaggregation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 590,680 | $ 535,554 |
UNITED STATES | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 546,460 | 494,100 |
International | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 44,220 | $ 41,454 |
REVENUE - Significant product a
REVENUE - Significant product and service offerings (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 590,680 | $ 535,554 |
Residential revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 259,259 | 235,179 |
Commercial revenue | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 205,787 | 188,697 |
Termite completions, bait monitoring, & renewals | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 119,706 | 105,694 |
Franchise revenues | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 3,737 | 3,459 |
Other revenues | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 2,191 | $ 2,525 |
REVENUE - Deferred revenue (Det
REVENUE - Deferred revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
REVENUE | ||
Beginning balance | $ 168,607 | $ 149,224 |
Deferral of unearned revenue | 61,635 | 55,379 |
Recognition of unearned revenue | (49,909) | (45,837) |
Ending balance | 180,333 | 158,766 |
Long-term unearned revenue | $ 23,800 | $ 18,400 |
Long-term unearned revenue, recognition period (or less) | 5 years |
ALLOWANCE FOR CREDIT LOSSES (De
ALLOWANCE FOR CREDIT LOSSES (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Financing receivable, percentage of finance subject to credit score | 100.00% | |
Beginning Balance | $ 17,870 | $ 20,085 |
Provision for expected credit losses | 4,258 | 2,686 |
Write-offs charged against the allowance | (5,437) | (4,781) |
Recoveries collected | 1,329 | 1,111 |
Ending Balance | 18,020 | 19,101 |
Trade Receivable | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Beginning Balance | 13,885 | 16,854 |
Provision for expected credit losses | 3,204 | 1,865 |
Write-offs charged against the allowance | (4,248) | (4,099) |
Recoveries collected | 1,329 | 1,111 |
Ending Balance | 14,170 | 15,731 |
Financed Receivable | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Beginning Balance | 3,985 | 3,231 |
Provision for expected credit losses | 1,054 | 821 |
Write-offs charged against the allowance | (1,189) | (682) |
Recoveries collected | ||
Ending Balance | $ 3,850 | $ 3,370 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill, beginning balance | $ 721,819 | $ 653,176 |
Additions | 4,455 | 69,264 |
Measurement adjustments | 2,572 | |
Adjustments due to currency translation | 1,293 | (621) |
Goodwill, ending balance | $ 730,139 | $ 721,819 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Components of intangible assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross amortizable intangible assets | $ 592,593 | $ 586,282 |
Accumulated amortization | (259,803) | (244,609) |
Carrying Value | 332,790 | 341,673 |
Indefinite-lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Indefinite-lived intangible assets | 105,626 | 104,911 |
Total customer contracts and other intangible assets | 438,416 | 446,584 |
Trademarks & Tradenames | ||
Indefinite-lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Indefinite-lived intangible assets | 103,399 | 102,684 |
Internet domains | ||
Indefinite-lived Intangible Assets (Excluding Goodwill) [Abstract] | ||
Indefinite-lived intangible assets | 2,227 | 2,227 |
Customer Contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross amortizable intangible assets | 557,164 | 551,277 |
Accumulated amortization | (238,358) | (225,348) |
Carrying Value | $ 318,806 | $ 325,929 |
Customer Contracts | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets useful life | 3 years | 3 years |
Customer Contracts | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets useful life | 20 years | 20 years |
Trademarks & Tradenames | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross amortizable intangible assets | $ 12,904 | $ 12,784 |
Accumulated amortization | (6,783) | (6,492) |
Carrying Value | $ 6,121 | $ 6,292 |
Trademarks & Tradenames | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets useful life | 7 years | 7 years |
Trademarks & Tradenames | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets useful life | 20 years | 20 years |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross amortizable intangible assets | $ 13,362 | $ 13,125 |
Accumulated amortization | (6,364) | (5,573) |
Carrying Value | $ 6,998 | $ 7,552 |
Non-compete agreements | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets useful life | 3 years | 3 years |
Non-compete agreements | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets useful life | 20 years | 20 years |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross amortizable intangible assets | $ 6,946 | $ 6,946 |
Accumulated amortization | (6,502) | (5,509) |
Carrying Value | $ 444 | $ 1,437 |
Patents | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets useful life | 3 years | 3 years |
Patents | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite lived intangible assets useful life | 15 years | 15 years |
Other Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross amortizable intangible assets | $ 2,217 | $ 2,150 |
Accumulated amortization | (1,796) | (1,687) |
Carrying Value | $ 421 | $ 463 |
Finite lived intangible assets useful life | 10 years | 10 years |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Amortization (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2022 (excluding the three months ended March 31, 2022) | $ 44,867 |
2023 | 55,441 |
2024 | 51,857 |
2025 | 42,806 |
2026 | $ 38,422 |
GOODWILL AND INTANGIBLE ASSET_5
GOODWILL AND INTANGIBLE ASSETS - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill | $ 730,139 | $ 721,819 | $ 653,176 | |
Intangible assets, net | 438,416 | 446,584 | ||
Finite-Lived Intangible Assets, Net | 332,790 | 341,673 | ||
Amortization expense | 15,100 | $ 13,100 | ||
Customer Contracts | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Assets, Net | 318,806 | 325,929 | ||
Other Intangible Assets | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Finite-Lived Intangible Assets, Net | 421 | 463 | ||
International | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill | 83,300 | 82,100 | ||
International | Trademarks & Tradenames | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets, net | 2,800 | 2,900 | ||
International | Customer Contracts | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill | 40,900 | 42,100 | ||
International | Other Intangible Assets | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets, net | $ 600 | $ 700 |
LEASES - Lease Information (Det
LEASES - Lease Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
LEASES | ||
Short-term lease cost | $ 26 | $ 60 |
Operating lease cost | 24,023 | 22,634 |
Total lease expense | $ 24,049 | $ 22,694 |
Weighted-average remaining lease term - operating leases | 5 years 6 months | 5 years 8 months 12 days |
Weighted-average discount rate - operating leases | 3.54% | 3.85% |
Operating cash flows for operating leases | $ 23,758 | $ 22,457 |
LEASES - Minimum lease payments
LEASES - Minimum lease payments (Details) $ in Thousands | Mar. 31, 2022USD ($) |
LEASES | |
2022 (excluding the three months ended March 31, 2022) | $ 62,839 |
2023 | 67,440 |
2024 | 43,519 |
2025 | 26,295 |
2026 | 16,493 |
2027 | 12,119 |
Thereafter | 44,593 |
Total Future Minimum Lease Payments | 273,298 |
Less: Amount representing interest | (28,996) |
Total future minimum lease payments, net of interest | $ 244,302 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021USD ($)property | Mar. 31, 2022USD ($) | |
Lessor, Lease, Description [Line Items] | ||
Future minimum lease payments | $ 273,298 | |
Number of properties associated in sale leaseback transactions | property | 16 | |
Gross proceeds sale-leaseback transactions | $ 62,100 | |
Lease not yet commenced, future minimum payments due | 9,500 | |
Other (income) expense, net | ||
Lessor, Lease, Description [Line Items] | ||
Gain on sale-leaseback transactions | $ 31,100 | |
Minimum | ||
Lessor, Lease, Description [Line Items] | ||
Sale leaseback transaction lease term | 7 | |
Maximum | ||
Lessor, Lease, Description [Line Items] | ||
Sale leaseback transaction lease term | 15 years | |
Buildings | ||
Lessor, Lease, Description [Line Items] | ||
Future minimum lease payments | $ 163,300 | |
Buildings | Minimum | ||
Lessor, Lease, Description [Line Items] | ||
Term of contract | 5 years | |
Buildings | Maximum | ||
Lessor, Lease, Description [Line Items] | ||
Term of contract | 15 years | |
Vehicles | ||
Lessor, Lease, Description [Line Items] | ||
Future minimum lease payments | $ 110,000 | |
Term of contract | 1 year | |
Vehicles | Maximum | ||
Lessor, Lease, Description [Line Items] | ||
Term of contract | 7 years |
FAIR VALUE MEASUREMENTS - Level
FAIR VALUE MEASUREMENTS - Level 3 (Details) - Recurring - Level 3 - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Beginning balance | $ 25,156 | $ 35,744 |
New acquisitions | 1,176 | 2,067 |
Payouts | (3,051) | (4,926) |
Interest on outstanding contingencies | 126 | 279 |
Charge offset, forfeit and other | (8) | (188) |
Ending balance | $ 23,399 | $ 32,976 |
FAIR VALUE MEASUREMENTS - Narra
FAIR VALUE MEASUREMENTS - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Unrealized loss | $ 600 | |||
Recurring | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Acquisition holdback and earn out liabilities | 23,399 | $ 25,156 | $ 32,976 | $ 35,744 |
International Bond | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investments | 13,000 | |||
International Bond | Other current assets | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investments | 500 | $ 12,600 | ||
International Bond | Other assets | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investments | $ 12,500 |
DEBT (Details)
DEBT (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Mar. 31, 2022 | Jan. 27, 2022 | Dec. 31, 2021 | Apr. 30, 2019 | |
Letter of Credit | ||||
Line of Credit Facility [Line Items] | ||||
Letters of credit outstanding | $ 71.3 | $ 37.2 | ||
Credit Agreement | ||||
Line of Credit Facility [Line Items] | ||||
Leverage ratio | 3 | |||
Term Loan | ||||
Line of Credit Facility [Line Items] | ||||
Long-term Line of Credit | $ 300 | |||
Term Loan One | ||||
Line of Credit Facility [Line Items] | ||||
Long-term Line of Credit | $ 295.8 | 48 | 48 | $ 250 |
Term Loan Two | ||||
Line of Credit Facility [Line Items] | ||||
Long-term Line of Credit | $ 252 | |||
Revolving Credit Agreement | ||||
Line of Credit Facility [Line Items] | ||||
Borrowing capacity | 175 | |||
Long-term Line of Credit | $ 107 | |||
Revolving Credit Agreement | BSBY | ||||
Line of Credit Facility [Line Items] | ||||
Effective interest rate | 0.871% | |||
Variable interest rate | 0.75% | |||
Revolving Credit Agreement | Letter of Credit | ||||
Line of Credit Facility [Line Items] | ||||
Borrowing capacity | 75 | |||
Revolving Credit Agreement | Swingline | ||||
Line of Credit Facility [Line Items] | ||||
Borrowing capacity | $ 25 |
DERIVATIVE INSTRUMENTS AND HE_3
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Details) $ in Thousands | Mar. 31, 2022USD ($)instrument |
Not Designated as Hedging Instrument [Member] | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | |
Derivative, Number of Instruments Held | instrument | 40 |
Buy Notional | $ 18,182 |
Sell AUD/Buy USD Fwd Contract [Member] | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | |
Derivative, Number of Instruments Held | instrument | 20 |
Sell Notional | $ 3,200 |
Buy Notional | $ 2,356 |
Sell CAD/Buy USD Fwd Contract [Member] | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | |
Derivative, Number of Instruments Held | instrument | 20 |
Sell Notional | $ 20,000 |
Buy Notional | $ 15,826 |
DERIVATIVE INSTRUMENTS AND HE_4
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES - Narrative (Details) - Foreign Exchange Forward - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Other Current Liabilities. | |||
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | |||
Fair value of liability | $ 0.2 | $ 0 | |
Other Income/Expense | |||
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | |||
Gain (loss) on derivatives | $ (0.1) | $ (0.3) |
CONTINGENCIES (Details)
CONTINGENCIES (Details) $ in Millions | Mar. 31, 2022USD ($) |
COMMITMENTS AND CONTINGENCIES | |
Escrow for potential settlement of investigation | $ 8 |
Other Current Liabilities. | |
COMMITMENTS AND CONTINGENCIES | |
Accruals | $ 8 |
PENSION PLANS (Details)
PENSION PLANS (Details) - Waltham Plan - Pension Plan $ in Millions | 3 Months Ended |
Mar. 31, 2022USD ($) | |
PENSION PLAN | |
Fair value of plan assets | $ 2.2 |
Fair value of plan obligation | 2.9 |
Employer contributions | 0 |
Unfunded Status | |
PENSION PLAN | |
Unfunded status amount | $ 0.7 |
STOCKHOLDERS' EQUITY - Componen
STOCKHOLDERS' EQUITY - Components of the stock-based compensation programs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Time lapse restricted stock: | ||
Pre-tax compensation expense | $ 6,138 | $ 3,921 |
Tax benefit | (1,324) | (886) |
Restricted stock expense, net of tax | $ 4,814 | $ 3,035 |
STOCKHOLDERS' EQUITY - Unvested
STOCKHOLDERS' EQUITY - Unvested restricted stock outstanding (Details) | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Equity [Abstract] | |
Balance outstanding at the beginning of the period (in shares) | shares | 2,596,000 |
Forfeited (in shares) | shares | (14,000) |
Vested (in shares) | shares | (595,000) |
Granted (in shares) | shares | 771,000 |
Balance outstanding at the end of the period (in shares) | shares | 2,758,000 |
Balance at the beginning of the period (in dollars per share) | $ / shares | $ 26.26 |
Forfeited (in dollars per share) | $ / shares | 25.52 |
Vested (in dollars per share) | $ / shares | 19.39 |
Granted (in dollars per share) | $ / shares | 29.70 |
Balance at the end of the period (in dollars per share) | $ / shares | $ 28.74 |
STOCKHOLDERS' EQUITY - Narrativ
STOCKHOLDERS' EQUITY - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Class of Stock [Line Items] | |||
Payment of dividends | $ 49,205 | $ 39,389 | |
Common Stock, Dividends, Per Share, Cash Paid | $ 0.10 | $ 0.08 | |
Shares Repurchased | $ 6,434 | $ 9,342 | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 66,200 | $ 65,200 | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 4 years 1 month 6 days | 4 years 6 months | |
Shares reserved for issuance | 5.9 | ||
Restricted shares of common stock | |||
Class of Stock [Line Items] | |||
Share based payment award vesting rights percentage | 20.00% | ||
Award vesting period | 5 years | 6 years |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
EARNINGS PER SHARE | ||
Weighted-average outstanding common shares | 489,616 | 489,123 |
Weighted-average time-lapse restricted awards | 2,597 | 2,880 |
Total weighted-average shares outstanding - basic | 492,213 | 492,003 |
Dilutive effect of restricted stock units | 112 | |
Weighted-average shares outstanding - diluted | 492,325 | 492,003 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Income taxes | |||
Provision for income taxes | $ 19,936 | $ 27,209 | |
Effective income tax rate | 21.60% | 22.70% | |
Other Assets | |||
Income taxes | |||
Deferred income tax assets | $ 3,000 | $ 2,900 | |
Other long-term accrued liabilities | |||
Income taxes | |||
Deferred income tax liabilities | $ 13,500 | $ 13,300 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Subsequent Event | Apr. 26, 2022$ / shares |
Subsequent Event [Line Items] | |
Dividend declared quarterly (in dollars per share) | $ 0.10 |
Employee Stock Purchase Plan 2022 | |
Subsequent Event [Line Items] | |
Offering period | 6 months |
Closing price on the purchase date | 90.00% |
Employee Stock Purchase Plan 2022 | Maximum | |
Subsequent Event [Line Items] | |
Closing price on first trading day | 90.00% |