Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 19, 2015 | Jun. 30, 2014 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | WNC | ||
Entity Registrant Name | WABASH NATIONAL CORP /DE | ||
Entity Central Index Key | 879526 | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $982,842,037 | ||
Entity Common Stock, Shares Outstanding | 68,669,611 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS | ||
Cash and cash equivalents | $146,113 | $113,262 |
Accounts receivable | 135,206 | 120,358 |
Inventories | 177,144 | 184,173 |
Deferred income taxes | 16,993 | 21,576 |
Prepaid expenses and other | 10,203 | 9,632 |
Total current assets | 485,659 | 449,001 |
PROPERTY, PLANT AND EQUIPMENT | 142,892 | 142,082 |
DEFERRED INCOME TAXES | 0 | 1,401 |
GOODWILL | 149,603 | 149,967 |
INTANGIBLE ASSETS | 137,100 | 159,181 |
OTHER ASSETS | 13,397 | 10,613 |
Total Assets | 928,651 | 912,245 |
CURRENT LIABILITIES | ||
Current portion of long-term debt | 496 | 3,245 |
Current portion of capital lease obligations | 1,458 | 1,609 |
Accounts payable | 96,213 | 112,151 |
Other accrued liabilities | 88,690 | 99,358 |
Total current liabilities | 186,857 | 216,363 |
LONG-TERM DEBT | 324,777 | 358,890 |
CAPITAL LEASE OBLIGATIONS | 5,796 | 6,851 |
DEFERRED INCOME TAXES | 2,349 | 1,234 |
OTHER NONCURRENT LIABILITIES | 18,040 | 6,528 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS' EQUITY | ||
Common stock 200,000,000 shares authorized, $0.01 par value, 68,998,069 and 68,523,419 shares outstanding, respectively | 709 | 705 |
Additional paid-in capital | 635,606 | 625,971 |
Accumulated deficit | -216,198 | -277,128 |
Accumulated other comprehensive loss | -637 | -18 |
Treasury stock at cost, 1,987,073 and 1,873,870 common shares, respectively | -28,648 | -27,151 |
Total stockholders' equity | 390,832 | 322,379 |
Total Liabilities and Equity | $928,651 | $912,245 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares outstanding | 68,998,069 | 68,523,419 |
Treasury stock, shares | 1,987,073 | 1,873,870 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
NET SALES | $1,863,315 | $1,635,686 | $1,461,854 |
COST OF SALES | 1,630,681 | 1,420,563 | 1,298,031 |
Gross profit | 232,634 | 215,123 | 163,823 |
GENERAL AND ADMINISTRATIVE EXPENSES | 61,694 | 58,666 | 44,751 |
SELLING EXPENSES | 26,676 | 30,597 | 23,589 |
AMORTIZATION OF INTANGIBLES | 21,878 | 21,786 | 10,590 |
ACQUISITION EXPENSES | 0 | 883 | 14,409 |
Income from operations | 122,386 | 103,191 | 70,484 |
OTHER INCOME (EXPENSE): | |||
Interest expense | -22,165 | -26,308 | -21,724 |
Other, net | -1,759 | 740 | -97 |
Income before income taxes | 98,462 | 77,623 | 48,663 |
INCOME TAX EXPENSE (BENEFIT) | 37,532 | 31,094 | -56,968 |
Net income | $60,930 | $46,529 | $105,631 |
BASIC NET INCOME PER SHARE | $0.88 | $0.67 | $1.53 |
DILUTED NET INCOME PER SHARE | $0.85 | $0.67 | $1.53 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
NET INCOME | $60,930 | $46,529 | $105,631 |
Other comprehensive (loss) income: | |||
Foreign currency translation adjustment | -619 | -266 | 248 |
Total other comprehensive (loss) income | -619 | -266 | 248 |
COMPREHENSIVE INCOME | $60,311 | $46,263 | $105,879 |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Treasury Stock [Member] |
In Thousands, except Share data | ||||||
Beginning Balance at Dec. 31, 2011 | $146,346 | $704 | $601,482 | ($429,288) | $0 | ($26,552) |
Beginning Balance (in shares) at Dec. 31, 2011 | 68,165,668 | |||||
Net income for the year | 105,631 | 0 | 0 | 105,631 | 0 | 0 |
Foreign currency translation | 248 | 0 | 0 | 0 | 248 | 0 |
Stock-based compensation (in shares) | 186,368 | |||||
Stock-based compensation | 4,385 | -3 | 4,388 | 0 | 0 | 0 |
Stock repurchase (in shares) | -54,534 | |||||
Stock repurchase | -564 | 0 | 0 | 0 | 0 | -564 |
Equity component of convertible senior notes, net of taxes | 12,328 | 0 | 12,328 | 0 | 0 | 0 |
Common stock issued in connection with: Stock option exercises (in shares) | 81,482 | |||||
Common stock issued in connection with: Stock option exercises | 353 | 1 | 352 | 0 | 0 | 0 |
Ending Balance at Dec. 31, 2012 | 268,727 | 702 | 618,550 | -323,657 | 248 | -27,116 |
Ending Balance (in shares) at Dec. 31, 2012 | 68,378,984 | |||||
Net income for the year | 46,529 | 0 | 0 | 46,529 | 0 | 0 |
Foreign currency translation | -266 | 0 | 0 | 0 | -266 | 0 |
Stock-based compensation (in shares) | 62,183 | |||||
Stock-based compensation | 6,822 | 0 | 6,822 | 0 | 0 | 0 |
Stock repurchase (in shares) | -3,665 | |||||
Stock repurchase | -35 | 0 | 0 | 0 | 0 | -35 |
Common stock issued in connection with: Stock option exercises (in shares) | 85,917 | |||||
Common stock issued in connection with: Stock option exercises | 602 | 3 | 599 | 0 | 0 | 0 |
Ending Balance at Dec. 31, 2013 | 322,379 | 705 | 625,971 | -277,128 | -18 | -27,151 |
Ending Balance (in shares) at Dec. 31, 2013 | 68,523,419 | |||||
Net income for the year | 60,930 | 0 | 0 | 60,930 | 0 | 0 |
Foreign currency translation | -619 | 0 | 0 | 0 | -619 | 0 |
Stock-based compensation (in shares) | 392,470 | |||||
Stock-based compensation | 7,718 | 4 | 7,714 | 0 | 0 | 0 |
Stock repurchase (in shares) | -113,203 | |||||
Stock repurchase | -1,497 | 0 | 0 | 0 | 0 | -1,497 |
Common stock issued in connection with: Stock option exercises (in shares) | 195,383 | |||||
Common stock issued in connection with: Stock option exercises | 1,921 | 0 | 1,921 | 0 | 0 | 0 |
Ending Balance at Dec. 31, 2014 | $390,832 | $709 | $635,606 | ($216,198) | ($637) | ($28,648) |
Ending Balance (in shares) at Dec. 31, 2014 | 68,998,069 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities | |||
Net income | $60,930 | $46,529 | $105,631 |
Adjustments to reconcile net income to net cash provided by operating activities | |||
Depreciation | 16,951 | 16,550 | 14,975 |
Amortization of intangibles | 21,878 | 21,786 | 10,590 |
Net loss on sale of property, plant and equipment | 13 | 140 | 203 |
Loss on debt extinguishment | 1,042 | 1,889 | 0 |
Deferred income taxes | 16,573 | 30,089 | -57,283 |
Stock-based compensation | 7,833 | 7,480 | 5,149 |
Accretion of debt discount | 4,840 | 4,643 | 2,972 |
Changes in operating assets and liabilities | |||
Accounts receivable | -14,848 | -23,691 | 1,180 |
Inventories | 3,116 | 6,260 | 41,696 |
Prepaid expenses and other | -571 | -3,893 | 736 |
Accounts payable and accrued liabilities | -26,787 | 18,082 | -46,786 |
Other, net | 1,665 | 2,805 | -3,046 |
Net cash provided by operating activities | 92,635 | 128,669 | 76,017 |
Cash flows from investing activities | |||
Capital expenditures | -19,957 | -18,352 | -14,916 |
Acquisitions, net of cash acquired | 0 | -15,985 | -364,012 |
Proceeds from sale of property, plant and equipment | 87 | 305 | 607 |
Other | 4,113 | 2,500 | -2,500 |
Net cash used in investing activities | -15,757 | -31,532 | -380,821 |
Cash flows from financing activities | |||
Proceeds from exercise of stock options | 1,921 | 600 | 354 |
Borrowings under revolving credit facilities | 806 | 1,166 | 206,015 |
Payments under revolving credit facilities | -806 | -1,166 | -271,015 |
Principal payments under capital lease obligations | -1,898 | -1,700 | -1,629 |
Proceeds from issuance of convertible senior notes | 0 | 0 | 145,500 |
Proceeds from issuance of term loan credit facility, net of issuance costs | 0 | 0 | 292,500 |
Principal payments under term loan credit facility | -42,078 | -62,827 | -2,250 |
Proceeds from issuance of industrial revenue bond | 0 | 0 | 2,500 |
Principal payments under industrial revenue bond | -475 | -381 | 0 |
Debt issuance costs paid | 0 | -981 | -5,134 |
Stock repurchase | -1,497 | -35 | -564 |
Proceeds from issuance of common stock, net of expenses | 0 | 0 | 0 |
Net cash (used in) provided by financing activities | -44,027 | -65,324 | 366,277 |
Net increase in cash and cash equivalents | 32,851 | 31,813 | 61,473 |
Cash and cash equivalents at beginning of year | 113,262 | 81,449 | 19,976 |
Cash and cash equivalents at end of year | 146,113 | 113,262 | 81,449 |
Cash paid during the period for | |||
Interest | 16,136 | 20,913 | 16,050 |
Income taxes | $20,220 | $941 | $594 |
DESCRIPTION_OF_THE_BUSINESS
DESCRIPTION OF THE BUSINESS | 12 Months Ended | ||
Dec. 31, 2014 | |||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
DESCRIPTION OF THE BUSINESS | 1 | DESCRIPTION OF THE BUSINESS | |
Wabash National Corporation (the “Company”) designs, manufactures and markets standard and customized truck and tank trailers, intermodal equipment and transportation related products under the Wabash®, Wabash National®, DuraPlate®, DuraPlate HD®, DuraPlate® XD-35®, DuraPlate AeroSkirt®, ArcticLite®, FreightPro®, RoadRailer®, TrustLock Plus®, Transcraft®, Eagle®, Eagle II®, D-Eagle®, Benson®, Walker Transport, Walker Stainless Equipment, Walker Defense Group, Walker Barrier Systems, Walker Engineered Products, Brenner®Tank, Garsite, Progress Tank, TST®, Bulk Tank International, Extract Technology®, and Beall® brand name or trademarks. The Company’s wholly-owned subsidiaries, Wabash National Trailer Centers, Inc. and Brenner Tank Services, LLC, sell new and used trailers through its retail network and provides aftermarket parts and service for the Company’s and competitors’ trailers and related equipment. | |||
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2 | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||||||||||
a. | Basis of Consolidation | ||||||||||||
The consolidated financial statements reflect the accounts of the Company and its wholly-owned and majority-owned subsidiaries. All significant intercompany profits, transactions and balances have been eliminated in consolidation. | |||||||||||||
b. | Use of Estimates | ||||||||||||
The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that directly affect the amounts reported in its consolidated financial statements and accompanying notes. Actual results could differ from these estimates. | |||||||||||||
c. | Revenue Recognition | ||||||||||||
The Company recognizes revenue from the sale of its products when the customer has made a fixed commitment to purchase a product for a fixed or determinable price, collection is reasonably assured under the Company’s normal billing and credit terms and ownership and all risk of loss has been transferred to the buyer, which is normally upon shipment to or pick up by the customer. Revenues on certain long-term contracts are recorded on a percentage of completion method, measured by the actual labor incurred to the estimated total labor for each project. Revenues exclude all taxes collected from the customer. Shipping and handling fees are included in Net Sales and the associated costs included in Cost of Sales in the Consolidated Statements of Operations. | |||||||||||||
d. | Used Trailer Trade Commitments and Residual Value Guarantees | ||||||||||||
The Company has commitments with certain customers to accept used trailers on trade for new trailer purchases. These commitments arise in the normal course of business related to future new trailer orders at the time a new trailer order is placed by the customer. The Company acquired used trailers on trade of approximately $26.8 million, $26.2 million and $19.5 million in 2014, 2013 and 2012, respectively. As of December 31, 2014 and 2013, the Company had approximately $10.0 million and $15.6 million, respectively, of outstanding trade commitments. On occasion, the amount of the trade allowance provided for in the used trailer commitments, or cost, may exceed the net realizable value of the underlying used trailer. In these instances, the Company’s policy is to recognize the loss related to these commitments at the time the new trailer revenue is recognized. Net realizable value of used trailers is measured considering market sales data for comparable types of trailers. The net realizable value of the used trailers subject to the remaining outstanding trade commitments was estimated by the Company to be approximately $10.0 million and $15.3 million as of December 31, 2014 and 2013, respectively. | |||||||||||||
e. | Cash and Cash Equivalents | ||||||||||||
Cash and cash equivalents include all highly liquid investments with a maturity of three months or less at the time of purchase. | |||||||||||||
f. | Accounts Receivable | ||||||||||||
Accounts receivable are shown net of allowance for doubtful accounts and primarily include trade receivables. The Company records and maintains a provision for doubtful accounts for customers based upon a variety of factors including the Company’s historical collection experience, the length of time the account has been outstanding and the financial condition of the customer. If the circumstances related to specific customers were to change, the Company’s estimates with respect to the collectability of the related accounts could be further adjusted. The Company’s policy is to write-off receivables when they are determined to be uncollectible. Provisions to the allowance for doubtful accounts are charged to both General and Administrative Expenses and Selling Expenses in the Consolidated Statements of Operations. The following table presents the changes in the allowance for doubtful accounts (in thousands): | |||||||||||||
Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Balance at beginning of year | $ | 2,058 | $ | 858 | $ | 1,233 | |||||||
Provision | 178 | 908 | -153 | ||||||||||
Write-offs, net of recoveries | -1,189 | 292 | -222 | ||||||||||
Balance at end of year | $ | 1,047 | $ | 2,058 | $ | 858 | |||||||
g. | Inventories | ||||||||||||
Inventories are stated at the lower of cost, determined on the first-in, first-out (FIFO) method, or market. The cost of manufactured inventory includes raw material, labor and overhead. Inventories consist of the following (in thousands): | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Raw materials and components | $ | 63,847 | $ | 54,699 | |||||||||
Work in progress | 23,145 | 20,749 | |||||||||||
Finished goods | 68,923 | 82,673 | |||||||||||
Aftermarket parts | 8,446 | 10,389 | |||||||||||
Used trailers | 12,783 | 15,663 | |||||||||||
$ | 177,144 | $ | 184,173 | ||||||||||
h. | Prepaid Expenses and Other | ||||||||||||
Prepaid expenses and other as of December 31, 2014 and 2013 were $10.2 million and $9.6 million, respectively. Prepaid expenses and other primarily includes items such as insurance premiums, maintenance agreements and other receivables. Insurance premiums and maintenance agreements are charged to expense over the contractual life, which is generally one year or less. Other receivables primarily consist of costs in excess of billings on long-term contracts for which the Company recognizes revenue on a percentage of completion basis. | |||||||||||||
i. | Property, Plant and Equipment | ||||||||||||
Property, plant and equipment are recorded at cost, net of accumulated depreciation. Maintenance and repairs are charged to expense as incurred, while expenditures that extend the useful life of an asset are capitalized. Depreciation is recorded using the straight-line method over the estimated useful lives of the depreciable assets. The estimated useful lives are up to 33 years for buildings and building improvements and range from three to ten years for machinery and equipment. Depreciation expense, which is recorded in Cost of Sales and General and Administrative Expenses in the Consolidated Statements of Operations, as appropriate, on property, plant and equipment was $16.5 million, $15.7 million and $12.7 million in 2014, 2013 and 2012, respectively, and includes amortization of assets recorded in connection with the Company’s capital lease agreements. In connection with the purchase of certain assets of Beall in February 2013, the Company entered into a separate ten-year capital lease agreement for Beall’s manufacturing facility in Portland, Oregon, with an obligation totaling $4.3 million. As of December 31, 2014 and 2013, the assets related to the Company’s capital lease agreements are recorded within Property, Plant and Equipment in the Consolidated Balance Sheet for the amount of $10.2 million and $10.9 million, respectively, net of accumulated depreciation of $3.7 million and $2.4 million, respectively. | |||||||||||||
Property, plant and equipment consist of the following (in thousands): | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Land | $ | 25,982 | $ | 26,398 | |||||||||
Buildings and building improvements | 115,856 | 112,208 | |||||||||||
Machinery and equipment | 210,488 | 200,567 | |||||||||||
Construction in progress | 10,518 | 9,543 | |||||||||||
$ | 362,844 | $ | 348,716 | ||||||||||
Less: accumulated depreciation | -219,952 | -206,634 | |||||||||||
$ | 142,892 | $ | 142,082 | ||||||||||
j. | Intangible Assets | ||||||||||||
As of December 31, 2014, the balances of intangible assets, other than goodwill, were as follows (in thousands): | |||||||||||||
Weighted Average | Gross Intangible | Accumulated | Net Intangible | ||||||||||
Amortization Period | Assets | Amortization | Assets | ||||||||||
Tradenames and trademarks | 20 years | $ | 39,222 | $ | -8,252 | $ | 30,970 | ||||||
Customer relationships | 10 years | 151,839 | -58,534 | 93,305 | |||||||||
Technology | 12 years | 16,517 | -3,692 | 12,825 | |||||||||
Total | 12 years | $ | 207,578 | $ | -70,478 | $ | 137,100 | ||||||
As of December 31, 2013, the balances of intangible assets, other than goodwill, were as follows (in thousands): | |||||||||||||
Weighted Average | Gross Intangible | Accumulated | Net Intangible | ||||||||||
Amortization Period | Assets | Amortization | Assets | ||||||||||
Tradenames and trademarks | 20 years | $ | 39,222 | $ | -6,291 | $ | 32,931 | ||||||
Customer relationships | 10 years | 152,109 | -40,112 | 111,997 | |||||||||
Technology | 12 years | 16,517 | -2,264 | 14,253 | |||||||||
Total | 12 years | $ | 207,848 | $ | -48,667 | $ | 159,181 | ||||||
Intangible asset amortization expense was $21.9 million, $21.8 million and $10.6 million for 2014, 2013 and 2012, respectively. Annual intangible asset amortization expense for the next 5 fiscal years is estimated to be $21.3 million in 2015; $20.1 million in 2016; $16.9 million in 2017; $15.5 million in 2018 and $14.6 million in 2019. | |||||||||||||
k. | Goodwill | ||||||||||||
The changes in the carrying amounts of goodwill, all of which is included in the Company’s Diversified Products segment as of December 31, 2014, except for approximately $9.9 million allocated to the Company’s Retail segment, for the years ended December 31, 2014 and 2013 were as follows (in thousands): | |||||||||||||
Balance as of December 31, 2012 | $ | 146,444 | |||||||||||
Goodwill acquired | 1,784 | ||||||||||||
Walker acquisition adjustment | 2,054 | ||||||||||||
Effects of foreign currency | -315 | ||||||||||||
Balance as of December 31, 2013 | $ | 149,967 | |||||||||||
Goodwill disposed | -500 | ||||||||||||
Effects of foreign currency | 136 | ||||||||||||
Balance as of December 31, 2014 | $ | 149,603 | |||||||||||
Goodwill represents the excess purchase price over fair value of the net assets acquired. The Company reviews goodwill for impairment, at the reporting unit level, annually on October 1 and whenever events or changes in circumstances indicate its carrying value may not be recoverable. In accordance with ASC 350, Intangibles – Goodwill and Other, goodwill is reviewed for impairment utilizing either a qualitative assessment or a two-step quantitative process. The Company has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, the Company determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the two-step impairment test is unnecessary. | |||||||||||||
For reporting units in which the Company performs a quantitative analysis, the first step compares the carrying value, including goodwill, of each reporting unit with its estimated fair value. If the fair value of the reporting unit exceeds its carrying value, the goodwill is not considered impaired. If the carrying value is greater than the fair value, this suggests that an impairment may exist and a second step is required in which the implied fair value of goodwill is calculated as the excess of the fair value of the reporting unit over the fair values assigned to its assets and liabilities. If this implied fair value is less than the carrying value, the difference is recognized as an impairment loss charged to the reporting unit. In assessing goodwill using this quantitative approach, the Company establishes fair value for the purpose of impairment testing by averaging the fair value using an income and market approach. The income approach employs a discounted cash flow model incorporating similar pricing concepts used to calculate fair value in an acquisition due diligence process and a discount rate that takes into account the Company’s estimated average cost of capital. The market approach employs market multiples based on comparable publicly traded companies in similar industries as the reporting unit. Estimates of fair value are established using current and forward multiples adjusted for size and performance of the reporting unit relative to peer companies. | |||||||||||||
In assessing the qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company assesses relevant events and circumstances that may impact the fair value and the carrying amount of the reporting unit. The identification of relevant events and circumstances and how these may impact a reporting unit's fair value or carrying amount involve significant judgments and assumptions. The judgments and assumptions include the identification of macroeconomic conditions, industry and market conditions, cost factors, overall financial performance and Company specific events and making the assessment on whether each relevant factor will impact the impairment test positively or negatively and the magnitude of any such impact. | |||||||||||||
For 2014, the Company completed its goodwill impairment testing during the fourth quarter using the quantitative approach. For 2013 and 2012, the Company completed its testing using the qualitative assessment. Based on the testing performed in each of these years, the Company believes it is more likely than not that the fair value of its reporting units are greater than their carrying amount. As such, no impairment of goodwill was recognized in 2014, 2013 or 2012. Furthermore, in 2014, the Company’s Retail reporting unit recognized a partial disposal of goodwill in the amount of $0.5 million resulting from the transitioning of three Retail branch locations to independent dealer facilities during the second quarter of 2014. | |||||||||||||
l. | Other Assets | ||||||||||||
The Company capitalizes the cost of computer software developed or obtained for internal use. Capitalized software is amortized using the straight-line method over three to seven years. As of December 31, 2014 and 2013, the Company had software costs, net of amortization, of $2.2 million and $0.2 million, respectively. Amortization expense for 2014, 2013 and 2012 was $0.5 million, $0.7 million and $2.3 million, respectively. | |||||||||||||
m. | Long-Lived Assets | ||||||||||||
Long-lived assets, consisting primarily of intangible assets and property, plant and equipment, are reviewed for impairment whenever facts and circumstances indicate that the carrying amount may not be recoverable. Specifically, this process involves comparing an asset’s carrying value to the estimated undiscounted future cash flows the asset is expected to generate over its remaining life. If this process were to result in the conclusion that the carrying value of a long-lived asset would not be recoverable, a write-down of the asset to fair value would be recorded through a charge to operations. Fair value is determined based upon discounted cash flows or appraisals as appropriate. | |||||||||||||
n. | Other Accrued Liabilities | ||||||||||||
The following table presents the major components of Other Accrued Liabilities (in thousands): | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Payroll and related taxes | $ | 30,362 | $ | 29,399 | |||||||||
Customer deposits | 21,680 | 30,730 | |||||||||||
Warranty | 15,462 | 14,719 | |||||||||||
Accrued taxes | 8,371 | 8,520 | |||||||||||
Self-insurance | 7,543 | 9,419 | |||||||||||
All other | 5,272 | 6,571 | |||||||||||
$ | 88,690 | $ | 99,358 | ||||||||||
The following table presents the changes in the product warranty accrual included in Other Accrued Liabilities (in thousands): | |||||||||||||
2014 | 2013 | ||||||||||||
Balance as of January 1 | $ | 14,719 | $ | 14,886 | |||||||||
Provision for warranties issued in current year | 7,058 | 6,269 | |||||||||||
Recovery of pre-existing warranties | -296 | -779 | |||||||||||
Payments | -6,019 | -5,657 | |||||||||||
Balance as of December 31 | $ | 15,462 | $ | 14,719 | |||||||||
The Company offers a limited warranty for its products with a coverage period that ranges between one and five years, except that the coverage period for DuraPlate® trailer panels beginning with those panels manufactured in 2005 or after is ten years. The Company passes through component manufacturers’ warranties to our customers. The Company’s policy is to accrue the estimated cost of warranty coverage at the time of the sale. | |||||||||||||
The following table presents the changes in the self-insurance accrual included in Other Accrued Liabilities (in thousands): | |||||||||||||
Self-Insurance | |||||||||||||
Accrual | |||||||||||||
Balance as of January 1, 2013 | $ | 7,711 | |||||||||||
Expense | 38,467 | ||||||||||||
Payments | -36,759 | ||||||||||||
Balance as of December 31, 2013 | $ | 9,419 | |||||||||||
Expense | 35,555 | ||||||||||||
Payments | -37,431 | ||||||||||||
Balance as of December 31, 2014 | $ | 7,543 | |||||||||||
The Company is self-insured up to specified limits for medical and workers’ compensation coverage. The self-insurance reserves have been recorded to reflect the undiscounted estimated liabilities, including claims incurred but not reported, as well as catastrophic claims as appropriate. | |||||||||||||
o. | Income Taxes | ||||||||||||
The Company determines its provision or benefit for income taxes under the asset and liability method. The asset and liability method measures the expected tax impact at current enacted rates of future taxable income or deductions resulting from differences in the tax and financial reporting basis of assets and liabilities reflected in the Consolidated Balance Sheets. Future tax benefits of tax losses and credit carryforwards are recognized as deferred tax assets. Deferred tax assets are reduced by a valuation allowance to the extent management determines that it is more-likely-than-not the Company would not realize the value of these assets. | |||||||||||||
The Company accounts for income tax contingencies by prescribing a “more-likely-than-not” recognition threshold that a tax position is required to meet before being recognized in the financial statements. | |||||||||||||
p. | Concentration of Credit Risk | ||||||||||||
Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash, cash equivalents and customer receivables. We place our cash and cash equivalents with high quality financial institutions. Generally, we do not require collateral or other security to support customer receivables. | |||||||||||||
q. | Research and Development | ||||||||||||
Research and development expenses are charged to earnings as incurred and were $1.7 million, $2.2 million and $1.7 million in 2014, 2013 and 2012, respectively. | |||||||||||||
r. | New Accounting Pronouncements | ||||||||||||
In July 2013, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2013-11, Presentation of an Unrecognized Tax Benefit when a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. This ASU requires an entity to present unrecognized tax benefits as a reduction to deferred tax assets when a net operating loss carryforward, similar tax loss or a tax credit carryforward exists, with limited exceptions. ASU 2013-11 became effective for fiscal years beginning on or after December 15, 2013, and for interim periods within those fiscal years. The adoption did not have a material effect on the Company’s audited consolidated financial statements. | |||||||||||||
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in Accounting Standards Codification (“ASC”) 605, Revenue Recognition. This ASU is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The ASU also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. The effective date will be the first quarter of fiscal year 2017 using one of two retrospective application methods. The Company is currently assessing the potential impact of the adoption of ASU 2014-09 on its financial statements and related disclosures and has not yet decided on a transition method. | |||||||||||||
In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements – Going Concern, which requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and provide related footnote disclosures. The guidance is effective for annual and interim reporting periods beginning on or after December 15, 2016. Early adoption is permitted for financial statements that have not been previously issued. The standard allows for either a full retrospective or modified retrospective transition method. The Company does not expect this standard to have a material impact on the Company’s financial statements upon adoption. | |||||||||||||
ACQUISITION
ACQUISITION | 12 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Business Combinations [Abstract] | |||||||
ACQUISITION | 3 | ACQUISITIONS | |||||
Assets of Beall Corporation | |||||||
On February 4, 2013, the Company completed the acquisition of certain assets of the tank and trailer business of Beall Corporation, a Portland, Oregon-based manufacturer of aluminum tank trailers and related equipment (“Beall”). Beall Corporation began Chapter 11 reorganization proceedings in September of 2012, followed by a bankruptcy-court approved auction of its assets in December. The Company was the winning bidder for certain assets of Beall’s tank and trailer business, including equipment, inventory, certain product designs, intellectual property and other related assets. The aggregate consideration paid by the Company for the acquired assets and the assumed liabilities was $13.9 million and was allocated to the opening balance sheet as follows (in thousands): | |||||||
Current assets | $ | 1,035 | |||||
Property, plant and equipment | 2,714 | ||||||
Intangibles | 8,860 | ||||||
Goodwill | 1,784 | ||||||
Total assets | $ | 14,393 | |||||
Current liabilities | $ | -462 | |||||
Total liabilities | $ | -462 | |||||
Acquisition | $ | 13,931 | |||||
Intangible assets of $8.9 million were recorded as a result of the purchase of the Beall assets. The intangible assets consist of the following (in thousands): | |||||||
Amount | Useful Life | ||||||
Tradenames and Trademarks | $ | 1,622 | 20 years | ||||
Technology | 1,217 | 8 years | |||||
Customer relationships | 6,021 | 8 years | |||||
$ | 8,860 | ||||||
Goodwill of $1.8 million was recorded as a result of the Beall asset purchase. Goodwill is comprised of operational synergies that are expected to be realized in both the short and long-term and the opportunity to complement our existing Diversified Products segment through product line expansion and geographic growth. The Company expects the amount recorded as goodwill to be fully deductible for tax purposes. | |||||||
In connection with the purchase of certain assets of Beall, the Company entered into a separate ten year capital lease agreement for Beall’s manufacturing facility in Portland, Oregon, with payments totaling approximately $4.7 million for such ten year period. | |||||||
Walker Group Holdings LLC | |||||||
On May 8, 2012, the Company completed the acquisition (the “Walker Acquisition”) of all the equity interests of Walker Group Holdings LLC (“Walker”) from Walker Group Resources LLC, the parent of Walker (“Seller”), pursuant to the Purchase and Sale Agreement, dated March 26, 2012, by and among the Company, Walker and Seller (the “Purchase and Sale Agreement”). The aggregate consideration paid by the Company for the Walker Acquisition was $377.0 million in cash. The amount of working capital acquired at the date of acquisition, previously in dispute between the Company and the Seller, was resolved during the second quarter of 2013 and the outcome required the Company to make an additional payment of $2.1 million, which was recorded to Goodwill. The Company financed the Walker Acquisition and related fees and expenses using the proceeds from the Company’s offering of 3.375% Convertible Senior Notes due 2018 and the Company’s borrowings under the Term Loan Credit Agreement (as described in further detail in Note 6). | |||||||
Walker is a manufacturer of liquid-transportation systems and engineered products based in New Lisbon, Wisconsin. Walker manufacturing operations are integrated into the Company’s Diversified Products segment while Walker retail operations are integrated into the Retail segment in a manner that is consistent with its focus to leverage operational and market synergies. Walker has manufacturing facilities for its liquid-transportation products in New Lisbon, Wisconsin; Fond du Lac, Wisconsin; Kansas City, Missouri; Kansas City, Kansas; and Queretaro, Mexico with parts and service centers in Houston, Texas; Baton Rouge, Louisiana; Findlay, Ohio; Chicago, Illinois; Mauston, Wisconsin; West Memphis, Arkansas; and Ashland, Kentucky. Manufacturing facilities for Walker’s engineered products are located in New Lisbon, Wisconsin; Elroy, Wisconsin; and Huddersfield, United Kingdom with parts and service centers in Tavares, Florida; Dallas, Texas; and Philadelphia, Pennsylvania. | |||||||
The aggregate purchase price of $377.0 million was allocated to the opening balance sheet of Walker at May 8, 2012, the date of acquisition, as follows (in thousands): | |||||||
Cash | $ | 10,982 | |||||
Current assets | 93,409 | ||||||
Property, plant and equipment | 32,541 | ||||||
Intangibles | 162,800 | ||||||
Deferred income taxes | 4,640 | ||||||
Goodwill | 148,498 | ||||||
Total assets | $ | 452,870 | |||||
Current liabilities | $ | -74,722 | |||||
Deferred income taxes | -1,100 | ||||||
Total liabilities | $ | -75,822 | |||||
$ | 377,048 | ||||||
Acquisition, net of cash acquired | $ | 366,066 | |||||
Intangible assets of $162.8 million were recorded as a result of the acquisition. The intangible assets consist of the following (in thousands): | |||||||
Amount | Useful Life | ||||||
Backlog | $ | 900 | Less than 1 year | ||||
Tradenames and Trademarks | 27,600 | 20 years | |||||
Technology | 15,300 | 12 years | |||||
Customer relationships | 119,000 | 10 years | |||||
$ | 162,800 | ||||||
Goodwill of $148.5 million was recorded as a result of the Walker Acquisition in the Diversified Products and Retail segments. Goodwill is comprised of operational synergies that are expected to be realized in both the short and long-term and the opportunity to enter new market sectors with higher margin potential, which will enable us to deliver greater value to our customers and shareholders. The Company expects the amount recorded as goodwill for the Walker Acquisition to be fully deductible for tax purposes. | |||||||
The results of Walker are included in the Consolidated Statements of Operations from the date of acquisition. Net sales and income before income taxes attributable to Walker for the year ended December 31, 2012 was $270.1 million and $34.4 million, respectively. | |||||||
The following unaudited pro forma information is shown below as if the acquisition of Walker had been completed as of the beginning of the earliest period presented (in thousands, except per share amounts): | |||||||
Twelve Months Ended | |||||||
December 31, 2012 | |||||||
Sales | $ | 1,597,920 | |||||
Operating income | $ | 98,019 | |||||
Net income | $ | 123,030 | |||||
Basic net income per share | $ | 1.79 | |||||
Diluted net income per share | $ | 1.78 | |||||
The information presented above is for informational purposes only and is not necessarily indicative of the actual results that would have occurred had the acquisition been consummated at January 1, 2012, nor is it necessarily indicative of future operating results of the combined companies under the ownership and management of the Company. | |||||||
The Company incurred various costs related to both the Walker Acquisition and the purchase of certain assets of Beall including fees paid to an investment banker for acquisition services and the related bridge financing commitment, as well as professional fees for diligence, legal and accounting services. These costs totaled $0.9 million and $14.4 million in 2013 and 2012, respectively, and have been recorded as Acquisition Expenses in the Consolidated Statements of Operations. | |||||||
PER_SHARE_OF_COMMON_STOCK
PER SHARE OF COMMON STOCK | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Earnings Per Share [Abstract] | |||||||||||
PER SHARE OF COMMON STOCK | 4 | PER SHARE OF COMMON STOCK | |||||||||
Per share results have been calculated based on the average number of common shares outstanding. The calculation of basic and diluted net income per share is determined using net income applicable to common stockholders as the numerator and the number of shares included in the denominator as follows (in thousands, except per share amounts): | |||||||||||
Years Ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Basic net income per share | |||||||||||
Net income applicable to common stockholders | $ | 60,930 | $ | 46,529 | $ | 105,631 | |||||
Undistributed earnings allocated to participating securities | -481 | -457 | -904 | ||||||||
Net income applicable to common stockholders excluding amounts applicable to participating securities | $ | 60,449 | $ | 46,072 | $ | 104,727 | |||||
Weighted average common shares outstanding | 68,895 | 68,460 | 68,325 | ||||||||
Basic net income per share | $ | 0.88 | $ | 0.67 | $ | 1.53 | |||||
Diluted net income per share: | |||||||||||
Net income applicable to common stockholders | $ | 60,930 | $ | 46,529 | $ | 105,631 | |||||
Undistributed earnings allocated to participating securities | -481 | -457 | -904 | ||||||||
Net income applicable to common stockholders excluding amounts applicable to participating securities | $ | 60,449 | $ | 46,072 | $ | 104,727 | |||||
Weighted average common shares outstanding | 68,895 | 68,460 | 68,325 | ||||||||
Dilutive shares from assumed conversion of convertible senior notes | 1,354 | 63 | - | ||||||||
Dilutive stock options and restricted stock | 814 | 558 | 239 | ||||||||
Diluted weighted average common shares outstanding | 71,063 | 69,081 | 68,564 | ||||||||
Diluted net income per share | $ | 0.85 | $ | 0.67 | $ | 1.53 | |||||
Average diluted shares outstanding for the periods ended December 31, 2014, 2013 and 2012 exclude options to purchase common shares totaling 581, 1,121 and 1,676, respectively, because the exercise prices were greater than the average market price of the common shares. In addition, for 2012 the calculation of diluted net income per share excludes the impact of the Company’s Notes as the average stock price of the Company’s common stock for that period was below the initial conversion price of approximately $11.70 per share. | |||||||||||
LEASE_ARRANGEMENTS
LEASE ARRANGEMENTS | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Leases [Abstract] | ||||||||
LEASE ARRANGEMENTS | 5 | LEASE ARRANGEMENTS | ||||||
The Company leases office space, manufacturing, warehouse and service facilities and equipment for varying periods under both operating and capital lease agreements. Future minimum lease payments required under these lease commitments as of December 31, 2014 are as follows (in thousands): | ||||||||
Capital | Operating | |||||||
Leases | Leases | |||||||
2015 | 1,728 | 2,422 | ||||||
2016 | 1,416 | 1,948 | ||||||
2017 | 1,071 | 1,312 | ||||||
2018 | 926 | 834 | ||||||
2019 | 834 | 523 | ||||||
Thereafter | 2,172 | 115 | ||||||
Total minimum lease payments | $ | 8,147 | $ | 7,154 | ||||
Interest | -893 | |||||||
Present value of net minimum lease payments | $ | 7,254 | ||||||
Total rental expense was $5.8 million, $4.6 million and $3.6 million for 2014, 2013 and 2012, respectively. As of December 31, 2014 the total minimum rentals to be received in future periods under these lease commitments was less than $0.1 million. | ||||||||
DEBT
DEBT | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Debt Disclosure [Abstract] | |||||||||||
DEBT | 6 | DEBT | |||||||||
Long-term debt consists of the following (in thousands): | |||||||||||
December 31, | |||||||||||
2014 | 2013 | ||||||||||
Convertible senior notes | $ | 150,000 | $ | 150,000 | |||||||
Term loan credit agreement | 192,845 | 234,923 | |||||||||
Industrial revenue bond | 1,645 | 2,119 | |||||||||
$ | 344,490 | $ | 387,042 | ||||||||
Less: unamortized discount | -19,217 | -24,907 | |||||||||
Less: current portion | -496 | -3,245 | |||||||||
$ | 324,777 | $ | 358,890 | ||||||||
Maturities of long-term debt for the five years succeeding December 31, 2014 and thereafter are as follows (in thousands): | |||||||||||
2015 | 496 | ||||||||||
2016 | 517 | ||||||||||
2017 | 539 | ||||||||||
2018 | 150,093 | ||||||||||
2019 | 192,845 | ||||||||||
Maturities of long-term debt | $ | 344,490 | |||||||||
Convertible Senior Notes | |||||||||||
In April 2012, the Company issued Convertible Senior Notes due 2018 (the “Notes”) with an aggregate principal amount of $150 million in a public offering. The Notes bear interest at the rate of 3.375% per annum from the date of issuance, payable semi-annually on May 1 and November 1. The Notes are senior unsecured obligations of the Company ranking equally with its existing and future senior unsecured debt. | |||||||||||
The Notes are convertible by their holders into cash, shares of the Company’s common stock or any combination thereof at the Company’s election, at an initial conversion rate of 85.4372 shares of the Company’s common stock per $1,000 in principal amount of Notes, which is equal to an initial conversion price of approximately $11.70 per share, only under the following circumstances: (A) before November 1, 2017 (1) during any calendar quarter commencing after the calendar quarter ending on June 30, 2012 (and only during such calendar quarter), if the last reported sale price of the 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; (2) during the five business day period after any five consecutive trading day period (the “measurement period”) in which the trading price (as defined in the indenture for the Notes) 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 the Company’s common stock and the conversion rate on each such trading day; and (3) upon the occurrence of specified corporate events as described in the indenture for the Notes; and (B) at any time on or after November 1, 2017 until the close of business on the second business day immediately preceding the maturity date. As of December 31, 2014, the Notes were not convertible based on the above criteria. If the Notes were converted as of December 31, 2014, the if-converted value would exceed the principal amount by approximately $8 million. | |||||||||||
It is the Company’s intent to settle conversions through a net share settlement, which involves repayment of cash for the principal portion and delivery of shares of common stock for the excess of the conversion value over the principal portion. The Company used the net proceeds of approximately $145.1 million from the sale of the Notes to fund a portion of the purchase price of the Walker Acquisition. | |||||||||||
The Company accounts separately for the liability and equity components of the Notes in accordance with authoritative guidance for convertible debt instruments that may be settled in cash upon conversion. The guidance required the carrying amount of the liability component to be estimated by measuring the fair value of a similar liability that does not have an associated conversion feature. The Company determined that senior, unsecured corporate bonds traded on the market represent a similar liability to the Notes without the conversion option. Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and with similar maturity, the Company estimated the implied interest rate of the Notes to be 7.0%, assuming no conversion option. Assumptions used in the estimate represent what market participants would use in pricing the liability component, including market interest rates, credit standing, and yield curves, all of which are defined as Level 2 observable inputs. The estimated implied interest rate was applied to the Notes, which resulted in a fair value of the liability component of $123.8 million upon issuance, calculated as the present value of implied future payments based on the $150.0 million aggregate principal amount. The $21.7 million difference between the cash proceeds before offering expenses of $145.5 million and the estimated fair value of the liability component was recorded in additional paid-in capital. The discount on the liability portion of the Notes is being amortized over the life of the Notes using the effective interest rate method. | |||||||||||
The Company applies the treasury stock method in calculating the dilutive impact of the Notes. For the year ended December 31, 2014, the Notes had a dilutive impact. | |||||||||||
The following table summarizes information about the equity and liability components of the Notes (dollars in thousands). The fair value of the notes outstanding were measured based on quoted market prices. | |||||||||||
December 31, | |||||||||||
2014 | 2013 | ||||||||||
Principal amount of convertible notes outstanding | $ | 150,000 | $ | 150,000 | |||||||
Unamortized discount of liability component | -15,399 | -19,372 | |||||||||
Net carrying amount of liability component | 134,601 | 130,628 | |||||||||
Less: current portion | - | - | |||||||||
Long-term debt | $ | 134,601 | $ | 130,628 | |||||||
Carrying value of equity component, net of issuance costs | $ | 20,993 | $ | 20,993 | |||||||
Remaining amortization period of discount on the liability component | 3.3 years | 4.3 years | |||||||||
Contractual coupon interest expense and accretion of discount on the liability component for the Note for the years ended December 31, 2014 and 2013 were as follow (in thousands): | |||||||||||
Years Ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Contractual coupon interest expense | $ | 5,063 | $ | 5,063 | $ | 3,488 | |||||
Accretion of discount on the liability component | $ | 3,973 | $ | 3,710 | $ | 2,411 | |||||
Revolving Credit Agreement | |||||||||||
In May 2012 the Company entered into an amendment and restatement of its then-existing senior secured revolving credit facility among the Company, certain of its subsidiaries (together with the Company, the “Borrowers”), Wells Fargo Capital Finance, LLC, as joint lead arranger, joint bookrunner and administrative agent (the “Revolver Agent”), RBS Citizens Business Capital, a division of RBS Citizens, N.A., as joint lead arranger, joint bookrunner and syndication agent, and the other lenders named therein, as amended (the “Amended and Restated Revolving Credit Agreement”). Also in May 2012, certain of the Company’s subsidiaries (the “Revolver Guarantors”) entered into a general continuing guarantee of the Borrowers’ obligations under the Amended and Restated Revolving Credit Agreement in favor of the lenders (the “Revolver Guarantee”). | |||||||||||
The Amended and Restated Revolving Credit Agreement is guaranteed by the Revolver Guarantors and is secured by (i) first priority security interests (subject only to customary permitted liens and certain other permitted liens) in substantially all personal property of the Borrowers and the Revolver Guarantors, consisting of accounts receivable, inventory, cash, deposit and securities accounts and any cash or other assets in such accounts and, to the extent evidencing or otherwise related to such property, all general intangibles, licenses, intercompany debt, letter of credit rights, commercial tort claims, chattel paper, instruments, supporting obligations, documents and payment intangibles (collectively, the “Revolver Priority Collateral”), and (ii) second-priority liens on and security interests in (subject only to the liens securing the Term Loan Credit Agreement customary permitted liens and certain other permitted liens) (A) equity interests of each direct subsidiary held by the Borrower and each Revolving Guarantor (subject to customary limitations in the case of the equity of foreign subsidiaries), and (B) substantially all other tangible and intangible assets of the Borrowers and the Revolving Guarantors including equipment, general intangibles, intercompany notes, insurance policies, investment property, intellectual property and material owned real property (in each case, except to the extent constituting Revolver Priority Collateral) (collectively, the “Term Priority Collateral”). The respective priorities of the security interests securing the Amended and Restated Revolving Credit Agreement and the Term Loan Credit Agreement are governed by an Intercreditor Agreement between the Revolver Agent and the Term Agent (as defined below) (the “Intercreditor Agreement”). The Amended and Restated Revolving Credit Agreement has a scheduled maturity date of May 8, 2017. | |||||||||||
Under the Amended and Restated Revolving Credit Agreement, the lenders agree to make available to the Company a $150 million revolving credit facility. The Company has the option to increase the total commitment under the facility to $200 million, subject to certain conditions, including (i) obtaining commitments from any one or more lenders, whether or not currently party to the Amended and Restated Revolving Credit Agreement, to provide such increased amounts and (ii) the available amount of increases to the facility being reduced by the amount of any incremental loans advanced under the Term Loan Credit Agreement in excess of $25 million. Availability under the Amended and Restated Revolving Credit Agreement will be based upon monthly (or more frequent under certain circumstances) borrowing base certifications of the Borrowers’ eligible inventory and eligible accounts receivable, and will be reduced by certain reserves in effect from time to time. Subject to availability, the Amended and Restated Revolving Credit Agreement provides for a letter of credit subfacility in an amount not in excess of $15 million, and allows for swingline loans in an amount not in excess of $10 million. Outstanding borrowings under the Amended and Restated Revolving Credit Agreement will bear interest at a rate, at the Borrowers’ election, equal to (i) LIBOR plus a margin ranging from 1.75% to 2.25% or (ii) a base rate plus a margin ranging from 0.75% to 1.25%, in each case depending upon the monthly average excess availability under the revolving loan facility. The Borrowers are required to pay a monthly unused line fee equal to 0.375% times the average daily unused availability along with other customary fees and expenses of the Revolver Agent and the lenders. | |||||||||||
The Amended and Restated Revolving Credit Agreement contains customary covenants limiting the ability of the Company and certain of its affiliates to, among other things, pay cash dividends, incur debt or liens, redeem or repurchase stock, enter into transactions with affiliates, merge, dissolve, repay subordinated indebtedness, make investments and dispose of assets. In addition, the Company is required to maintain a minimum fixed charge coverage ratio of not less than 1.1 to 1.0 as of the end of any period of 12 fiscal months when excess availability under the Amended and Restated Revolving Credit Agreement is less than 12.5% of the total revolving commitment. | |||||||||||
If availability under the Amended and Restated Revolving Credit Agreement is less than 15% of the total revolving commitment or if there exists an event of default, amounts in any of the Borrowers’ and the Revolver Guarantors’ deposit accounts (other than certain excluded accounts) will be transferred daily into a blocked account held by the Revolver Agent and applied to reduce the outstanding amounts under the facility. | |||||||||||
Subject to the terms of the Intercreditor Agreement, if the covenants under the Amended and Restated Revolving Credit Agreement are breached, the lenders may, subject to various customary cure rights, require the immediate payment of all amounts outstanding and foreclose on collateral. Other customary events of default in the Amended and Restated Revolving Credit Agreement include, without limitation, failure to pay obligations when due, initiation of insolvency proceedings, defaults on certain other indebtedness, and the incurrence of certain judgments that are not stayed, satisfied, bonded or discharged within 30 days. | |||||||||||
As of December 31, 2014 and 2013, the Company had no outstanding borrowings under the Amended and Restated Revolving Credit Agreement and was in compliance with all covenants. The Company’s liquidity position, defined as cash on hand and available borrowing capacity on the revolving credit facility, amounted to $289.9 million as of December 31, 2014. | |||||||||||
Term Loan Credit Agreement | |||||||||||
In May 2012 the Company entered into a credit agreement among the Company, the several lenders from time to time party thereto, Morgan Stanley Senior Funding, Inc., as administrative agent, joint lead arranger and joint bookrunner (the “Term Agent”), and Wells Fargo Securities, LLC, as joint lead arranger and joint bookrunner, as amended (the “Term Loan Credit Agreement”), which provided for a senior secured term loan facility of $300 million to be advanced at closing and provides for a senior secured incremental term loan facility of up to $75 million, subject to certain conditions, including (i) obtaining commitments from any one or more lenders, whether or not currently party to the Term Loan Credit Agreement, to provide such increased amounts and (ii) the available amount of incremental loans being reduced by the amount of any increases in the maximum revolver amount under the Amended and Restated Revolving Credit Agreement (discussed above). Also in May 2012, certain of the Company’s subsidiaries (the “Term Guarantors”) entered into a general continuing guarantee of the Company’s obligations under the Term Loan Credit Agreement in favor of the Term Agent (the “Term Guarantee”). | |||||||||||
In April 2013, the Company entered into Amendment No.1 to Credit Agreement (the “Amendment”), which became effective on May 9, 2013 and amended the Term Loan Credit Agreement. As of the Amendment date, there was approximately $297.0 million of term loans outstanding under the Term Loan Credit Agreement (the “Initial Loans”), of which the Company prepaid $20.0 million in connection with the Amendment. Under the Amendment, the lenders agreed to provide to the Company term loans in an aggregate principal amount of $277.0 million, which were exchanged for and used to refinance the Initial Loans (the “Tranche B-1 Loans”). The Tranche B-1 Loans mature on May 8, 2019, but provide for an accelerated maturity in the event the Company’s outstanding 3.375% Convertible Senior Notes due 2018 are not converted, redeemed, repurchased or refinanced in full on or before the date that is 91 days prior to the maturity date thereof. The Tranche B-1 Loans shall amortize in equal quarterly installments in aggregate amounts equal to 0.25% of the Tranche B-1 Loan amount, with the balance payable at maturity, and will bear interest at a rate, at the Company’s election, equal to (i) LIBOR (subject to a floor of 1.00%) plus a margin of 3.50% or (ii) a base rate plus a margin of 2.50%. As of December 31, 2014, the interest rate under the Term Loan Credit Agreement was 4.5% | |||||||||||
The Term Loan Credit Agreement is guaranteed by the Term Guarantors and is secured by (i) first-priority liens on and security interests in the Term Priority Collateral, and (ii) second-priority security interests in the Revolver Priority Collateral. In addition, the Amendment amended the Term Loan Credit Agreement, by among other things, removing the covenant that the Company be required to maintain a minimum interest coverage ratio. The Term Loan Credit Agreement requires the Company to maintain a maximum senior secured leverage ratio tested as of the last day of each fiscal quarter for the four consecutive fiscal quarters then ending of not more than (A) 4.5 to 1.0 through September 30, 2013, (B) 4.0 to 1.0 thereafter through September 30, 2015, and (C) 3.5 to 1.0 thereafter. The Term Loan Credit Agreement also contains conditions providing for either voluntary or mandatory prepayments. Conditions for mandatory prepayments include but are not limited to asset sales with proceeds in excess of $1 million and the amount of excess cash flows, as defined in the Term Loan Credit Agreement, as amended, to be calculated annually with the delivery of financial statements. | |||||||||||
The Term Loan Credit Agreement contains customary covenants limiting the Company’s ability to, among other things, pay cash dividends, incur debt or liens, redeem or repurchase stock, enter into transactions with affiliates, merge, dissolve, pay off subordinated indebtedness, make investments and dispose of assets. | |||||||||||
Subject to the terms of the Intercreditor Agreement, if the covenants under the Term Loan Credit Agreement are breached, the lenders may, subject to various customary cure rights, require the immediate payment of all amounts outstanding and foreclose on collateral. Other customary events of default in the Term Loan Credit Agreement include, without limitation, failure to pay obligations when due, initiation of insolvency proceedings, defaults on certain other indebtedness, and the incurrence of certain judgments that are not stayed, satisfied, bonded or discharged within 60 days. | |||||||||||
As of December 31, 2014, the Company’s senior secured leverage ratio was 0.3:1.0, and was in compliance with all covenants under the Amendment. | |||||||||||
For the years ended December 31, 2014, 2013 and 2012, under the Term Loan Credit Agreement the Company paid interest of $10.0 million, $14.9 million, and $10.9 million, respectively, and principal of $42.1 million and $62.8 million during 2014 and 2013, respectively. As of December 31, 2014, the Company had $192.8 million outstanding under the Term Loan Credit Agreement, all of which was classified as long-term debt on the Company’s Consolidated Balance Sheet as a result of the Company’s election to apply a voluntary principal payment in September 2014 in a manner that fulfilled the Company’s obligation to pay the future mandatory quarterly amortization installments required by the Term Loan Credit Agreement. In connection with the closing of the Term Loan Credit Agreement in May 2012 and the Amendment in April 2013, the Company paid a total of $8.5 million in original issuance discount fees which are being amortized over the life of the facility using the effective interest rate method. | |||||||||||
For the years ended December 31, 2014, 2013 and 2012, the Company charged $0.9 million, $0.9 million and $0.6 million, respectively, of amortization for original issuance discount fees as Interest Expense in the Consolidated Statements of Operations. In addition, for the years ended December 31, 2014 and 2013, the Company charged $0.9 million and $1.4 million, respectively, of accelerated amortization in connection with its voluntary principal payments as Other, net in the Consolidated Statements of Operations | |||||||||||
Other Debt Facilities | |||||||||||
In November 2012, the Company entered into a loan agreement with GE Government Finance, Inc. as lender and the County of Trigg, Kentucky as issuer for a $2.5 million Industrial Revenue Bond. The funds received were used to purchase the equipment needed for the expansion of the Company’s Cadiz, Kentucky facility. The loan bears interest at a rate of 4.25% and matures in March 2018. As of December 31, 2014, the Company had $1.6 million outstanding of which $0.5 million was classified as current on our Consolidated Balance Sheet. | |||||||||||
FAIR_VALUE_MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||||||||||||
FAIR VALUE MEASUREMENTS | 7 | FAIR VALUE MEASUREMENTS | ||||||||||||||||||||||||
The Company’s fair value measurements are based upon a three-level valuation hierarchy. These valuation techniques are based upon the transparency of inputs (observable and unobservable) to the valuation of an asset or liability as of the measurement date. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. These two types of inputs create the following fair value hierarchy: | ||||||||||||||||||||||||||
⋅ | Level 1 — Valuation is based on quoted prices for identical assets or liabilities in active markets; | |||||||||||||||||||||||||
⋅ | Level 2 — Valuation is based on quoted prices for similar assets or liabilities in active markets, or other inputs that are observable for the asset or liability, either directly or indirectly, for the full term of the financial instrument; and | |||||||||||||||||||||||||
⋅ | Level 3 — Valuation is based upon other unobservable inputs that are significant to the fair value measurement. | |||||||||||||||||||||||||
Recurring Fair Value Measurements | ||||||||||||||||||||||||||
The Company maintains a non-qualified deferred compensation plan which is offered to senior management and other key employees. The amount owed to participants is an unfunded and unsecured general obligation of the Company. Participants are offered various investment options with which to invest the amount owed to them, and the plan administrator maintains a record of the liability owed to participants by investment. To minimize the impact of the change in market value of this liability, the Company has elected to purchase a separate portfolio of investments through the plan administrator similar to those chosen by the participant. | ||||||||||||||||||||||||||
The investments purchased by the Company (asset) as of December 31, 2014, include mutual funds, $0.4 million of which are classified as Level 1, and life-insurance contracts valued based on the performance of underlying mutual funds, $7.4 million of which are classified as Level 2, as compared to $0.5 million and $5.1 million for mutual funds and life insurance contracts at December 31, 2013, respectively. | ||||||||||||||||||||||||||
Nonrecurring Fair Value Measurements | ||||||||||||||||||||||||||
Certain nonfinancial assets and liabilities are measured at fair value on a nonrecurring basis and are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment. | ||||||||||||||||||||||||||
The Company reviews for goodwill impairment annually and whenever events or changes in circumstances indicate its carrying value may not be recoverable. The fair value of the reporting units is determined using the income approach. The income approach focuses on the income-producing capability of an asset, measuring the current value of the asset by calculating the present value of its future economic benefits such as cash earnings, cost savings, corporate tax structure and product offerings. Value indications are developed by discounting expected cash flows to their present value at a rate of return that incorporates the risk-free rate for the use of funds, the expected rate of inflation and risks associated with the reporting unit. These assets would generally be classified within Level 3, in the event that the Company were required to measure and record such assets at fair value within its consolidated financial statements. | ||||||||||||||||||||||||||
The Company periodically evaluates the carrying value of long-lived assets to be held and used, including definite-lived intangible assets and property plant and equipment, when events or circumstances warrant such a review. Fair value is determined primarily using anticipated cash flows assumed by a market participant discounted at a rate commensurate with the risk involved and these assets would generally be classified within Level 3, in the event that the Company were required to measure and record such assets at fair value within its consolidated financial statements. | ||||||||||||||||||||||||||
Assets and liabilities acquired in business combinations are recorded at their fair value as of the date of acquisition. Refer to Note 3 for the fair values of assets acquired and liabilities assumed in connection with the acquisitions of Walker and certain assets of Beall. | ||||||||||||||||||||||||||
The carrying amounts of accounts receivable and accounts payable reported in the Consolidated Balance Sheets approximate fair value. | ||||||||||||||||||||||||||
Estimated Fair Value of Debt | ||||||||||||||||||||||||||
The estimated fair value of long-term debt at December 31, 2014 consists primarily of the Company’s Notes and borrowings under its Term Loan Credit Agreement, as amended (see Note 6). The fair value of the Notes, the Term Loan Credit Agreement, as amended, and the revolving credit facility are based upon third party pricing sources, which generally does not represent daily market activity, nor does it represent data obtained from an exchange, and are classified as Level 2. The interest rates on the Company’s borrowings under the revolving credit facility are adjusted regularly to reflect current market rates and thus carrying value approximates fair value for these borrowings. All other debt and capital lease obligations approximate their fair value as determined by discounted cash flows and are classified as Level 3. | ||||||||||||||||||||||||||
The Company’s carrying and estimated fair value of debt, at December 31, 2014 and 2013 were as follows: | ||||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||||
Carrying | Fair Value | Carrying | Fair Value | |||||||||||||||||||||||
Value | Level 1 | Level 2 | Level 3 | Value | Level 1 | Level 2 | Level 3 | |||||||||||||||||||
Instrument | ||||||||||||||||||||||||||
Convertible senior notes | $ | 134,601 | $ | - | $ | 188,490 | $ | - | $ | 130,628 | $ | - | $ | 197,718 | $ | - | ||||||||||
Term loan credit agreement | 189,027 | - | 192,845 | - | 229,388 | - | 236,684 | - | ||||||||||||||||||
Industrial revenue bond | 1,645 | - | - | 1,645 | 2,119 | - | - | 2,119 | ||||||||||||||||||
Capital lease obligations | 7,254 | - | - | 7,254 | 8,460 | - | - | 8,460 | ||||||||||||||||||
$ | 332,527 | $ | - | $ | 381,335 | $ | 8,899 | $ | 370,595 | $ | - | $ | 434,402 | $ | 10,579 | |||||||||||
STOCKHOLDERS_EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended | ||
Dec. 31, 2014 | |||
Stockholders' Equity Note [Abstract] | |||
STOCKHOLDERS' EQUITY | 8 | STOCKHOLDERS’ EQUITY | |
a. | Common and Preferred Stock | ||
On December 18, 2014, the Company’s Board of Directors approved a stock repurchase program authorizing the Company to repurchase up to $60 million of its common stock over a two year period ending on December 31, 2016. Stock repurchases under this program may be made in open market or in private transactions at times and in amounts that management deems appropriate. As of December 31, 2014, no stock repurchases have been made under the program. | |||
The Board of Directors has the authority to issue common and unclassed preferred stock of up to 200 million shares and 25 million shares, respectively, with par value of $0.01 per share as well as to fix dividends, voting and conversion rights, redemption provisions, liquidation preferences and other rights and restrictions. | |||
The Company has a series of 300,000 shares of preferred stock designated as Series D Junior Participating Preferred Stock, par value $0.01 per share. As of December 31, 2014 and 2013, the Company had no Series D Junior Participating shares issued or outstanding. | |||
b. | Stockholders’ Rights Plan | ||
The Company has a Stockholders’ Rights Plan (the “Rights Plan”) that is designed to deter coercive or unfair takeover tactics in the event of an unsolicited takeover attempt. It is not intended to prevent a takeover on terms that are favorable and fair to all stockholders and will not interfere with a merger approved by our board of directors. Each right entitles stockholders to buy one one-thousandth of a share of Series D Junior Participating Preferred Stock at an exercise price of $120. The rights will be exercisable only if a person or a group acquires or announces a tender or exchange offer to acquire 20% or more of our common stock or if we enter into other business combination transactions not approved by our board of directors. In the event the rights become exercisable, the Rights Plan allows for our stockholders to acquire our stock or the stock of the surviving corporation, whether or not we are the surviving corporation, having a value twice that of the exercise price of the rights. These rights pursuant to the Rights Plan will expire December 28, 2015 or are redeemable for $0.01 per right by the Board under certain circumstances. | |||
STOCKBASED_COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Share-Based Compensation [Abstract] | ||||||||||||||
STOCK-BASED COMPENSATION | 9 | STOCK-BASED COMPENSATION | ||||||||||||
In May 2011, the Company adopted and shareholders approved the 2011 Omnibus Incentive Plan (the “Omnibus Plan”). This plan provides for the issuance of stock options, restricted stock, stock appreciation rights and performance units to directors, officers and other eligible employees of the Company. The Omnibus Plan makes available approximately 7.5 million shares for issuance, subject to adjustments for stock dividends, recapitalizations and the like. | ||||||||||||||
The Company recognizes all share-based awards to eligible employees based upon their fair value. The Company’s policy is to recognize expense for awards that have service conditions only subject to graded vesting using the straight-line attribution method. Total stock-based compensation expense was $7.8 million, $7.5 million and $5.1 million in 2014, 2013 and 2012, respectively. The amount of compensation costs related to nonvested stock options and restricted stock not yet recognized was $8.4 million at December 31, 2014, for which the weighted average remaining life was 1.7 years. | ||||||||||||||
Stock Options | ||||||||||||||
Stock options are awarded with an exercise price equal to the market price of the underlying stock on the date of grant, become fully exercisable three years after the date of grant and expire ten years after the date of grant. The fair value of stock option awards is estimated on the date of grant using a binomial option-pricing model that uses the assumptions noted in the following table: | ||||||||||||||
Valuation Assumptions | 2014 | 2013 | 2012 | |||||||||||
Risk-free interest rate | 2.73 | % | 2.02 | % | 1.99 | % | ||||||||
Expected volatility | 72 | % | 75.3 | % | 78.8 | % | ||||||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | ||||||||
Expected term | 5 yrs. | 5 yrs. | 5 yrs. | |||||||||||
The expected volatility is based upon the Company’s historical experience. The expected term represents the period of time that options granted are expected to be outstanding. The risk-free interest rate utilized for periods throughout the contractual life of the options are based on U.S. Treasury security yields at the time of grant. | ||||||||||||||
A summary of all stock option activity during 2014 is as follows: | ||||||||||||||
Weighted | ||||||||||||||
Weighted | Average | Aggregate | ||||||||||||
Average | Remaining | Intrinsic | ||||||||||||
Number of | Exercise | Contractual | Value ($ in | |||||||||||
Options | Price | Life | millions) | |||||||||||
Options Outstanding at December 31, 2013 | 1,999,688 | $ | 11.57 | 6 | $ | 4.4 | ||||||||
Granted | 200,720 | $ | 13.32 | |||||||||||
Exercised | -195,383 | $ | 9.83 | $ | 0.7 | |||||||||
Forfeited | -20,549 | $ | 10.46 | |||||||||||
Expired | -75,020 | $ | 22.7 | |||||||||||
Options Outstanding at December 31, 2014 | 1,909,456 | $ | 11.79 | 5.5 | $ | 3.3 | ||||||||
Options Exercisable at December 31, 2014 | 1,360,693 | $ | 12.01 | 4.4 | $ | 2.5 | ||||||||
During 2014, 2013 and 2012, the Company granted 200,720, 361,220, and 487,950 stock options with aggregate fair values on the date of grant of $1.7 million, $2.2 million and $3.4 million, respectively. The weighted average estimated fair value of the stock options granted in 2014, 2013 and 2012 were $8.34, $6.13 and $6.94 per stock option, respectively. The total intrinsic value of stock options exercised during 2014, 2013 and 2012 was $0.7 million, $0.3 million and $0.3 million, respectively. | ||||||||||||||
Restricted Stock | ||||||||||||||
Restricted stock awards vest over a period of one to three years and may be based on the achievement of specific financial performance metrics. These shares are valued at the market price on the date of grant, are forfeitable in the event of terminated employment prior to vesting and could include the right to vote and receive dividends. | ||||||||||||||
A summary of all restricted stock activity during 2014 is as follows: | ||||||||||||||
Weighted | ||||||||||||||
Average | ||||||||||||||
Number of | Grant Date | |||||||||||||
Shares | Fair Value | |||||||||||||
Restricted Stock Outstanding at December 31, 2013 | 1,146,931 | $ | 10.06 | |||||||||||
Granted | 572,052 | $ | 13.84 | |||||||||||
Vested | -392,470 | $ | 10.19 | |||||||||||
Forfeited | -37,744 | $ | 10.07 | |||||||||||
Restricted Stock Outstanding at December 31, 2014 | 1,288,769 | $ | 11.7 | |||||||||||
During 2014, 2013 and 2012, the Company granted 572,052, 521,181 and 404,250 shares of restricted stock, respectively, with aggregate fair values on the date of grant of $7.9 million, $5.0 million and $4.0 million, respectively. The total fair value of restricted stock that vested during 2014, 2013 and 2012 was $5.2 million, $0.6 million and $1.9 million, respectively. | ||||||||||||||
Cash-Settled Performance Units and Stock Appreciation Rights | ||||||||||||||
In March 2010, the Company awarded eligible employees 326,250 cash-settled stock appreciation rights and 434,661 cash-settled performance units. The stock appreciation rights vested in March 2013 and provided each participant with the right to receive payment in cash representing the appreciation in the market value of the Company’s common stock from the grant date to the award’s vesting date. The per share exercise price of a stock appreciation right is equal to the closing market price of the Company’s stock on the date of grant. As of December 31, 2013, all stock appreciation rights awarded by the Company were fully vested. The total fair value of cash-settled stock appreciation rights that vested in 2013 was $0.8 million. The performance units vested in March 2013 and provided each participant with the right to receive payments in cash for the lesser of the market value of the Company’s stock on the date of grant or the vesting date. As of December 31, 2013, all cash-settled performance units awarded by the Company were fully vested. The total fair value of cash-settled performance units that vested in 2013 was $3.0 million. The number of performance units actually awarded to eligible employees was based on the achievement of specific financial performance metrics. | ||||||||||||||
EMPLOYEE_SAVINGS_PLANS
EMPLOYEE SAVINGS PLANS | 12 Months Ended | |
Dec. 31, 2014 | ||
Employee Savings Plans [Abstract] | ||
EMPLOYEE SAVINGS PLANS | 10 | EMPLOYEE SAVINGS PLANS |
Substantially all of the Company’s employees are eligible to participate in a defined contribution plan under Section 401(k) of the Internal Revenue Code. The Company also provides a non-qualified defined contribution plan for senior management and certain key employees. Both plans provide for the Company to match, in cash, a percentage of each employee’s contributions up to certain limits. The Company’s matching contribution and related expense for these plans was approximately $5.3 million, $4.4 million, and $3.1 million for 2014, 2013, and 2012, respectively. | ||
INCOME_TAXES
INCOME TAXES | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Income Tax Disclosure [Abstract] | |||||||||||
INCOME TAXES | 11 | INCOME TAXES | |||||||||
a. | Income Before Income Taxes | ||||||||||
The consolidated income before income taxes for 2014, 2013 and 2012 consists of the following (in thousands): | |||||||||||
2014 | 2013 | 2012 | |||||||||
Domestic | $ | 98,246 | $ | 77,465 | $ | 48,533 | |||||
Foreign | 216 | 158 | 130 | ||||||||
Total income before income taxes | $ | 98,462 | $ | 77,623 | $ | 48,663 | |||||
b. | Income Tax Expense | ||||||||||
The consolidated income tax expense for 2014, 2013 and 2012 consists of the following components (in thousands): | |||||||||||
2014 | 2013 | 2012 | |||||||||
Current | |||||||||||
Federal | $ | 19,036 | $ | 197 | $ | - | |||||
State | 1,805 | 717 | 174 | ||||||||
Foreign | 118 | 130 | 141 | ||||||||
$ | 20,959 | $ | 1,044 | $ | 315 | ||||||
Deferred | |||||||||||
Federal | $ | 12,913 | $ | 26,753 | $ | -46,378 | |||||
State | 3,778 | 3,412 | -10,871 | ||||||||
Foreign | -118 | -115 | -34 | ||||||||
$ | 16,573 | $ | 30,050 | $ | -57,283 | ||||||
Total consolidated expense (benefit) | $ | 37,532 | $ | 31,094 | $ | -56,968 | |||||
The Company’s following table provides a reconciliation of differences from the U.S. Federal statutory rate of 35% as follows (in thousands): | |||||||||||
2014 | 2013 | 2012 | |||||||||
Pretax book income | $ | 98,462 | $ | 77,623 | $ | 48,663 | |||||
Federal tax expense at 35% statutory rate | 34,462 | 27,168 | 17,032 | ||||||||
State and local income taxes | 4,808 | 3,870 | 2,619 | ||||||||
Foreign tax rate differential | -206 | -41 | -14 | ||||||||
Benefit of domestic production deduction | -2,010 | - | - | ||||||||
Reversal of income tax valuation allowance against net deferred tax assets | - | - | -59,887 | ||||||||
Utilization of valuation allowance for net operating losses and credit carrryforwards - U.S. and states | -132 | - | -19,528 | ||||||||
Other | 610 | 97 | 2,810 | ||||||||
Total income tax expense (benefit) | $ | 37,532 | $ | 31,094 | $ | -56,968 | |||||
c. | Deferred Taxes | ||||||||||
The Company’s deferred income taxes are primarily due to temporary differences between financial and income tax reporting for the depreciation of property, plant and equipment, amortization of intangibles, compensation adjustments, inventory adjustments, other accrued liabilities and tax credits and losses carried forward. | |||||||||||
Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. During 2012, the Company utilized previously recognized net valuation allowances primarily due to accumulation of pretax income. Companies are required to assess whether valuation allowances should be established against their deferred tax assets based on the consideration of all available evidence, both positive and negative, using a “more likely than not” standard. In making such judgments, significant weight is given to evidence that can be objectively verified. | |||||||||||
The Company assesses, on a quarterly basis, the realizability of its deferred tax assets by evaluating all available evidence, both positive and negative, including: (1) the cumulative results of operations in recent years, (2) the nature of recent losses, (3) estimates of future taxable income, (4) the length of operating loss carryforward periods and (5) the uncertainty associated with a possible change in ownership, which imposes an annual limitation on the use of these carryforwards. | |||||||||||
By the end of 2012, management concluded that profitability in recent years and a business outlook showing continued profitability combined with a lengthy operating loss carryforward period, provided assurance that the future tax benefits more likely than not will be realized. Accordingly, during the fourth quarter of 2012, the Company released $59.9 million of valuation allowance against its net deferred tax assets, resulting in a benefit in the provision for income taxes. As of December 31, 2014 and 2013, the Company retained a valuation allowance of $1.3 and $1.4 million, respectively, against deferred tax assets related to various state and local operating loss carryforwards that are subject to restrictive rules for future utilization. | |||||||||||
As of December 31, 2014, the Company has no U.S. federal tax net operating loss carryforwards (“NOLs”). The Company has various multistate income tax net operating loss carryforwards, which have been recorded as a deferred income tax asset, of approximately $4 million, before valuation allowances. These net operating loss carryforwards will expire beginning in 2016, if unused. | |||||||||||
The components of deferred tax assets and deferred tax liabilities as of December 31, 2014 and 2013 were as follows (in thousands): | |||||||||||
2014 | 2013 | ||||||||||
Deferred tax assets | |||||||||||
Tax credits and loss carryforwards | $ | 2,550 | $ | 7,452 | |||||||
Accrued liabilities | 6,882 | 6,964 | |||||||||
Incentive compensation | 17,171 | 16,621 | |||||||||
Other | 5,551 | 4,736 | |||||||||
$ | 32,154 | $ | 35,773 | ||||||||
Deferred tax liabilities | |||||||||||
Property, plant and equipment | -2,858 | -295 | |||||||||
Intangibles | -5,565 | -4,993 | |||||||||
Prepaid assets | -638 | -690 | |||||||||
Convertible note discount | -5,117 | -6,585 | |||||||||
Other | -2,025 | -29 | |||||||||
$ | -16,203 | $ | -12,592 | ||||||||
Net deferred tax asset before valuation allowances and reserves | $ | 15,951 | $ | 23,181 | |||||||
Valuation allowances | -1,307 | -1,438 | |||||||||
Net deferred tax asset | $ | 14,644 | $ | 21,743 | |||||||
d. | Tax Reserves | ||||||||||
The Company’s policy with respect to interest and penalties associated with reserves or allowances for uncertain tax positions is to classify such interest and penalties in income tax expense in the Statements of Operations. As of December 31, 2014 and 2013, the total amount of unrecognized income tax benefits was approximately $11.0 million for each period, respectively, all of which, if recognized, would impact the effective income tax rate of the Company. As of December 31, 2014 and 2013, the Company had recorded a total of $0.3 and $0.4 million for each period respectively of accrued interest and penalties related to uncertain tax positions. The Company foresees no significant changes to the facts and circumstances underlying its reserves and allowances for uncertain income tax positions as reasonably possible during the next 12 months. As of December 31, 2014, the Company is subject to unexpired statutes of limitation for U.S. federal income taxes for the years 2002 through 2014. The Company is also subject to unexpired statutes of limitation for Indiana state income taxes for the years 2002 through 2014. | |||||||||||
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands) and all balances as of December 31, 2014 are included in either Other Noncurrent Liabilities or Current Deferred Income Taxes in the Company’s Consolidated Balance Sheet: | |||||||||||
Balance at January 1, 2013 | $ | 10,980 | |||||||||
Decrease in prior year tax positions | -9 | ||||||||||
Balance at December 31, 2013 | $ | 10,971 | |||||||||
Decrease in prior year tax positions | -323 | ||||||||||
Balance at December 31, 2014 | $ | 10,648 | |||||||||
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended | ||
Dec. 31, 2014 | |||
Commitments and Contingencies Disclosure [Abstract] | |||
COMMITMENTS AND CONTINGENCIES | 12 | COMMITMENTS AND CONTINGENCIES | |
a. | Litigation | ||
The Company is involved in a number of legal proceedings concerning matters arising in connection with the conduct of its business activities, and is periodically subject to governmental examinations (including by regulatory and tax authorities), and information gathering requests (collectively, "governmental examinations"). As of December 31, 2014, the Company was named as a defendant or was otherwise involved in numerous legal proceedings and governmental examinations in various jurisdictions, both in the United States and internationally. | |||
The Company has recorded liabilities for certain of its outstanding legal proceedings and governmental examinations. A liability is accrued when it is both (a) probable that a loss with respect to the legal proceeding has occurred and (b) the amount of loss can be reasonably estimated. The Company evaluates, on a quarterly basis, developments in legal proceedings and governmental examinations that could cause an increase or decrease in the amount of the liability that has been previously accrued. These legal proceedings, as well as governmental examinations, involve various lines of business of the Company and a variety of claims (including, but not limited to, common law tort, contract, antitrust and consumer protection claims), some of which present novel factual allegations and/or unique legal theories. While some matters pending against the Company specify the damages claimed by the plaintiff, many seek a not-yet-quantified amount of damages or are at very early stages of the legal process. Even when the amount of damages claimed against the Company are stated, the claimed amount may be exaggerated and/or unsupported. As a result, it is not currently possible to estimate a range of possible loss beyond previously accrued liabilities relating to some matters including those described below. Such previously accrued liabilities may not represent the Company's maximum loss exposure. The legal proceedings and governmental examinations underlying the estimated range will change from time to time and actual results may vary significantly from the currently accrued liabilities. | |||
Based on its current knowledge, and taking into consideration its litigation-related liabilities, the Company believes it is not a party to, nor is any of its properties the subject of, any pending legal proceeding or governmental examination other than the matters below, which are addressed individually, that would have a material adverse effect on the Company's consolidated financial condition or liquidity if determined in a manner adverse to the Company. However, in light of the uncertainties involved in such matters, the ultimate outcome of a particular matter could be material to the Company's operating results for a particular period depending on, among other factors, the size of the loss or liability imposed and the level of the Company's income for that period. Costs associated with the litigation and settlements of legal matters are reported within General and Administrative Expenses in the Consolidated Statements of Operations. | |||
Brazil Joint Venture | |||
In March 2001, Bernard Krone Indústria e Comércio de Máquinas Agrícolas Ltda. (“BK”) filed suit against the Company in the Fourth Civil Court of Curitiba in the State of Paraná, Brazil. Because of the bankruptcy of BK, this proceeding is now pending before the Second Civil Court of Bankruptcies and Creditors Reorganization of Curitiba, State of Paraná (No. 232/99). | |||
The case grows out of a joint venture agreement between BK and the Company related to marketing of RoadRailer trailers in Brazil and other areas of South America. When BK was placed into the Brazilian equivalent of bankruptcy late in 2000, the joint venture was dissolved. BK subsequently filed its lawsuit against the Company alleging that it was forced to terminate business with other companies because of the exclusivity and non-compete clauses purportedly found in the joint venture agreement. BK asserted damages, exclusive of any potentially court-imposed interest or inflation adjustments, of approximately R$20.8 million (Brazilian Reais). BK did not change the amount of damages it asserted following its filing of the case in 2001. | |||
A bench (non-jury) trial was held on March 30, 2010 in Curitiba, Paraná, Brazil. On November 22, 2011, the Fourth Civil Court of Curitiba partially granted BK’s claims, and ordered Wabash to pay BK lost profits, compensatory, economic and moral damages in excess of the amount of compensatory damages asserted by BK. The total ordered damages amount is approximately R$26.7 million (Brazilian Reais), which is approximately $10.0 million U.S. dollars using current exchange rates and exclusive of any potentially court-imposed interest, fees or inflation adjustments (which are currently estimated at a maximum of approximately $58 million, at current exchange rates, but may change with the passage of time and/or the discretion of the court at the time of final judgment in this matter). Due, in part, to the amount and type of damages awarded by the Fourth Civil Court of Curitiba, Wabash immediately filed for clarification of the judgment. The Fourth Civil Court has issued its clarification of judgment, leaving the underlying decision unchanged and referring the parties to the State of Paraná Court of Appeals for any further appeal of the decision. As such, Wabash filed its notice of appeal with the Court of Appeals, as well as its initial appeal papers, on April 22, 2013. The Court of Appeals has the authority to re-hear all facts presented to the lower court, as well as to reconsider the legal questions presented in the case, and to render a new judgment in the case without regard to the lower court’s findings. Pending outcome of this appeal process, the judgment is not enforceable by the plaintiff. Any ruling from the Court of Appeals is not expected before the second half of 2015, and, accordingly, the judgment rendered by the lower court cannot be enforced prior to that time, and may be overturned or reduced as a result of this process. The Company believes that the claims asserted by BK are without merit and it intends to continue to vigorously defend its position. The Company has not recorded a charge with respect to this loss contingency as of December 31, 2014. Furthermore, at this time, the Company does not have sufficient information to predict the ultimate outcome of the case and is unable to reasonably estimate the amount of any possible loss or range of loss that it may be required to pay at the conclusion of the case. The Company will reassess the need for the recognition of a loss contingency upon official assignment of the case in the Court of Appeals, upon a decision to settle this case with the plaintiffs or an internal decision as to an amount that the Company would be willing to settle or upon the outcome of the appeals process. | |||
Intellectual Property | |||
In October 2006, the Company filed a patent infringement suit against Vanguard National Corporation (“Vanguard”) regarding the Company’s U.S. Patent Nos. 6,986,546 and 6,220,651 in the U.S. District Court for the Northern District of Indiana (Civil Action No. 4:06-cv-135). The Company amended the Complaint in April 2007. In May 2007, Vanguard filed its Answer to the Amended Complaint, along with Counterclaims seeking findings of non-infringement, invalidity, and unenforceability of the subject patents. The Company filed a reply to Vanguard’s counterclaims in May 2007, denying any wrongdoing or merit to the allegations as set forth in the counterclaims. The case has currently been stayed by agreement of the parties while the U.S. Patent and Trademark Office (“Patent Office”) undertakes a reexamination of U.S. Patent Nos. 6,986,546. In June 2010, the Patent Office notified the Company that the reexamination is complete and the Patent Office has reissued U.S. Patent No. 6,986,546 without cancelling any claims of the patent. The parties have not yet petitioned the Court to lift the stay, and it is unknown at this time when the parties’ petition to lift the stay may be filed or granted. | |||
The Company believes that its claims against Vanguard have merit and that the claims asserted by Vanguard are without merit. The Company intends to vigorously defend its position and intellectual property. The Company believes that the resolution of this lawsuit will not have a material adverse effect on its financial position, liquidity or future results of operations. However, at this stage of the proceeding, no assurance can be given as to the ultimate outcome of the case. | |||
Walker Acquisition | |||
In connection with the Company’s acquisition of Walker in May 2012, there is an outstanding claim of approximately $2.9 million for unpaid benefits owed by the Seller that is currently in dispute and that is not expected to have a material adverse effect on the Company’s financial condition or results of operations. | |||
Environmental Disputes | |||
In August 2014, the Company was noticed as a potentially responsible party (“PRP”) by the South Carolina Department of Health and Environmental Control (“DHEC”) pertaining to the Philip Services Site located in Rock Hill, South Carolina pursuant to the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”) and corresponding South Carolina statutes. PRPs include parties identified through manifest records as having contributed to deliveries of hazardous substances to the Philip Services Site between 1979 and 1999. The DHEC’s allegation that the Company was a PRP arises out of four manifest entries in 1989 under the name of a company unaffiliated with Wabash National (or any of its former or current subsidiaries) that purport to be delivering a de minimis amount of hazardous waste to the Philip Services Site “c/o Wabash National Corporation.” As such, the Philip Services Site PRP Group (“PRP Group”) notified Wabash in August 2014 that is was offering the Company the opportunity to resolve any liabilities associated with the Philip Services Site by entering into a Cash Out and Reopener Settlement Agreement (the “Settlement Agreement”) with the PRP Group, as well as a Consent Decree with the DHEC. The Company has accepted an offer from the PRP Group to enter into the Settlement Agreement and Consent Decree, while reserving its rights to contest its liability for any deliveries of hazardous materials to the Philips Services Site. The requested settlement payment is immaterial to the Company’s financial conditions or operations, and as a result, if the Settlement Agreement and Consent Decree are finalized, the agreement to become a party to them is not expected to have a material adverse effect on the Company’s financial condition or results of operations. | |||
Bulk Tank International, S. de R.L. de C.V. (“Bulk”), one of the companies acquired in the Walker Acquisition, entered into agreements in 2011 with the Mexican federal environmental agency, PROFEPA, and the applicable state environmental agency, PROPAEG, pursuant to PROFEPA’s and PROPAEG’s respective environmental audit programs to resolve noncompliance with federal and state environmental laws at Bulk’s Guanajuato facility. Bulk completed all required corrective actions and received a Certification of Clean Industry from PROPAEG, and is seeking the same certification from PROFEPA, which the Company expects it will receive following the conclusion of a final audit process that occurred in December 2014. As a result, the Company does not expect that this matter will have a material adverse effect on its financial condition or results of operations. | |||
In January 2012, the Company was noticed as a PRP by the U.S. Environmental Protection Agency (“EPA”) and the Louisiana Department of Environmental Quality (“LDEQ”) pertaining to the Marine Shale Processors Site located in Amelia, Louisiana (“MSP Site”) pursuant to CERCLA and corresponding Louisiana statutes. PRPs include current and former owners and operators of facilities at which hazardous substances were allegedly disposed. The EPA’s allegation that the Company is a PRP arises out of one alleged shipment of waste to the MSP Site in 1992 from the Company’s branch facility in Dallas, Texas. As such, the MSP Site PRP Group notified the Company in January 2012 that, as a result of a March 18, 2009 Cooperative Agreement for Site Investigation and Remediation entered into between the MSP Site PRP Group and the LDEQ, the Company was being offered a “De Minimis Cash-Out Settlement” to contribute to the remediation costs, which would remain open until February 29, 2012. The Company chose not to enter into the settlement and has denied any liability. In addition, the Company has requested that the MSP Site PRP Group remove the Company from the list of PRPs for the MSP Site, based upon the following facts: the Company acquired this branch facility in 1997 – five years after the alleged shipment - as part of the assets the Company acquired out of the Fruehauf Trailer Corporation (“Fruehauf”) bankruptcy (Case No. 96-1563, United States Bankruptcy Court, District of Delaware (“Bankruptcy Court”)); as part of the Asset Purchase Agreement regarding the Company’s purchase of assets from Fruehauf, the Company did not assume liability for “Off-Site Environmental Liabilities,” which are defined to include any environmental claims arising out of the treatment, storage, disposal or other disposition of any Hazardous Substance at any location other than any of the acquired locations/assets; the Bankruptcy Court, in an Order dated May 26, 1999, also provided that, except for those certain specified liabilities assumed by the Company under the terms of the Asset Purchase Agreement, the Company and its subsidiaries shall not be subject to claims asserting successor liability; and the “no successor liability” language of the Asset Purchase Agreement and the Bankruptcy Court Order form the basis for the Company’s request that it be removed from the list of PRPs for the MSP Site. The MSP Site PRP Group is currently considering the Company’s request, but has provided no timeline to the Company for a response. However, the MSP Site PRP Group has agreed to indefinitely extend the time period by which the Company must respond to the De Minimis Cash-Out Settlement offer. The Company does not expect that this proceeding will have a material adverse effect on its financial condition or results of operations. | |||
In September 2003, the Company was noticed as a PRP by the EPA pertaining to the Motorola 52nd Street, Phoenix, Arizona Superfund Site (the “Superfund Site”) pursuant to CERCLA. The EPA’s allegation that the Company was a PRP arises out of the Company’s acquisition of a former branch facility located approximately five miles from the original Superfund Site. The Company acquired this facility in 1997, operated the facility until 2000, and sold the facility to a third party in 2002. In June 2010, the Company was contacted by the Roosevelt Irrigation District (“RID”) informing it that the Arizona Department of Environmental Quality (“ADEQ”) had approved a remediation plan in excess of $100 million for the RID portion of the Superfund Site, and demanded that the Company contribute to the cost of the plan or be named as a defendant in a CERCLA action to be filed in July 2010. The Company initiated settlement discussions with the RID and the ADEQ in July 2010 to provide a full release from the RID, and a covenant not-to-sue and contribution protection regarding the former branch property from the ADEQ, in exchange for payment from the Company. If the settlement is approved by all parties, it will prevent any third party from successfully bringing claims against the Company for environmental contamination relating to this former branch property. The Company has been awaiting approval from the ADEQ since the settlement was first proposed in July 2010. Based on communications with the RID and ADEQ in December 2014, the Company does not expect to receive a response regarding the approval of the settlement from the ADEQ for, at least, several additional months. Based upon the Company’s limited period of ownership of the former branch property, and the fact that it no longer owns the former branch property, it does not anticipate that the ADEQ will reject the proposed settlement, but no assurance can be given at this time as to the ADEQ’s response to the settlement proposal. The proposed settlement terms have been accrued and did not have a material adverse effect on the Company’s financial condition or results of operations, and the Company believes that any ongoing proceedings will not have a material adverse effect on the Company’s financial condition or results of operations. | |||
In January 2006, the Company received a letter from the North Carolina Department of Environment and Natural Resources indicating that a site that the Company formerly owned near Charlotte, North Carolina has been included on the state's October 2005 Inactive Hazardous Waste Sites Priority List. The letter states that the Company was being notified in fulfillment of the state's “statutory duty” to notify those who own and those who at present are known to be responsible for each Site on the Priority List. Following receipt of this notice, no action has ever been requested from the Company, and since 2006 the Company has not received any further communications regarding this matter from the state of North Carolina. The Company does not expect that this designation will have a material adverse effect on its financial condition or results of operations. | |||
b. | Environmental Litigation Commitments and Contingencies | ||
The Company generates and handles certain material, wastes and emissions in the normal course of operations that are subject to various and evolving federal, state and local environmental laws and regulations. | |||
The Company assesses its environmental liabilities on an on-going basis by evaluating currently available facts, existing technology, presently enacted laws and regulations as well as experience in past treatment and remediation efforts. Based on these evaluations, the Company estimates a lower and upper range for treatment and remediation efforts and recognizes a liability for such probable costs based on the information available at the time. As of December 31, 2014, in addition to a reserve of $0.2 million relating to the ADEQ proposed settlement discussed above, the Company had reserved estimated remediation costs of $0.6 million for activities at existing and former properties which are recorded within Other Accrued Liabilities in the Consolidated Balance Sheet. | |||
c. | Letters of Credit | ||
As of December 31, 2014, the Company had standby letters of credit totaling $6.2 million issued in connection with workers compensation claims and surety bonds. | |||
d. | Purchase Commitments | ||
The Company has $71.3 million in purchase commitments through December 2015 for various raw material commodities, including aluminum, steel, nickel and copper as well as other raw material components which are within normal production requirements. | |||
SEGMENTS_AND_RELATED_INFORMATI
SEGMENTS AND RELATED INFORMATION | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
SEGMENTS AND RELATED INFORMATION | 13 | SEGMENTS AND RELATED INFORMATION | |||||||||||||||
a. | Segment Reporting | ||||||||||||||||
The Company manages its business in three segments: Commercial Trailer Products, Diversified Products and Retail. The Commercial Trailer Products segment produces and sells new trailers to the Retail segment and to customers who purchase trailers directly from the Company or through independent dealers. The Diversified Products segment focuses on the Company’s commitment to expand its customer base, diversify its product offerings and revenues and extend its market leadership by leveraging its proprietary DuraPlate® panel technology, drawing on its core manufacturing expertise and making available products that are complementary to truck and tank trailers and transportation equipment. The Retail segment includes the sale of new and used trailers, as well as the sale of after-market parts and service, through its retail branch network. In the fourth quarter of 2014, the Company’s wood flooring production business that manufactures laminated hard wood oak products primarily for the van trailer business was reclassified from the Diversified Products segment to the Company’s Commercial Trailer Products segment due to a change in how that business is managed internally as managment intends to drive improvements in the synergies between these two businesses. Financial performances for each of the Company’s reporting segments have been restated to reflect these changes. | |||||||||||||||||
The accounting policies of the segments are the same as those described in the summary of significant accounting policies except that the Company evaluates segment performance based on income from operations. The Company has not allocated certain corporate related administrative costs, interest and income taxes included in the corporate and eliminations segment to the Company’s other reportable segment. The Company accounts for intersegment sales and transfers at cost plus a specified mark-up. The Company manages its assets and capital spending on a consolidated basis, not by operating segment, as the assets and capital spending of the Diversified Products segment are intermixed with those of the Commercial Trailer Products segment. Therefore, our chief operating decision maker does not review any asset or capital spending information by operating segment and, accordingly, we do not report asset or capital spending information by operating segment. Reportable segment information is as follows (in thousands): | |||||||||||||||||
Commercial | Diversified | Corporate and | |||||||||||||||
Trailer Products | Products | Retail | Eliminations | Consolidated | |||||||||||||
2014 | |||||||||||||||||
Net sales | |||||||||||||||||
External customers | $ | 1,221,040 | $ | 453,160 | $ | 189,115 | $ | - | $ | 1,863,315 | |||||||
Intersegment sales | 73,124 | 13,078 | 965 | -87,167 | $ | - | |||||||||||
Total net sales | $ | 1,294,164 | $ | 466,238 | $ | 190,080 | $ | -87,167 | $ | 1,863,315 | |||||||
Depreciation and amortization | 11,332 | 23,806 | 2,061 | 1,630 | 38,829 | ||||||||||||
Income (Loss) from operations | 81,141 | 54,879 | 3,785 | -17,419 | 122,386 | ||||||||||||
Reconciling items to net income | |||||||||||||||||
Interest expense | 22,165 | ||||||||||||||||
Other, net | 1,759 | ||||||||||||||||
Income tax expense | 37,532 | ||||||||||||||||
Net income | $ | 60,930 | |||||||||||||||
2013 | |||||||||||||||||
Net sales | |||||||||||||||||
External customers | $ | 1,010,736 | $ | 444,804 | $ | 180,146 | $ | - | $ | 1,635,686 | |||||||
Intersegment sales | 71,718 | 13,871 | 1,340 | -86,929 | $ | - | |||||||||||
Total net sales | $ | 1,082,454 | $ | 458,675 | $ | 181,486 | $ | -86,929 | $ | 1,635,686 | |||||||
Depreciation and amortization | 11,127 | 23,320 | 2,029 | 1,860 | 38,336 | ||||||||||||
Income (Loss) from operations | 57,543 | 59,126 | 2,885 | -16,363 | 103,191 | ||||||||||||
Reconciling items to net income | |||||||||||||||||
Interest expense | 26,308 | ||||||||||||||||
Other, net | -740 | ||||||||||||||||
Income tax expense | 31,094 | ||||||||||||||||
Net income | $ | 46,529 | |||||||||||||||
2012 | |||||||||||||||||
Net sales | |||||||||||||||||
External customers | $ | 995,164 | $ | 309,680 | $ | 157,010 | $ | - | $ | 1,461,854 | |||||||
Intersegment sales | 69,427 | 11,577 | 635 | -81,639 | $ | - | |||||||||||
Total net sales | $ | 1,064,591 | $ | 321,257 | $ | 157,645 | $ | -81,639 | $ | 1,461,854 | |||||||
Depreciation and amortization | 11,658 | 10,385 | 710 | 2,812 | 25,565 | ||||||||||||
Income (Loss) from operations | 52,242 | 44,573 | 2,922 | -29,253 | 70,484 | ||||||||||||
Reconciling items to net income | |||||||||||||||||
Interest expense | 21,724 | ||||||||||||||||
Other, net | 97 | ||||||||||||||||
Income tax benefit | -56,968 | ||||||||||||||||
Net income | $ | 105,631 | |||||||||||||||
b. | Customer Concentration | ||||||||||||||||
The Company is subject to a concentration of risk as the five largest customers together accounted for approximately 20%, 17% and 23% of the Company’s aggregate net sales in 2014, 2013 and 2012, respectively. In addition, for each of the last three years there were no customers whose revenue individually represented 10% or more of our aggregate net sales. International sales, primarily to Canadian customers, accounted for less than 10% in each of the last three years. | |||||||||||||||||
c. | Product Information | ||||||||||||||||
The Company offers products primarily in four general categories: (1) new trailers, (2) used trailers, (3) components, parts and service and (4) equipment and other. The following table sets forth the major product categories and their percentage of consolidated net sales (dollars in thousands): | |||||||||||||||||
Commercial | Diversified | ||||||||||||||||
Year ended December 31, | Trailer Products | Products | Retail | Consolidated | |||||||||||||
2014 | $ | $ | $ | $ | % | ||||||||||||
New trailers | 1,177,402 | 227,382 | 89,041 | 1,493,825 | 80.2 | ||||||||||||
Used trailers | 23,576 | 4,593 | 16,946 | 45,115 | 2.4 | ||||||||||||
Components, parts and service | 3,077 | 87,942 | 79,570 | 170,589 | 9.2 | ||||||||||||
Equipment and other | 16,985 | 133,243 | 3,558 | 153,786 | 8.2 | ||||||||||||
Total net external sales | 1,221,040 | 453,160 | 189,115 | 1,863,315 | 100 | ||||||||||||
Commercial | Diversified | ||||||||||||||||
Trailer Products | Products | Retail | Consolidated | ||||||||||||||
2013 | $ | $ | $ | $ | % | ||||||||||||
New trailers | 959,116 | 204,812 | 82,995 | 1,246,923 | 76.2 | ||||||||||||
Used trailers | 33,443 | 3,158 | 12,814 | 49,415 | 3 | ||||||||||||
Components, parts and service | 7,387 | 92,869 | 80,070 | 180,326 | 11 | ||||||||||||
Equipment and other | 10,790 | 143,965 | 4,267 | 159,022 | 9.8 | ||||||||||||
Total net external sales | 1,010,736 | 444,804 | 180,146 | 1,635,686 | 100 | ||||||||||||
Commercial | Diversified | ||||||||||||||||
Trailer Products | Products | Retail | Consolidated | ||||||||||||||
2012 | $ | $ | $ | $ | % | ||||||||||||
New trailers | 959,094 | 131,236 | 73,524 | 1,163,854 | 79.6 | ||||||||||||
Used trailers | 23,534 | 1,887 | 14,762 | 40,183 | 2.7 | ||||||||||||
Components, parts and service | 2,323 | 64,145 | 65,279 | 131,747 | 9 | ||||||||||||
Equipment and other | 10,213 | 112,412 | 3,445 | 126,070 | 8.7 | ||||||||||||
Total net external sales | 995,164 | 309,680 | 157,010 | 1,461,854 | 100 | ||||||||||||
CONSOLIDATED_QUARTERLY_FINANCI
CONSOLIDATED QUARTERLY FINANCIAL DATA | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Quarterly Financial Data [Abstract] | ||||||||||||||
CONSOLIDATED QUARTERLY FINANCIAL DATA | 14 | CONSOLIDATED QUARTERLY FINANCIAL DATA (UNAUDITED) | ||||||||||||
The following is a summary of the unaudited quarterly results of operations for fiscal years 2014, 2013 and 2012 (dollars in thousands, except per share amounts): | ||||||||||||||
First | Second | Third | Fourth | |||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||
2014 | ||||||||||||||
Net sales | $ | 358,120 | $ | 486,021 | $ | 491,697 | $ | 527,477 | ||||||
Gross profit | 46,672 | 61,613 | 61,628 | 62,721 | ||||||||||
Net income | 7,296 | 16,239 | 18,307 | 19,088 | ||||||||||
Basic net income per share | 0.11 | 0.23 | 0.26 | 0.28 | ||||||||||
Diluted net income per share(3) | 0.1 | 0.23 | 0.25 | 0.27 | ||||||||||
2013 | ||||||||||||||
Net sales | $ | 324,229 | $ | 413,126 | $ | 439,977 | $ | 458,354 | ||||||
Gross profit | 42,186 | 58,853 | 61,497 | 52,587 | ||||||||||
Net income(1) | 5,735 | 14,135 | 16,236 | 10,423 | ||||||||||
Basic net income per share | 0.08 | 0.2 | 0.24 | 0.15 | ||||||||||
Diluted net income per share(3) | 0.08 | 0.2 | 0.23 | 0.15 | ||||||||||
2012 | ||||||||||||||
Net sales | $ | 277,682 | $ | 362,408 | $ | 405,917 | $ | 415,847 | ||||||
Gross profit | 19,729 | 39,681 | 50,074 | 54,339 | ||||||||||
Net income(1)(2) | 5,064 | 1,942 | 18,441 | 80,184 | ||||||||||
Basic and diluted net income per share(3) | 0.07 | 0.03 | 0.27 | 1.16 | ||||||||||
-1 | Net income includes pre-tax charges of $0.6 million, $0.2 million and less than $0.1 million for the first, second and third quarters of 2013, respectively, and $1.7 million, $13.6 million, $2.4 million and $0.5 million for the first, second, third and fourth quarters of 2012, respectively, in connection with acquisition related charges associated with the Company’s acquisition of Walker as well as the purchase of certain assets of Beall. | |||||||||||||
-2 | Net income for the fourth quarter of 2012 includes an income tax benefit of $59.0 million primarily related to the reversal of a U.S. valuation allowance against its deferred tax assets. | |||||||||||||
-3 | Basic and diluted net income per share is computed independently for each of the quarters presented. Therefore, the sum of the quarterly net income per share may differ from annual net income per share due to rounding. | |||||||||||||
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Basis of Consolidation | a. | Basis of Consolidation | |||||||||||
The consolidated financial statements reflect the accounts of the Company and its wholly-owned and majority-owned subsidiaries. All significant intercompany profits, transactions and balances have been eliminated in consolidation. | |||||||||||||
Use of Estimates | b. | Use of Estimates | |||||||||||
The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that directly affect the amounts reported in its consolidated financial statements and accompanying notes. Actual results could differ from these estimates. | |||||||||||||
Revenue Recognition | c. | Revenue Recognition | |||||||||||
The Company recognizes revenue from the sale of its products when the customer has made a fixed commitment to purchase a product for a fixed or determinable price, collection is reasonably assured under the Company’s normal billing and credit terms and ownership and all risk of loss has been transferred to the buyer, which is normally upon shipment to or pick up by the customer. Revenues on certain long-term contracts are recorded on a percentage of completion method, measured by the actual labor incurred to the estimated total labor for each project. Revenues exclude all taxes collected from the customer. Shipping and handling fees are included in Net Sales and the associated costs included in Cost of Sales in the Consolidated Statements of Operations. | |||||||||||||
Used Trailer Trade Commitments and Residual Value Guarantees | d. | Used Trailer Trade Commitments and Residual Value Guarantees | |||||||||||
The Company has commitments with certain customers to accept used trailers on trade for new trailer purchases. These commitments arise in the normal course of business related to future new trailer orders at the time a new trailer order is placed by the customer. The Company acquired used trailers on trade of approximately $26.8 million, $26.2 million and $19.5 million in 2014, 2013 and 2012, respectively. As of December 31, 2014 and 2013, the Company had approximately $10.0 million and $15.6 million, respectively, of outstanding trade commitments. On occasion, the amount of the trade allowance provided for in the used trailer commitments, or cost, may exceed the net realizable value of the underlying used trailer. In these instances, the Company’s policy is to recognize the loss related to these commitments at the time the new trailer revenue is recognized. Net realizable value of used trailers is measured considering market sales data for comparable types of trailers. The net realizable value of the used trailers subject to the remaining outstanding trade commitments was estimated by the Company to be approximately $10.0 million and $15.3 million as of December 31, 2014 and 2013, respectively. | |||||||||||||
Cash and Cash Equivalents | e. | Cash and Cash Equivalents | |||||||||||
Cash and cash equivalents include all highly liquid investments with a maturity of three months or less at the time of purchase. | |||||||||||||
Accounts Receivable | f. | Accounts Receivable | |||||||||||
Accounts receivable are shown net of allowance for doubtful accounts and primarily include trade receivables. The Company records and maintains a provision for doubtful accounts for customers based upon a variety of factors including the Company’s historical collection experience, the length of time the account has been outstanding and the financial condition of the customer. If the circumstances related to specific customers were to change, the Company’s estimates with respect to the collectability of the related accounts could be further adjusted. The Company’s policy is to write-off receivables when they are determined to be uncollectible. Provisions to the allowance for doubtful accounts are charged to both General and Administrative Expenses and Selling Expenses in the Consolidated Statements of Operations. The following table presents the changes in the allowance for doubtful accounts (in thousands): | |||||||||||||
Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Balance at beginning of year | $ | 2,058 | $ | 858 | $ | 1,233 | |||||||
Provision | 178 | 908 | -153 | ||||||||||
Write-offs, net of recoveries | -1,189 | 292 | -222 | ||||||||||
Balance at end of year | $ | 1,047 | $ | 2,058 | $ | 858 | |||||||
Inventories | g. | Inventories | |||||||||||
Inventories are stated at the lower of cost, determined on the first-in, first-out (FIFO) method, or market. The cost of manufactured inventory includes raw material, labor and overhead. Inventories consist of the following (in thousands): | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Raw materials and components | $ | 63,847 | $ | 54,699 | |||||||||
Work in progress | 23,145 | 20,749 | |||||||||||
Finished goods | 68,923 | 82,673 | |||||||||||
Aftermarket parts | 8,446 | 10,389 | |||||||||||
Used trailers | 12,783 | 15,663 | |||||||||||
$ | 177,144 | $ | 184,173 | ||||||||||
Prepaid Expenses and Other | h. | Prepaid Expenses and Other | |||||||||||
Prepaid expenses and other as of December 31, 2014 and 2013 were $10.2 million and $9.6 million, respectively. Prepaid expenses and other primarily includes items such as insurance premiums, maintenance agreements and other receivables. Insurance premiums and maintenance agreements are charged to expense over the contractual life, which is generally one year or less. Other receivables primarily consist of costs in excess of billings on long-term contracts for which the Company recognizes revenue on a percentage of completion basis. | |||||||||||||
Property, Plant and Equipment | i. | Property, Plant and Equipment | |||||||||||
Property, plant and equipment are recorded at cost, net of accumulated depreciation. Maintenance and repairs are charged to expense as incurred, while expenditures that extend the useful life of an asset are capitalized. Depreciation is recorded using the straight-line method over the estimated useful lives of the depreciable assets. The estimated useful lives are up to 33 years for buildings and building improvements and range from three to ten years for machinery and equipment. Depreciation expense, which is recorded in Cost of Sales and General and Administrative Expenses in the Consolidated Statements of Operations, as appropriate, on property, plant and equipment was $16.5 million, $15.7 million and $12.7 million in 2014, 2013 and 2012, respectively, and includes amortization of assets recorded in connection with the Company’s capital lease agreements. In connection with the purchase of certain assets of Beall in February 2013, the Company entered into a separate ten-year capital lease agreement for Beall’s manufacturing facility in Portland, Oregon, with an obligation totaling $4.3 million. As of December 31, 2014 and 2013, the assets related to the Company’s capital lease agreements are recorded within Property, Plant and Equipment in the Consolidated Balance Sheet for the amount of $10.2 million and $10.9 million, respectively, net of accumulated depreciation of $3.7 million and $2.4 million, respectively. | |||||||||||||
Property, plant and equipment consist of the following (in thousands): | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Land | $ | 25,982 | $ | 26,398 | |||||||||
Buildings and building improvements | 115,856 | 112,208 | |||||||||||
Machinery and equipment | 210,488 | 200,567 | |||||||||||
Construction in progress | 10,518 | 9,543 | |||||||||||
$ | 362,844 | $ | 348,716 | ||||||||||
Less: accumulated depreciation | -219,952 | -206,634 | |||||||||||
$ | 142,892 | $ | 142,082 | ||||||||||
Intangible Assets | j. | Intangible Assets | |||||||||||
As of December 31, 2014, the balances of intangible assets, other than goodwill, were as follows (in thousands): | |||||||||||||
Weighted Average | Gross Intangible | Accumulated | Net Intangible | ||||||||||
Amortization Period | Assets | Amortization | Assets | ||||||||||
Tradenames and trademarks | 20 years | $ | 39,222 | $ | -8,252 | $ | 30,970 | ||||||
Customer relationships | 10 years | 151,839 | -58,534 | 93,305 | |||||||||
Technology | 12 years | 16,517 | -3,692 | 12,825 | |||||||||
Total | 12 years | $ | 207,578 | $ | -70,478 | $ | 137,100 | ||||||
As of December 31, 2013, the balances of intangible assets, other than goodwill, were as follows (in thousands): | |||||||||||||
Weighted Average | Gross Intangible | Accumulated | Net Intangible | ||||||||||
Amortization Period | Assets | Amortization | Assets | ||||||||||
Tradenames and trademarks | 20 years | $ | 39,222 | $ | -6,291 | $ | 32,931 | ||||||
Customer relationships | 10 years | 152,109 | -40,112 | 111,997 | |||||||||
Technology | 12 years | 16,517 | -2,264 | 14,253 | |||||||||
Total | 12 years | $ | 207,848 | $ | -48,667 | $ | 159,181 | ||||||
Intangible asset amortization expense was $21.9 million, $21.8 million and $10.6 million for 2014, 2013 and 2012, respectively. Annual intangible asset amortization expense for the next 5 fiscal years is estimated to be $21.3 million in 2015; $20.1 million in 2016; $16.9 million in 2017; $15.5 million in 2018 and $14.6 million in 2019. | |||||||||||||
Goodwill | k. | Goodwill | |||||||||||
The changes in the carrying amounts of goodwill, all of which is included in the Company’s Diversified Products segment as of December 31, 2014, except for approximately $9.9 million allocated to the Company’s Retail segment, for the years ended December 31, 2014 and 2013 were as follows (in thousands): | |||||||||||||
Balance as of December 31, 2012 | $ | 146,444 | |||||||||||
Goodwill acquired | 1,784 | ||||||||||||
Walker acquisition adjustment | 2,054 | ||||||||||||
Effects of foreign currency | -315 | ||||||||||||
Balance as of December 31, 2013 | $ | 149,967 | |||||||||||
Goodwill disposed | -500 | ||||||||||||
Effects of foreign currency | 136 | ||||||||||||
Balance as of December 31, 2014 | $ | 149,603 | |||||||||||
Goodwill represents the excess purchase price over fair value of the net assets acquired. The Company reviews goodwill for impairment, at the reporting unit level, annually on October 1 and whenever events or changes in circumstances indicate its carrying value may not be recoverable. In accordance with ASC 350, Intangibles – Goodwill and Other, goodwill is reviewed for impairment utilizing either a qualitative assessment or a two-step quantitative process. The Company has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events or circumstances, the Company determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the two-step impairment test is unnecessary. | |||||||||||||
For reporting units in which the Company performs a quantitative analysis, the first step compares the carrying value, including goodwill, of each reporting unit with its estimated fair value. If the fair value of the reporting unit exceeds its carrying value, the goodwill is not considered impaired. If the carrying value is greater than the fair value, this suggests that an impairment may exist and a second step is required in which the implied fair value of goodwill is calculated as the excess of the fair value of the reporting unit over the fair values assigned to its assets and liabilities. If this implied fair value is less than the carrying value, the difference is recognized as an impairment loss charged to the reporting unit. In assessing goodwill using this quantitative approach, the Company establishes fair value for the purpose of impairment testing by averaging the fair value using an income and market approach. The income approach employs a discounted cash flow model incorporating similar pricing concepts used to calculate fair value in an acquisition due diligence process and a discount rate that takes into account the Company’s estimated average cost of capital. The market approach employs market multiples based on comparable publicly traded companies in similar industries as the reporting unit. Estimates of fair value are established using current and forward multiples adjusted for size and performance of the reporting unit relative to peer companies. | |||||||||||||
In assessing the qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company assesses relevant events and circumstances that may impact the fair value and the carrying amount of the reporting unit. The identification of relevant events and circumstances and how these may impact a reporting unit's fair value or carrying amount involve significant judgments and assumptions. The judgments and assumptions include the identification of macroeconomic conditions, industry and market conditions, cost factors, overall financial performance and Company specific events and making the assessment on whether each relevant factor will impact the impairment test positively or negatively and the magnitude of any such impact. | |||||||||||||
For 2014, the Company completed its goodwill impairment testing during the fourth quarter using the quantitative approach. For 2013 and 2012, the Company completed its testing using the qualitative assessment. Based on the testing performed in each of these years, the Company believes it is more likely than not that the fair value of its reporting units are greater than their carrying amount. As such, no impairment of goodwill was recognized in 2014, 2013 or 2012. Furthermore, in 2014, the Company’s Retail reporting unit recognized a partial disposal of goodwill in the amount of $0.5 million resulting from the transitioning of three Retail branch locations to independent dealer facilities during the second quarter of 2014. | |||||||||||||
Other Assets | l. | Other Assets | |||||||||||
The Company capitalizes the cost of computer software developed or obtained for internal use. Capitalized software is amortized using the straight-line method over three to seven years. As of December 31, 2014 and 2013, the Company had software costs, net of amortization, of $2.2 million and $0.2 million, respectively. Amortization expense for 2014, 2013 and 2012 was $0.5 million, $0.7 million and $2.3 million, respectively. | |||||||||||||
Long-Lived Assets | m. | Long-Lived Assets | |||||||||||
Long-lived assets, consisting primarily of intangible assets and property, plant and equipment, are reviewed for impairment whenever facts and circumstances indicate that the carrying amount may not be recoverable. Specifically, this process involves comparing an asset’s carrying value to the estimated undiscounted future cash flows the asset is expected to generate over its remaining life. If this process were to result in the conclusion that the carrying value of a long-lived asset would not be recoverable, a write-down of the asset to fair value would be recorded through a charge to operations. Fair value is determined based upon discounted cash flows or appraisals as appropriate. | |||||||||||||
Other Accrued Liabilities | n. | Other Accrued Liabilities | |||||||||||
The following table presents the major components of Other Accrued Liabilities (in thousands): | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Payroll and related taxes | $ | 30,362 | $ | 29,399 | |||||||||
Customer deposits | 21,680 | 30,730 | |||||||||||
Warranty | 15,462 | 14,719 | |||||||||||
Accrued taxes | 8,371 | 8,520 | |||||||||||
Self-insurance | 7,543 | 9,419 | |||||||||||
All other | 5,272 | 6,571 | |||||||||||
$ | 88,690 | $ | 99,358 | ||||||||||
The following table presents the changes in the product warranty accrual included in Other Accrued Liabilities (in thousands): | |||||||||||||
2014 | 2013 | ||||||||||||
Balance as of January 1 | $ | 14,719 | $ | 14,886 | |||||||||
Provision for warranties issued in current year | 7,058 | 6,269 | |||||||||||
Recovery of pre-existing warranties | -296 | -779 | |||||||||||
Payments | -6,019 | -5,657 | |||||||||||
Balance as of December 31 | $ | 15,462 | $ | 14,719 | |||||||||
The Company offers a limited warranty for its products with a coverage period that ranges between one and five years, except that the coverage period for DuraPlate® trailer panels beginning with those panels manufactured in 2005 or after is ten years. The Company passes through component manufacturers’ warranties to our customers. The Company’s policy is to accrue the estimated cost of warranty coverage at the time of the sale. | |||||||||||||
The following table presents the changes in the self-insurance accrual included in Other Accrued Liabilities (in thousands): | |||||||||||||
Self-Insurance | |||||||||||||
Accrual | |||||||||||||
Balance as of January 1, 2013 | $ | 7,711 | |||||||||||
Expense | 38,467 | ||||||||||||
Payments | -36,759 | ||||||||||||
Balance as of December 31, 2013 | $ | 9,419 | |||||||||||
Expense | 35,555 | ||||||||||||
Payments | -37,431 | ||||||||||||
Balance as of December 31, 2014 | $ | 7,543 | |||||||||||
The Company is self-insured up to specified limits for medical and workers’ compensation coverage. The self-insurance reserves have been recorded to reflect the undiscounted estimated liabilities, including claims incurred but not reported, as well as catastrophic claims as appropriate. | |||||||||||||
Income Taxes | o. | Income Taxes | |||||||||||
The Company determines its provision or benefit for income taxes under the asset and liability method. The asset and liability method measures the expected tax impact at current enacted rates of future taxable income or deductions resulting from differences in the tax and financial reporting basis of assets and liabilities reflected in the Consolidated Balance Sheets. Future tax benefits of tax losses and credit carryforwards are recognized as deferred tax assets. Deferred tax assets are reduced by a valuation allowance to the extent management determines that it is more-likely-than-not the Company would not realize the value of these assets. | |||||||||||||
The Company accounts for income tax contingencies by prescribing a “more-likely-than-not” recognition threshold that a tax position is required to meet before being recognized in the financial statements. | |||||||||||||
Concentration of Credit Risk | p. | Concentration of Credit Risk | |||||||||||
Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash, cash equivalents and customer receivables. We place our cash and cash equivalents with high quality financial institutions. Generally, we do not require collateral or other security to support customer receivables. | |||||||||||||
Research and Development | q. | Research and Development | |||||||||||
Research and development expenses are charged to earnings as incurred and were $1.7 million, $2.2 million and $1.7 million in 2014, 2013 and 2012, respectively. | |||||||||||||
New Accounting Pronouncements | r. | New Accounting Pronouncements | |||||||||||
In July 2013, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2013-11, Presentation of an Unrecognized Tax Benefit when a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. This ASU requires an entity to present unrecognized tax benefits as a reduction to deferred tax assets when a net operating loss carryforward, similar tax loss or a tax credit carryforward exists, with limited exceptions. ASU 2013-11 became effective for fiscal years beginning on or after December 15, 2013, and for interim periods within those fiscal years. The adoption did not have a material effect on the Company’s audited consolidated financial statements. | |||||||||||||
In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in Accounting Standards Codification (“ASC”) 605, Revenue Recognition. This ASU is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The ASU also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. The effective date will be the first quarter of fiscal year 2017 using one of two retrospective application methods. The Company is currently assessing the potential impact of the adoption of ASU 2014-09 on its financial statements and related disclosures and has not yet decided on a transition method. | |||||||||||||
In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements – Going Concern, which requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and provide related footnote disclosures. The guidance is effective for annual and interim reporting periods beginning on or after December 15, 2016. Early adoption is permitted for financial statements that have not been previously issued. The standard allows for either a full retrospective or modified retrospective transition method. The Company does not expect this standard to have a material impact on the Company’s financial statements upon adoption. | |||||||||||||
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Changes in the Allowance for Doubtful Accounts | The following table presents the changes in the allowance for doubtful accounts (in thousands): | ||||||||||||
Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Balance at beginning of year | $ | 2,058 | $ | 858 | $ | 1,233 | |||||||
Provision | 178 | 908 | -153 | ||||||||||
Write-offs, net of recoveries | -1,189 | 292 | -222 | ||||||||||
Balance at end of year | $ | 1,047 | $ | 2,058 | $ | 858 | |||||||
Cost of Manufactured Inventory Includes Raw Material, Labor and Overhead | The cost of manufactured inventory includes raw material, labor and overhead. Inventories consist of the following (in thousands): | ||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Raw materials and components | $ | 63,847 | $ | 54,699 | |||||||||
Work in progress | 23,145 | 20,749 | |||||||||||
Finished goods | 68,923 | 82,673 | |||||||||||
Aftermarket parts | 8,446 | 10,389 | |||||||||||
Used trailers | 12,783 | 15,663 | |||||||||||
$ | 177,144 | $ | 184,173 | ||||||||||
Property, Plant and Equipment | Property, plant and equipment consist of the following (in thousands): | ||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Land | $ | 25,982 | $ | 26,398 | |||||||||
Buildings and building improvements | 115,856 | 112,208 | |||||||||||
Machinery and equipment | 210,488 | 200,567 | |||||||||||
Construction in progress | 10,518 | 9,543 | |||||||||||
$ | 362,844 | $ | 348,716 | ||||||||||
Less: accumulated depreciation | -219,952 | -206,634 | |||||||||||
$ | 142,892 | $ | 142,082 | ||||||||||
Schedule of Finite-Lived Intangible Assets | As of December 31, 2014, the balances of intangible assets, other than goodwill, were as follows (in thousands): | ||||||||||||
Weighted Average | Gross Intangible | Accumulated | Net Intangible | ||||||||||
Amortization Period | Assets | Amortization | Assets | ||||||||||
Tradenames and trademarks | 20 years | $ | 39,222 | $ | -8,252 | $ | 30,970 | ||||||
Customer relationships | 10 years | 151,839 | -58,534 | 93,305 | |||||||||
Technology | 12 years | 16,517 | -3,692 | 12,825 | |||||||||
Total | 12 years | $ | 207,578 | $ | -70,478 | $ | 137,100 | ||||||
As of December 31, 2013, the balances of intangible assets, other than goodwill, were as follows (in thousands): | |||||||||||||
Weighted Average | Gross Intangible | Accumulated | Net Intangible | ||||||||||
Amortization Period | Assets | Amortization | Assets | ||||||||||
Tradenames and trademarks | 20 years | $ | 39,222 | $ | -6,291 | $ | 32,931 | ||||||
Customer relationships | 10 years | 152,109 | -40,112 | 111,997 | |||||||||
Technology | 12 years | 16,517 | -2,264 | 14,253 | |||||||||
Total | 12 years | $ | 207,848 | $ | -48,667 | $ | 159,181 | ||||||
Schedule of Goodwill | The changes in the carrying amounts of goodwill, all of which is included in the Company’s Diversified Products segment as of December 31, 2014, except for approximately $9.9 million allocated to the Company’s Retail segment, for the years ended December 31, 2014 and 2013 were as follows (in thousands): | ||||||||||||
Balance as of December 31, 2012 | $ | 146,444 | |||||||||||
Goodwill acquired | 1,784 | ||||||||||||
Walker acquisition adjustment | 2,054 | ||||||||||||
Effects of foreign currency | -315 | ||||||||||||
Balance as of December 31, 2013 | $ | 149,967 | |||||||||||
Goodwill disposed | -500 | ||||||||||||
Effects of foreign currency | 136 | ||||||||||||
Balance as of December 31, 2014 | $ | 149,603 | |||||||||||
Major components of Other Accrued Liabilities | The following table presents the major components of Other Accrued Liabilities (in thousands): | ||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Payroll and related taxes | $ | 30,362 | $ | 29,399 | |||||||||
Customer deposits | 21,680 | 30,730 | |||||||||||
Warranty | 15,462 | 14,719 | |||||||||||
Accrued taxes | 8,371 | 8,520 | |||||||||||
Self-insurance | 7,543 | 9,419 | |||||||||||
All other | 5,272 | 6,571 | |||||||||||
$ | 88,690 | $ | 99,358 | ||||||||||
Changes in the Product Warranty Accrual Included in Other Accrued Liabilities | The following table presents the changes in the product warranty accrual included in Other Accrued Liabilities (in thousands): | ||||||||||||
2014 | 2013 | ||||||||||||
Balance as of January 1 | $ | 14,719 | $ | 14,886 | |||||||||
Provision for warranties issued in current year | 7,058 | 6,269 | |||||||||||
Recovery of pre-existing warranties | -296 | -779 | |||||||||||
Payments | -6,019 | -5,657 | |||||||||||
Balance as of December 31 | $ | 15,462 | $ | 14,719 | |||||||||
Changes in the Self-Insurance Accrual Included in Other Accrued Liabilities | The following table presents the changes in the self-insurance accrual included in Other Accrued Liabilities (in thousands): | ||||||||||||
Self-Insurance | |||||||||||||
Accrual | |||||||||||||
Balance as of January 1, 2013 | $ | 7,711 | |||||||||||
Expense | 38,467 | ||||||||||||
Payments | -36,759 | ||||||||||||
Balance as of December 31, 2013 | $ | 9,419 | |||||||||||
Expense | 35,555 | ||||||||||||
Payments | -37,431 | ||||||||||||
Balance as of December 31, 2014 | $ | 7,543 | |||||||||||
ACQUISITION_Tables
ACQUISITION (Tables) | 12 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Purchase Price Allocation | The aggregate purchase price of $377.0 million was allocated to the opening balance sheet of Walker at May 8, 2012, the date of acquisition, as follows (in thousands): | ||||||
Cash | $ | 10,982 | |||||
Current assets | 93,409 | ||||||
Property, plant and equipment | 32,541 | ||||||
Intangibles | 162,800 | ||||||
Deferred income taxes | 4,640 | ||||||
Goodwill | 148,498 | ||||||
Total assets | $ | 452,870 | |||||
Current liabilities | $ | -74,722 | |||||
Deferred income taxes | -1,100 | ||||||
Total liabilities | $ | -75,822 | |||||
$ | 377,048 | ||||||
Acquisition, net of cash acquired | $ | 366,066 | |||||
Intangible Assets | Intangible assets of $162.8 million were recorded as a result of the acquisition. The intangible assets consist of the following (in thousands): | ||||||
Amount | Useful Life | ||||||
Backlog | $ | 900 | Less than 1 year | ||||
Tradenames and Trademarks | 27,600 | 20 years | |||||
Technology | 15,300 | 12 years | |||||
Customer relationships | 119,000 | 10 years | |||||
$ | 162,800 | ||||||
Unaudited Pro Forma Information | The following unaudited pro forma information is shown below as if the acquisition of Walker had been completed as of the beginning of the earliest period presented (in thousands, except per share amounts): | ||||||
Twelve Months Ended | |||||||
December 31, 2012 | |||||||
Sales | $ | 1,597,920 | |||||
Operating income | $ | 98,019 | |||||
Net income | $ | 123,030 | |||||
Basic net income per share | $ | 1.79 | |||||
Diluted net income per share | $ | 1.78 | |||||
Beall Corporation [Member] | |||||||
Purchase Price Allocation | The aggregate consideration paid by the Company for the acquired assets and the assumed liabilities was $13.9 million and was allocated to the opening balance sheet as follows (in thousands): | ||||||
Current assets | $ | 1,035 | |||||
Property, plant and equipment | 2,714 | ||||||
Intangibles | 8,860 | ||||||
Goodwill | 1,784 | ||||||
Total assets | $ | 14,393 | |||||
Current liabilities | $ | -462 | |||||
Total liabilities | $ | -462 | |||||
Acquisition | $ | 13,931 | |||||
Intangible Assets | The intangible assets consist of the following (in thousands): | ||||||
Amount | Useful Life | ||||||
Tradenames and Trademarks | $ | 1,622 | 20 years | ||||
Technology | 1,217 | 8 years | |||||
Customer relationships | 6,021 | 8 years | |||||
$ | 8,860 | ||||||
PER_SHARE_OF_COMMON_STOCK_Tabl
PER SHARE OF COMMON STOCK (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Earnings Per Share [Abstract] | |||||||||||
Computation of Basic and Diluted Net Income (Loss) Per Share | The calculation of basic and diluted net income per share is determined using net income applicable to common stockholders as the numerator and the number of shares included in the denominator as follows (in thousands, except per share amounts): | ||||||||||
Years Ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Basic net income per share | |||||||||||
Net income applicable to common stockholders | $ | 60,930 | $ | 46,529 | $ | 105,631 | |||||
Undistributed earnings allocated to participating securities | -481 | -457 | -904 | ||||||||
Net income applicable to common stockholders excluding amounts applicable to participating securities | $ | 60,449 | $ | 46,072 | $ | 104,727 | |||||
Weighted average common shares outstanding | 68,895 | 68,460 | 68,325 | ||||||||
Basic net income per share | $ | 0.88 | $ | 0.67 | $ | 1.53 | |||||
Diluted net income per share: | |||||||||||
Net income applicable to common stockholders | $ | 60,930 | $ | 46,529 | $ | 105,631 | |||||
Undistributed earnings allocated to participating securities | -481 | -457 | -904 | ||||||||
Net income applicable to common stockholders excluding amounts applicable to participating securities | $ | 60,449 | $ | 46,072 | $ | 104,727 | |||||
Weighted average common shares outstanding | 68,895 | 68,460 | 68,325 | ||||||||
Dilutive shares from assumed conversion of convertible senior notes | 1,354 | 63 | - | ||||||||
Dilutive stock options and restricted stock | 814 | 558 | 239 | ||||||||
Diluted weighted average common shares outstanding | 71,063 | 69,081 | 68,564 | ||||||||
Diluted net income per share | $ | 0.85 | $ | 0.67 | $ | 1.53 | |||||
LEASE_ARRANGEMENTS_Tables
LEASE ARRANGEMENTS (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Leases [Abstract] | ||||||||
Future Minimum Lease Payments Required Under Lease Commitments | The Company leases office space, manufacturing, warehouse and service facilities and equipment for varying periods under both operating and capital lease agreements. Future minimum lease payments required under these lease commitments as of December 31, 2014 are as follows (in thousands): | |||||||
Capital | Operating | |||||||
Leases | Leases | |||||||
2015 | 1,728 | 2,422 | ||||||
2016 | 1,416 | 1,948 | ||||||
2017 | 1,071 | 1,312 | ||||||
2018 | 926 | 834 | ||||||
2019 | 834 | 523 | ||||||
Thereafter | 2,172 | 115 | ||||||
Total minimum lease payments | $ | 8,147 | $ | 7,154 | ||||
Interest | -893 | |||||||
Present value of net minimum lease payments | $ | 7,254 | ||||||
DEBT_Tables
DEBT (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Debt Disclosure [Abstract] | |||||||||||
Long-Term Debt | Long-term debt consists of the following (in thousands): | ||||||||||
December 31, | |||||||||||
2014 | 2013 | ||||||||||
Convertible senior notes | $ | 150,000 | $ | 150,000 | |||||||
Term loan credit agreement | 192,845 | 234,923 | |||||||||
Industrial revenue bond | 1,645 | 2,119 | |||||||||
$ | 344,490 | $ | 387,042 | ||||||||
Less: unamortized discount | -19,217 | -24,907 | |||||||||
Less: current portion | -496 | -3,245 | |||||||||
$ | 324,777 | $ | 358,890 | ||||||||
Maturities of Long-Term Debt | Maturities of long-term debt for the five years succeeding December 31, 2014 and thereafter are as follows (in thousands): | ||||||||||
2015 | 496 | ||||||||||
2016 | 517 | ||||||||||
2017 | 539 | ||||||||||
2018 | 150,093 | ||||||||||
2019 | 192,845 | ||||||||||
Maturities of long-term debt | $ | 344,490 | |||||||||
Equity and Liability Components of Notes | The following table summarizes information about the equity and liability components of the Notes (dollars in thousands). The fair value of the notes outstanding were measured based on quoted market prices. | ||||||||||
December 31, | |||||||||||
2014 | 2013 | ||||||||||
Principal amount of convertible notes outstanding | $ | 150,000 | $ | 150,000 | |||||||
Unamortized discount of liability component | -15,399 | -19,372 | |||||||||
Net carrying amount of liability component | 134,601 | 130,628 | |||||||||
Less: current portion | - | - | |||||||||
Long-term debt | $ | 134,601 | $ | 130,628 | |||||||
Carrying value of equity component, net of issuance costs | $ | 20,993 | $ | 20,993 | |||||||
Remaining amortization period of discount on the liability component | 3.3 years | 4.3 years | |||||||||
Contractual Coupon Interest Expense and Accretion Of Discount On Liability | Contractual coupon interest expense and accretion of discount on the liability component for the Note for the years ended December 31, 2014 and 2013 were as follow (in thousands): | ||||||||||
Years Ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
Contractual coupon interest expense | $ | 5,063 | $ | 5,063 | $ | 3,488 | |||||
Accretion of discount on the liability component | $ | 3,973 | $ | 3,710 | $ | 2,411 | |||||
FAIR_VALUE_MEASUREMENTS_Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||||||||||||
Financial Assets and Liabilities Accounted For at Fair Value on Recurring Basis | The Company’s carrying and estimated fair value of debt, at December 31, 2014 and 2013 were as follows: | |||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||||
Carrying | Fair Value | Carrying | Fair Value | |||||||||||||||||||||||
Value | Level 1 | Level 2 | Level 3 | Value | Level 1 | Level 2 | Level 3 | |||||||||||||||||||
Instrument | ||||||||||||||||||||||||||
Convertible senior notes | $ | 134,601 | $ | - | $ | 188,490 | $ | - | $ | 130,628 | $ | - | $ | 197,718 | $ | - | ||||||||||
Term loan credit agreement | 189,027 | - | 192,845 | - | 229,388 | - | 236,684 | - | ||||||||||||||||||
Industrial revenue bond | 1,645 | - | - | 1,645 | 2,119 | - | - | 2,119 | ||||||||||||||||||
Capital lease obligations | 7,254 | - | - | 7,254 | 8,460 | - | - | 8,460 | ||||||||||||||||||
$ | 332,527 | $ | - | $ | 381,335 | $ | 8,899 | $ | 370,595 | $ | - | $ | 434,402 | $ | 10,579 | |||||||||||
STOCKBASED_COMPENSATION_Tables
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Estimated On Date of Grant Binomial Option-Pricing Model | The fair value of stock option awards is estimated on the date of grant using a binomial option-pricing model that uses the assumptions noted in the following table: | |||||||||||||
Valuation Assumptions | 2014 | 2013 | 2012 | |||||||||||
Risk-free interest rate | 2.73 | % | 2.02 | % | 1.99 | % | ||||||||
Expected volatility | 72 | % | 75.3 | % | 78.8 | % | ||||||||
Expected dividend yield | 0 | % | 0 | % | 0 | % | ||||||||
Expected term | 5 yrs. | 5 yrs. | 5 yrs. | |||||||||||
Stock Option | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Summary of All Stock Option Activity | A summary of all stock option activity during 2014 is as follows: | |||||||||||||
Weighted | ||||||||||||||
Weighted | Average | Aggregate | ||||||||||||
Average | Remaining | Intrinsic | ||||||||||||
Number of | Exercise | Contractual | Value ($ in | |||||||||||
Options | Price | Life | millions) | |||||||||||
Options Outstanding at December 31, 2013 | 1,999,688 | $ | 11.57 | 6 | $ | 4.4 | ||||||||
Granted | 200,720 | $ | 13.32 | |||||||||||
Exercised | -195,383 | $ | 9.83 | $ | 0.7 | |||||||||
Forfeited | -20,549 | $ | 10.46 | |||||||||||
Expired | -75,020 | $ | 22.7 | |||||||||||
Options Outstanding at December 31, 2014 | 1,909,456 | $ | 11.79 | 5.5 | $ | 3.3 | ||||||||
Options Exercisable at December 31, 2014 | 1,360,693 | $ | 12.01 | 4.4 | $ | 2.5 | ||||||||
Restricted Stock | ||||||||||||||
Class of Stock [Line Items] | ||||||||||||||
Summary of All Stock Option Activity | A summary of all restricted stock activity during 2014 is as follows: | |||||||||||||
Weighted | ||||||||||||||
Average | ||||||||||||||
Number of | Grant Date | |||||||||||||
Shares | Fair Value | |||||||||||||
Restricted Stock Outstanding at December 31, 2013 | 1,146,931 | $ | 10.06 | |||||||||||
Granted | 572,052 | $ | 13.84 | |||||||||||
Vested | -392,470 | $ | 10.19 | |||||||||||
Forfeited | -37,744 | $ | 10.07 | |||||||||||
Restricted Stock Outstanding at December 31, 2014 | 1,288,769 | $ | 11.7 | |||||||||||
INCOME_TAXES_Tables
INCOME TAXES (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Income Tax Disclosure [Abstract] | |||||||||||
Consolidated Income (loss) Before Income Taxes | The consolidated income before income taxes for 2014, 2013 and 2012 consists of the following (in thousands): | ||||||||||
2014 | 2013 | 2012 | |||||||||
Domestic | $ | 98,246 | $ | 77,465 | $ | 48,533 | |||||
Foreign | 216 | 158 | 130 | ||||||||
Total income before income taxes | $ | 98,462 | $ | 77,623 | $ | 48,663 | |||||
Consolidated Income Tax Expense (benefit) | The consolidated income tax expense for 2014, 2013 and 2012 consists of the following components (in thousands): | ||||||||||
2014 | 2013 | 2012 | |||||||||
Current | |||||||||||
Federal | $ | 19,036 | $ | 197 | $ | - | |||||
State | 1,805 | 717 | 174 | ||||||||
Foreign | 118 | 130 | 141 | ||||||||
$ | 20,959 | $ | 1,044 | $ | 315 | ||||||
Deferred | |||||||||||
Federal | $ | 12,913 | $ | 26,753 | $ | -46,378 | |||||
State | 3,778 | 3,412 | -10,871 | ||||||||
Foreign | -118 | -115 | -34 | ||||||||
$ | 16,573 | $ | 30,050 | $ | -57,283 | ||||||
Total consolidated expense (benefit) | $ | 37,532 | $ | 31,094 | $ | -56,968 | |||||
Reconciliation of Differences From The U.S. Federal Statutory Rate | The Company’s following table provides a reconciliation of differences from the U.S. Federal statutory rate of 35% as follows (in thousands): | ||||||||||
2014 | 2013 | 2012 | |||||||||
Pretax book income | $ | 98,462 | $ | 77,623 | $ | 48,663 | |||||
Federal tax expense at 35% statutory rate | 34,462 | 27,168 | 17,032 | ||||||||
State and local income taxes | 4,808 | 3,870 | 2,619 | ||||||||
Foreign tax rate differential | -206 | -41 | -14 | ||||||||
Benefit of domestic production deduction | -2,010 | - | - | ||||||||
Reversal of income tax valuation allowance against net deferred tax assets | - | - | -59,887 | ||||||||
Utilization of valuation allowance for net operating losses and credit carrryforwards - U.S. and states | -132 | - | -19,528 | ||||||||
Other | 610 | 97 | 2,810 | ||||||||
Total income tax expense (benefit) | $ | 37,532 | $ | 31,094 | $ | -56,968 | |||||
Components of Deferred Tax Assets and Deferred Tax Liabilities | The components of deferred tax assets and deferred tax liabilities as of December 31, 2014 and 2013 were as follows (in thousands): | ||||||||||
2014 | 2013 | ||||||||||
Deferred tax assets | |||||||||||
Tax credits and loss carryforwards | $ | 2,550 | $ | 7,452 | |||||||
Accrued liabilities | 6,882 | 6,964 | |||||||||
Incentive compensation | 17,171 | 16,621 | |||||||||
Other | 5,551 | 4,736 | |||||||||
$ | 32,154 | $ | 35,773 | ||||||||
Deferred tax liabilities | |||||||||||
Property, plant and equipment | -2,858 | -295 | |||||||||
Intangibles | -5,565 | -4,993 | |||||||||
Prepaid assets | -638 | -690 | |||||||||
Convertible note discount | -5,117 | -6,585 | |||||||||
Other | -2,025 | -29 | |||||||||
$ | -16,203 | $ | -12,592 | ||||||||
Net deferred tax asset before valuation allowances and reserves | $ | 15,951 | $ | 23,181 | |||||||
Valuation allowances | -1,307 | -1,438 | |||||||||
Net deferred tax asset | $ | 14,644 | $ | 21,743 | |||||||
Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands) and all balances as of December 31, 2014 are included in either Other Noncurrent Liabilities or Current Deferred Income Taxes in the Company’s Consolidated Balance Sheet: | ||||||||||
Balance at January 1, 2013 | $ | 10,980 | |||||||||
Decrease in prior year tax positions | -9 | ||||||||||
Balance at December 31, 2013 | $ | 10,971 | |||||||||
Decrease in prior year tax positions | -323 | ||||||||||
Balance at December 31, 2014 | $ | 10,648 | |||||||||
SEGMENTS_AND_RELATED_INFORMATI1
SEGMENTS AND RELATED INFORMATION (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
Company Accounts for Intersegment Sales and Transfers at Cost Plus a Specified Mark-up | Reportable segment information is as follows (in thousands): | ||||||||||||||||
Commercial | Diversified | Corporate and | |||||||||||||||
Trailer Products | Products | Retail | Eliminations | Consolidated | |||||||||||||
2014 | |||||||||||||||||
Net sales | |||||||||||||||||
External customers | $ | 1,221,040 | $ | 453,160 | $ | 189,115 | $ | - | $ | 1,863,315 | |||||||
Intersegment sales | 73,124 | 13,078 | 965 | -87,167 | $ | - | |||||||||||
Total net sales | $ | 1,294,164 | $ | 466,238 | $ | 190,080 | $ | -87,167 | $ | 1,863,315 | |||||||
Depreciation and amortization | 11,332 | 23,806 | 2,061 | 1,630 | 38,829 | ||||||||||||
Income (Loss) from operations | 81,141 | 54,879 | 3,785 | -17,419 | 122,386 | ||||||||||||
Reconciling items to net income | |||||||||||||||||
Interest expense | 22,165 | ||||||||||||||||
Other, net | 1,759 | ||||||||||||||||
Income tax expense | 37,532 | ||||||||||||||||
Net income | $ | 60,930 | |||||||||||||||
2013 | |||||||||||||||||
Net sales | |||||||||||||||||
External customers | $ | 1,010,736 | $ | 444,804 | $ | 180,146 | $ | - | $ | 1,635,686 | |||||||
Intersegment sales | 71,718 | 13,871 | 1,340 | -86,929 | $ | - | |||||||||||
Total net sales | $ | 1,082,454 | $ | 458,675 | $ | 181,486 | $ | -86,929 | $ | 1,635,686 | |||||||
Depreciation and amortization | 11,127 | 23,320 | 2,029 | 1,860 | 38,336 | ||||||||||||
Income (Loss) from operations | 57,543 | 59,126 | 2,885 | -16,363 | 103,191 | ||||||||||||
Reconciling items to net income | |||||||||||||||||
Interest expense | 26,308 | ||||||||||||||||
Other, net | -740 | ||||||||||||||||
Income tax expense | 31,094 | ||||||||||||||||
Net income | $ | 46,529 | |||||||||||||||
2012 | |||||||||||||||||
Net sales | |||||||||||||||||
External customers | $ | 995,164 | $ | 309,680 | $ | 157,010 | $ | - | $ | 1,461,854 | |||||||
Intersegment sales | 69,427 | 11,577 | 635 | -81,639 | $ | - | |||||||||||
Total net sales | $ | 1,064,591 | $ | 321,257 | $ | 157,645 | $ | -81,639 | $ | 1,461,854 | |||||||
Depreciation and amortization | 11,658 | 10,385 | 710 | 2,812 | 25,565 | ||||||||||||
Income (Loss) from operations | 52,242 | 44,573 | 2,922 | -29,253 | 70,484 | ||||||||||||
Reconciling items to net income | |||||||||||||||||
Interest expense | 21,724 | ||||||||||||||||
Other, net | 97 | ||||||||||||||||
Income tax benefit | -56,968 | ||||||||||||||||
Net income | $ | 105,631 | |||||||||||||||
Major Product Categories and Their Percentage of Consolidated Net Sales | The following table sets forth the major product categories and their percentage of consolidated net sales (dollars in thousands): | ||||||||||||||||
Commercial | Diversified | ||||||||||||||||
Year ended December 31, | Trailer Products | Products | Retail | Consolidated | |||||||||||||
2014 | $ | $ | $ | $ | % | ||||||||||||
New trailers | 1,177,402 | 227,382 | 89,041 | 1,493,825 | 80.2 | ||||||||||||
Used trailers | 23,576 | 4,593 | 16,946 | 45,115 | 2.4 | ||||||||||||
Components, parts and service | 3,077 | 87,942 | 79,570 | 170,589 | 9.2 | ||||||||||||
Equipment and other | 16,985 | 133,243 | 3,558 | 153,786 | 8.2 | ||||||||||||
Total net external sales | 1,221,040 | 453,160 | 189,115 | 1,863,315 | 100 | ||||||||||||
Commercial | Diversified | ||||||||||||||||
Trailer Products | Products | Retail | Consolidated | ||||||||||||||
2013 | $ | $ | $ | $ | % | ||||||||||||
New trailers | 959,116 | 204,812 | 82,995 | 1,246,923 | 76.2 | ||||||||||||
Used trailers | 33,443 | 3,158 | 12,814 | 49,415 | 3 | ||||||||||||
Components, parts and service | 7,387 | 92,869 | 80,070 | 180,326 | 11 | ||||||||||||
Equipment and other | 10,790 | 143,965 | 4,267 | 159,022 | 9.8 | ||||||||||||
Total net external sales | 1,010,736 | 444,804 | 180,146 | 1,635,686 | 100 | ||||||||||||
Commercial | Diversified | ||||||||||||||||
Trailer Products | Products | Retail | Consolidated | ||||||||||||||
2012 | $ | $ | $ | $ | % | ||||||||||||
New trailers | 959,094 | 131,236 | 73,524 | 1,163,854 | 79.6 | ||||||||||||
Used trailers | 23,534 | 1,887 | 14,762 | 40,183 | 2.7 | ||||||||||||
Components, parts and service | 2,323 | 64,145 | 65,279 | 131,747 | 9 | ||||||||||||
Equipment and other | 10,213 | 112,412 | 3,445 | 126,070 | 8.7 | ||||||||||||
Total net external sales | 995,164 | 309,680 | 157,010 | 1,461,854 | 100 | ||||||||||||
CONSOLIDATED_QUARTERLY_FINANCI1
CONSOLIDATED QUARTERLY FINANCIAL DATA (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Quarterly Financial Data [Abstract] | ||||||||||||||
Summary of the Unaudited Quarterly Results of Operations | The following is a summary of the unaudited quarterly results of operations for fiscal years 2014, 2013 and 2012 (dollars in thousands, except per share amounts): | |||||||||||||
First | Second | Third | Fourth | |||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||
2014 | ||||||||||||||
Net sales | $ | 358,120 | $ | 486,021 | $ | 491,697 | $ | 527,477 | ||||||
Gross profit | 46,672 | 61,613 | 61,628 | 62,721 | ||||||||||
Net income | 7,296 | 16,239 | 18,307 | 19,088 | ||||||||||
Basic net income per share | 0.11 | 0.23 | 0.26 | 0.28 | ||||||||||
Diluted net income per share(3) | 0.1 | 0.23 | 0.25 | 0.27 | ||||||||||
2013 | ||||||||||||||
Net sales | $ | 324,229 | $ | 413,126 | $ | 439,977 | $ | 458,354 | ||||||
Gross profit | 42,186 | 58,853 | 61,497 | 52,587 | ||||||||||
Net income(1) | 5,735 | 14,135 | 16,236 | 10,423 | ||||||||||
Basic net income per share | 0.08 | 0.2 | 0.24 | 0.15 | ||||||||||
Diluted net income per share(3) | 0.08 | 0.2 | 0.23 | 0.15 | ||||||||||
2012 | ||||||||||||||
Net sales | $ | 277,682 | $ | 362,408 | $ | 405,917 | $ | 415,847 | ||||||
Gross profit | 19,729 | 39,681 | 50,074 | 54,339 | ||||||||||
Net income(1)(2) | 5,064 | 1,942 | 18,441 | 80,184 | ||||||||||
Basic and diluted net income per share(3) | 0.07 | 0.03 | 0.27 | 1.16 | ||||||||||
-1 | Net income includes pre-tax charges of $0.6 million, $0.2 million and less than $0.1 million for the first, second and third quarters of 2013, respectively, and $1.7 million, $13.6 million, $2.4 million and $0.5 million for the first, second, third and fourth quarters of 2012, respectively, in connection with acquisition related charges associated with the Company’s acquisition of Walker as well as the purchase of certain assets of Beall. | |||||||||||||
-2 | Net income for the fourth quarter of 2012 includes an income tax benefit of $59.0 million primarily related to the reversal of a U.S. valuation allowance against its deferred tax assets. | |||||||||||||
-3 | Basic and diluted net income per share is computed independently for each of the quarters presented. Therefore, the sum of the quarterly net income per share may differ from annual net income per share due to rounding. | |||||||||||||
Recovered_Sheet1
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2014 | |
Accounting Policies [Line Items] | ||||
Prepaid Expense, Current | $10,200,000 | $9,600,000 | ||
General And Administrative Expenses Cost Of Goods Sold Depreciation | 16,500,000 | 15,700,000 | 12,700,000 | |
Capital Leases, Balance Sheet, Assets by Major Class, Net | 10,200,000 | 10,900,000 | ||
Amortization Of Intangible Assets | 21,878,000 | 21,786,000 | 10,590,000 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Capital Lease Obligation | 4,300,000 | |||
Capital Leases, Lessee Balance Sheet, Assets by Major Class, Accumulated Depreciation | 3,700,000 | 2,400,000 | ||
Estimated amortization expense for 2015 | 21,300,000 | |||
Estimated amortization expense for 2016 | 20,100,000 | |||
Estimated amortization expense for 2017 | 16,900,000 | |||
Estimated amortization expense for 2018 | 15,500,000 | |||
Estimated amortization expense for 2019 | 14,600,000 | |||
Research and Development Expense | 1,700,000 | 2,200,000 | 1,700,000 | |
Capitalized Computer Software, Net | 2,200,000 | 200,000 | ||
Capitalized Computer Software, Amortization | 500,000 | 700,000 | 2,300,000 | |
Retail | ||||
Accounting Policies [Line Items] | ||||
Disposal Group, Including Discontinued Operation, Goodwill | 500,000 | |||
Goodwill, Period Increase (Decrease) | 9,900,000 | 9,900,000 | ||
Used Trailers | ||||
Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Additions | 26,800,000 | 26,200,000 | 19,500,000 | |
Accounts Payable, Trade | 10,000,000 | 15,600,000 | ||
Property Plant And Equipment Net Realizable Value | $10,000,000 | $15,300,000 | ||
Building and Building Improvements | ||||
Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 33 years | |||
Machinery and Equipment | Maximum | ||||
Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 10 years | |||
Machinery and Equipment | Minimum | ||||
Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 3 years | |||
Software | Maximum | ||||
Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 7 years | |||
Software | Minimum | ||||
Accounting Policies [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 3 years |
Changes_in_Allowance_for_Doubt
Changes in Allowance for Doubtful Accounts (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Changes In Allowance For Doubtful Accounts [Line Items] | |||
Balance at beginning of year | $2,058 | $858 | $1,233 |
Provision | 178 | 908 | -153 |
Write-offs, net of recoveries | -1,189 | 292 | -222 |
Balance at end of year | $1,047 | $2,058 | $858 |
Cost_of_Manufactured_Inventory
Cost of Manufactured Inventory Includes Raw Material, Labor and Overhead (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Inventory [Line Items] | ||
Raw materials and components | $63,847 | $54,699 |
Work in progress | 23,145 | 20,749 |
Finished goods | 68,923 | 82,673 |
Aftermarket parts | 8,446 | 10,389 |
Used trailers | 12,783 | 15,663 |
Total, Inventories | $177,144 | $184,173 |
Property_Plant_and_Equipment_D
Property, Plant and Equipment (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Land | $25,982 | $26,398 |
Buildings and building improvements | 115,856 | 112,208 |
Machinery and equipment | 210,488 | 200,567 |
Construction in progress | 10,518 | 9,543 |
Property, Plant and Equipment, Gross | 362,844 | 348,716 |
Less: accumulated depreciation | -219,952 | -206,634 |
Property, Plant and Equipment, Net | $142,892 | $142,082 |
Balances_of_Intangible_Assets_
Balances of Intangible Assets (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Intangible Assets Excluding Goodwill [Line Items] | ||
Weighted Average Amortization Period | 12 years | 12 years |
Gross Intangible Assets | $207,578 | $207,848 |
Accumulated Amortization | -70,478 | -48,667 |
Net Intangible Assets | 137,100 | 159,181 |
Tradenames and trademarks | ||
Intangible Assets Excluding Goodwill [Line Items] | ||
Weighted Average Amortization Period | 20 years | 20 years |
Gross Intangible Assets | 39,222 | 39,222 |
Accumulated Amortization | -8,252 | -6,291 |
Net Intangible Assets | 30,970 | 32,931 |
Customer relationships | ||
Intangible Assets Excluding Goodwill [Line Items] | ||
Weighted Average Amortization Period | 10 years | 10 years |
Gross Intangible Assets | 151,839 | 152,109 |
Accumulated Amortization | -58,534 | -40,112 |
Net Intangible Assets | 93,305 | 111,997 |
Technology | ||
Intangible Assets Excluding Goodwill [Line Items] | ||
Weighted Average Amortization Period | 12 years | 12 years |
Gross Intangible Assets | 16,517 | 16,517 |
Accumulated Amortization | -3,692 | -2,264 |
Net Intangible Assets | $12,825 | $14,253 |
Carrying_Amounts_of_Goodwill_D
Carrying Amounts of Goodwill (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Goodwill [Line Items] | ||
Beginning Balance | $149,967 | $146,444 |
Goodwill acquired | -500 | 1,784 |
Goodwill, Purchase Accounting Adjustments | 2,054 | |
Effects of foreign currency | 136 | -315 |
Ending Balance | $149,603 | $149,967 |
Major_Components_of_Other_Accr
Major Components of Other Accrued Liabilities (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |||
Accrued Liabilities [Line Items] | |||
Payroll and related taxes | $30,362 | $29,399 | |
Customer deposits | 21,680 | 30,730 | |
Warranty | 15,462 | 14,719 | 14,886 |
Accrued taxes | 8,371 | 8,520 | |
Self-insurance | 7,543 | 9,419 | 7,711 |
All other | 5,272 | 6,571 | |
Other accrued liabilities | $88,690 | $99,358 |
Product_Warranty_Accrual_Inclu
Product Warranty Accrual Included in Other Accrued Liabilities (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Other Accrued Liabilities [Line Items] | ||
Balance as of January 1 | $14,719 | $14,886 |
Provision for warranties issued in current year | 7,058 | 6,269 |
Recovery of pre-existing warranties | -296 | -779 |
Payments | -6,019 | -5,657 |
Balance as of December 31 | $15,462 | $14,719 |
SelfInsurance_Accrual_Included
Self-Insurance Accrual Included In Other Accrued Liabilities (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Other Accrued Liabilities [Line Items] | ||
Beginning Balance | $9,419 | $7,711 |
Expense | 35,555 | 38,467 |
Payments | -37,431 | -36,759 |
Ending Balance | $7,543 | $9,419 |
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | |||
8-May-12 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 04, 2013 | |
Business Acquisition [Line Items] | |||||
Payments to Acquire Businesses, Gross | $377,000,000 | ||||
Intangible Assets Purchase Price Allocation | 162,800,000 | ||||
Business Acquisition, Pro Forma Revenue | 1,597,920,000 | ||||
Business Combination, Acquisition Related Costs | 0 | 883,000 | 14,409,000 | ||
Walker Group Holdings LLC | |||||
Business Acquisition [Line Items] | |||||
Payments To Acquire Businesses Additional Payment | 2,100,000 | ||||
Business Acquisitions Pro Forma Income Before Income Taxes | 34,400,000 | ||||
Business Acquisition Purchases Price Allocation Intangible Assets Other Than Goodwill | 162,800,000 | ||||
Business Acquisition Purchases Price Allocation Goodwill Amount | 148,498,000 | ||||
Payments to Acquire Businesses, Gross | 377,000,000 | ||||
Intangible Assets Purchase Price Allocation | 162,800,000 | ||||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 148,500,000 | ||||
Business Acquisition, Pro Forma Revenue | 270,100,000 | ||||
Business Combination, Acquisition Related Costs | 900,000 | 14,400,000 | |||
Beall Corporation [Member] | |||||
Business Acquisition [Line Items] | |||||
Business acquisitions cost of acquired entity purchase price | 13,900,000 | ||||
Business Acquisition Purchases Price Allocation Capital Lease Obligation Accrual | 4,700,000 | ||||
Business Acquisition Purchases Price Allocation Intangible Assets Other Than Goodwill | 8,900,000 | ||||
Business Acquisition Purchases Price Allocation Goodwill Amount | 1,800,000 | ||||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | $1,784,000 | ||||
Convertible Senior Notes | Walker Group Holdings LLC | |||||
Business Acquisition [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 3.38% | ||||
Debt Instrument Maturity Year | 2018 |
Post_Closing_Purchase_Price_De
Post Closing Purchase Price (Detail) (USD $) | Feb. 04, 2013 |
In Thousands, unless otherwise specified | |
Business Combination Allocation Of Purchase Price [Line Items] | |
Intangibles | $8,860 |
Beall Corporation | |
Business Combination Allocation Of Purchase Price [Line Items] | |
Current assets | 1,035 |
Property, plant and equipment | 2,714 |
Intangibles | 8,860 |
Goodwill | 1,784 |
Total assets | 14,393 |
Current liabilities | -462 |
Total liabilities | -462 |
Acquisition | $13,931 |
Purchase_of_Beall_Intangible_A
Purchase of Beall Intangible Assets (Detail) (USD $) | 1 Months Ended |
In Thousands, unless otherwise specified | Feb. 04, 2013 |
Acquired Finite and Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible assets preliminarily, Amount | $8,860 |
Tradenames and Trademarks | |
Acquired Finite and Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible assets preliminarily, Amount | 1,622 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 20 years |
Technology | |
Acquired Finite and Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible assets preliminarily, Amount | 1,217 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 8 years |
Customer relationships | |
Acquired Finite and Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible assets preliminarily, Amount | $6,021 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 8 years |
Purchase_Price_Allocation_Deta
Purchase Price Allocation (Detail) (Walker Group Holdings Llc [Member], USD $) | 8-May-12 |
In Thousands, unless otherwise specified | |
Walker Group Holdings Llc [Member] | |
Business Combination Allocation Of Purchase Price [Line Items] | |
Cash | $10,982 |
Current assets | 93,409 |
Property, plant and equipment | 32,541 |
Intangibles | 162,800 |
Deferred income taxes | 4,640 |
Goodwill | 148,498 |
Total assets | 452,870 |
Current liabilities | -74,722 |
Deferred income taxes | -1,100 |
Total liabilities | -75,822 |
Business Acquisition, Purchase Price Allocation, Assets Acquired (Liabilities Assumed), Net | 377,048 |
Acquisition, net of cash acquired | $366,066 |
Intangible_Assets_Detail
Intangible Assets (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Acquired Finite And Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible Assets Purchase Price Allocation | $162,800 |
Trademarks and Trade Names [Member] | |
Acquired Finite And Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible Assets Purchase Price Allocation | 27,600 |
Acquired Finite lived Intangible Asset Weighted Average Useful Lives | 20 years |
Technology-Based Intangible Assets [Member] | |
Acquired Finite And Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible Assets Purchase Price Allocation | 15,300 |
Acquired Finite lived Intangible Asset Weighted Average Useful Lives | 12 years |
Customer Relationships [Member] | |
Acquired Finite And Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible Assets Purchase Price Allocation | 119,000 |
Acquired Finite lived Intangible Asset Weighted Average Useful Lives | 10 years |
Order or Production Backlog [Member] | |
Acquired Finite And Indefinite Lived Intangible Assets By Major Class [Line Items] | |
Intangible Assets Purchase Price Allocation | $900 |
Acquired Finite lived Intangible Asset Weighted Average Useful Lives | Less than 1 year |
Unaudited_Pro_Forma_Informatio
Unaudited Pro Forma Information (Detail) (USD $) | 12 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2012 |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |
Sales | $1,597,920 |
Operating income | 98,019 |
Net income | $123,030 |
Basic net income per share | $1.79 |
Diluted net income per share | $1.78 |
Computation_of_Basic_and_Dilut
Computation of Basic and Diluted Net Income Per Share (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||||||||
Basic net income per share | |||||||||||||||||||
Net income applicable to common stockholders | $60,930 | $46,529 | $105,631 | ||||||||||||||||
Undistributed earnings allocated to participating securities | -481 | -457 | -904 | ||||||||||||||||
Net income applicable to common stockholders excluding amounts applicable to participating securities | 60,449 | 46,072 | 104,727 | ||||||||||||||||
Weighted average common shares outstanding | 68,895 | 68,460 | 68,325 | ||||||||||||||||
Basic net income per share | $0.28 | $0.26 | $0.23 | $0.11 | $0.15 | $0.24 | $0.20 | $0.08 | $0.88 | $0.67 | $1.53 | ||||||||
Diluted net income per share: | |||||||||||||||||||
Net income applicable to common stockholders | 60,930 | 46,529 | 105,631 | ||||||||||||||||
Undistributed earnings allocated to participating securities | -481 | -457 | -904 | ||||||||||||||||
Net income applicable to common stockholders excluding amounts applicable to participating securities | $60,449 | $46,072 | $104,727 | ||||||||||||||||
Weighted average common shares outstanding | 68,895 | 68,460 | 68,325 | ||||||||||||||||
Dilutive shares from assumed conversion of convertible senior notes | 1,354 | 63 | 0 | ||||||||||||||||
Dilutive stock options and restricted stock | 814 | 558 | 239 | ||||||||||||||||
Diluted weighted average common shares outstanding | 71,063 | 69,081 | 68,564 | ||||||||||||||||
Diluted net income per share | $0.27 | [1] | $0.25 | [1] | $0.23 | [1] | $0.10 | [1] | $0.15 | [1] | $0.23 | [1] | $0.20 | [1] | $0.08 | [1] | $0.85 | $0.67 | $1.53 |
[1] | Basic and diluted net income per share is computed independently for each of the quarters presented. Therefore, the sum of the quarterly net income per share may differ from annual net income per share due to rounding. |
Per_Share_Of_Common_Stock_Addi
Per Share Of Common Stock - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Earnings Per Share Disclosure [Line Items] | |||
Average diluted shares outstanding | 581 | 1,121 | 1,676 |
Debt Instrument, Convertible, Conversion Price | $11.70 |
Lease_Arrangements_Additional_
Lease Arrangements - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Operating Leased Assets [Line Items] | |||
Operating Leases, Rent Expense, Net | $5.80 | $4.60 | $3.60 |
Capital Leases, Future Minimum Payments, Net Minimum Payments | $0.10 |
Future_Minimum_Lease_Payments_
Future Minimum Lease Payments Required Under These Lease Commitments (Detail) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Capital Leased Assets [Line Items] | |
Capital Leases 2015 | $1,728 |
Capital Leases 2016 | 1,416 |
Capital Leases 2017 | 1,071 |
Capital Leases 2018 | 926 |
Capital Leases 2019 | 834 |
Capital Leases Thereafter | 2,172 |
Capital Leases Total minimum lease payments | 8,147 |
Interest | -893 |
Present value of net minimum lease payments | 7,254 |
Operating Leases 2015 | 2,422 |
Operating Leases 2016 | 1,948 |
Operating Leases 2017 | 1,312 |
Operating Leases 2018 | 834 |
Operating Leases 2019 | 523 |
Operating Leases Thereafter | 115 |
Operating Leases Total minimum lease payments | $7,154 |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 8-May-12 | Apr. 30, 2012 | Apr. 30, 2013 | Nov. 30, 2012 | |
Debt Instrument [Line Items] | |||||||
Long-term debt gross | $344,490,000 | $387,042,000 | |||||
Notes initial conversion price | $11.70 | ||||||
Proceeds from notes issued | 0 | 0 | 292,500,000 | ||||
Current portion of long-term debt | 496,000 | 3,245,000 | |||||
Debt issuance costs paid | 0 | 981,000 | 5,134,000 | ||||
Interest expense | 22,165,000 | 26,308,000 | 21,724,000 | ||||
Line of credit facility, decrease, repayments | 806,000 | 1,166,000 | 271,015,000 | ||||
Loan Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt gross | 2,500,000 | ||||||
Notes issued, interest rate | 4.25% | ||||||
Long-term debt | 1,600,000 | ||||||
Current portion of long-term debt | 500,000 | ||||||
Convertible Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt gross | 150,000,000 | ||||||
Convertible Senior Notes | Walker Group Holdings LLC | |||||||
Debt Instrument [Line Items] | |||||||
Notes issued, interest rate | 3.38% | ||||||
Debt Instrument Maturity Year | 2018 | ||||||
Unsecured Debt | Convertible Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt gross | 150,000,000 | ||||||
Notes issued, interest rate | 3.38% | ||||||
Notes issued, interest payment frequency | semi-annually | ||||||
Notes initial conversion rate per 1,000 in principal amount | 85.4372 | ||||||
Principal amount of notes conversation for 85.4372 shares of common stock | 1,000 | ||||||
Notes initial conversion price | $11.70 | ||||||
Convertible notes, conversation date | 1-Nov-17 | ||||||
Proceeds from notes issued | 1,000 | ||||||
Estimated implied interest rate | 7.00% | ||||||
Fair value of liability component upon issuance | 123,800,000 | ||||||
Difference between cash proceeds before offering expenses and the estimated fair value of liability component | 21,700,000 | ||||||
Proceeds from issuance of convertible senior notes | 145,500,000 | ||||||
Debt Conversion, Converted Instrument, Amount | 8,000,000 | ||||||
Debt Instrument Maturity Year | 2018 | ||||||
Unsecured Debt | Convertible Senior Notes | Walker Group Holdings LLC | |||||||
Debt Instrument [Line Items] | |||||||
Proceeds from issuance of convertible senior notes | 145,100,000 | ||||||
Unsecured Debt | Convertible Senior Notes | Scenario 1 | |||||||
Debt Instrument [Line Items] | |||||||
Number of consecutive trading days | 30 days | ||||||
Convertible senior notes, trading price per $1,000 principal amount of notes as percentage of the product of the last reported sale price of common stock and the conversion rate | 98.00% | ||||||
Amended Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Interest Paid | 10,000,000 | 14,900,000 | 10,900,000 | ||||
Debt issuance costs paid | 8,500,000 | ||||||
Interest expense | 900,000 | 900,000 | 600,000 | ||||
Other Expenses | 900,000 | 1,400,000 | |||||
Amended Credit Agreement | Loan Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt gross | 42,100,000 | 62,800,000 | |||||
Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Remaining Borrowing Capacity | 289,900,000 | ||||||
Revolving Credit Facility | Amended and Restated Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, maturity date | 8-May-17 | ||||||
Credit facility, borrowing capacity | 150,000,000 | ||||||
Excess availability as a percentage of total revolving commitment below which minimum fixed charge coverage ratio maintained | 12.50% | ||||||
Availability percentage threshold of total revolving commitment below which amounts in deposit accounts will be transferred daily in to blocked account | 15.00% | ||||||
Line of Credit Facility, Amount Outstanding | 25,000,000 | ||||||
Revolving Credit Facility | Amended and Restated Credit Agreement | Option to increase subject to certain conditions | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, borrowing capacity | 200,000,000 | ||||||
Revolving Credit Facility | Amended and Restated Credit Agreement | Swing Line Loan | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, borrowing capacity | 10,000,000 | ||||||
Term Loan Credit Facilty | |||||||
Debt Instrument [Line Items] | |||||||
Long-term debt gross | 192,845,000 | 234,923,000 | |||||
Notes issued, interest rate | 4.50% | ||||||
Credit facility, maturity date | 8-May-19 | ||||||
Line of credit facility potential term extension period | 91 days | ||||||
Debt amortization percentage | 1.00% | ||||||
Proceeds from Sale of Productive Assets | 1,000,000 | ||||||
Percentage of tranche loan amount on equal quarterly installments | 0.25% | ||||||
Term Loan Credit Facilty | Convertible Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Notes issued, interest rate | 3.38% | ||||||
Term Loan Credit Facilty | Senior Secured Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Amount Outstanding | 300,000,000 | ||||||
Term Loan Credit Facilty | Incremental Senior Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, borrowing capacity | 75,000,000 | ||||||
Term Loan Credit Facilty | Amended Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Line of Credit Facility, Remaining Borrowing Capacity | 297,000,000 | ||||||
Long-term debt | 277,000,000 | ||||||
Line of credit facility, decrease, repayments | 20,000,000 | ||||||
Term Loan Credit Facilty Libor | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, interest rate above basis | 3.50% | ||||||
Term Loan Credit Facilty Base Rate | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, interest rate above basis | 2.50% | ||||||
Letter Of Credit Subfacility | Revolving Credit Facility | Amended and Restated Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, borrowing capacity | $15,000,000 | ||||||
Minimum | Unsecured Debt | Convertible Senior Notes | Scenario 1 | |||||||
Debt Instrument [Line Items] | |||||||
Number of trading days | 20 days | ||||||
Last reported sale price of common stock as percentage of conversion price | 130.00% | ||||||
Minimum | Revolving Credit Facility | Amended and Restated Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Required minimum fixed charge coverage ratio when availability under the Revolver is less than 12.5% of the total revolving commitment | 1 | ||||||
Minimum | Revolving Credit Facility | Amended and Restated Credit Agreement | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, interest rate above basis | 1.75% | ||||||
Minimum | Revolving Credit Facility | Amended and Restated Credit Agreement | Base Rate | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, interest rate above basis | 0.75% | ||||||
Minimum | Term Loan Credit Facilty | Through September 30, 2013 | |||||||
Debt Instrument [Line Items] | |||||||
Senior leverage ratio | 1 | ||||||
Minimum | Term Loan Credit Facilty | Thereafter through September 30, 2015 | |||||||
Debt Instrument [Line Items] | |||||||
Senior leverage ratio | 1 | ||||||
Minimum | Term Loan Credit Facilty | Thereafter | |||||||
Debt Instrument [Line Items] | |||||||
Senior leverage ratio | 1 | ||||||
Maximum | Revolving Credit Facility | Amended and Restated Credit Agreement | |||||||
Debt Instrument [Line Items] | |||||||
Required minimum fixed charge coverage ratio when availability under the Revolver is less than 12.5% of the total revolving commitment | 1.1 | ||||||
Maximum | Revolving Credit Facility | Amended and Restated Credit Agreement | LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, interest rate above basis | 2.25% | ||||||
Maximum | Revolving Credit Facility | Amended and Restated Credit Agreement | Base Rate | |||||||
Debt Instrument [Line Items] | |||||||
Credit facility, interest rate above basis | 1.25% | ||||||
Maximum | Term Loan Credit Facilty | Through September 30, 2013 | |||||||
Debt Instrument [Line Items] | |||||||
Senior leverage ratio | 4.5 | ||||||
Maximum | Term Loan Credit Facilty | Thereafter through September 30, 2015 | |||||||
Debt Instrument [Line Items] | |||||||
Senior leverage ratio | 4 | ||||||
Maximum | Term Loan Credit Facilty | Thereafter | |||||||
Debt Instrument [Line Items] | |||||||
Senior leverage ratio | 3.5 |
Components_of_Long_Term_Debt_D
Components of Long Term Debt (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Long-term debt gross | $344,490 | $387,042 |
Less: unamortized discount | -19,217 | -24,907 |
Less: current portion | -496 | -3,245 |
LONG-TERM DEBT | 324,777 | 358,890 |
Term loan credit agreement | ||
Debt Instrument [Line Items] | ||
Long-term debt gross | 192,845 | 234,923 |
Industrial revenue bond | ||
Debt Instrument [Line Items] | ||
Long-term debt gross | 1,645 | 2,119 |
Convertible Senior Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt gross | 150,000 | 150,000 |
Less: unamortized discount | -15,399 | -19,372 |
Less: current portion | 0 | 0 |
LONG-TERM DEBT | $134,601 | $130,628 |
Maturities_of_LongTerm_Debt_De
Maturities of Long-Term Debt (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Schedule Of Maturities Of Long Term Debt [Line Items] | ||
2015 | $496 | |
2016 | 517 | |
2017 | 539 | |
2018 | 150,093 | |
2019 | 192,845 | |
Maturities of long-term debt | $344,490 | $387,042 |
Equity_and_Liability_Component
Equity and Liability Components of Notes (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ||
Long-term debt gross | $344,490 | $387,042 |
Unamortized discount of liability component | -19,217 | -24,907 |
Less: current portion | -496 | -3,245 |
Long-term debt | 324,777 | 358,890 |
Convertible Senior Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt gross | 150,000 | 150,000 |
Unamortized discount of liability component | -15,399 | -19,372 |
Net carrying amount of liability component | 134,601 | 130,628 |
Less: current portion | 0 | 0 |
Long-term debt | 134,601 | 130,628 |
Carrying value of equity component, net of issuance costs | $20,993 | $20,993 |
Remaining amortization period of discount on the liability component | 3 years 3 months 18 days | 4 years 3 months 18 days |
Contractual_Coupon_Interest_Ex
Contractual Coupon Interest Expense (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Debt Instrument [Line Items] | |||
Contractual coupon interest expense | $5,063 | $5,063 | $3,488 |
Accretion of discount on the liability component | $3,973 | $3,710 | $2,411 |
Fair_Value_Measurements_Additi
Fair Value Measurements - Additional Information (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Fair Value, Inputs, Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, fair value disclosure, recurring | $0.40 | $0.50 |
Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, fair value disclosure, recurring | $7.40 | $5.10 |
Financial_Assets_and_Liabiliti
Financial Assets and Liabilities Accounted For Fair Value on Recurring Basis (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, carring amount | $332,527 | $370,595 |
Convertible senior notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, carring amount | 134,601 | 130,628 |
Term loan credit agreement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, carring amount | 189,027 | 229,388 |
Industrial revenue bond | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, carring amount | 1,645 | 2,119 |
Capital lease obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, carring amount | 7,254 | 8,460 |
Fair Value, Inputs, Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | 0 | 0 |
Fair Value, Inputs, Level 1 | Convertible senior notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | 0 | 0 |
Fair Value, Inputs, Level 1 | Term loan credit agreement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | 0 | 0 |
Fair Value, Inputs, Level 1 | Industrial revenue bond | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | 0 | 0 |
Fair Value, Inputs, Level 1 | Capital lease obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | 0 | 0 |
Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | 381,335 | 434,402 |
Fair Value, Inputs, Level 2 | Convertible senior notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | 188,490 | 197,718 |
Fair Value, Inputs, Level 2 | Term loan credit agreement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | 192,845 | 236,684 |
Fair Value, Inputs, Level 2 | Industrial revenue bond | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | 0 | 0 |
Fair Value, Inputs, Level 2 | Capital lease obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | 0 | 0 |
Fair Value, Inputs, Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | 8,899 | 10,579 |
Fair Value, Inputs, Level 3 | Convertible senior notes | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | 0 | 0 |
Fair Value, Inputs, Level 3 | Term loan credit agreement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | 0 | 0 |
Fair Value, Inputs, Level 3 | Industrial revenue bond | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | 1,645 | 2,119 |
Fair Value, Inputs, Level 3 | Capital lease obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Debt, fair value | $7,254 | $8,460 |
Stockholders_Equity_Additional
Stockholders' Equity - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 18, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Class of Stock [Line Items] | ||||
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 | ||
The number of authorized shares of common stock, par value | $0.01 | $0.01 | ||
Business Acquisition Stockholders Rights Plan Exercise Description | The rights will be exercisable only if a person or a group acquires or announces a tender or exchange offer to acquire 20% or more of our common stock or if we enter into other business combination transactions not approved by our board of directors. | |||
Business Acquisition Stockholders Rights Plan Expire Date | 28-Dec-15 | |||
Business Acquisition Stockholders Rights Plan Redeemable Per Stock | $0 | |||
Stock Repurchased During Period, Value | $60 | |||
Series D Junior Participating Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Preferred Stock, Par or Stated Value Per Share | $0 | |||
Stock Repurchased During Period, Shares | 0 | |||
Business Acquisition, Share Price | $0 | |||
Preferred stock, shares issued | 0 | 0 | ||
Preferred Stock, Shares Outstanding | 0 | 0 | ||
Unclassified Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Preferred Stock, Shares Authorized | 25,000,000 |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional Information (Detail) (USD $) | 12 Months Ended | 1 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2010 | 31-May-11 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation | $7,833,000 | $7,480,000 | $5,149,000 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 8 months 12 days | ||||
Compensation costs related to stock options, nonvested restricted stock, stock appreciation rights and performance units not yet recognized | 8,400,000 | ||||
Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation arrangement by share based payment award vesting period | 10 years | ||||
Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation arrangement by share based payment award vesting period | 1 year | ||||
2011 Omnibus Incentive Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 7,500,000 | ||||
Stock Option | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 1,909,456 | 1,999,688 | |||
Share based compensation arrangement by share based payment award options grants in period | 200,720 | 361,220 | 487,950 | ||
Share based compensation arrangement by share based payment award options grant date fair value | 1,700,000 | 2,200,000 | 3,400,000 | ||
Share based compensation arrangement by share based payment award options grants in period weighted average grant date fair value | $8.34 | $6.13 | $6.94 | ||
Exercised, Aggregate Intrinsic Value | 700,000 | 300,000 | 300,000 | ||
Share based compensation arrangement by share based payment award vesting period | 3 years | ||||
Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 1,288,769 | 1,146,931 | |||
Share based compensation arrangement by share based payment award options grants in period | 572,052 | 521,181 | 404,250 | ||
Share based compensation arrangement by share based payment award options grant date fair value | 7,900,000 | 5,000,000 | 4,000,000 | ||
Share based compensation arrangement by share based payment award option vested in period fair value | 5,200,000 | 600,000 | 1,900,000 | ||
Share based compensation arrangement by share based payment award vesting period | 3 years | ||||
Stock Appreciation Rights SARS | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation arrangement by share based payment award options grants in period | 326,250 | ||||
Share based compensation arrangement by share based payment award option vested in period fair value | 800,000 | ||||
Performance Shares | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation arrangement by share based payment award options grants in period | 434,661 | ||||
Share based compensation arrangement by share based payment award option vested in period fair value | $3,000,000 |
Fair_Value_of_Stock_Option_Awa
Fair Value of Stock Option Awards Using a Binomial Option-Pricing Model (Detail) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 2.73% | 2.02% | 1.99% |
Expected volatility | 72.00% | 75.30% | 78.80% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Expected term | 5 years | 5 years | 5 years |
Summary_of_All_Stock_Option_Ac
Summary of All Stock Option Activity (Detail) (Stock Options, USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding at December 31, 2013 | 1,999,688 | ||
Granted, Number of shares | 200,720 | 361,220 | 487,950 |
Exercised, Number of Options | -195,383 | ||
Forfeited, Number of Options | -20,549 | ||
Expired, Number of Options | -75,020 | ||
Options Outstanding at December 31, 2014 | 1,909,456 | 1,999,688 | |
Options Exercisable, Number of Options, at December 31, 2014 | 1,360,693 | ||
Options Outstanding at December 31, 2013 | $11.57 | ||
Granted, Weighted Average Exercise Price | $13.32 | ||
Exercised, Weighted Average Exercise Price | $9.83 | ||
Forfeited, Weighted Average Exercise Price | $10.46 | ||
Expired, Weighted Average Exercise Price | $22.70 | ||
Options Outstanding at December 31, 2014 | $11.79 | $11.57 | |
Options Exercisable,Weighted Average Exercise Price, at December 31, 2014 | $12.01 | ||
Options Outstanding,Weighted Average Remaining Contractual Life | 5 years 6 months | 6 years | |
Options Exercisable, Weighted Average Remaining Contractual Life, at December 31, 2014 | 4 years 4 months 24 days | ||
Options Outstanding at December 31, 2013 | $4.40 | ||
Exercised, Aggregate Intrinsic Value | 0.7 | 0.3 | 0.3 |
Options Outstanding at December 31, 2014 | 3.3 | 4.4 | |
Options Exercisable at December 31, 2014 | $2.50 |
Summary_of_All_Restricted_Stoc
Summary of All Restricted Stock Activity (Detail) (Restricted Stock, USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding at December 31, 2013 | 1,146,931 | ||
Granted, Number of shares | 572,052 | 521,181 | 404,250 |
Vested, Number of shares | -392,470 | ||
Forfeited, Number of shares | -37,744 | ||
Options Outstanding at December 31, 2014 | 1,288,769 | 1,146,931 | |
Options Outstanding at December 31, 2013 | $10.06 | ||
Granted, Weighted Average Grant Date Fair Value | $13.84 | ||
Vested, Weighted Average Grant Date Fair Value | $10.19 | ||
Forfeited, Weighted Average Grant Date Fair Value | $10.07 | ||
Options Outstanding at December 31, 2014 | $11.70 | $10.06 |
Employee_Savings_Plans_Additio
Employee Savings Plans - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Employee Savings Plans [Line Items] | |||
Labor and Related Expense | $5.30 | $4.40 | $3.10 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Investments, Owned, Federal Income Tax Note [Line Items] | |||
Operating Loss Carryforwards, Valuation Allowance | $59,900,000 | ||
Deferred Tax Assets, Operating Loss Carryforwards, State and Local | 1,300,000 | 1,400,000 | |
Deferred Tax Assets, Operating Loss Carryforwards, Domestic | 4,000,000 | ||
Unrecognized Tax Benefits | 10,648,000 | 10,971,000 | 10,980,000 |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | $300,000 | $400,000 | |
Operating Loss Carryforward Expiration Dates | expire beginning in 2016, if unused | ||
Us Federal | |||
Investments, Owned, Federal Income Tax Note [Line Items] | |||
Effective income tax rate reconciliation at federal statutory income tax rate | 35.00% | ||
Operating Loss Carryforward Expiration Dates | 2002 through 2014. | ||
Indiana State | |||
Investments, Owned, Federal Income Tax Note [Line Items] | |||
Operating Loss Carryforward Expiration Dates | 2002 through 2014. |
Consolidated_Income_loss_Befor
Consolidated Income (loss) Before Income Taxes (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Domestic | $98,246 | $77,465 | $48,533 |
Foreign | 216 | 158 | 130 |
Total income before income taxes | $98,462 | $77,623 | $48,663 |
Consolidated_Income_Tax_Expens
Consolidated Income Tax Expense (benefit) (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current | |||
Federal | $19,036 | $197 | $0 |
State | 1,805 | 717 | 174 |
Foreign | 118 | 130 | 141 |
Current, Total | 20,959 | 1,044 | 315 |
Deferred | |||
Federal | 12,913 | 26,753 | -46,378 |
State | 3,778 | 3,412 | -10,871 |
Foreign | -118 | -115 | -34 |
Deferred, Total | 16,573 | 30,089 | -57,283 |
Total consolidated expense (benefit) | $37,532 | $31,094 | ($56,968) |
Reconciliation_of_Differences_
Reconciliation of Differences from U.S. Federal Statutory Rate (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Expenses [Line Items] | ||||
Pretax book income | $98,462 | $77,623 | $48,663 | |
Federal tax expense at 35% statutory rate | 34,462 | 27,168 | 17,032 | |
State and local income taxes | 4,808 | 3,870 | 2,619 | |
Foreign tax rate differential | -206 | -41 | -14 | |
Benefit of domestic production deduction | -2,010 | 0 | 0 | |
Reversal of income tax valuation allowance against net deferred tax assets | -59,000 | 0 | 0 | -59,887 |
Utilization of valuation allowance for net operating losses and credit carrryforwards - U.S. and states | -132 | 0 | -19,528 | |
Other | 610 | 97 | 2,810 | |
Total income tax expense (benefit) | $37,532 | $31,094 | ($56,968) |
Components_of_Deferred_Tax_Ass
Components of Deferred Tax Assets and Deferred Tax Liabilities (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets | ||
Tax credits and loss carryforwards | $2,550 | $7,452 |
Accrued liabilities | 6,882 | 6,964 |
Incentive compensation | 17,171 | 16,621 |
Other | 5,551 | 4,736 |
Deferred Tax Assets, Gross | 32,154 | 35,773 |
Deferred tax liabilities | ||
Property, plant and equipment | -2,858 | -295 |
Intangibles | -5,565 | -4,993 |
Prepaid assets | -638 | -690 |
Convertible note discount | -5,117 | -6,585 |
Other | -2,025 | -29 |
Deferred tax liability | -16,203 | -12,592 |
Net deferred tax asset before valuation allowances and reserves | 15,951 | 23,181 |
Valuation allowances | -1,307 | -1,438 |
Net deferred tax asset | $14,644 | $21,743 |
Reconciliation_of_Beginning_an
Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Unrecognized Tax Benefits Income Tax Penalties And Interest Expenses [Line Items] | ||
Balance | $10,971 | $10,980 |
Decrease in prior year tax positions | -323 | -9 |
Balance | $10,648 | $10,971 |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | ||||
In Millions, unless otherwise specified | Jun. 30, 2010 | Dec. 31, 2014 | Dec. 31, 2014 | 31-May-12 | Nov. 22, 2011 | Nov. 22, 2011 | Dec. 31, 2014 | Dec. 31, 2014 |
USD ($) | BRL | USD ($) | USD ($) | Court-Imposed Interest, Fees or Inflation Adjustments | Court-Imposed Interest, Fees or Inflation Adjustments | Arizona Department Of Environmental Quality | Standby Letters Of Credit | |
Maximum | Maximum | USD ($) | USD ($) | |||||
USD ($) | BRL | |||||||
Loss Contingencies [Line Items] | ||||||||
Damages asserted by BK | 20.8 | $58 | $0.20 | |||||
Total ordered damages granted to Bk | 10 | 26.7 | ||||||
Business combination, recognized identifiable assets acquired and liabilities assumed, contingent liability | 2.9 | |||||||
Amount of remediation plan for the RID portion of the Superfund Site approved by ADEQ | 100 | |||||||
Loss Contingency, Estimate of Possible Loss | 0.6 | |||||||
Letters of Credit Outstanding, Amount | 6.2 | |||||||
Purchase Obligation | $71.30 |
Recovered_Sheet2
Segments And Related Information - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Segment Reporting Information [Line Items] | |||
Concentration Risk, Percentage | 100.00% | 100.00% | 100.00% |
Concentration Risk, Additional Characteristic | International sales, primarily to Canadian customers, accounted for less than 10% in each of the last three years. | ||
Sales Revenue, Net [Member] | |||
Segment Reporting Information [Line Items] | |||
Concentration Risk, Percentage | 10.00% | 10.00% | 10.00% |
Five Largest Customers | |||
Segment Reporting Information [Line Items] | |||
Concentration Risk, Percentage | 20.00% | 17.00% | 23.00% |
Reportable_Segment_Information
Reportable Segment Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Net sales | |||||||||||||||
Total net sales | $527,477 | $491,697 | $486,021 | $358,120 | $458,354 | $439,977 | $413,126 | $324,229 | $415,847 | $405,917 | $362,408 | $277,682 | $1,863,315 | $1,635,686 | $1,461,854 |
Depreciation and amortization | 38,829 | 38,336 | 25,565 | ||||||||||||
Income (Loss) from operations | 122,386 | 103,191 | 70,484 | ||||||||||||
Reconciling items to net income | |||||||||||||||
Interest expense | -22,165 | -26,308 | -21,724 | ||||||||||||
Other, net | -1,759 | 740 | -97 | ||||||||||||
Income tax expense | 37,532 | 31,094 | -56,968 | ||||||||||||
Net income | 98,462 | 77,623 | 48,663 | ||||||||||||
External customers | |||||||||||||||
Net sales | |||||||||||||||
Total net sales | 1,863,315 | 1,635,686 | 1,461,854 | ||||||||||||
Intersegment sales | |||||||||||||||
Net sales | |||||||||||||||
Total net sales | 0 | 0 | 0 | ||||||||||||
Corporate and Eliminations | |||||||||||||||
Net sales | |||||||||||||||
Total net sales | -87,167 | -86,929 | -81,639 | ||||||||||||
Depreciation and amortization | 1,630 | 1,860 | 2,812 | ||||||||||||
Income (Loss) from operations | -17,419 | -16,363 | -29,253 | ||||||||||||
Corporate and Eliminations | External customers | |||||||||||||||
Net sales | |||||||||||||||
Total net sales | 0 | 0 | 0 | ||||||||||||
Corporate and Eliminations | Intersegment sales | |||||||||||||||
Net sales | |||||||||||||||
Total net sales | -87,167 | -86,929 | -81,639 | ||||||||||||
Commercial Trailer Products | |||||||||||||||
Net sales | |||||||||||||||
Total net sales | 1,294,164 | 1,082,454 | 1,064,591 | ||||||||||||
Depreciation and amortization | 11,332 | 11,127 | 11,658 | ||||||||||||
Income (Loss) from operations | 81,141 | 57,543 | 52,242 | ||||||||||||
Commercial Trailer Products | External customers | |||||||||||||||
Net sales | |||||||||||||||
Total net sales | 1,221,040 | 1,010,736 | 995,164 | ||||||||||||
Commercial Trailer Products | Intersegment sales | |||||||||||||||
Net sales | |||||||||||||||
Total net sales | 73,124 | 71,718 | 69,427 | ||||||||||||
Diversified Products | |||||||||||||||
Net sales | |||||||||||||||
Total net sales | 466,238 | 458,675 | 321,257 | ||||||||||||
Depreciation and amortization | 23,806 | 23,320 | 10,385 | ||||||||||||
Income (Loss) from operations | 54,879 | 59,126 | 44,573 | ||||||||||||
Diversified Products | External customers | |||||||||||||||
Net sales | |||||||||||||||
Total net sales | 453,160 | 444,804 | 309,680 | ||||||||||||
Diversified Products | Intersegment sales | |||||||||||||||
Net sales | |||||||||||||||
Total net sales | 13,078 | 13,871 | 11,577 | ||||||||||||
Retail | |||||||||||||||
Net sales | |||||||||||||||
Total net sales | 190,080 | 181,486 | 157,645 | ||||||||||||
Depreciation and amortization | 2,061 | 2,029 | 710 | ||||||||||||
Income (Loss) from operations | 3,785 | 2,885 | 2,922 | ||||||||||||
Retail | External customers | |||||||||||||||
Net sales | |||||||||||||||
Total net sales | 189,115 | 180,146 | 157,010 | ||||||||||||
Retail | Intersegment sales | |||||||||||||||
Net sales | |||||||||||||||
Total net sales | $965 | $1,340 | $635 |
Major_Product_Categories_and_P
Major Product Categories and Percentage of Consolidated Net Sales (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Product Information [Line Items] | |||
Net external sales | $1,863,315 | $1,635,686 | $1,461,854 |
Percentage of consolidated net sales | 100.00% | 100.00% | 100.00% |
Commercial Trailer Products | |||
Product Information [Line Items] | |||
Net external sales | 1,221,040 | 1,010,736 | 995,164 |
Diversified Products | |||
Product Information [Line Items] | |||
Net external sales | 453,160 | 444,804 | 309,680 |
Retail | |||
Product Information [Line Items] | |||
Net external sales | 189,115 | 180,146 | 157,010 |
New Trailers | |||
Product Information [Line Items] | |||
Net external sales | 1,493,825 | 1,246,923 | 1,163,854 |
Percentage of consolidated net sales | 80.20% | 76.20% | 79.60% |
New Trailers | Commercial Trailer Products | |||
Product Information [Line Items] | |||
Net external sales | 1,177,402 | 959,116 | 959,094 |
New Trailers | Diversified Products | |||
Product Information [Line Items] | |||
Net external sales | 227,382 | 204,812 | 131,236 |
New Trailers | Retail | |||
Product Information [Line Items] | |||
Net external sales | 89,041 | 82,995 | 73,524 |
Used Trailers | |||
Product Information [Line Items] | |||
Net external sales | 45,115 | 49,415 | 40,183 |
Percentage of consolidated net sales | 2.40% | 3.00% | 2.70% |
Used Trailers | Commercial Trailer Products | |||
Product Information [Line Items] | |||
Net external sales | 23,576 | 33,443 | 23,534 |
Used Trailers | Diversified Products | |||
Product Information [Line Items] | |||
Net external sales | 4,593 | 3,158 | 1,887 |
Used Trailers | Retail | |||
Product Information [Line Items] | |||
Net external sales | 16,946 | 12,814 | 14,762 |
Components, parts and service | |||
Product Information [Line Items] | |||
Net external sales | 170,589 | 180,326 | 131,747 |
Percentage of consolidated net sales | 9.20% | 11.00% | 9.00% |
Components, parts and service | Commercial Trailer Products | |||
Product Information [Line Items] | |||
Net external sales | 3,077 | 7,387 | 2,323 |
Components, parts and service | Diversified Products | |||
Product Information [Line Items] | |||
Net external sales | 87,942 | 92,869 | 64,145 |
Components, parts and service | Retail | |||
Product Information [Line Items] | |||
Net external sales | 79,570 | 80,070 | 65,279 |
Equipment and other | |||
Product Information [Line Items] | |||
Net external sales | 153,786 | 159,022 | 126,070 |
Percentage of consolidated net sales | 8.20% | 9.80% | 8.70% |
Equipment and other | Commercial Trailer Products | |||
Product Information [Line Items] | |||
Net external sales | 16,985 | 10,790 | 10,213 |
Equipment and other | Diversified Products | |||
Product Information [Line Items] | |||
Net external sales | 133,243 | 143,965 | 112,412 |
Equipment and other | Retail | |||
Product Information [Line Items] | |||
Net external sales | $3,558 | $4,267 | $3,445 |
Recovered_Sheet3
Consolidated Quarterly Financial Data - Additional Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | |
Schedule of Quarterly Financial Information [Line Items] | ||||||||||
Business Acquisition, Transaction Costs | $500,000 | $500,000 | $100,000 | $200,000 | $600,000 | $2,400,000 | $13,600,000 | $1,700,000 | ||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $59,000,000 | $0 | $0 | $59,887,000 |
Summary_of_the_Unaudited_Quart
Summary of the Unaudited Quarterly Results of Operations (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||||||||||||
Schedule of Quarterly Financial Information [Line Items] | |||||||||||||||||||||||||||
Net sales | $527,477 | $491,697 | $486,021 | $358,120 | $458,354 | $439,977 | $413,126 | $324,229 | $415,847 | $405,917 | $362,408 | $277,682 | $1,863,315 | $1,635,686 | $1,461,854 | ||||||||||||
Gross profit | 62,721 | 61,628 | 61,613 | 46,672 | 52,587 | 61,497 | 58,853 | 42,186 | 54,339 | 50,074 | 39,681 | 19,729 | 232,634 | 215,123 | 163,823 | ||||||||||||
Net Income | $19,088 | $18,307 | $16,239 | $7,296 | $10,423 | [1] | $16,236 | [1] | $14,135 | [1] | $5,735 | [1] | $80,184 | [1],[2] | $18,441 | [1],[2] | $1,942 | [1],[2] | $5,064 | [1],[2] | $60,930 | $46,529 | $105,631 | ||||
Basic net income per share | $0.28 | $0.26 | $0.23 | $0.11 | $0.15 | $0.24 | $0.20 | $0.08 | $0.88 | $0.67 | $1.53 | ||||||||||||||||
Diluted net income per share | $0.27 | [3] | $0.25 | [3] | $0.23 | [3] | $0.10 | [3] | $0.15 | [3] | $0.23 | [3] | $0.20 | [3] | $0.08 | [3] | $0.85 | $0.67 | $1.53 | ||||||||
Basic and diluted net income per share | $1.16 | [3] | $0.27 | [3] | $0.03 | [3] | $0.07 | [3] | |||||||||||||||||||
[1] | Net income includes pre-tax charges of $0.6 million, $0.2 million and less than $0.1 million for the first, second and third quarters of 2013, respectively, and $1.7 million, $13.6 million, $2.4 million and $0.5 million for the first, second, third and fourth quarters of 2012, respectively, in connection with acquisition related charges associated with the Companybs acquisition of Walker as well as the purchase of certain assets of Beall. | ||||||||||||||||||||||||||
[2] | Net income for the fourth quarter of 2012 includes an income tax benefit of $59.0 million primarily related to the reversal of a U.S. valuation allowance against its deferred tax assets. | ||||||||||||||||||||||||||
[3] | Basic and diluted net income per share is computed independently for each of the quarters presented. Therefore, the sum of the quarterly net income per share may differ from annual net income per share due to rounding. |