Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Feb. 28, 2014 | Apr. 15, 2014 | Aug. 31, 2013 | |
Document and Entity Information [Abstract] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 28-Feb-14 | ' | ' |
Entity Registrant Name | 'AZZ INC | ' | ' |
Entity Central Index Key | '0000008947 | ' | ' |
Current Fiscal Year End Date | '--02-28 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Document Fiscal Year Focus | '2014 | ' | ' |
Entity Filer Category | 'Large Accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 25,616,801 | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Public Float | ' | ' | $926,848,072 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Income (Unaudited) (USD $) | 12 Months Ended | ||
Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | |
Income Statement [Abstract] | ' | ' | ' |
Net Sales | $751,723,398 | $570,594,238 | $469,112,410 |
Costs and Expenses | ' | ' | ' |
Cost of Sales | 546,018,393 | 406,421,677 | 344,525,516 |
Selling, General and Administrative | 105,591,214 | 66,188,575 | 48,864,886 |
Interest Expense | 18,406,658 | 13,072,605 | 13,939,149 |
Net Loss (Gain) On Sale of Property, Plant and Equipment, and Insurance Proceeds | -8,038,747 | -8,302,770 | 166,183 |
Other Expense (Income) - net | -4,165,374 | -1,154,682 | -2,024,229 |
Total costs and expenses | 657,812,144 | 476,225,405 | 405,471,505 |
Income before income taxes | 93,911,254 | 94,368,833 | 63,640,905 |
Income Tax Expense | 34,314,206 | 33,912,627 | 22,905,109 |
Net Income | $59,597,048 | $60,456,206 | $40,735,796 |
Earnings Per Common Share | ' | ' | ' |
Basic Earnings Per Share (usd per share) | $2.34 | $2.39 | $1.62 |
Diluted Earnings Per Share (usd per share) | $2.32 | $2.37 | $1.61 |
Weighted average number common shares (shares) | 25,514,387 | 25,320,147 | 25,131,754 |
Weighted average number common shares and potentially dilutive common shares (shares) | 25,693,468 | 25,560,594 | 25,362,120 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Income (Unaudited) (USD $) | 12 Months Ended | ||
Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | |
Net Income | $59,597,048 | $60,456,206 | $40,735,796 |
Other Comprehensive Income (Loss): | ' | ' | ' |
Unrealized Translation Gains (Losses) | -7,774,689 | -4,439,087 | 438,148 |
Interest Rate Swap, Net of Income Tax of $29,205, $29,205 and $29,205, respectively. | -54,237 | -54,237 | -54,237 |
Other Comprehensive Income (Loss) | -7,828,926 | -4,493,324 | 383,911 |
Comprehensive Income | $51,768,122 | $55,962,882 | $41,119,707 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) (Unaudited) (USD $) | 12 Months Ended | ||
Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | |
Statement of Other Comprehensive Income [Abstract] | ' | ' | ' |
Interest rate swap, income tax | ($29,205) | ($29,205) | ($29,205) |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
Current assets: | ' | ' |
Cash and cash equivalents | $27,564,533 | $55,597,751 |
Accounts receivable, net of allowance for doubtful accounts of $1,744,321 and $1,000,000 in 2014 and 2013, respectively | 116,127,857 | 97,857,193 |
Inventories - net | 107,580,845 | 82,330,926 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 27,221,952 | 12,878,068 |
Deferred income tax assets | 7,800,738 | 7,615,525 |
Prepaid expenses and other | 9,884,798 | 6,152,476 |
Total current assets | 296,180,723 | 262,431,939 |
Property, plant, and equipment, at cost: | ' | ' |
Land | 15,116,009 | 16,007,166 |
Buildings and structures | 117,764,526 | 101,109,332 |
Machinery and equipment | 175,955,136 | 133,636,597 |
Furniture, fixtures, software and computers | 20,497,261 | 16,401,547 |
Automotive equipment | 2,429,168 | 2,219,829 |
Construction in progress | 8,277,151 | 5,555,208 |
Gross property, plant, and equipment | 340,039,251 | 274,929,679 |
Less accumulated depreciation | -142,400,022 | -120,453,459 |
Net property, plant, and equipment | 197,639,229 | 154,476,220 |
Goodwill | 278,556,040 | 171,886,270 |
Intangibles and other assets | 180,877,043 | 105,410,385 |
Total Assets | 953,253,035 | 694,204,814 |
Current Liabilities: | ' | ' |
Accounts payable | 38,832,557 | 28,921,539 |
Income tax payable | 5,358,594 | 568,722 |
Accrued salaries and wages | 17,759,777 | 11,013,779 |
Other accrued liabilities | 17,155,430 | 14,811,126 |
Customer advance payment | 33,733,099 | 39,168,672 |
Profit sharing | 7,310,000 | 8,360,000 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 3,018,379 | 1,769,656 |
Long-term debt due within one year | 20,848,214 | 14,285,714 |
Total Current Liabilities | 144,016,050 | 118,899,208 |
Long-term accrued liability due after one year | 9,120,723 | 8,539,278 |
Long-term debt due after one year | 384,767,857 | 196,428,571 |
Deferred income tax liabilities | 39,435,143 | 36,403,283 |
Total liabilities | 577,339,773 | 360,270,340 |
Commitments and Contingencies | ' | ' |
Shareholders' Equity: | ' | ' |
Common Stock, $1.00 par value; 100,000,000 shares authorized; 25,577,205 shares issued and outstanding at February 28, 2014 and 25,376,967 at February 28, 2013 | 25,577,205 | 25,376,967 |
Capital in excess of par value | 21,954,777 | 17,653,912 |
Retained earnings | 339,399,556 | 294,092,945 |
Accumulated other comprehensive income (loss) | -11,018,276 | -3,189,350 |
Total Shareholders’ Equity | 375,913,262 | 333,934,474 |
Total Liabilities and Shareholders’ Equity | $953,253,035 | $694,204,814 |
Recovered_Sheet1
Condensed consolidated Balance Sheets (Parenthetical) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
Accounts Receivable, Allowance for Doubtful Accounts | $1,744,321 | $1,000,000 |
Common Stock, Par Value (usd per share) | $1 | $1 |
Common Stock, Shares Authorized (shares) | 100,000,000 | 50,000,000 |
Common Stock, Shares Issued (shares) | 25,577,205 | 25,376,967 |
Common Stock, Shares, Outstanding | 25,577,205 | 25,376,967 |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 12 Months Ended | ||
Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | |
Cash Flows From Operating Activities: | ' | ' | ' |
Net Income | $59,597,048 | $60,456,206 | $40,735,796 |
Adjustments To Reconcile Net Income To Net Cash Provided By Operating Activities: | ' | ' | ' |
Depreciation | 25,090,468 | 19,364,557 | 18,854,644 |
Amortization | 18,214,434 | 9,998,590 | 3,740,043 |
Non-cash compensation expense | 3,703,407 | 3,175,050 | 2,927,917 |
Non-cash interest expense | 1,420,941 | 286,934 | 320,209 |
Provision for doubtful accounts | -115,790 | 446,158 | 360,607 |
Deferred income tax expense | 842,265 | 3,365,810 | 2,504,754 |
Net (gain) loss on insurance settlement or sale of property, plant and equipment | -8,038,747 | -8,302,770 | 166,183 |
Effects of changes in operating assets and liabilities, net of business acquisitions: | ' | ' | ' |
Accounts Receivable | 35,954,790 | -11,599,297 | -11,211,943 |
Inventories | -6,208,765 | -4,453,680 | 307,481 |
Prepaid expenses and other assets | -6,590,354 | -2,244,366 | -1,463,003 |
Net change in billings related to costs and estimated earnings on uncompleted contracts | -9,732,472 | 1,941,978 | 2,702,342 |
Accounts payable | -4,149,782 | 957,646 | 2,420,530 |
Other accrued liabilities and income taxes | -2,712,147 | 19,344,797 | 1,699,268 |
Net cash provided by operating activities | 107,275,296 | 92,737,613 | 64,064,828 |
Cash flows from investing activities: | ' | ' | ' |
Proceeds from the sale or insurance settlement of property, plant and equipment | 8,204,997 | 11,838,811 | 300,859 |
Acquisition of subsidiaries, net of cash acquired | -275,702,030 | -137,057,680 | -27,362,834 |
Purchases of property, plant and equipment | -43,471,526 | -24,922,987 | -19,783,755 |
Net cash used in investing activities | -310,968,559 | -150,141,856 | -46,845,730 |
Cash flows from financing activities: | ' | ' | ' |
Debt origination costs | -5,880,539 | -100,000 | 0 |
Tax benefits from stock options exercised | 1,601,991 | 1,283,240 | 199,427 |
Proceeds from exercise of stock options and stock appreciation rights | 0 | 15,781 | 48 |
Proceeds from revolving loan | 197,000,000 | 0 | 0 |
Payments on revolving loan | -60,000,000 | 0 | 0 |
Proceeds from long-term debt | 75,000,000 | 0 | 0 |
Payments on long-term debt | -17,098,214 | -18,135,866 | 0 |
Cash dividends paid | -14,290,437 | -13,423,199 | -12,565,821 |
Net cash provided by (used in) financing activities | 176,332,801 | -30,360,044 | -12,366,346 |
Effect of exchange rate changes on cash | -672,756 | 59,372 | 60,077 |
Net increase (decrease) in cash and cash equivalents | -28,033,218 | -87,704,915 | 4,912,829 |
Cash and cash equivalents at beginning of year | 55,597,751 | 143,302,666 | 138,389,837 |
Cash and cash equivalents at end of year | 27,564,533 | 55,597,751 | 143,302,666 |
Cash paid during the year for: | ' | ' | ' |
Interest | 16,500,298 | 13,107,744 | 13,569,583 |
Income taxes | $26,331,750 | $30,967,378 | $21,627,112 |
Consolidated_Statement_of_Shar
Consolidated Statement of Shareholders' Equity (Unaudited) (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Treasury Stock [Member] |
Balance, beginning balance at Feb. 28, 2011 | $256,017,873 | $25,218,320 | $11,531,862 | $218,889,963 | $920,063 | ($542,335) |
Balance, beginning balance (shares) at Feb. 28, 2011 | ' | 25,218,320 | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Exercise of stock options | 48 | ' | 8,150 | ' | ' | -8,102 |
Stock compensation | 2,927,917 | ' | 2,893,345 | ' | ' | 34,572 |
Restricted Stock Units | -77,997 | ' | -90,996 | ' | ' | 12,999 |
Stock Issued for SARs | -775,680 | ' | -981,519 | ' | ' | 205,839 |
Employee Stock Purchase Plan | -763,291 | ' | -640,542 | ' | ' | 122,749 |
Federal income tax deducted on stock options | 199,427 | ' | 199,427 | ' | ' | ' |
Cash dividend paid | 12,565,821 | ' | ' | 12,565,821 | ' | ' |
Net income | 40,735,796 | ' | ' | 40,735,796 | ' | ' |
Foreign currency translation | 438,148 | ' | ' | ' | 438,148 | ' |
Interest rate swap, net of $29,205 of income tax | -54,237 | ' | ' | ' | -54,237 | ' |
Balance, ending balance at Feb. 29, 2012 | 287,608,765 | 25,218,320 | 14,200,811 | 247,059,938 | 1,303,974 | -174,278 |
Balance, beginning balance (shares) at Feb. 29, 2012 | ' | 25,218,320 | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Exercise of stock options (shares) | ' | 7,488 | ' | ' | ' | ' |
Exercise of stock options | 15,781 | 7,488 | 8,293 | ' | ' | ' |
Stock compensation (shares) | ' | 14,000 | ' | ' | ' | ' |
Stock compensation | 3,175,050 | 14,000 | 3,161,050 | ' | ' | ' |
Restricted Stock Units | -413,379 | ' | -516,916 | ' | ' | 103,537 |
Stock Issued for SARs, Shares | ' | 89,662 | ' | ' | ' | ' |
Stock Issued for SARs | -1,191,919 | 89,662 | -1,296,943 | ' | ' | 15,362 |
Employee Stock Purchase Plan (shares) | ' | 47,497 | ' | ' | ' | ' |
Employee Stock Purchase Plan | -917,253 | 47,497 | -814,377 | ' | ' | 55,379 |
Federal income tax deducted on stock options | 1,283,240 | ' | -1,283,240 | ' | ' | ' |
Cash dividend paid | 13,423,199 | ' | ' | 13,423,199 | ' | ' |
Net income | 60,456,206 | ' | ' | 60,456,206 | ' | ' |
Foreign currency translation | -4,439,087 | ' | ' | ' | -4,439,087 | ' |
Interest rate swap, net of $29,205 of income tax | -54,237 | ' | ' | ' | -54,237 | ' |
Balance, ending balance at Feb. 28, 2013 | 333,934,474 | 25,376,967 | 17,653,912 | 294,092,945 | -3,189,350 | 0 |
Balance, ending balance (shares) at Feb. 28, 2013 | ' | 25,376,967 | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Stock compensation (shares) | ' | 14,000 | ' | ' | ' | ' |
Stock compensation | 3,703,407 | 14,000 | 3,689,407 | ' | ' | ' |
Restricted Stock Units | -1,337,869 | 55,518 | -1,393,387 | ' | ' | ' |
Stock Issued for SARs, Shares | ' | 67,771 | ' | ' | ' | ' |
Stock Issued for SARs | -1,048,872 | 67,771 | -1,116,643 | ' | ' | ' |
Employee Stock Purchase Plan (shares) | ' | 62,949 | ' | ' | ' | ' |
Employee Stock Purchase Plan | 1,582,446 | 62,949 | 1,519,497 | ' | ' | ' |
Federal income tax deducted on stock options | 1,601,991 | ' | 1,601,991 | ' | ' | ' |
Cash dividend paid | -14,290,437 | ' | ' | -14,290,437 | ' | ' |
Net income | 59,597,048 | ' | ' | 59,597,048 | ' | ' |
Foreign currency translation | -7,774,689 | ' | ' | ' | -7,774,689 | ' |
Interest rate swap, net of $29,205 of income tax | -54,237 | ' | ' | ' | -54,237 | ' |
Balance, ending balance at Feb. 28, 2014 | $375,913,262 | $25,577,205 | $21,954,777 | $339,399,556 | ($11,018,276) | $0 |
Balance, ending balance (shares) at Feb. 28, 2014 | ' | 25,577,205 | ' | ' | ' | ' |
Consolidated_Statement_of_Shar1
Consolidated Statement of Shareholders' Equity (Parenthetical) (Unaudited) (USD $) | 12 Months Ended | ||
Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | |
Statement of Stockholders' Equity [Abstract] | ' | ' | ' |
Interest rate swap, income tax | ($29,205) | ($29,205) | ($29,205) |
Summary_of_Significant_Account
Summary of Significant Accounting Policies (Notes) | 12 Months Ended | |||
Feb. 28, 2014 | ||||
Accounting Policies [Abstract] | ' | |||
Summary of significant accounting policies | ' | |||
Summary of significant accounting policies | ||||
Organization-AZZ incorporated (the “Company” “AZZ” or “We”) operates primarily in the United States of America and Canada and has recently begun operating, through the acquisition of Aquilex SRO as described in Note 14 below, in China, Brazil, Poland and the Netherlands. Information about the Company's operations by segment is included in Note 11 to the consolidated financial statements. | ||||
Basis of consolidation—The consolidated financial statements were prepared in accordance with the accounting principles generally accepted in the United States of America and include the accounts of the Company and its wholly owned subsidiaries. All significant inter-company accounts and transactions have been eliminated in consolidation. | ||||
Use of estimates—The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||||
Concentrations of credit risk—Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents and trade accounts receivable. | ||||
The Company maintains cash and cash equivalents with various financial institutions. These financial institutions are located throughout the United States and Canada, as well as Europe, China and Brazil. The Company policy is designed to limit exposure to any one institution. The Company performs periodic evaluations of the relative credit standing of those financial institutions that are considered in the Company’s banking relationships and has not experienced any losses in such accounts. We believe we are not exposed to any significant credit risk related to cash and cash equivalents. | ||||
Concentrations of credit risk with respect to trade accounts receivable are limited due to the Company’s diversity by virtue of two operating segments, the number of customers, and the absence of a concentration of trade accounts receivable in a small number of customers. The Company performs continuous evaluations of the collectability of trade accounts receivable and allowance for doubtful accounts based upon historical losses, economic conditions and customer specific events. After all collection efforts are exhausted and an account is deemed uncollectible, it is written off against the allowance for doubtful accounts. The Company’s balances written off, net of recoveries, in fiscal 2014, 2013 and 2012 were approximately $0.3 million, $0.3 million and $0.2 million, respectively. Collateral is usually not required from customers as a condition of sale. | ||||
Revenue recognition—The Company recognizes revenue for the Electrical and Industrial Products and Services Segment upon transfer of title and risk to customer or based upon the percentage of completion method of accounting for electrical products built to customer specifications and services under long-term contracts. We typically recognize revenue for the Galvanizing Services Segment at completion of the service unless we specifically agree with the customer to hold its material for a predetermined period of time after the completion of the galvanizing process and, in that circumstance, we invoice and recognize revenue upon shipment. Customer advanced payments presented in the balance sheets arise from advanced payments received from our customers prior to shipment of the product and are not related to revenue recognized under the percentage of completion method. The extent of progress for revenue recognized using the percentage of completion method is measured by the ratio of contract costs incurred to date to total estimated contract costs at completion. Contract costs include direct labor and material and certain indirect costs. Selling, general and administrative costs are charged to expense as incurred. | ||||
Provisions for estimated losses, if any, on uncompleted contracts are made in the period in which such losses are able to be determined. The assumptions made in determining the estimated cost could differ from actual performance resulting in a different outcome for profits or losses than anticipated. | ||||
Cash and cash equivalents—For purposes of reporting cash flows, cash and cash equivalents include cash on hand, deposits with banks and all highly liquid investments with an original maturity of three months or less. | ||||
Inventories—Cost is determined principally using a weighted-average method for the Electrical and Industrial Products and Services Segment and the first-in-first-out (FIFO) method for the Galvanizing Services Segment. | ||||
Property, plant and equipment—For financial reporting purposes, depreciation is computed using the straight-line method over the estimated useful lives of the related assets as follows: | ||||
Buildings and structures | 10-25 years | |||
Machinery and equipment | 3-15 years | |||
Furniture and fixtures | 3-15 years | |||
Automotive equipment | 3 years | |||
Computers and software | 3 years | |||
Maintenance and repairs are charged to expense as incurred; renewals and betterments that significantly extend the useful life of the asset are capitalized. | ||||
Long-lived assets, intangible assets and goodwill—Purchased intangible assets included on the balance sheets are comprised of customer lists, backlogs, engineering drawings and non-compete agreements. Such intangible assets are being amortized using the straight-line method over the estimated useful lives of the assets ranging from two to nineteen years. The Company records impairment losses on long-lived assets, including identifiable intangible assets, when events and circumstances indicate that the assets might be impaired and the undiscounted projected cash flows associated with those assets are less than their carrying amount. In those situations, impairment loss on a long-lived asset is measured based on the excess of the carrying amount of the asset over the asset’s fair value. For goodwill, the Company performs an annual impairment test on December 31st each year or as indicators are present. The test is calculated using the anticipated future cash flows after tax from our operating segments. Based on the present value of the future cash flows, we determine whether impairment may exist. A significant change in projected cash flows or cost of capital for future years could result in an impairment of goodwill in future years. Variables impacting future cash flows include, but are not limited to, the level of customer demand for and response to products and services we offer to the power generation market, the electrical transmission and distribution markets, the general industrial market and the hot dip galvanizing market; changes in economic conditions of these various markets; raw material and natural gas costs and availability of experienced labor and management to implement our growth strategies. As of February 28, 2014, no impairment of long-lived assets, intangible assets or goodwill was determined. | ||||
Debt issue costs—Debt issue costs, included in other assets, are amortized using the effective interest rate method over the term of the debt. | ||||
Income taxes—Income tax expense is based on the asset and liability method. Under this method of accounting, deferred tax assets and liabilities are recognized based on differences between financial accounting and income tax basis of assets and liabilities using presently enacted tax rates and laws. | ||||
Stock-based compensation—The Company has granted stock options, stock appreciation rights or restricted stock units for a fixed number of shares to employees and directors. A discussion of stock-based compensation can be found in Note 9 to the Consolidated Financial Statements. | ||||
Financial instruments—Fair value is an exit price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Hierarchy Levels 1, 2, or 3 are terms for the priority of inputs to valuation techniques used to measure fair value. Hierarchy Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Hierarchy Level 2 inputs are inputs other than quoted prices included with Level 1 that are directly or indirectly observable for the asset or liability. Hierarchy Level 3 inputs are inputs that are not observable in the market. | ||||
The Company’s financial instruments consist of cash and cash equivalents and long-term debt. Our financial instruments are presented at fair value in our consolidated balance sheets, with the exception of our outstanding Senior Notes. For fiscal 2014 and 2013 the fair value of our senior outstanding notes, as described in Note 10 to the Consolidated Financial Statements, was approximately $222.2 million and $224.1 million, respectively. These fair values were determined using the discounted cash flow at the market rate as well as the applicable market interest rates classified as Level 2 inputs. During fiscal 2014 a principal payment was made in the amount of $14.3 million related to the $100.0 million unsecured Senior Notes due March 31, 2018, which accounts for a portion of the decrease in fair value for the compared periods in conjunction with lower market interest rates. | ||||
Derivative financial instruments—From time to time, the Company uses derivatives to manage interest rate risk. The Company’s policy is to use derivatives for risk management purposes only, which includes maintaining the ratio between the Company’s fixed and floating rate debt obligations that management deems appropriate, and prohibits entering into such contracts for trading purposes. The Company enters into derivatives only with counterparties (primarily financial institutions) which have substantial financial wherewithal to minimize credit risk. As the result of the recent global financial crisis, a number of financial institutions have failed or required government assistance, and counterparties considered substantial may develop credit risk. The amount of gains or losses from the use of derivative financial instruments has not been and is not expected to be material to the Company’s consolidated financial statements. As of February 28, 2014, the Company had no derivative financial instruments. | ||||
Warranty reserves—Within other accrued liabilities, a reserve has been established to provide for the estimated future cost of warranties on a portion of the Company’s delivered products. Management periodically reviews the reserves, and adjustments are made accordingly. A provision for warranty on products is made on the basis of the Company’s historical experience and identified warranty issues. Warranties cover such factors as non-conformance to specifications and defects in material and workmanship. | ||||
The following is a roll-forward of amounts accrued for warranties (in thousands): | ||||
Balance at February 28, 2011 | $ | 2,486 | ||
Warranty costs incurred | (2,394 | ) | ||
Additions charged to income | 1,578 | |||
Balance at February 29, 2012 | $ | 1,670 | ||
Warranty costs incurred | (2,026 | ) | ||
Additions charged to income | 2,429 | |||
Balance at February 28, 2013 | $ | 2,073 | ||
Warranty costs incurred | (2,246 | ) | ||
Additions charged to income | 1,511 | |||
Balance at February 28, 2014 | $ | 1,338 | ||
Accumulated Other Comprehensive Income (Loss)—Accumulated other comprehensive income (loss) is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources and includes all changes in equity during a period except those resulting from investments by owners and distributions to owners. | ||||
On January 21, 2011, we entered into a Note Purchase Agreement, (the “2011 Agreement”) and incurred fixed rate, long-term indebtedness of $125.0 million in relation to the 2011 Agreement. See Note 10 to the Consolidated Financial Statements. In anticipation of the issuance of Senior Notes thereunder, we entered into a treasury lock hedging transaction with Bank of America Merrill Lynch (BAML) in order to eliminate the variability of cash flows on the forecasted fixed rate coupon of the debt during the pre-issuance period. The hedging transaction settled during the Company’s third fiscal quarter of fiscal 2011, and the Company received a payment from BAML in the amount of $0.8 million resulting therefrom. The notional value of the hedge was $75.0 million and qualified for hedge accounting as a cash flow hedge. The gain on the settlement was recorded as a component of Accumulated Other Comprehensive Income and will be amortized to interest expense over the life of the 10 year loan. Amortization for interest expense was recorded in the amount of $0.1 million for fiscal 2012, 2013 and 2014. | ||||
Accumulated other comprehensive income also includes foreign currency translation adjustments from our foreign subsidiaries consisting of Aquilex SRO, AZZ Trading (Shanghai), Blenkhorn and Sawle, Galvan, Galvcast and G3. | ||||
Foreign Currency Translation—The local currency is the functional currency for the Company’s foreign operations. Related assets and liabilities are translated into United States dollars at exchange rates existing at the balance sheet date, and revenues and expenses are translated at weighted-average exchange rates. The foreign currency translation adjustment is recorded as a separate component of shareholders’ equity and is included in accumulated other comprehensive income (loss). | ||||
Long-Term Contingent Liability— In connection with our acquisition of NLI, we may be obligated to make an additional payment of up to $20.0 million based on the future financial performance of the NLI business. The net present value of this additional payment, which is subject to the terms and conditions of the asset purchase agreement we entered into in connection with this acquisition was $9.1 million as of February 28, 2014, and is reflected as a long-term liability. The net present value was calculated by determining a probability of potential payout which was then discounted by the cost of money over the life of the agreement. The change in fair value of the liability from the acquisition date to the end of fiscal 2014 of $0.8 million was charged to operations. The fair value measurement of the liability is considered to be Level 3 according to the fair value hierarchy. |
Inventories_Notes
Inventories (Notes) | 12 Months Ended | ||||||||
Feb. 28, 2014 | |||||||||
Inventory Disclosure [Abstract] | ' | ||||||||
Inventories | ' | ||||||||
Inventories | |||||||||
Inventories (net) consisted of the following: | |||||||||
2014 | 2013 | ||||||||
(In thousands) | |||||||||
Raw materials | $ | 64,817 | $ | 47,189 | |||||
Work-in-process | 39,781 | 32,041 | |||||||
Finished goods | 2,983 | 3,101 | |||||||
$ | 107,581 | $ | 82,331 | ||||||
Costs_and_Estimated_Earnings_O
Costs and Estimated Earnings On Uncompleted Contracts (Notes) | 12 Months Ended | ||||||||
Feb. 28, 2014 | |||||||||
Contractors [Abstract] | ' | ||||||||
Costs and estimated earnings on uncompleted contracts | ' | ||||||||
Costs and estimated earnings on uncompleted contracts | |||||||||
Costs and estimated earnings on uncompleted contracts consisted of the following: | |||||||||
2014 | 2013 | ||||||||
(In thousands) | |||||||||
Costs incurred on uncompleted contracts | $ | 158,224 | $ | 56,499 | |||||
Estimated earnings | 65,063 | 27,275 | |||||||
223,287 | 83,774 | ||||||||
Less billings to date | 199,083 | 72,666 | |||||||
$ | 24,204 | $ | 11,108 | ||||||
The amounts noted above are included in the accompanying consolidated balance sheets under the following captions: | |||||||||
2014 | 2013 | ||||||||
(In thousands) | |||||||||
Cost and estimated earnings in excess of billings on uncompleted contracts | $ | 27,222 | $ | 12,878 | |||||
Billings in excess of costs and estimated earnings on uncompleted contracts | (3,018 | ) | (1,770 | ) | |||||
$ | 24,204 | $ | 11,108 | ||||||
Other_Accrued_Liabilities_Note
Other Accrued Liabilities (Notes) | 12 Months Ended | ||||||||
Feb. 28, 2014 | |||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||
Other accrued liabilities | ' | ||||||||
Other accrued liabilities | |||||||||
Other accrued liabilities consisted of the following: | |||||||||
2014 | 2013 | ||||||||
(In thousands) | |||||||||
Accrued interest | $ | 3,415 | $ | 2,981 | |||||
Tenant improvements | 984 | 1,222 | |||||||
Accrued warranty | 1,338 | 2,073 | |||||||
Commissions | 1,259 | 2,452 | |||||||
Personnel Expenses | 5,579 | 3,461 | |||||||
Group medical insurance | 1,858 | 1,400 | |||||||
Other | 2,722 | 1,222 | |||||||
$ | 17,155 | $ | 14,811 | ||||||
Employee_Benefit_Plans_Notes
Employee Benefit Plans (Notes) | 12 Months Ended |
Feb. 28, 2014 | |
Postemployment Benefits [Abstract] | ' |
Employee benefit plans | ' |
Employee benefit plans | |
The Company has a trustee profit sharing plan and 401(k) plan covering substantially all of its employees. Under the provisions of the plan, the Company contributes amounts as authorized by the Board of Directors. Total contributions to the profit sharing plan, which included the Company’s 401(k) matching, were $10.5 million for fiscal 2014, $10.5 million for fiscal 2013 and $7.1 million for fiscal 2012. |
Income_Taxes_Notes
Income Taxes (Notes) | 12 Months Ended | ||||||||||
Feb. 28, 2014 | |||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||
Income taxes | ' | ||||||||||
Income taxes | |||||||||||
Deferred federal and state income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial accounting purposes and the amounts used for income tax purposes. Significant components of the Company’s net deferred income tax liability are as follows: | |||||||||||
2014 | 2013 | ||||||||||
(In thousands) | |||||||||||
Deferred income tax assets: | |||||||||||
Employee related items | $ | 4,314 | $ | 3,179 | |||||||
Inventories | 836 | 717 | |||||||||
Accrued warranty | 508 | 782 | |||||||||
Accounts receivable | 235 | 377 | |||||||||
Net operating loss carry forward | 475 | 1,640 | |||||||||
Other | 1,433 | 921 | |||||||||
Total deferred income tax assets | $ | 7,801 | $ | 7,616 | |||||||
Deferred income tax liabilities: | |||||||||||
Depreciation methods and property basis differences | $ | (19,820 | ) | $ | (18,352 | ) | |||||
Other assets and tax-deductible goodwill | (19,615 | ) | (18,051 | ) | |||||||
Total deferred income tax liabilities | (39,435 | ) | (36,403 | ) | |||||||
Net deferred income tax liabilities | $ | (31,634 | ) | $ | (28,787 | ) | |||||
The provision for income taxes consists of: | |||||||||||
2014 | 2013 | 2012 | |||||||||
Income (loss) before income taxes: | |||||||||||
Domestic | $ | 83,495 | $ | 92,334 | $ | 65,054 | |||||
Foreign | 10,416 | 2,035 | (1,413 | ) | |||||||
Income before income taxes | $ | 93,911 | $ | 94,369 | $ | 63,641 | |||||
Current provision: | |||||||||||
Federal | $ | 28,901 | $ | 26,330 | $ | 16,717 | |||||
Foreign | 1,903 | (2,600 | ) | 159 | |||||||
State and Local | 4,381 | 4,137 | 3,595 | ||||||||
Total current provision for income taxes | $ | 35,186 | $ | 27,866 | $ | 20,470 | |||||
Deferred provision (benefit): | |||||||||||
Federal | $ | (2,143 | ) | $ | 2,024 | $ | 3,646 | ||||
Foreign | 1,230 | 3,455 | (1,330 | ) | |||||||
State and Local | 41 | 568 | 119 | ||||||||
Total deferred provision for income taxes | $ | (871 | ) | $ | 6,047 | $ | 2,435 | ||||
Total provision for income taxes | $ | 34,314 | $ | 33,913 | $ | 22,905 | |||||
Net Operating Loss Carryforward: | |||||||||||
The following table summarizes the tax impact for Net Operating Loss Carryforwards: | |||||||||||
2014 | 2013 | ||||||||||
(In thousands) | |||||||||||
Oklahoma | $ | 330 | $ | 412 | |||||||
Canada | $ | 145 | $ | 1,228 | |||||||
At February 28, 2014, the Company has approximately $5.6 million of net operating loss carryforwards for state income tax purposes that will begin to expire in 2025, as well as approximately $0.6 million of net operating loss for Canada income tax purposes that will begin to expire in 2029. | |||||||||||
A reconciliation from the federal statutory income tax rate to the effective income tax rate is as follows: | |||||||||||
2014 | 2013 | 2012 | |||||||||
Statutory federal income tax rate | 35 | % | 35 | % | 35 | % | |||||
Expenses not deductible for tax purposes | 3.9 | 0.2 | 0.3 | ||||||||
State income taxes, net of federal income tax benefit | 4.7 | 3.1 | 3.6 | ||||||||
Benefit of Section 199 of the Code, manufacturing deduction | (6.5 | ) | (2.6 | ) | (2.8 | ) | |||||
Other | (0.6 | ) | 0.2 | (0.1 | ) | ||||||
Effective income tax rate | 36.5 | % | 35.9 | % | 36 | % | |||||
Deferred taxes had not been provided on the Accumulated Foreign Currency Translation Adjustment relating to the Company’s foreign subsidiaries amounting to $11.4 million as of February 28, 2014 as the Company considers the unremitted earnings of its foreign subsidiaries to be indefinitely reinvested. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets (Notes) | 12 Months Ended | ||||||||||||||||
Feb. 28, 2014 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||
Goodwill and intangible assets | ' | ||||||||||||||||
Goodwill and intangible assets | |||||||||||||||||
Goodwill is not amortized but is subject to annual impairment tests. Other intangible assets continue to be amortized over their useful lives. | |||||||||||||||||
Changes in goodwill by segment during the year are as follows: | |||||||||||||||||
Segment | March 1, | Acquisitions | Foreign | February 28, | |||||||||||||
2013 | Exchange | 2014 | |||||||||||||||
Translation | |||||||||||||||||
(In thousands) | |||||||||||||||||
Galvanizing Services | $ | 96,735 | $ | — | $ | (2,004 | ) | $ | 94,731 | ||||||||
Electrical and Industrial Products and Services | 75,151 | 109,636 | (962 | ) | 183,825 | ||||||||||||
Total | $ | 171,886 | $ | 109,636 | $ | (2,966 | ) | $ | 278,556 | ||||||||
Segment | March 1, | Acquisitions | Foreign | February 28, | |||||||||||||
2012 | Exchange | 2013 | |||||||||||||||
Translation | |||||||||||||||||
(In thousands) | |||||||||||||||||
Galvanizing Services | $ | 78,053 | $ | 19,923 | $ | (1,241 | ) | $ | 96,735 | ||||||||
Electrical and Industrial Products and Services | 43,331 | 32,323 | (503 | ) | 75,151 | ||||||||||||
Total | $ | 121,384 | $ | 52,246 | $ | (1,744 | ) | $ | 171,886 | ||||||||
The Company completes its annual impairment analysis of goodwill on December 31st of each year. As a result, the Company determined that there was no impairment of goodwill. | |||||||||||||||||
Intangible assets consisted of the following: | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(In thousands) | |||||||||||||||||
Amortizable intangible assets | |||||||||||||||||
Customer related intangibles | $ | 158,913 | $ | 81,110 | |||||||||||||
Non-compete agreements | 5,037 | 5,219 | |||||||||||||||
Trademarks | 5,110 | 5,169 | |||||||||||||||
Technology | 7,400 | — | |||||||||||||||
Certifications | 232 | 253 | |||||||||||||||
Engineering drawings | 24,600 | 24,600 | |||||||||||||||
Backlog | 8,440 | 8,514 | |||||||||||||||
209,732 | 124,865 | ||||||||||||||||
Less accumulated amortization | (39,300 | ) | (21,440 | ) | |||||||||||||
$ | 170,432 | $ | 103,425 | ||||||||||||||
Accumulated amortization related to customer related intangibles and non-compete agreements was $20.0 million and $3.7 million, respectively, at February 28, 2014, and $11.6 million and $3.4 million, respectively, at February 28, 2013. | |||||||||||||||||
The Company recorded amortization expenses for fiscal 2014, 2013 and 2012 in the amount of $18.2 million, $10.0 million and $3.7 million, respectively. The following table projects the estimated amortization expense for the five succeeding fiscal years and thereafter. | |||||||||||||||||
(In thousands) | |||||||||||||||||
2015 | $ | 17,840 | |||||||||||||||
2016 | 15,560 | ||||||||||||||||
2017 | 15,293 | ||||||||||||||||
2018 | 14,665 | ||||||||||||||||
2019 | 13,984 | ||||||||||||||||
Thereafter | 93,090 | ||||||||||||||||
Total | $ | 170,432 | |||||||||||||||
Earnings_Per_Share_Notes
Earnings Per Share (Notes) | 12 Months Ended | ||||||||||||
Feb. 28, 2014 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Earnings per share | ' | ||||||||||||
Earnings per share | |||||||||||||
Basic earnings per share is based on the weighted average number of shares outstanding during each year. Diluted earnings per share were similarly computed but have been adjusted for the dilutive effect of the weighted average number of stock options, stock appreciation rights and restricted stock units outstanding. The shares and earnings per share were adjusted to reflect our two for one stock split effected in the form of a share dividend approved by the Board of Directors on June 28, 2012, and paid on July 30, 2012. All share data has been retroactively restated. | |||||||||||||
The following table sets forth the computation of basic and diluted earnings per share: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(In thousands, except share and per share amounts) | |||||||||||||
Numerator: | |||||||||||||
Net income for basic and diluted earnings per common share | $ | 59,597 | $ | 60,456 | $ | 40,736 | |||||||
Denominator: | |||||||||||||
Denominator for basic earnings per common share–weighted average shares | 25,514,387 | 25,320,147 | 25,131,754 | ||||||||||
Effect of dilutive securities: | |||||||||||||
Employee and Director stock awards | 179,081 | 240,447 | 230,366 | ||||||||||
Denominator for diluted earnings per common share | 25,693,468 | 25,560,594 | 25,362,120 | ||||||||||
Earnings per share basic and diluted: | |||||||||||||
Basic earnings per common share | $ | 2.34 | $ | 2.39 | $ | 1.62 | |||||||
Diluted earnings per common share | $ | 2.32 | $ | 2.37 | $ | 1.61 | |||||||
Stock appreciation rights of approximately 113,887 for fiscal year 2014 were excluded from the computation of diluted earnings per share as the effect would be anti-dilutive. There were zero stock options or stock appreciation rights outstanding with exercise prices greater than the average market price of common shares for fiscal 2013 or fiscal 2012. |
Stock_Compensation_Notes
Stock Compensation (Notes) | 12 Months Ended | |||||||||||||||||||||
Feb. 28, 2014 | ||||||||||||||||||||||
Share-based Compensation [Abstract] | ' | |||||||||||||||||||||
Stock compensation | ' | |||||||||||||||||||||
Stock compensation | ||||||||||||||||||||||
The Company has one share-based compensation plan (the “Plan”). The purpose of the Plan is to promote the growth and prosperity of the Company by permitting the Company to grant to its employees, directors and advisors various types of restricted stock unit awards, stock appreciation rights and options to purchase common stock of the Company. The maximum number of shares that may be issued under the Plan is 5,000,000 shares. As of February 28, 2014, the Company had approximately 588,491 shares reserved for future issuance under the Plan. | ||||||||||||||||||||||
Restricted Stock Unit Awards | ||||||||||||||||||||||
Restricted stock unit awards are valued at the market price of our common stock on the grant date. These awards generally have a three year cliff vesting schedule but may vest early in accordance with the Plan’s accelerated vesting provisions. | ||||||||||||||||||||||
Activity in our non-vested restricted stock unit awards for the year ended February 28, 2014 was as follows: | ||||||||||||||||||||||
Restricted | Weighted | |||||||||||||||||||||
Stock Units | Average Grant | |||||||||||||||||||||
Date Fair Value | ||||||||||||||||||||||
Non-Vested Balance as of February 28, 2013 | 109,430 | $ | 20.73 | |||||||||||||||||||
Granted | 49,843 | 45.04 | ||||||||||||||||||||
Vested | (88,921 | ) | 20.01 | |||||||||||||||||||
Forfeited | — | — | ||||||||||||||||||||
Non-Vested Balance as of February 28, 2014 | 70,352 | $ | 45.96 | |||||||||||||||||||
The total fair value of restricted stock units vested during fiscal years 2014, 2013, and 2012 was $1.9 million, $0.5 million and $0.1 million, respectively. For fiscal years ended 2014, 2013 and 2012, there were 70,352, 109,430 and 122,450, respectively, of non vested restricted stock units outstanding with weighted average grant date fair values of $45.96, $20.73 and $13.89, respectively. | ||||||||||||||||||||||
Stock Appreciation Rights and Option Awards | ||||||||||||||||||||||
Stock appreciation rights and option awards are granted with an exercise price equal to the market value of our common stock on the date of grant. These awards generally have a contractual term of 7 years and vest ratably over a period of three years although some may vest immediately on issuance. These awards are valued using the Black-Scholes option pricing model. | ||||||||||||||||||||||
A summary of the Company’s stock appreciation rights and option awards activity for the three years ended February 28, or 29, as applicable, were as follows: | ||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||
Options/ | Weighted | Options/ | Weighted | Options/ | Weighted | |||||||||||||||||
SAR’s | Average | SAR’s | Average | SAR’s | Average | |||||||||||||||||
Exercise | Exercise | Exercise | ||||||||||||||||||||
Price | Price | Price | ||||||||||||||||||||
Outstanding at beginning of year | 439,863 | $ | 19.12 | 573,000 | $ | 15.46 | 831,518 | $ | 14.14 | |||||||||||||
Granted | 116,032 | 45.2 | 118,107 | 25.77 | 193,132 | 20.91 | ||||||||||||||||
Exercised | (159,721 | ) | 19.19 | (251,240 | ) | 13.84 | (413,814 | ) | 15.1 | |||||||||||||
Forfeited | — | — | (4 | ) | 2.11 | (37,836 | ) | 19.88 | ||||||||||||||
Outstanding at end of year | 396,174 | $ | 26.64 | 439,863 | $ | 19.12 | 573,000 | $ | 15.46 | |||||||||||||
Exercisable at end of year | 153,343 | $ | 15.32 | 115,395 | $ | 13.14 | 123,090 | $ | 12.11 | |||||||||||||
Weighted average fair value for the fiscal year indicated of options and SARs granted during such year | $ | 13.68 | $ | 8.81 | $ | 7.74 | ||||||||||||||||
The average remaining contractual term for those options/stock appreciation rights outstanding at the end of fiscal 2014 was 4.38 years, with an aggregate intrinsic value of $17.6 million. The average remaining contractual terms for those options/ stock appreciation rights that were exercisable as of the end of fiscal 2014 was 3.01 years, with an aggregate intrinsic value of $6.8 million. During fiscal 2014, the intrinsic value of options/stock appreciation rights exercised was $3.6 million. | ||||||||||||||||||||||
The following table summarizes additional information about stock options and stock appreciation rights outstanding at February 28, 2014. | ||||||||||||||||||||||
Range of | Total | Average | Weighted | Options / | Weighted | |||||||||||||||||
Exercise Prices | Options/ | Remaining | Average | SAR’s | Average | |||||||||||||||||
SAR’s | Life | Exercise | Currently | Exercise | ||||||||||||||||||
Price | Exercisable | Price | ||||||||||||||||||||
$9.06 | 51,832 | 2 | $ | 9.06 | 51,832 | $ | 9.06 | |||||||||||||||
$15.84 | 60,259 | 3 | $ | 15.84 | 60,259 | $ | 15.84 | |||||||||||||||
$20.91 | 83,874 | 4 | $ | 20.91 | 29,004 | $ | 20.91 | |||||||||||||||
$25.67 | 84,329 | 5 | $ | 25.67 | 11,584 | $ | 25.67 | |||||||||||||||
$31.76 | 1,993 | 5 | $ | 31.76 | 664 | $ | 31.76 | |||||||||||||||
$45.36 | 69,477 | 6 | $ | 45.36 | — | $ | — | |||||||||||||||
$45.26 | 40,000 | 6 | $ | 45.26 | — | $ | — | |||||||||||||||
$42.08 | 2,226 | 6 | $ | 42.08 | — | $ | — | |||||||||||||||
$46.43 | 759 | 6 | $ | 46.43 | — | $ | — | |||||||||||||||
$39.65 | 1,425 | 6 | $ | 39.65 | — | $ | — | |||||||||||||||
$ 9.06 - $45.36 | 396,174 | 4.38 | $ | 26.64 | 153,343 | $ | 15.32 | |||||||||||||||
Employee Stock Purchase Plan | ||||||||||||||||||||||
The Company also has an employee stock purchase plan which allows employees of the Company to purchase common stock of the Company through accumulated payroll deductions. Offerings under this plan have a duration of 24 months. On the first day of an offering period (the enrollment date) the participant is granted the option to purchase shares on each exercise date at the lower of 85% of the market value of a share of our common stock on the enrollment date or the exercise date. The participant’s right to purchase common stock under the plan is restricted to no more than $25,000 per calendar year and the participant may not purchase more than 5,000 shares during any offering period. Participants may terminate their interest in a given offering or a given exercise period by withdrawing all of their accumulated payroll deductions at any time prior to the end of the offering period. The fair value of the estimated number of shares to be issued under each offering is determined using the Black-Scholes option pricing model. Common shares estimated to be issued under each offering for fiscal 2014, 2013 and 2012 was 47,982, 76,047 and 31,106 shares, respectively. | ||||||||||||||||||||||
Assumptions used in the Black-Scholes option pricing model for the past three fiscal years were as follows for all stock appreciation rights plans and employee stock purchase plans: | ||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||
Expected life in years | 2 – 4.5 | 2 – 5 | 2 – 5 | |||||||||||||||||||
Expected dividend yield | 1.21% – 1.33% | 1.73% - 2.00% | 2.27% – 2.39% | |||||||||||||||||||
Expected price volatility | 36.34% – 41.60% | 45.00% - 47.50% | 46.86% – 48.85% | |||||||||||||||||||
Risk-free interest rate | 0.42 – 1.46 | 0.29 - 0.59 | 3.39 – 3.51 | |||||||||||||||||||
Directors Grants | ||||||||||||||||||||||
During fiscal 2012 and fiscal 2013 the Company granted each of its seven independent directors 1,000 shares of the Company’s common stock which subsequently split 2 for 1. In fiscal 2014, each of its seven independent director were granted 2,000 shares of the Company’s common stock. These common stock grants were valued at $36.70, $32.51 and $25.42 per share for fiscal 2014, 2013 and 2012, respectively, which was the market price of our common stock on the grant date. | ||||||||||||||||||||||
Share-based compensation expense and related income tax benefits related to all the plans listed above were as follows: | ||||||||||||||||||||||
Year Ended February 28 or 29, | 2014 | 2013 | 2012 | |||||||||||||||||||
Compensation Expense | $ | 3,703,407 | $ | 3,175,050 | $ | 2,927,917 | ||||||||||||||||
Income tax benefits | $ | 1,296,193 | $ | 1,111,268 | $ | 1,024,771 | ||||||||||||||||
Unrecognized compensation cost related to all the above at February 28, 2014 totaled $2.9 million. These costs are expected to be recognized over a weighted period of 2.49 years. | ||||||||||||||||||||||
Cash received from stock options exercised for the years ended February 28 or 29, 2014, 2013 and 2012 was $0, $0, and $0, respectively. The actual tax benefit realized for tax deductions from options exercised each of these years totaled $1.6 million, $1.3 and $0.2 million, respectively. | ||||||||||||||||||||||
The Company’s policy is to issue shares required under these plans from the Company’s treasury shares or from the Company’s authorized but unissued shares. The Company has no formal or informal plan to repurchase shares on the open market to satisfy these requirements. |
Longterm_Debt_Notes
Long-term Debt (Notes) | 12 Months Ended | ||||||||
Feb. 28, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Long-term debt | ' | ||||||||
Long-term debt | |||||||||
Long-term debt consisted of the following: | 2014 | 2013 | |||||||
(In thousands) | |||||||||
Senior Notes, due in balloon payment in January 2021 | $ | 125,000 | $ | 125,000 | |||||
Senior Notes, due in annual installments of $14,285,714 beginning in March 2012 through March 2018 | $ | 71,428 | $ | 85,714 | |||||
Term Note, due in quarterly installments beginning in June 2013 through March 2018 | $ | 72,188 | $ | — | |||||
Revolving line of credit with bank | $ | 137,000 | $ | — | |||||
Total Long Term Debt | $ | 405,616 | $ | 210,714 | |||||
Less amount due within one year | $ | (20,848 | ) | $ | (14,286 | ) | |||
$ | 384,768 | $ | 196,429 | ||||||
On May 25, 2006, we entered into the Second Amended and Restated Credit Agreement (as subsequently amended, the “Previous Credit Agreement”) with Bank of America, N.A. (“Bank of America”). The Previous Credit Agreement provided for a $125.0 million unsecured revolving line of credit maturing on October 1, 2017. The Previous Credit Agreement was used to provide for working capital needs, capital improvements, future acquisitions and letter of credit needs, and was terminated on March 27, 2013. | |||||||||
On March 27, 2013, we entered into a new Credit Agreement (the “Credit Agreement”) with Bank of America and other lenders. The Credit Agreement replaced the Previous Credit Agreement and provides for a $75.0 million term facility and a $225.0 million revolving credit facility that includes a $75.0 million “accordion” feature. The Credit Agreement is used to provide for working capital needs, capital improvements, future acquisitions and letter of credit needs. | |||||||||
Interest rates for borrowings under the Credit Agreement are based on either a Eurodollar Rate or a Base Rate plus a margin ranging from 1.0% to 2.0% depending on our Leverage Ratio. The Eurodollar Rate is defined as LIBOR for a term equivalent to the borrowing term (or other similar interbank rates if LIBOR is unavailable). The Base Rate is defined as the highest of the applicable Fed Funds rate plus 0.50%, the Prime rate, or the Eurodollar Rate plus 1.0% at the time of borrowing. The Credit Agreement also carries a Commitment Fee ranging from 0.20% to 0.30% per annum, depending on our Leverage Ratio. | |||||||||
The $75.0 million term facility requires quarterly principal and interest payments commencing on June 30, 2013 and matures on March 27, 2018, at which time the Credit Agreement matures. | |||||||||
The Credit Agreement provides various financial covenants requiring us, among other things, to a) maintain on a consolidated basis net worth equal to at least the sum of $230.0 million, plus 50.0% of future net income, b) maintain on a consolidated basis a Leverage Ratio (as defined in the Credit Agreement) not to exceed 3.25:1.0, c) maintain on a consolidated basis a Fixed Charge Coverage Ratio (as defined in the Credit Agreement) of at least 1.75:1.0 and d) not to make Capital Expenditures (as defined in the Credit Agreement) on a consolidated basis in an amount in excess of $60.0 million during the fiscal year ended February 28, 2014 and $50.0 million during any subsequent year. | |||||||||
At February 28, 2014, we had $137.0 million of outstanding debt against the revolving credit facility provided and letters of credit outstanding in the amount of $18.5 million, which left approximately $69.5 million of additional credit available under the Credit Agreement. | |||||||||
On March 31, 2008, the Company entered into a Note Purchase Agreement (the “Note Purchase Agreement”) pursuant to which the Company issued $100.0 million aggregate principal amount of its 6.24% unsecured Senior Notes (the “2008 Notes”) due March 31, 2018 through a private placement (the “2008 Note Offering”). Pursuant to the Note Purchase Agreement, the Company’s payment obligations with respect to the 2008 Notes may be accelerated upon any Event of Default, as defined in the Note Purchase Agreement. In connection with the 2008 Note Offering, the Company obtained the consent of Bank of America to the 2008 Note Offering and the agreement of Bank of America that the 2008 Note Offering will not constitute a default under the Credit Agreement. | |||||||||
The Company entered into the 2011 Agreement, pursuant to which the Company issued $125.0 million aggregate principal amount of its 5.42% unsecured Senior Notes (the “2011 Notes”), due in January of 2021, through a private placement (the “2011 Note Offering”). Pursuant to the 2011 Agreement, the Company’s payment obligations with respect to the 2011 Notes may be accelerated under certain circumstances. In connection with the 2011 Note Offering, the Company obtained the consent of Bank of America to the 2011 Note Offering and the agreement of Bank of America that the 2011 Note Offering will not constitute a default under the Previous Credit Agreement. | |||||||||
The 2008 Notes and the 2011 Notes each provide for various financial covenants requiring us, among other things, to a) maintain on a consolidated basis net worth equal to at least the sum of $116.9 million plus 50.0% of future net income; b) maintain a ratio of indebtedness to EBITDA (as defined in Note Purchase Agreement) not to exceed 3.25:1.00; c) maintain on a consolidated basis a Fixed Charge Coverage Ratio (as defined in the Note Purchase Agreement) of at least 2.0:1.0; d) not at any time permit the aggregate amount of all Priority Indebtedness (as defined in the Note Purchase Agreement) to exceed 10.0% of Consolidated Net Worth (as defined in the Note Purchase Agreement). | |||||||||
As of February 28, 2014, the Company is in compliance with all of its debt covenants. | |||||||||
On October 28, 2011, the Company entered into a Private Shelf Agreement by and among the Company, Prudential Investment Management, Inc. (“Prudential”) and the other purchasers identified therein (the “Private Shelf Agreement”), pursuant to which the Company may issue and sell, through one or more private placement transactions, up to $100.0 million aggregate principal amount of Senior Notes (the “Shelf Notes”) with interest rates to be agreed upon by the Company and Prudential immediately prior to each issuance and sale of Shelf Notes (each, a “Note Offering” and together, the “Note Offerings”). Pursuant to the Private Shelf Agreement, the Company's payment obligations with respect to the Shelf Notes may be accelerated upon any Event of Default, as defined in the Private Shelf Agreement. Under the terms of the Credit Agreement, undertaking the Note Offerings will not otherwise constitute a default under the Credit Agreement. We have not undertaken any Note Offerings under the Private Shelf Agreement. | |||||||||
Maturities of long-term debt are as follows: | |||||||||
(In thousands) | |||||||||
2015 | $ | 20,848 | |||||||
2016 | 21,786 | ||||||||
2017 | 23,192 | ||||||||
2018 | 16,629 | ||||||||
2019 | 198,161 | ||||||||
Thereafter | 125,000 | ||||||||
Total | $ | 405,616 | |||||||
Operating_segments_Notes
Operating segments (Notes) | 12 Months Ended | ||||||||||||
Feb. 28, 2014 | |||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||
Operating segments | ' | ||||||||||||
Operating segments | |||||||||||||
The Company has two reportable segments: (1) Electrical and Industrial Products and Services and (2) Galvanizing Services. Our Electrical and Industrial Products and Services Segment is a manufacturer of specialty equipment focusing on safe and reliable transmission of power from generation sources to end customers and a service provider that ensures the safety and reliability of critical infrastructure in the energy markets worldwide. Our products include custom switchgear, electrical enclosures, medium and high voltage bus ducts, explosion proof and hazardous duty lighting and tubular products. We are the leading third party supplier of safety related equipment for the nuclear industry. Our service offering focuses on extension of life cycle for the power generation, refining and industrial infrastructure, through automated weld overlay solutions for corrosion and erosion mitigation. Our Galvanizing Services Segment provides hot dip galvanizing services to the steel fabrication industry through facilities located throughout the United States and Canada. Hot dip galvanizing is a metallurgical process by which molten zinc is applied to a customer’s material. The zinc alloying renders a corrosive resistant coating enhancing the life of the material for up to 50 years. | |||||||||||||
Information regarding operations and assets by segment was as follows: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net sales: | (In thousands) | ||||||||||||
Electrical and Industrial Products and Services | $ | 416,106 | $ | 233,555 | $ | 189,192 | |||||||
Galvanizing Services | 335,618 | 337,039 | 279,920 | ||||||||||
$ | 751,723 | $ | 570,594 | $ | 469,112 | ||||||||
Segment Operating income (a): | |||||||||||||
Electrical and Industrial Products and Services | $ | 45,866 | $ | 34,228 | $ | 25,772 | |||||||
Galvanizing Services | 91,983 | 87,807 | 72,964 | ||||||||||
Total Segment Operating Income | 137,849 | 122,035 | 98,736 | ||||||||||
General corporate expenses (b) | 32,553 | 23,706 | 21,636 | ||||||||||
Interest expense | 18,407 | 13,073 | 13,939 | ||||||||||
Other (income) expense, net (c) | (7,022 | ) | (9,113 | ) | (480 | ) | |||||||
43,938 | 27,666 | 35,095 | |||||||||||
Income before income taxes | $ | 93,911 | $ | 94,369 | $ | 63,641 | |||||||
Depreciation and amortization: | |||||||||||||
Electrical and Industrial Products and Services | $ | 19,959 | $ | 8,587 | $ | 3,317 | |||||||
Galvanizing Services | 22,009 | 19,501 | 17,783 | ||||||||||
Corporate | 1,337 | 1,275 | 1,495 | ||||||||||
$ | 43,305 | $ | 29,363 | $ | 22,595 | ||||||||
Expenditures for acquisitions, net of cash, and property, plant and equipment: | |||||||||||||
Electrical and Industrial Products and Services | $ | 284,514 | $ | 79,513 | $ | 3,161 | |||||||
Galvanizing Services | 33,281 | 81,604 | 43,298 | ||||||||||
Corporate | 1,378 | 864 | 688 | ||||||||||
$ | 319,173 | $ | 161,981 | $ | 47,147 | ||||||||
Total assets: | |||||||||||||
Electrical and Industrial Products and Services | $ | 540,216 | $ | 260,874 | $ | 143,208 | |||||||
Galvanizing Services | 378,358 | 370,142 | 309,808 | ||||||||||
Corporate | 34,679 | 63,189 | 153,759 | ||||||||||
$ | 953,253 | $ | 694,205 | $ | 606,775 | ||||||||
Goodwill: | |||||||||||||
Electrical and Industrial Products and Services | $ | 183,825 | $ | 75,151 | $ | 43,331 | |||||||
Galvanizing Services | 94,731 | 96,735 | 78,053 | ||||||||||
$ | 278,556 | $ | 171,886 | $ | 121,384 | ||||||||
(a) | Segment operating income consisted of net sales less cost of sales, specifically identifiable selling, general and administrative expenses and other income and expense items that are specifically identifiable to a segment. | ||||||||||||
(b) | General Corporate Expense consisted of selling, general and administrative expenses that are not specifically identifiable to a segment. | ||||||||||||
(c) | Other (income) expense, net included gains and losses on sale of property, plant and equipment and other (income) expenses not specifically identifiable to a segment. |
Commitments_and_Contingencies_
Commitments and Contingencies (Notes) | 12 Months Ended | |||
Feb. 28, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||
Commitments and contingencies | ' | |||
Commitments and contingencies | ||||
Leases | ||||
The Company leases various facilities under non-cancelable operating leases with initial terms in excess of one year. As of February 28, 2014, the future minimum payments required under these operating leases are summarized in the below table. Rental expense for real estate and personal property was approximately $6.3 million, $7.8 million and $6.7 million for fiscal years 2014, 2013 and 2012, respectively, and includes all short-term as well as long-term rental agreements. | ||||
The following summarizes the Company’s operating leases payments for the next five years and thereafter. | ||||
(In thousands) | ||||
2015 | $ | 6,277 | ||
2016 | 5,261 | |||
2017 | 4,913 | |||
2018 | 4,131 | |||
2019 | 2,919 | |||
Thereafter | 3,965 | |||
Total | $ | 27,466 | ||
Commodity pricing | ||||
The Company manages its exposures to commodity prices through the use of the following: | ||||
In the Electrical and Industrial Products and Services Segment, the Company has exposure to commodity pricing for copper, aluminum and steel. Because the Electrical and Industrial Products and Services Segment does not commit contractually to minimum volumes, increases in price for these items are normally managed through escalation clauses in customer contracts, although during continuing difficult market conditions these escalation clauses may not be obtainable. In addition, we attempt to enter into firm pricing contacts with our vendors on material at the time we receive orders from our customers to minimize risk. | ||||
In the Galvanizing Services Segment, the Company utilizes contracts with our zinc suppliers that include fixed cost contracts to guard against rising zinc prices. The Company also secures firm pricing for natural gas supplies with individual utilities when possible. There is no contracted volume purchase commitments associated with the natural gas agreements. Management believes these agreements ensure adequate supplies and partially offset exposure to commodity price escalation. | ||||
We have no contracted commitments for any other commodity items including steel, aluminum, natural gas, cooper, zinc, nickel based alloys or any other commodity, except for those entered into under the normal course of business. | ||||
Other | ||||
At February 28, 2014, the Company had outstanding letters of credit in the amount of $18.5 million. These letters of credit were issued to customers in our Electrical and Industrial Products and Services Segment to cover insurance reserves and any potential warranty costs and issued in lieu of performance and bid bonds. In addition, as of February 28, 2014, a warranty reserve in the amount of $1.3 million has been established to offset any future warranty claims. | ||||
The Company has been named as a defendant in certain lawsuits in the normal course in business. In the opinion of management, after consulting with legal counsel, the liabilities, if any, resulting from these matters should not have a material effect on our financial position or results of operations. |
Quarterly_Financial_Informatio
Quarterly Financial Information, Unaudited (Notes) | 12 Months Ended | ||||||||||||||||
Feb. 28, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Quarterly financial information, Unaudited | ' | ||||||||||||||||
Quarterly financial information, Unaudited (in thousands, except per share amounts) | |||||||||||||||||
Quarter ended | |||||||||||||||||
May 31, | August 31, | November 30, | February 28, | ||||||||||||||
2013 | 2013 | 2013 | 2014 | ||||||||||||||
Net sales | $ | 183,175 | $ | 189,782 | $ | 197,755 | $ | 181,011 | |||||||||
Segment operating income | 38,746 | 36,978 | 33,169 | 28,955 | |||||||||||||
Net income | 14,547 | 16,363 | 18,445 | 10,242 | |||||||||||||
Basic earnings per common share | 0.27 | 0.95 | 0.72 | 0.42 | |||||||||||||
Diluted earnings per common share | 0.26 | 0.94 | 0.72 | 0.42 | |||||||||||||
Quarter ended | |||||||||||||||||
May 31, | August 31, | November 30, | February 28, | ||||||||||||||
2012 | 2012 | 2012 | 2013 | ||||||||||||||
Net sales | $ | 127,143 | $ | 153,385 | $ | 149,675 | $ | 140,391 | |||||||||
Gross profit | 37,866 | 43,312 | 45,003 | 37,992 | |||||||||||||
Net income | 15,986 | 15,873 | 15,364 | 13,233 | |||||||||||||
Basic earnings per common share | 0.63 | 0.63 | 0.61 | 0.52 | |||||||||||||
Diluted earnings per common share | 0.63 | 0.62 | 0.6 | 0.52 | |||||||||||||
Acquisitions
Acquisitions | 12 Months Ended | ||||||||
Feb. 28, 2014 | |||||||||
Business Combinations [Abstract] | ' | ||||||||
Acquisitions | ' | ||||||||
Acquisitions | |||||||||
On March 29, 2013, we completed our acquisition of all of the equity securities of Aquilex Specialty Repair and Overhaul LLC, a Delaware limited liability company (“Aquilex SRO”), pursuant to the terms of the Securities Purchase Agreement dated February 22, 2013 (the “Purchase Agreement”). Aquilex SRO provides the energy industry with specialty repair and overhaul solutions designed to improve mechanical integrity and extend component life. Aquilex SRO offers services to a diverse base of blue-chip customers in the nuclear, fossil power, refining, chemical processing, pulp and waste-to-energy industries, serving clients that place a high value on reliability, quality and safety. Aquilex SRO’s offering is differentiated through advanced proprietary tooling and process technologies delivered by a uniquely skilled specialized workforce. The acquisition is part of our strategy to expand our offerings in the Electrical and Industrial Products and Services Segment to enhance our presence in the power generation market. The Purchase Agreement provided for AZZ's acquisition of all equity securities of Aquilex SRO for cash consideration in the amount of $275.7 million, which was comprised of $271.8 million as cash paid at closing and $3.9 million subsequently paid in connection with a purchase price adjustment based on working capital pursuant to the Purchase Agreement. | |||||||||
Under the acquisition method of accounting, the total purchase price was allocated to Aquilex SRO’s net identifiable assets based on their estimated fair values as of March 29, 2013, the date on which AZZ acquired control of Aquilex SRO through cash purchase. The excess of the purchase price over the net identifiable assets was recorded as goodwill. The following table summarizes the estimated fair value of the assets acquired and liabilities of Aquilex SRO assumed at the date of acquisition: | |||||||||
($ in thousands) | |||||||||
Current Assets | $ | 78,619 | |||||||
Property and Equipment | 27,669 | ||||||||
Intangible Assets | 87,100 | ||||||||
Goodwill | 109,636 | ||||||||
Other Assets | 205 | ||||||||
Total Assets Acquired | 303,229 | ||||||||
Current Liabilities | (27,527 | ) | |||||||
Net Assets Acquired | $ | 275,702 | |||||||
All of the $87.1 million of intangible assets acquired are assigned to customer related intangibles and technology. The goodwill recorded in connection with the acquisition is primarily attributable to a larger geographic footprint and also synergies expected to arise. These intangible assets are being amortized over 14 years for customer related intangibles, 19 years for tradenames and 3-9 years for technology on a straight line basis. Goodwill of $109.6 million arising from the acquisition has been allocated to the Electrical and Industrial Products and Services Segment and will not be deductible for income tax purposes. During fiscal 2014, we expensed $5.4 million in acquisition costs related to the acquisition of Aquilex SRO. | |||||||||
ASSET | LIFE | ||||||||
Technology | 3-9 years | ||||||||
Customer Related Intangibles | 14 years | ||||||||
Tradename | 19 years | ||||||||
The following unaudited pro forma information assumes that the acquisition of Aquilex SRO took place on March 1, 2011 for the income statements for the years ended February 28, 2014, and February 28, 2013. | |||||||||
February 28, 2014 | February 28, 2013 | ||||||||
(Unaudited) (In thousands, except for per share amounts) | |||||||||
Net Sales | $ | 774,818 | $ | 783,126 | |||||
Net Income | $ | 60,080 | $ | 58,372 | |||||
Earnings Per Common Share | |||||||||
Basic Earnings Per Share | $ | 2.35 | $ | 2.31 | |||||
Diluted Earnings Per Share | $ | 2.34 | $ | 2.28 | |||||
On January 2, 2013, we acquired G3 Galvanizing Limited ("G3"), a galvanizing operation in Halifax, Nova Scotia. This acquisition is part of the stated AZZ strategy to continue the geographic expansion of its served markets that should provide a basis for continued growth of the Galvanizing Services Segment of AZZ. The purchase price paid in connection with the asset purchase was $12.0 million and the assumption of $3.1 million in liabilities. Goodwill of $4.2 million resulting from the acquisition has been allocated to the Galvanizing Services Segment and will not be deductible for tax purposes. The goodwill recorded in connection with the acquisition is primarily attributable to a larger geographic footprint and also reflects the synergies that are expected to arise. During fiscal 2013, we expensed $0.5 million in acquisition costs related to the acquisition of G3. | |||||||||
On October 1, 2012, we completed the acquisition of substantially all of the assets of Galvcast Manufacturing Inc. (“Galvcast”), a Canadian galvanizing company with operations in Ontario, and certain real property owned by an affiliate of Galvcast. The purchase price paid in connection with the asset purchase was $48.0 million and the assumption of approximately $0.9 million in liabilities. Goodwill of $15.7 million resulting from the acquisition has been allocated to the Galvanizing Services Segment and 75% of the goodwill will be deductible for tax purposes. The goodwill recorded in connection with the acquisition is primarily attributable to a larger geographic footprint and also reflects the synergies that are expected to arise. This acquisition was made to compliment and expand our existing geographic Canadian footprint. During fiscal 2013, we expensed $0.3 million in acquisition costs related to the acquisition of Galvcast. | |||||||||
On June 1, 2012, we completed the acquisition of substantially all of the assets of Nuclear Logistics Incorporated (“NLI”). The purchase price paid in connection with the asset purchase was $77.0 million, net of cash acquired, along with the assumption of certain liabilities and the payoff of $3.8 million of notes payable at closing. In connection with our acquisition of NLI, we may be obligated to make an additional payment of up to $20.0 million based on the future financial performance of the NLI business. However, based on current performance, we estimate the payment will be $10.0 million and is payable in 2017. We have recorded this liability at its net present value of $9.1 million as of February 28, 2014, which is subject to the terms and conditions of the asset purchase agreement we entered into in connection with the acquisition, and is reflected as a long-term liability. The net present value was calculated by determining a probability of potential payout which was then discounted by the cost of money over the life of the agreement. The pre-acquisition customer base of AZZ is essentially the same customer base utilized by NLI. During fiscal 2013, we expensed $0.9 million in acquisition costs related to the acquisition of NLI. | |||||||||
On February 1, 2012, we completed the acquisition of substantially all of the assets of Galvan Metal, Inc. ("Galvan"), including a galvanizing plant located in Montreal, Quebec and related equipment and supplies. The purchase price for this transaction was $29.1 million ($27.4 million net of cash acquired on hand at Galvan of $1.7 million). As of February 29, 2012, we had expensed $0.5 million in acquisition costs related to the Galvan acquisition. This acquisition was made to expand our galvanizing services geographic footprint internationally. | |||||||||
The following unaudited pro forma information assumes that the acquisition of NLI took place on March 1, 2011 for the income statements for the years ended February 28, 2013 and February 29, 2012. | |||||||||
February 28, 2013 | February 29, 2012 | ||||||||
(Unaudited) (In thousands, except for per share amounts) | |||||||||
Net Sales | $ | 583,743 | $ | 522,678 | |||||
Net Income | $ | 60,602 | $ | 43,283 | |||||
Earnings Per Common Share | |||||||||
Basic Earnings Per Share | $ | 2.39 | $ | 1.72 | |||||
Diluted Earnings Per Share | $ | 2.37 | $ | 1.71 | |||||
The total purchase price was allocated to NLI’s net tangible and identifiable intangible assets based on their estimated fair values as of June 1, 2012, the date on which AZZ acquired control of NLI. The excess of the purchase price over the net tangible and identifiable intangible assets was recorded as goodwill and will be allocated to the Electrical and Industrial Products and Services Segment. The goodwill will be deductible for income tax purposes. The goodwill arising from this acquisition is mainly attributable to business synergies expected to arise between NLI and other AZZ subsidiaries along with the long term growth that is projected at NLI. The potential earn out payment with respect to NLI, as described above, has been classified below as a long term liability. AZZ has made an allocation of the purchase price as follows (in thousands): | |||||||||
Purchase Price Allocation: | |||||||||
($ in thousands) | |||||||||
Current Assets | $ | 22,901 | |||||||
Property and Equipment | 1,416 | ||||||||
Intangible Assets | 50,600 | ||||||||
Goodwill | 32,323 | ||||||||
Other Assets | 58 | ||||||||
Total Assets Acquired | 107,298 | ||||||||
Current Liabilities | (17,866 | ) | |||||||
Long Term Liabilities | (12,388 | ) | |||||||
Net Assets Acquired | $ | 77,044 | |||||||
On February 1, 2012, we completed our acquisition of substantially all of the assets of Galvan Metal, Inc. ("Galvan"), including a galvanizing plant located in Montreal, Quebec and related equipment and supplies. The purchase price for this transaction was $29.1 million ($27.4 million net of cash acquired on hand at Galvan of $1.7 million). As of February 29, 2012, we had expensed $0.5 million in acquisition costs related to the Galvan acquisition. This acquisition was made to expand our galvanizing services geographic footprint internationally. |
Subsequent_Events_Notes
Subsequent Events (Notes) | 12 Months Ended |
Feb. 28, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Subsequent Events | |
None. |
Schedule_II_Valuation_and_Qual
Schedule II : Valuation and Qualiying Accounts and Reserves (Notes) | 12 Months Ended | ||||||||||||
Feb. 28, 2014 | |||||||||||||
Valuation and Qualifying Accounts [Abstract] | ' | ||||||||||||
Schedule II : Valuation and Qualifying Accounts and Reserves | ' | ||||||||||||
Schedule II | |||||||||||||
AZZ incorporated | |||||||||||||
Valuation and Qualifying Accounts and Reserves | |||||||||||||
(In thousands) | |||||||||||||
Year Ended | |||||||||||||
February 28, | February 28, | February 29, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Allowance for Doubtful Accounts | |||||||||||||
Balance at Beginning of year | $ | 1,000 | $ | 898 | $ | 720 | |||||||
Additions (reductions) charged or credited to income | (116 | ) | 446 | 361 | |||||||||
Balances written off, net of recoveries | (294 | ) | (344 | ) | (183 | ) | |||||||
Other | 1,184 | — | — | ||||||||||
Effect of exchange rate | (30 | ) | — | — | |||||||||
Balance at end of year | $ | 1,744 | $ | 1,000 | $ | 898 | |||||||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |
Feb. 28, 2014 | ||
Accounting Policies [Abstract] | ' | |
Basis of consolidation | ' | |
Basis of consolidation—The consolidated financial statements were prepared in accordance with the accounting principles generally accepted in the United States of America and include the accounts of the Company and its wholly owned subsidiaries. All significant inter-company accounts and transactions have been eliminated in consolidation. | ||
Use of estimates | ' | |
Use of estimates—The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||
Concentration of credit risk | ' | |
Concentrations of credit risk—Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and cash equivalents and trade accounts receivable. | ||
The Company maintains cash and cash equivalents with various financial institutions. These financial institutions are located throughout the United States and Canada, as well as Europe, China and Brazil. The Company policy is designed to limit exposure to any one institution. The Company performs periodic evaluations of the relative credit standing of those financial institutions that are considered in the Company’s banking relationships and has not experienced any losses in such accounts. We believe we are not exposed to any significant credit risk related to cash and cash equivalents. | ||
Concentrations of credit risk with respect to trade accounts receivable are limited due to the Company’s diversity by virtue of two operating segments, the number of customers, and the absence of a concentration of trade accounts receivable in a small number of customers. The Company performs continuous evaluations of the collectability of trade accounts receivable and allowance for doubtful accounts based upon historical losses, economic conditions and customer specific events. After all collection efforts are exhausted and an account is deemed uncollectible, it is written off against the allowance for doubtful accounts. The Company’s balances written off, net of recoveries, in fiscal 2014, 2013 and 2012 were approximately $0.3 million, $0.3 million and $0.2 million, respectively. Collateral is usually not required from customers as a condition of sale. | ||
Revenue recognition | ' | |
Revenue recognition—The Company recognizes revenue for the Electrical and Industrial Products and Services Segment upon transfer of title and risk to customer or based upon the percentage of completion method of accounting for electrical products built to customer specifications and services under long-term contracts. We typically recognize revenue for the Galvanizing Services Segment at completion of the service unless we specifically agree with the customer to hold its material for a predetermined period of time after the completion of the galvanizing process and, in that circumstance, we invoice and recognize revenue upon shipment. Customer advanced payments presented in the balance sheets arise from advanced payments received from our customers prior to shipment of the product and are not related to revenue recognized under the percentage of completion method. The extent of progress for revenue recognized using the percentage of completion method is measured by the ratio of contract costs incurred to date to total estimated contract costs at completion. Contract costs include direct labor and material and certain indirect costs. Selling, general and administrative costs are charged to expense as incurred. | ||
Provisions for estimated losses, if any, on uncompleted contracts are made in the period in which such losses are able to be determined. The assumptions made in determining the estimated cost could differ from actual performance resulting in a different outcome for profits or losses than anticipated. | ||
Cash and cash equivalents | ' | |
Cash and cash equivalents—For purposes of reporting cash flows, cash and cash equivalents include cash on hand, deposits with banks and all highly liquid investments with an original maturity of three months or less. | ||
Inventories | ' | |
Inventories—Cost is determined principally using a weighted-average method for the Electrical and Industrial Products and Services Segment and the first-in-first-out (FIFO) method for the Galvanizing Services Segment. | ||
Property, plant and equipment | ' | |
Property, plant and equipment—For financial reporting purposes, depreciation is computed using the straight-line method over the estimated useful lives of the related assets as follows: | ||
Buildings and structures | 10-25 years | |
Machinery and equipment | 3-15 years | |
Furniture and fixtures | 3-15 years | |
Automotive equipment | 3 years | |
Computers and software | 3 years | |
Maintenance and repairs are charged to expense as incurred; renewals and betterments that significantly extend the useful life of the asset are capitalized. | ||
Intangible assets | ' | |
Purchased intangible assets included on the balance sheets are comprised of customer lists, backlogs, engineering drawings and non-compete agreements. Such intangible assets are being amortized using the straight-line method over the estimated useful lives of the assets ranging from two to nineteen years. | ||
Long-lived assets | ' | |
The Company records impairment losses on long-lived assets, including identifiable intangible assets, when events and circumstances indicate that the assets might be impaired and the undiscounted projected cash flows associated with those assets are less than their carrying amount. In those situations, impairment loss on a long-lived asset is measured based on the excess of the carrying amount of the asset over the asset’s fair value. | ||
Goodwill | ' | |
For goodwill, the Company performs an annual impairment test on December 31st each year or as indicators are present. The test is calculated using the anticipated future cash flows after tax from our operating segments. Based on the present value of the future cash flows, we determine whether impairment may exist. A significant change in projected cash flows or cost of capital for future years could result in an impairment of goodwill in future years. Variables impacting future cash flows include, but are not limited to, the level of customer demand for and response to products and services we offer to the power generation market, the electrical transmission and distribution markets, the general industrial market and the hot dip galvanizing market; changes in economic conditions of these various markets; raw material and natural gas costs and availability of experienced labor and management to implement our growth strategies. | ||
Debt issue costs | ' | |
Debt issue costs—Debt issue costs, included in other assets, are amortized using the effective interest rate method over the term of the debt. | ||
Income taxes | ' | |
Income taxes—Income tax expense is based on the asset and liability method. Under this method of accounting, deferred tax assets and liabilities are recognized based on differences between financial accounting and income tax basis of assets and liabilities using presently enacted tax rates and laws. | ||
Stock-based compensation | ' | |
Stock-based compensation—The Company has granted stock options, stock appreciation rights or restricted stock units for a fixed number of shares to employees and directors. A discussion of stock-based compensation can be found in Note 9 to the Consolidated Financial Statements. | ||
Financial Instruments | ' | |
Financial instruments—Fair value is an exit price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Hierarchy Levels 1, 2, or 3 are terms for the priority of inputs to valuation techniques used to measure fair value. Hierarchy Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Hierarchy Level 2 inputs are inputs other than quoted prices included with Level 1 that are directly or indirectly observable for the asset or liability. Hierarchy Level 3 inputs are inputs that are not observable in the market. | ||
The Company’s financial instruments consist of cash and cash equivalents and long-term debt. Our financial instruments are presented at fair value in our consolidated balance sheets, with the exception of our outstanding Senior Notes. For fiscal 2014 and 2013 the fair value of our senior outstanding notes, as described in Note 10 to the Consolidated Financial Statements, was approximately $222.2 million and $224.1 million, respectively. These fair values were determined using the discounted cash flow at the market rate as well as the applicable market interest rates classified as Level 2 inputs. During fiscal 2014 a principal payment was made in the amount of $14.3 million related to the $100.0 million unsecured Senior Notes due March 31, 2018, which accounts for a portion of the decrease in fair value for the compared periods in conjunction with lower market interest rates. | ||
Derivative financial instruments | ' | |
Derivative financial instruments—From time to time, the Company uses derivatives to manage interest rate risk. The Company’s policy is to use derivatives for risk management purposes only, which includes maintaining the ratio between the Company’s fixed and floating rate debt obligations that management deems appropriate, and prohibits entering into such contracts for trading purposes. The Company enters into derivatives only with counterparties (primarily financial institutions) which have substantial financial wherewithal to minimize credit risk. As the result of the recent global financial crisis, a number of financial institutions have failed or required government assistance, and counterparties considered substantial may develop credit risk. The amount of gains or losses from the use of derivative financial instruments has not been and is not expected to be material to the Company’s consolidated financial statements. As of February 28, 2014, the Company had no derivative financial instruments. | ||
Warranty reserves | ' | |
Warranty reserves—Within other accrued liabilities, a reserve has been established to provide for the estimated future cost of warranties on a portion of the Company’s delivered products. Management periodically reviews the reserves, and adjustments are made accordingly. A provision for warranty on products is made on the basis of the Company’s historical experience and identified warranty issues. Warranties cover such factors as non-conformance to specifications and defects in material and workmanship. | ||
Accumulated Other Comprehensive Income (Loss) | ' | |
Accumulated Other Comprehensive Income (Loss)—Accumulated other comprehensive income (loss) is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources and includes all changes in equity during a period except those resulting from investments by owners and distributions to owners. | ||
Foreign Currency Translation | ' | |
Foreign Currency Translation—The local currency is the functional currency for the Company’s foreign operations. Related assets and liabilities are translated into United States dollars at exchange rates existing at the balance sheet date, and revenues and expenses are translated at weighted-average exchange rates. The foreign currency translation adjustment is recorded as a separate component of shareholders’ equity and is included in accumulated other comprehensive income (loss). | ||
Long-Term Contingent Liability | ' | |
Long-Term Contingent Liability— In connection with our acquisition of NLI, we may be obligated to make an additional payment of up to $20.0 million based on the future financial performance of the NLI business. The net present value of this additional payment, which is subject to the terms and conditions of the asset purchase agreement we entered into in connection with this acquisition was $9.1 million as of February 28, 2014, and is reflected as a long-term liability. The net present value was calculated by determining a probability of potential payout which was then discounted by the cost of money over the life of the agreement. The change in fair value of the liability from the acquisition date to the end of fiscal 2014 of $0.8 million was charged to operations. The fair value measurement of the liability is considered to be Level 3 according to the fair value hierarchy. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |||
Feb. 28, 2014 | ||||
Accounting Policies [Abstract] | ' | |||
Property, Plant and Equipment | ' | |||
For financial reporting purposes, depreciation is computed using the straight-line method over the estimated useful lives of the related assets as follows: | ||||
Buildings and structures | 10-25 years | |||
Machinery and equipment | 3-15 years | |||
Furniture and fixtures | 3-15 years | |||
Automotive equipment | 3 years | |||
Computers and software | 3 years | |||
Schedule of Warranty Reserve | ' | |||
The following is a roll-forward of amounts accrued for warranties (in thousands): | ||||
Balance at February 28, 2011 | $ | 2,486 | ||
Warranty costs incurred | (2,394 | ) | ||
Additions charged to income | 1,578 | |||
Balance at February 29, 2012 | $ | 1,670 | ||
Warranty costs incurred | (2,026 | ) | ||
Additions charged to income | 2,429 | |||
Balance at February 28, 2013 | $ | 2,073 | ||
Warranty costs incurred | (2,246 | ) | ||
Additions charged to income | 1,511 | |||
Balance at February 28, 2014 | $ | 1,338 | ||
Inventories_Tables
Inventories (Tables) | 12 Months Ended | ||||||||
Feb. 28, 2014 | |||||||||
Inventory Disclosure [Abstract] | ' | ||||||||
Schedule of Inventory | ' | ||||||||
Inventories (net) consisted of the following: | |||||||||
2014 | 2013 | ||||||||
(In thousands) | |||||||||
Raw materials | $ | 64,817 | $ | 47,189 | |||||
Work-in-process | 39,781 | 32,041 | |||||||
Finished goods | 2,983 | 3,101 | |||||||
$ | 107,581 | $ | 82,331 | ||||||
Costs_and_Estimated_Earnings_O1
Costs and Estimated Earnings On Uncompleted Contracts (Tables) | 12 Months Ended | ||||||||
Feb. 28, 2014 | |||||||||
Contractors [Abstract] | ' | ||||||||
Costs in Excess of Billings and Billings in Excess of Costs | ' | ||||||||
Costs and estimated earnings on uncompleted contracts consisted of the following: | |||||||||
2014 | 2013 | ||||||||
(In thousands) | |||||||||
Costs incurred on uncompleted contracts | $ | 158,224 | $ | 56,499 | |||||
Estimated earnings | 65,063 | 27,275 | |||||||
223,287 | 83,774 | ||||||||
Less billings to date | 199,083 | 72,666 | |||||||
$ | 24,204 | $ | 11,108 | ||||||
The amounts noted above are included in the accompanying consolidated balance sheets under the following captions: | |||||||||
2014 | 2013 | ||||||||
(In thousands) | |||||||||
Cost and estimated earnings in excess of billings on uncompleted contracts | $ | 27,222 | $ | 12,878 | |||||
Billings in excess of costs and estimated earnings on uncompleted contracts | (3,018 | ) | (1,770 | ) | |||||
$ | 24,204 | $ | 11,108 | ||||||
Other_Accrued_Liabilities_Tabl
Other Accrued Liabilities (Tables) | 12 Months Ended | ||||||||
Feb. 28, 2014 | |||||||||
Other Liabilities Disclosure [Abstract] | ' | ||||||||
Schedule of Accrued Liabilities | ' | ||||||||
Other accrued liabilities consisted of the following: | |||||||||
2014 | 2013 | ||||||||
(In thousands) | |||||||||
Accrued interest | $ | 3,415 | $ | 2,981 | |||||
Tenant improvements | 984 | 1,222 | |||||||
Accrued warranty | 1,338 | 2,073 | |||||||
Commissions | 1,259 | 2,452 | |||||||
Personnel Expenses | 5,579 | 3,461 | |||||||
Group medical insurance | 1,858 | 1,400 | |||||||
Other | 2,722 | 1,222 | |||||||
$ | 17,155 | $ | 14,811 | ||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||
Feb. 28, 2014 | |||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||
Schedule of Deferred Tax Assets and Liabilities | ' | ||||||||||
Significant components of the Company’s net deferred income tax liability are as follows: | |||||||||||
2014 | 2013 | ||||||||||
(In thousands) | |||||||||||
Deferred income tax assets: | |||||||||||
Employee related items | $ | 4,314 | $ | 3,179 | |||||||
Inventories | 836 | 717 | |||||||||
Accrued warranty | 508 | 782 | |||||||||
Accounts receivable | 235 | 377 | |||||||||
Net operating loss carry forward | 475 | 1,640 | |||||||||
Other | 1,433 | 921 | |||||||||
Total deferred income tax assets | $ | 7,801 | $ | 7,616 | |||||||
Deferred income tax liabilities: | |||||||||||
Depreciation methods and property basis differences | $ | (19,820 | ) | $ | (18,352 | ) | |||||
Other assets and tax-deductible goodwill | (19,615 | ) | (18,051 | ) | |||||||
Total deferred income tax liabilities | (39,435 | ) | (36,403 | ) | |||||||
Net deferred income tax liabilities | $ | (31,634 | ) | $ | (28,787 | ) | |||||
Schedule of Components of Income Tax Expense (Benefit) | ' | ||||||||||
The provision for income taxes consists of: | |||||||||||
2014 | 2013 | 2012 | |||||||||
Income (loss) before income taxes: | |||||||||||
Domestic | $ | 83,495 | $ | 92,334 | $ | 65,054 | |||||
Foreign | 10,416 | 2,035 | (1,413 | ) | |||||||
Income before income taxes | $ | 93,911 | $ | 94,369 | $ | 63,641 | |||||
Current provision: | |||||||||||
Federal | $ | 28,901 | $ | 26,330 | $ | 16,717 | |||||
Foreign | 1,903 | (2,600 | ) | 159 | |||||||
State and Local | 4,381 | 4,137 | 3,595 | ||||||||
Total current provision for income taxes | $ | 35,186 | $ | 27,866 | $ | 20,470 | |||||
Deferred provision (benefit): | |||||||||||
Federal | $ | (2,143 | ) | $ | 2,024 | $ | 3,646 | ||||
Foreign | 1,230 | 3,455 | (1,330 | ) | |||||||
State and Local | 41 | 568 | 119 | ||||||||
Total deferred provision for income taxes | $ | (871 | ) | $ | 6,047 | $ | 2,435 | ||||
Total provision for income taxes | $ | 34,314 | $ | 33,913 | $ | 22,905 | |||||
Summary of Operating Loss Carryforwards | ' | ||||||||||
The following table summarizes the tax impact for Net Operating Loss Carryforwards: | |||||||||||
2014 | 2013 | ||||||||||
(In thousands) | |||||||||||
Oklahoma | $ | 330 | $ | 412 | |||||||
Canada | $ | 145 | $ | 1,228 | |||||||
Schedule of Effective Income Tax Rate Reconciliation | ' | ||||||||||
A reconciliation from the federal statutory income tax rate to the effective income tax rate is as follows: | |||||||||||
2014 | 2013 | 2012 | |||||||||
Statutory federal income tax rate | 35 | % | 35 | % | 35 | % | |||||
Expenses not deductible for tax purposes | 3.9 | 0.2 | 0.3 | ||||||||
State income taxes, net of federal income tax benefit | 4.7 | 3.1 | 3.6 | ||||||||
Benefit of Section 199 of the Code, manufacturing deduction | (6.5 | ) | (2.6 | ) | (2.8 | ) | |||||
Other | (0.6 | ) | 0.2 | (0.1 | ) | ||||||
Effective income tax rate | 36.5 | % | 35.9 | % | 36 | % |
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Tables) | 12 Months Ended | ||||||||||||||||
Feb. 28, 2014 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||
Schedule of Goodwill | ' | ||||||||||||||||
Changes in goodwill by segment during the year are as follows: | |||||||||||||||||
Segment | March 1, | Acquisitions | Foreign | February 28, | |||||||||||||
2013 | Exchange | 2014 | |||||||||||||||
Translation | |||||||||||||||||
(In thousands) | |||||||||||||||||
Galvanizing Services | $ | 96,735 | $ | — | $ | (2,004 | ) | $ | 94,731 | ||||||||
Electrical and Industrial Products and Services | 75,151 | 109,636 | (962 | ) | 183,825 | ||||||||||||
Total | $ | 171,886 | $ | 109,636 | $ | (2,966 | ) | $ | 278,556 | ||||||||
Segment | March 1, | Acquisitions | Foreign | February 28, | |||||||||||||
2012 | Exchange | 2013 | |||||||||||||||
Translation | |||||||||||||||||
(In thousands) | |||||||||||||||||
Galvanizing Services | $ | 78,053 | $ | 19,923 | $ | (1,241 | ) | $ | 96,735 | ||||||||
Electrical and Industrial Products and Services | 43,331 | 32,323 | (503 | ) | 75,151 | ||||||||||||
Total | $ | 121,384 | $ | 52,246 | $ | (1,744 | ) | $ | 171,886 | ||||||||
Schedule of Finite-Lived Intangible Assets by Major Class | ' | ||||||||||||||||
Intangible assets consisted of the following: | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(In thousands) | |||||||||||||||||
Amortizable intangible assets | |||||||||||||||||
Customer related intangibles | $ | 158,913 | $ | 81,110 | |||||||||||||
Non-compete agreements | 5,037 | 5,219 | |||||||||||||||
Trademarks | 5,110 | 5,169 | |||||||||||||||
Technology | 7,400 | — | |||||||||||||||
Certifications | 232 | 253 | |||||||||||||||
Engineering drawings | 24,600 | 24,600 | |||||||||||||||
Backlog | 8,440 | 8,514 | |||||||||||||||
209,732 | 124,865 | ||||||||||||||||
Less accumulated amortization | (39,300 | ) | (21,440 | ) | |||||||||||||
$ | 170,432 | $ | 103,425 | ||||||||||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | ' | ||||||||||||||||
The following table projects the estimated amortization expense for the five succeeding fiscal years and thereafter. | |||||||||||||||||
(In thousands) | |||||||||||||||||
2015 | $ | 17,840 | |||||||||||||||
2016 | 15,560 | ||||||||||||||||
2017 | 15,293 | ||||||||||||||||
2018 | 14,665 | ||||||||||||||||
2019 | 13,984 | ||||||||||||||||
Thereafter | 93,090 | ||||||||||||||||
Total | $ | 170,432 | |||||||||||||||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 12 Months Ended | ||||||||||||
Feb. 28, 2014 | |||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||
Computation of basic and diluted earnings per share | ' | ||||||||||||
The following table sets forth the computation of basic and diluted earnings per share: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
(In thousands, except share and per share amounts) | |||||||||||||
Numerator: | |||||||||||||
Net income for basic and diluted earnings per common share | $ | 59,597 | $ | 60,456 | $ | 40,736 | |||||||
Denominator: | |||||||||||||
Denominator for basic earnings per common share–weighted average shares | 25,514,387 | 25,320,147 | 25,131,754 | ||||||||||
Effect of dilutive securities: | |||||||||||||
Employee and Director stock awards | 179,081 | 240,447 | 230,366 | ||||||||||
Denominator for diluted earnings per common share | 25,693,468 | 25,560,594 | 25,362,120 | ||||||||||
Earnings per share basic and diluted: | |||||||||||||
Basic earnings per common share | $ | 2.34 | $ | 2.39 | $ | 1.62 | |||||||
Diluted earnings per common share | $ | 2.32 | $ | 2.37 | $ | 1.61 | |||||||
Stock_Compensation_Tables
Stock Compensation (Tables) | 12 Months Ended | |||||||||||||||||||||
Feb. 28, 2014 | ||||||||||||||||||||||
Share-based Compensation [Abstract] | ' | |||||||||||||||||||||
Restricted Stock Unit Awards Non-Vested | ' | |||||||||||||||||||||
Activity in our non-vested restricted stock unit awards for the year ended February 28, 2014 was as follows: | ||||||||||||||||||||||
Restricted | Weighted | |||||||||||||||||||||
Stock Units | Average Grant | |||||||||||||||||||||
Date Fair Value | ||||||||||||||||||||||
Non-Vested Balance as of February 28, 2013 | 109,430 | $ | 20.73 | |||||||||||||||||||
Granted | 49,843 | 45.04 | ||||||||||||||||||||
Vested | (88,921 | ) | 20.01 | |||||||||||||||||||
Forfeited | — | — | ||||||||||||||||||||
Non-Vested Balance as of February 28, 2014 | 70,352 | $ | 45.96 | |||||||||||||||||||
Stock Appreciation Rights and Option Awards | ' | |||||||||||||||||||||
A summary of the Company’s stock appreciation rights and option awards activity for the three years ended February 28, or 29, as applicable, were as follows: | ||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||
Options/ | Weighted | Options/ | Weighted | Options/ | Weighted | |||||||||||||||||
SAR’s | Average | SAR’s | Average | SAR’s | Average | |||||||||||||||||
Exercise | Exercise | Exercise | ||||||||||||||||||||
Price | Price | Price | ||||||||||||||||||||
Outstanding at beginning of year | 439,863 | $ | 19.12 | 573,000 | $ | 15.46 | 831,518 | $ | 14.14 | |||||||||||||
Granted | 116,032 | 45.2 | 118,107 | 25.77 | 193,132 | 20.91 | ||||||||||||||||
Exercised | (159,721 | ) | 19.19 | (251,240 | ) | 13.84 | (413,814 | ) | 15.1 | |||||||||||||
Forfeited | — | — | (4 | ) | 2.11 | (37,836 | ) | 19.88 | ||||||||||||||
Outstanding at end of year | 396,174 | $ | 26.64 | 439,863 | $ | 19.12 | 573,000 | $ | 15.46 | |||||||||||||
Exercisable at end of year | 153,343 | $ | 15.32 | 115,395 | $ | 13.14 | 123,090 | $ | 12.11 | |||||||||||||
Weighted average fair value for the fiscal year indicated of options and SARs granted during such year | $ | 13.68 | $ | 8.81 | $ | 7.74 | ||||||||||||||||
Share-based Compensation Activity | ' | |||||||||||||||||||||
The following table summarizes additional information about stock options and stock appreciation rights outstanding at February 28, 2014. | ||||||||||||||||||||||
Range of | Total | Average | Weighted | Options / | Weighted | |||||||||||||||||
Exercise Prices | Options/ | Remaining | Average | SAR’s | Average | |||||||||||||||||
SAR’s | Life | Exercise | Currently | Exercise | ||||||||||||||||||
Price | Exercisable | Price | ||||||||||||||||||||
$9.06 | 51,832 | 2 | $ | 9.06 | 51,832 | $ | 9.06 | |||||||||||||||
$15.84 | 60,259 | 3 | $ | 15.84 | 60,259 | $ | 15.84 | |||||||||||||||
$20.91 | 83,874 | 4 | $ | 20.91 | 29,004 | $ | 20.91 | |||||||||||||||
$25.67 | 84,329 | 5 | $ | 25.67 | 11,584 | $ | 25.67 | |||||||||||||||
$31.76 | 1,993 | 5 | $ | 31.76 | 664 | $ | 31.76 | |||||||||||||||
$45.36 | 69,477 | 6 | $ | 45.36 | — | $ | — | |||||||||||||||
$45.26 | 40,000 | 6 | $ | 45.26 | — | $ | — | |||||||||||||||
$42.08 | 2,226 | 6 | $ | 42.08 | — | $ | — | |||||||||||||||
$46.43 | 759 | 6 | $ | 46.43 | — | $ | — | |||||||||||||||
$39.65 | 1,425 | 6 | $ | 39.65 | — | $ | — | |||||||||||||||
$ 9.06 - $45.36 | 396,174 | 4.38 | $ | 26.64 | 153,343 | $ | 15.32 | |||||||||||||||
Share-based Compensation Fair Value Assumptions | ' | |||||||||||||||||||||
Assumptions used in the Black-Scholes option pricing model for the past three fiscal years were as follows for all stock appreciation rights plans and employee stock purchase plans: | ||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||
Expected life in years | 2 – 4.5 | 2 – 5 | 2 – 5 | |||||||||||||||||||
Expected dividend yield | 1.21% – 1.33% | 1.73% - 2.00% | 2.27% – 2.39% | |||||||||||||||||||
Expected price volatility | 36.34% – 41.60% | 45.00% - 47.50% | 46.86% – 48.85% | |||||||||||||||||||
Risk-free interest rate | 0.42 – 1.46 | 0.29 - 0.59 | 3.39 – 3.51 | |||||||||||||||||||
Share-based compensation expense and related income tax | ' | |||||||||||||||||||||
Share-based compensation expense and related income tax benefits related to all the plans listed above were as follows: | ||||||||||||||||||||||
Year Ended February 28 or 29, | 2014 | 2013 | 2012 | |||||||||||||||||||
Compensation Expense | $ | 3,703,407 | $ | 3,175,050 | $ | 2,927,917 | ||||||||||||||||
Income tax benefits | $ | 1,296,193 | $ | 1,111,268 | $ | 1,024,771 | ||||||||||||||||
Longterm_Debt_Tables
Long-term Debt (Tables) | 12 Months Ended | ||||||||
Feb. 28, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Schedule of Debt | ' | ||||||||
Long-term debt consisted of the following: | 2014 | 2013 | |||||||
(In thousands) | |||||||||
Senior Notes, due in balloon payment in January 2021 | $ | 125,000 | $ | 125,000 | |||||
Senior Notes, due in annual installments of $14,285,714 beginning in March 2012 through March 2018 | $ | 71,428 | $ | 85,714 | |||||
Term Note, due in quarterly installments beginning in June 2013 through March 2018 | $ | 72,188 | $ | — | |||||
Revolving line of credit with bank | $ | 137,000 | $ | — | |||||
Total Long Term Debt | $ | 405,616 | $ | 210,714 | |||||
Less amount due within one year | $ | (20,848 | ) | $ | (14,286 | ) | |||
$ | 384,768 | $ | 196,429 | ||||||
Schedule of Maturities of Long-term Debt | ' | ||||||||
Maturities of long-term debt are as follows: | |||||||||
(In thousands) | |||||||||
2015 | $ | 20,848 | |||||||
2016 | 21,786 | ||||||||
2017 | 23,192 | ||||||||
2018 | 16,629 | ||||||||
2019 | 198,161 | ||||||||
Thereafter | 125,000 | ||||||||
Total | $ | 405,616 | |||||||
Operating_segments_Tables
Operating segments (Tables) | 12 Months Ended | ||||||||||||
Feb. 28, 2014 | |||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||
Operations and assets by segment | ' | ||||||||||||
Information regarding operations and assets by segment was as follows: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net sales: | (In thousands) | ||||||||||||
Electrical and Industrial Products and Services | $ | 416,106 | $ | 233,555 | $ | 189,192 | |||||||
Galvanizing Services | 335,618 | 337,039 | 279,920 | ||||||||||
$ | 751,723 | $ | 570,594 | $ | 469,112 | ||||||||
Segment Operating income (a): | |||||||||||||
Electrical and Industrial Products and Services | $ | 45,866 | $ | 34,228 | $ | 25,772 | |||||||
Galvanizing Services | 91,983 | 87,807 | 72,964 | ||||||||||
Total Segment Operating Income | 137,849 | 122,035 | 98,736 | ||||||||||
General corporate expenses (b) | 32,553 | 23,706 | 21,636 | ||||||||||
Interest expense | 18,407 | 13,073 | 13,939 | ||||||||||
Other (income) expense, net (c) | (7,022 | ) | (9,113 | ) | (480 | ) | |||||||
43,938 | 27,666 | 35,095 | |||||||||||
Income before income taxes | $ | 93,911 | $ | 94,369 | $ | 63,641 | |||||||
Depreciation and amortization: | |||||||||||||
Electrical and Industrial Products and Services | $ | 19,959 | $ | 8,587 | $ | 3,317 | |||||||
Galvanizing Services | 22,009 | 19,501 | 17,783 | ||||||||||
Corporate | 1,337 | 1,275 | 1,495 | ||||||||||
$ | 43,305 | $ | 29,363 | $ | 22,595 | ||||||||
Expenditures for acquisitions, net of cash, and property, plant and equipment: | |||||||||||||
Electrical and Industrial Products and Services | $ | 284,514 | $ | 79,513 | $ | 3,161 | |||||||
Galvanizing Services | 33,281 | 81,604 | 43,298 | ||||||||||
Corporate | 1,378 | 864 | 688 | ||||||||||
$ | 319,173 | $ | 161,981 | $ | 47,147 | ||||||||
Total assets: | |||||||||||||
Electrical and Industrial Products and Services | $ | 540,216 | $ | 260,874 | $ | 143,208 | |||||||
Galvanizing Services | 378,358 | 370,142 | 309,808 | ||||||||||
Corporate | 34,679 | 63,189 | 153,759 | ||||||||||
$ | 953,253 | $ | 694,205 | $ | 606,775 | ||||||||
Goodwill: | |||||||||||||
Electrical and Industrial Products and Services | $ | 183,825 | $ | 75,151 | $ | 43,331 | |||||||
Galvanizing Services | 94,731 | 96,735 | 78,053 | ||||||||||
$ | 278,556 | $ | 171,886 | $ | 121,384 | ||||||||
(a) | Segment operating income consisted of net sales less cost of sales, specifically identifiable selling, general and administrative expenses and other income and expense items that are specifically identifiable to a segment. | ||||||||||||
(b) | General Corporate Expense consisted of selling, general and administrative expenses that are not specifically identifiable to a segment. | ||||||||||||
(c) | Other (income) expense, net included gains and losses on sale of property, plant and equipment and other (income) expenses not specifically identifiable to a segment. |
Commitments_and_Contingencies_1
Commitments and Contingencies (Tables) | 12 Months Ended | |||
Feb. 28, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||
Schedule of Future Minimum Rental Payments for Operating Leases | ' | |||
The following summarizes the Company’s operating leases payments for the next five years and thereafter. | ||||
(In thousands) | ||||
2015 | $ | 6,277 | ||
2016 | 5,261 | |||
2017 | 4,913 | |||
2018 | 4,131 | |||
2019 | 2,919 | |||
Thereafter | 3,965 | |||
Total | $ | 27,466 | ||
Quarterly_Financial_Informatio1
Quarterly Financial Information, Unaudited (Tables) | 12 Months Ended | ||||||||||||||||
Feb. 28, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Schedule of Quarterly Financial Information | ' | ||||||||||||||||
Quarter ended | |||||||||||||||||
May 31, | August 31, | November 30, | February 28, | ||||||||||||||
2013 | 2013 | 2013 | 2014 | ||||||||||||||
Net sales | $ | 183,175 | $ | 189,782 | $ | 197,755 | $ | 181,011 | |||||||||
Segment operating income | 38,746 | 36,978 | 33,169 | 28,955 | |||||||||||||
Net income | 14,547 | 16,363 | 18,445 | 10,242 | |||||||||||||
Basic earnings per common share | 0.27 | 0.95 | 0.72 | 0.42 | |||||||||||||
Diluted earnings per common share | 0.26 | 0.94 | 0.72 | 0.42 | |||||||||||||
Quarter ended | |||||||||||||||||
May 31, | August 31, | November 30, | February 28, | ||||||||||||||
2012 | 2012 | 2012 | 2013 | ||||||||||||||
Net sales | $ | 127,143 | $ | 153,385 | $ | 149,675 | $ | 140,391 | |||||||||
Gross profit | 37,866 | 43,312 | 45,003 | 37,992 | |||||||||||||
Net income | 15,986 | 15,873 | 15,364 | 13,233 | |||||||||||||
Basic earnings per common share | 0.63 | 0.63 | 0.61 | 0.52 | |||||||||||||
Diluted earnings per common share | 0.63 | 0.62 | 0.6 | 0.52 | |||||||||||||
Acquisitions_Tables
Acquisitions (Tables) | 12 Months Ended | ||||||||
Feb. 28, 2014 | |||||||||
Aquilex [Member] | ' | ||||||||
Business Acquisition [Line Items] | ' | ||||||||
Schedule of assets acquired and liabilities assumed | ' | ||||||||
The excess of the purchase price over the net identifiable assets was recorded as goodwill. The following table summarizes the estimated fair value of the assets acquired and liabilities of Aquilex SRO assumed at the date of acquisition: | |||||||||
($ in thousands) | |||||||||
Current Assets | $ | 78,619 | |||||||
Property and Equipment | 27,669 | ||||||||
Intangible Assets | 87,100 | ||||||||
Goodwill | 109,636 | ||||||||
Other Assets | 205 | ||||||||
Total Assets Acquired | 303,229 | ||||||||
Current Liabilities | (27,527 | ) | |||||||
Net Assets Acquired | $ | 275,702 | |||||||
Schedule of finite lived intangible assets acquired | ' | ||||||||
ASSET | LIFE | ||||||||
Technology | 3-9 years | ||||||||
Customer Related Intangibles | 14 years | ||||||||
Tradename | 19 years | ||||||||
Schedule of proforma information | ' | ||||||||
The following unaudited pro forma information assumes that the acquisition of Aquilex SRO took place on March 1, 2011 for the income statements for the years ended February 28, 2014, and February 28, 2013. | |||||||||
February 28, 2014 | February 28, 2013 | ||||||||
(Unaudited) (In thousands, except for per share amounts) | |||||||||
Net Sales | $ | 774,818 | $ | 783,126 | |||||
Net Income | $ | 60,080 | $ | 58,372 | |||||
Earnings Per Common Share | |||||||||
Basic Earnings Per Share | $ | 2.35 | $ | 2.31 | |||||
Diluted Earnings Per Share | $ | 2.34 | $ | 2.28 | |||||
Nuclear Logistics Incorporated [Member] | ' | ||||||||
Business Acquisition [Line Items] | ' | ||||||||
Schedule of proforma information | ' | ||||||||
The following unaudited pro forma information assumes that the acquisition of NLI took place on March 1, 2011 for the income statements for the years ended February 28, 2013 and February 29, 2012. | |||||||||
February 28, 2013 | February 29, 2012 | ||||||||
(Unaudited) (In thousands, except for per share amounts) | |||||||||
Net Sales | $ | 583,743 | $ | 522,678 | |||||
Net Income | $ | 60,602 | $ | 43,283 | |||||
Earnings Per Common Share | |||||||||
Basic Earnings Per Share | $ | 2.39 | $ | 1.72 | |||||
Diluted Earnings Per Share | $ | 2.37 | $ | 1.71 | |||||
Purchase Price Allocation | ' | ||||||||
Purchase Price Allocation: | |||||||||
($ in thousands) | |||||||||
Current Assets | $ | 22,901 | |||||||
Property and Equipment | 1,416 | ||||||||
Intangible Assets | 50,600 | ||||||||
Goodwill | 32,323 | ||||||||
Other Assets | 58 | ||||||||
Total Assets Acquired | 107,298 | ||||||||
Current Liabilities | (17,866 | ) | |||||||
Long Term Liabilities | (12,388 | ) | |||||||
Net Assets Acquired | $ | 77,044 | |||||||
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 |
operating_segment | |||
Accounting Policies [Abstract] | ' | ' | ' |
Number of operating segments | 2 | ' | ' |
Allowance for doubtful accounts, net | $300 | $300 | $200 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Property, Plant, and Equipment (Details) | 12 Months Ended |
Feb. 28, 2014 | |
Building and Structures [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Useful life | '10 years |
Building and Structures [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Useful life | '25 years |
Machinery and Equipment [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Useful life | '3 years |
Machinery and Equipment [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Useful life | '15 years |
Furniture and Fixtures [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Useful life | '3 years |
Furniture and Fixtures [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Useful life | '15 years |
Automative Equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Useful life | '3 years |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Intangible Assets (Details) | 12 Months Ended |
Feb. 28, 2014 | |
Minimum [Member] | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Useful life | '2 years |
Maximum [Member] | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Useful life | '19 years |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies - Product Warranty Roll-forward (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 |
Movement in Standard Product Warranty Accrual [Roll Forward] | ' | ' | ' |
Balance, beginning balance | $2,073 | $1,670 | $2,486 |
Warranty costs incurred | -2,246 | -2,026 | -2,394 |
Additions charged to income | 1,511 | 2,429 | 1,578 |
Balance, ending balance | $1,338 | $2,073 | $1,670 |
Summary_of_Significant_Account7
Summary of Significant Accounting Policies - Debt (Details) (Senior Notes [Member], USD $) | Feb. 28, 2014 | Feb. 28, 2013 | Jan. 21, 2011 |
Unsecured Senior Notes Due March 31, 2018 [Member] | Unsecured Senior Notes Due March 31, 2018 [Member] | Unsecured Senior Notes Due January 2021 [Member] | |
Debt Instrument [Line Items] | ' | ' | ' |
Fair value of notes | $222,200,000 | $224,100,000 | ' |
Debt Instrument, Annual Principal Payment | 14,300,000 | ' | ' |
Debt instrument, face amount | $100,000,000 | ' | $125,000,000 |
Summary_of_Significant_Account8
Summary of Significant Accounting Policies - Hedging Transactions (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||
Nov. 30, 2011 | Feb. 28, 2014 | Feb. 28, 2013 | Oct. 01, 2012 | |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Loan term | ' | ' | '10 years | ' |
Interest Rate Contract [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Proceeds from cash flow hedge | $834,416 | ' | ' | ' |
Notional amount of hedge | ' | ' | ' | 75,000,000 |
Interest rate reclassified to earnings | ' | $83,442 | $83,442 | ' |
Summary_of_Significant_Account9
Summary of Significant Accounting Policies - Long Term Contingent Consideration (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Feb. 28, 2014 |
Business Acquisition, Contingent Consideration [Line Items] | ' |
Change in contingent consideration | $0.80 |
Nuclear Logistics Incorporated [Member] | ' |
Business Acquisition, Contingent Consideration [Line Items] | ' |
Future contingent consideration | 20 |
Fair value of liability recognized | $9.10 |
Inventories_Details
Inventories (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
Inventory Disclosure [Abstract] | ' | ' |
Raw materials | $64,817,000 | $47,189,000 |
Work-in-process | 39,781,000 | 32,041,000 |
Finished goods | 2,983,000 | 3,101,000 |
Total Inventory | $107,580,845 | $82,330,926 |
Costs_and_Estimated_Earnings_O2
Costs and Estimated Earnings On Uncompleted Contracts - Accumulated Costs Net Of Billings (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
In Thousands, unless otherwise specified | ||
Contractors [Abstract] | ' | ' |
Costs incurred on uncompleted contracts | $158,224 | $56,499 |
Estimated earnings | 65,063 | 27,275 |
Total costs and estimated earnings | 223,287 | 83,774 |
Less billings to date | 199,083 | 72,666 |
Total costs net of billings | $24,204 | $11,108 |
Costs_Net_of_Billings_By_Balan
- Costs Net of Billings By Balance Sheet Location (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
Contractors [Abstract] | ' | ' |
Cost and estimated earnings in excess of billings on uncompleted contracts | $27,222,000 | $12,878,000 |
Billings in excess of costs and estimated earnings on uncompleted contracts | -3,018,379 | -1,769,656 |
Total costs net of billings | $24,204,000 | $11,108,000 |
Other_Accrued_Liabilities_Deta
Other Accrued Liabilities (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
Other Liabilities Disclosure [Abstract] | ' | ' |
Accrued interest | $3,415,000 | $2,981,000 |
Tenant improvements | 984,000 | 1,222,000 |
Accrued warranty | 1,338,000 | 2,073,000 |
Commissions | 1,259,000 | 2,452,000 |
Personnel Expenses | 5,579,000 | 3,461,000 |
Group medical insurance | 1,858,000 | 1,400,000 |
Other | 2,722,000 | 1,222,000 |
Total other accrued liabilities | $17,155,000 | $14,811,000 |
Employee_Benefit_Plans_Details
Employee Benefit Plans (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 |
Postemployment Benefits [Abstract] | ' | ' | ' |
Costs recognized for postemployement benefit plan | $10,460 | $10,486 | $7,095 |
Income_Taxes_Schedule_of_Defer
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
In Thousands, unless otherwise specified | ||
Deferred income tax assets: | ' | ' |
Employee related items | $4,314 | $3,179 |
Inventories | 836 | 717 |
Accrued warranty | 508 | 782 |
Accounts receivable | 235 | 377 |
Net operating loss carry forward | 475 | 1,640 |
Other | 1,433 | 921 |
Total deferred income tax assets | 7,801 | 7,616 |
Deferred income tax liabilities: | ' | ' |
Depreciation methods and property basis differences | -19,820 | -18,352 |
Other assets and tax-deductible goodwill | -19,615 | -18,051 |
Total deferred income tax liabilities | -39,435 | -36,403 |
Net deferred income tax liabilities | ($31,634) | ($28,787) |
Income_Taxes_Provision_of_Inco
Income Taxes - Provision of Income Taxes (Details) (USD $) | 12 Months Ended | ||
Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | |
Income (loss) before income taxes: | ' | ' | ' |
Domestic | $83,495,000 | $92,334,000 | $65,054,000 |
Foreign | 10,416,000 | 2,035,000 | -1,413,000 |
Income before income taxes | 93,911,254 | 94,368,833 | 63,640,905 |
Current provision: | ' | ' | ' |
Federal | 28,901,000 | 26,330,000 | 16,717,000 |
Foreign | 1,903,000 | -2,600,000 | 159,000 |
State and Local | 4,381,000 | 4,137,000 | 3,595,000 |
Total current provision for income taxes | 35,186,000 | 27,866,000 | 20,470,000 |
Deferred provision (benefit): | ' | ' | ' |
Federal | -2,143,000 | 2,024,000 | 3,646,000 |
Foreign | 1,230,000 | 3,455,000 | -1,330,000 |
State and Local | 41,000 | 568,000 | 119,000 |
Deferred Income Tax Expense (Benefit) Excluding Foreign Currency Transactions | -871,000 | 6,047,000 | 2,435,000 |
Total provision for income taxes | $34,314,000 | $33,913,000 | $22,905,000 |
Income_Taxes_Schedule_of_Net_O
Income Taxes - Schedule of Net Operating Loss Carryforwards (Details) (USD $) | 12 Months Ended | |
Feb. 28, 2014 | Feb. 28, 2013 | |
Oklahoma [Member] | ' | ' |
Operating Loss Carryforwards [Line Items] | ' | ' |
Operating loss carryforward, tax impact | $330,000 | $412,000 |
Canada [Member] | ' | ' |
Operating Loss Carryforwards [Line Items] | ' | ' |
Operating loss carryforward, tax impact | 145,000 | 1,228,000 |
Operating loss carryforwards | 600,000 | ' |
State and Local Jurisdiction [Member] | ' | ' |
Operating Loss Carryforwards [Line Items] | ' | ' |
Operating loss carryforwards | $5,600,000 | ' |
Income_Taxes_Reconcilliation_o
Income Taxes - Reconcilliation of Effective Income Tax Rate (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Statutory federal income tax rate | 35.00% | 35.00% | 35.00% |
Expenses not deductible for tax purposes | 3.90% | 0.20% | 0.30% |
State income taxes, net of federal income tax benefit | 4.70% | 3.10% | 3.60% |
Benefit of Section 199 of the Code, manufacturing deduction | -6.50% | -2.60% | -2.80% |
Other | -0.60% | 0.20% | -0.10% |
Effective income tax rate | 36.50% | 35.90% | 36.00% |
Deferred taxes not provided, foreign currency translation adjustment | $11.40 | ' | ' |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets - Schedule of Goodwill (Details) (USD $) | 12 Months Ended | |
Feb. 28, 2014 | Feb. 28, 2013 | |
Goodwill [Roll Forward] | ' | ' |
Goodwill, beginning balance | $171,886,270 | $121,383,863 |
Acquisitions | 109,636,000 | 52,246,000 |
Foreign Exchange Translation | -2,966,000 | -1,744,000 |
Goodwill, ending balance | 278,556,040 | 171,886,270 |
Galvanizing Services [Member] | ' | ' |
Goodwill [Roll Forward] | ' | ' |
Goodwill, beginning balance | 96,735,000 | 78,053,000 |
Acquisitions | 0 | 19,923,000 |
Foreign Exchange Translation | -2,004,000 | -1,241,000 |
Goodwill, ending balance | 94,731,000 | 96,735,000 |
Electrical and Industrial Products and Services [Member] | ' | ' |
Goodwill [Roll Forward] | ' | ' |
Goodwill, beginning balance | 75,151,000 | 43,331,000 |
Acquisitions | 109,636,000 | 32,323,000 |
Foreign Exchange Translation | -962,000 | -503,000 |
Goodwill, ending balance | $183,825,000 | $75,151,000 |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets - Schedule of Amortizable Intangible Assets (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
In Thousands, unless otherwise specified | ||
Amortizable intangible assets | ' | ' |
Finite-lived intangible assets, gross | $209,732 | $124,865 |
Less accumulated amortization | -39,300 | -21,440 |
Finite-Lived Intangible Assets, Net | 170,432 | 103,425 |
Customer Related Intangibles [Member] | ' | ' |
Amortizable intangible assets | ' | ' |
Finite-lived intangible assets, gross | 158,913 | 81,110 |
Less accumulated amortization | -19,992 | -11,633 |
Noncompete Agreements [Member] | ' | ' |
Amortizable intangible assets | ' | ' |
Finite-lived intangible assets, gross | 5,037 | 5,219 |
Less accumulated amortization | -3,740 | -3,437 |
Trademarks [Member] | ' | ' |
Amortizable intangible assets | ' | ' |
Finite-lived intangible assets, gross | 5,110 | 5,169 |
Technology [Member] | ' | ' |
Amortizable intangible assets | ' | ' |
Finite-lived intangible assets, gross | 7,400 | 0 |
Certification Marks [Member] | ' | ' |
Amortizable intangible assets | ' | ' |
Finite-lived intangible assets, gross | 232 | 253 |
Engineering Drawings [Member] | ' | ' |
Amortizable intangible assets | ' | ' |
Finite-lived intangible assets, gross | 24,600 | 24,600 |
Backlog [Member] | ' | ' |
Amortizable intangible assets | ' | ' |
Finite-lived intangible assets, gross | $8,440 | $8,514 |
Goodwill_and_Intangible_Assets4
Goodwill and Intangible Assets - Narrative (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' |
Accumulated amortization | $39,300 | $21,440 | ' |
Amortization of intangible assets | 18,214 | 9,999 | 3,740 |
Customer Related Intangibles [Member] | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' |
Accumulated amortization | 19,992 | 11,633 | ' |
Noncompete Agreements [Member] | ' | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' |
Accumulated amortization | $3,740 | $3,437 | ' |
Goodwill_and_Intangible_Assets5
Goodwill and Intangible Assets - Schedule of Future Amortization (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
In Thousands, unless otherwise specified | ||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' |
2015 | $17,840 | ' |
2016 | 15,560 | ' |
2017 | 15,293 | ' |
2018 | 14,665 | ' |
2019 | 13,984 | ' |
Thereafter | 93,090 | ' |
Finite-Lived Intangible Assets, Net | $170,432 | $103,425 |
Earnings_Per_Share_Details
Earnings Per Share (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Feb. 28, 2014 | Nov. 30, 2013 | Aug. 31, 2013 | 31-May-13 | Feb. 28, 2013 | Nov. 30, 2012 | Aug. 31, 2012 | 31-May-12 | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stockholders' Equity Note, Stock Split, Conversion Ratio | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' |
Numerator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income | $10,242,000 | $18,445,000 | $16,363,000 | $14,547,000 | $13,233,000 | $15,364,000 | $15,873,000 | $15,986,000 | $59,597,048 | $60,456,206 | $40,735,796 |
Denominator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Denominator for basic earnings per common share-weighted average shares (shares) | ' | ' | ' | ' | ' | ' | ' | ' | 25,514,387 | 25,320,147 | 25,131,754 |
Effect of dilutive securities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee and Director stock awards (shares) | ' | ' | ' | ' | ' | ' | ' | ' | 179,081 | 240,447 | 230,366 |
Denominator for diluted earnings per common share (shares) | ' | ' | ' | ' | ' | ' | ' | ' | 25,693,468 | 25,560,594 | 25,362,120 |
Earnings per share basic and diluted: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic earnings per common share (usd per share) | $0.42 | $0.72 | $0.95 | $0.27 | $0.52 | $0.61 | $0.63 | $0.63 | $2.34 | $2.39 | $1.62 |
Diluted earnings per common share (usd per share) | $0.42 | $0.72 | $0.94 | $0.26 | $0.52 | $0.60 | $0.62 | $0.63 | $2.32 | $2.37 | $1.61 |
Stock Appreciation Rights (SARs) [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | ' | ' | ' | ' | ' | ' | ' | ' | 113,887 | ' | ' |
Stock_Compensation_Nonvested_R
Stock Compensation - Non-vested Restricted Stock Activity (Details) (Restricted Stock Units (RSUs) [Member], USD $) | 12 Months Ended | |
Feb. 28, 2014 | Feb. 29, 2012 | |
Restricted Stock Units (RSUs) [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ' | ' |
Non-Vested Balance as of February 29, 2013 (shares) | 109,430 | 122,450 |
Granted (shares) | 49,843 | ' |
Vested (shares) | -88,921 | ' |
Forfeited (shares) | 0 | ' |
Non-Vested Balance as of February 28, 2014 (shares) | 70,352 | 122,450 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' |
Non-Vested Balance as of February 29, 2013, Weight Average Grant Date Fair Value (usd per share) | $20.73 | $13.89 |
Granted, Weighted Average Grant Date Fair Value (usd per share) | $45.04 | ' |
Vested, Weighted Average Grant Date Fair Value (usd per share) | $20.01 | ' |
Forfeited, Weighted Average Grant Date Fair Value (usd per share) | $0 | ' |
Non-Vested as of February 28, 2014, Weighted Average Grant Date Fair Value (usd per share) | $45.96 | $13.89 |
Stock_Compensation_SARs_and_Op
Stock Compensation - SARs and Option Awards Activity (Details) (Stock Appreciation Rights SARS and Stock Option [Member], USD $) | 12 Months Ended | ||
Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | |
Stock Appreciation Rights SARS and Stock Option [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments, Number of Shares [Roll Forward] | ' | ' | ' |
Outstanding at beginning of year (shares) | 439,863 | 573,000 | 831,518 |
Granted (shares) | 116,032 | 118,107 | 193,132 |
Exercised (shares) | -159,721 | -251,240 | -413,814 |
Forfeited (shares) | 0 | -4 | -37,836 |
Outstanding at end of year (shares) | 396,174 | 439,863 | 573,000 |
Exercisable at end of year (shares) | 153,343 | 115,395 | 123,090 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instrument, Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' | ' |
Outstanding at beginning of year, Weighted Average Exercise Price (usd per share) | $19.12 | $15.46 | $14.14 |
Granted, Weighted Average Exercise Price (usd per share) | $45.20 | $25.77 | $20.91 |
Exercised, Weighted Average Exercise Price (usd per share) | $19.19 | $13.84 | $15.10 |
Forfeited, Weighted Average Exercise Price (usd per share) | $0 | $2.11 | $19.88 |
Outstanding at end of year, Weighted Average Exercise Price (usd per share) | $26.64 | $19.12 | $15.46 |
Exercisable at end of year, Weighted Average Exercise Price (usd per share) | $15.32 | $13.14 | $12.11 |
Weighted average fair value for the fiscal year indicated of options and SARs granted during such year (usd per share) | $13.68 | $8.81 | $7.74 |
Stock_Compensation_Schedule_By
Stock Compensation - Schedule By Exercise Price Range (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | Feb. 28, 2011 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 |
Stock Appreciation Rights SARS and Stock Option [Member] | Stock Appreciation Rights SARS and Stock Option [Member] | Stock Appreciation Rights SARS and Stock Option [Member] | Stock Appreciation Rights SARS and Stock Option [Member] | $9.06 [Member] | $15.84 [Member] | $20.91 [Member] | $25.67 [Member] | $31.76 [Member] | $45.36 [Member] | $45.26 [Member] | $42.08 [Member] | $46.43 [Member] | $39.65 [Member] | $9.06 - $45.36 [Member] | $9.06 - $45.36 [Member] | |
Stock Appreciation Rights SARS and Stock Option [Member] | Stock Appreciation Rights SARS and Stock Option [Member] | Stock Appreciation Rights SARS and Stock Option [Member] | Stock Appreciation Rights SARS and Stock Option [Member] | Stock Appreciation Rights SARS and Stock Option [Member] | Stock Appreciation Rights SARS and Stock Option [Member] | Stock Appreciation Rights SARS and Stock Option [Member] | Stock Appreciation Rights SARS and Stock Option [Member] | Stock Appreciation Rights SARS and Stock Option [Member] | Stock Appreciation Rights SARS and Stock Option [Member] | Stock Appreciation Rights SARS and Stock Option [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Range of Exercise Prices (usd per share) | ' | ' | ' | ' | $9.06 | $15.84 | $20.91 | $25.67 | $31.76 | $45.36 | $45.26 | $42.08 | $46.43 | $39.65 | ' | ' |
Total Options/ SARbs (shares) | 396,174 | 439,863 | 573,000 | 831,518 | 51,832 | 60,259 | 83,874 | 84,329 | 1,993 | 69,477 | 40,000 | 2,226 | 759 | 1,425 | ' | 396,174 |
Average Remaining Life | ' | ' | ' | ' | '2 years | '3 years | '4 years | '5 years | '5 years | '6 years | '6 years | '6 years | '6 years | '6 years | ' | '4 years 4 months 16 days |
Weighted Average Exercise Price, Outstanding (usd per share) | $26.64 | $19.12 | $15.46 | $14.14 | $9.06 | $15.84 | $20.91 | $25.67 | $31.76 | $45.36 | $45.26 | $42.08 | $46.43 | $39.65 | ' | $26.64 |
Options / SARbs Currently Exercisable (shares) | 153,343 | 115,395 | 123,090 | ' | 51,832 | 60,259 | 29,004 | 11,584 | 664 | 0 | 0 | 0 | 0 | 0 | ' | 153,343 |
Weighted Average Exercise Price, Exercisable (usd per share) | $15.32 | $13.14 | $12.11 | ' | $9.06 | $15.84 | $20.91 | $25.67 | $31.76 | $0 | $0 | $0 | $0 | $0 | ' | $15.32 |
Exercise price range, lower limit (usd per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $9.06 | ' |
Exercise price range, upper limit (usd per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $45.36 | ' |
Stock_Compensation_Fair_Value_
Stock Compensation - Fair Value Assumptions (Details) (Employee Stock Purchase Plan [Member], Stock Appreciation Rights (SARs) [Member]) | 12 Months Ended | ||
Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Expected price volatilty (minimum) | 36.34% | 45.00% | 46.86% |
Expected price volatility (maximum) | 41.60% | 47.50% | 48.85% |
Risk-free interest rate (minimum) | 0.42% | 0.29% | 3.39% |
Risk-free interest rate (maximum) | 1.46% | 0.59% | 3.51% |
Minimum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Expected life in years | '2 years | '2 years | '2 years |
Expected dividend yield | 1.21% | 1.73% | 2.27% |
Maximum [Member] | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Expected life in years | '4 years 6 months | '5 years | '5 years |
Expected dividend yield | 8.94% | 2.00% | 2.39% |
Stock_Compensation_Sharebased_
Stock Compensation - Share-based Compensation and Income Taxes (Details) (USD $) | 12 Months Ended | ||
Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | |
Share based compensation expense and related income tax benefits | ' | ' | ' |
Compensation Expense | $3,703,407 | $3,175,050 | $2,927,917 |
Income tax benefits | $1,296,193 | $1,111,268 | $1,024,771 |
Stock_Compensation_Details_Tex
Stock Compensation (Details Textual) (USD $) | 12 Months Ended | ||
Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | |
share_based_compensation_plan | |||
Share Based Compensation (Textual) [Abstract] | ' | ' | ' |
Number of share-based compensation plans | 1 | ' | ' |
Shares authorized (shares) | 5,000,000 | ' | ' |
Share for future issuance (shares) | 588,491 | ' | ' |
Total intrinsic value of options exercised | $3,600,000 | ' | ' |
Unrecognized compensation cost | 2,900,000 | ' | ' |
Unrecongized compensation cost, amortization period | '2 years 5 months 28 days | ' | ' |
Proceeds from Stock Options Exercised | 0 | 15,781 | 48 |
Tax benefit from stock options exercised | 1,601,991 | 1,283,240 | 199,427 |
Employee Stock Purchase Plan [Member] | ' | ' | ' |
Share Based Compensation (Textual) [Abstract] | ' | ' | ' |
Term of offering under stock purchase plan | '24 months | ' | ' |
Granted option lower than | 85.00% | ' | ' |
Restricted common stock under plan | 25,000 | ' | ' |
Common stock purchased during period (shares) | 5,000 | ' | ' |
Shares expected to be issued (shares) | 47,982 | 76,047 | 31,106 |
Directors Grants [Member] | ' | ' | ' |
Share Based Compensation (Textual) [Abstract] | ' | ' | ' |
Number of independent directors to whom stock granted | 7 | ' | ' |
Shares of company common stock (shares) | 2,000 | 1,000 | 1,000 |
Value of common stock grants (usd per share) | $36.70 | $32.51 | $25.42 |
Restricted Stock Units (RSUs) [Member] | ' | ' | ' |
Share Based Compensation (Textual) [Abstract] | ' | ' | ' |
Vesting ratably term | '3 years | ' | ' |
Total fair value of vested shares | 1,900,000 | 535,018 | 145,686 |
Non-vested shares outstanding (shares) | 70,352 | 109,430 | 122,450 |
Non-vested shares outstanding, weighted average grant date fair value (usd per share) | $45.96 | $20.73 | $13.89 |
Stock Appreciation Rights SARS and Stock Option [Member] | ' | ' | ' |
Share Based Compensation (Textual) [Abstract] | ' | ' | ' |
Vesting ratably term | '3 years | ' | ' |
Term for the contract | '7 years | ' | ' |
Outstanding average contractual term | '4 years 4 months 18 days | ' | ' |
Outstanding aggregate intrinsic value | 17,600,000 | ' | ' |
Average remaining contractual term | '3 years 0 months 2 days | ' | ' |
Aggregate remaining intrinsic value | $6,800,000 | ' | ' |
Longterm_Debt_Schedule_of_Long
Long-term Debt - Schedule of Long-term Debt (Details) (USD $) | 12 Months Ended | |
Feb. 28, 2014 | Feb. 28, 2013 | |
Debt Instrument [Line Items] | ' | ' |
Total | $405,616,000 | $210,714,000 |
Less amount due within one year | -20,848,000 | -14,286,000 |
Long-term debt, exculding current maturities | 384,767,857 | 196,428,571 |
Senior Notes [Member] | Unsecured Senior Notes Due January 2021 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total | 125,000,000 | 125,000,000 |
Senior Notes [Member] | Unsecured Senior Notes Due March 2012 through March 2018 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total | 71,428,000 | 85,714,000 |
Annual installments | 14,285,714 | ' |
Line of Credit [Member] | Line of Credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total | 137,000,000 | 0 |
Term Note [Member] | Term Not Due in Quarterly Installments Beginning in June 2013 through March 2018 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total | $72,188,000 | $0 |
Longterm_Debt_Narrative_Detail
Long-term Debt - Narrative (Details) (USD $) | 12 Months Ended | 12 Months Ended | 0 Months Ended | 0 Months Ended | ||||||||||
Feb. 28, 2014 | Mar. 31, 2008 | Feb. 28, 2014 | Jan. 21, 2011 | Feb. 28, 2011 | Mar. 27, 2013 | Feb. 28, 2014 | Feb. 28, 2013 | 25-May-06 | Mar. 27, 2013 | Mar. 27, 2013 | Mar. 27, 2013 | Mar. 27, 2013 | Mar. 27, 2013 | |
Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Senior Notes [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Line of Credit [Member] | |
Unsecured Senior Notes Due March 2012 through March 2018 [Member] | Unsecured Senior Notes Due March 2012 through March 2018 [Member] | Unsecured Senior Notes Due January 2021 [Member] | Unsecured Senior Notes Due January 2021 [Member] | Private Shelf Agreement [Member] | Bank of America [Member] | Bank of America [Member] | Bank of America [Member] | Bank of America [Member] | Bank Of America And Other Lenders [Member] | Bank Of America And Other Lenders [Member] | Bank Of America And Other Lenders [Member] | Bank Of America And Other Lenders [Member] | Bank Of America And Other Lenders [Member] | |
Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | |||||||
Maximum [Member] | Eurodollar [Member] | Eurodollar [Member] | ||||||||||||
Minimum [Member] | Maximum [Member] | |||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | ' | ' | ' | $100,000,000 | ' | ' | ' | $125,000,000 | $225,000,000 | ' | ' | ' | $75,000,000 |
Accordion feature | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75,000,000 |
Basis spread | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | 2.00% | ' |
Commitment fees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.20% | 0.30% | ' |
Covenant, net worth minimum | 116,900,000 | ' | 116,900,000 | ' | ' | 230,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Covenant, minimum retention of future income | 50.00% | ' | 50.00% | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Covenant, maximum leverage ratio | ' | ' | ' | ' | ' | 3.25 | ' | ' | ' | ' | ' | ' | ' | ' |
Covenant, minimum fixed charge coverage ratio | 2 | ' | 2 | ' | ' | 1.75 | ' | ' | ' | ' | ' | ' | ' | ' |
Covenant, maximum capital expenditures | ' | ' | ' | ' | ' | 60,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Capital expenditure covenant | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Variable rate description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Eurodollar | ' | ' | ' |
Amount outstanding on line of credit | ' | ' | ' | ' | ' | ' | 137,000,000 | 0 | ' | ' | ' | ' | ' | ' |
Letters of credit outstanding | ' | ' | ' | ' | ' | ' | 18,500,000 | ' | ' | ' | ' | ' | ' | ' |
Remaining borrowing capacity on line of credit | ' | ' | ' | ' | ' | ' | 69,500,000 | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, face amount | ' | $100,000,000 | ' | $125,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, stated percentage | ' | 6.24% | ' | 5.42% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Covenant, minimum ratio of indebtedness to EBIDTA | 3.25 | ' | 3.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Covenant, maximum percentage of priority indebtedness | 10.00% | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Longterm_Debt_Schedule_of_Long1
Long-term Debt - Schedule of Long-term Debt Maturities (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 |
In Thousands, unless otherwise specified | ||
Debt Disclosure [Abstract] | ' | ' |
2015 | $20,848 | ' |
2016 | 21,786 | ' |
2017 | 23,192 | ' |
2018 | 16,629 | ' |
2019 | 198,161 | ' |
Thereafter | 125,000 | ' |
Total | $405,616 | $210,714 |
Operating_segments_Narrative_D
Operating segments - Narrative (Details) | 12 Months Ended |
Feb. 28, 2014 | |
operating_segment | |
Segment Reporting [Abstract] | ' |
Number of operating segments | 2 |
Enhanced life of material | '50 years |
Operating_segments_Details
Operating segments (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||||
Feb. 28, 2014 | Nov. 30, 2013 | Aug. 31, 2013 | 31-May-13 | Feb. 28, 2013 | Nov. 30, 2012 | Aug. 31, 2012 | 31-May-12 | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | ||||
Operations and assets by segment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Net sales | $181,011,000 | $197,755,000 | $189,782,000 | $183,175,000 | $140,391,000 | $149,675,000 | $153,385,000 | $127,143,000 | $751,723,398 | $570,594,238 | $469,112,410 | |||
Segment Operating income | ' | ' | ' | ' | ' | ' | ' | ' | 137,849,000 | [1] | 122,035,000 | [1] | 98,736,000 | [1] |
General corporate expenses | ' | ' | ' | ' | ' | ' | ' | ' | 32,553,000 | [2] | 23,706,000 | [2] | 21,636,000 | [2] |
Interest expense | ' | ' | ' | ' | ' | ' | ' | ' | 18,406,658 | 13,072,605 | 13,939,149 | |||
Other (income) expense, net | ' | ' | ' | ' | ' | ' | ' | ' | -7,022,000 | [3] | -9,113,000 | [3] | -480,000 | [3] |
Total expenses | ' | ' | ' | ' | ' | ' | ' | ' | 43,938,000 | 27,666,000 | 35,095,000 | |||
Income before income taxes | ' | ' | ' | ' | ' | ' | ' | ' | 93,911,000 | 94,369,000 | 63,641,000 | |||
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 43,305,000 | 29,363,000 | 22,595,000 | |||
Expenditures for acquisitions, net of cash, and property, plant and equipment | ' | ' | ' | ' | ' | ' | ' | ' | 319,173,000 | 161,981,000 | 47,147,000 | |||
Total assets | 953,253,000 | ' | ' | ' | 694,205,000 | ' | ' | ' | 953,253,000 | 694,205,000 | 606,775,000 | |||
Goodwill | 278,556,040 | ' | ' | ' | 171,886,270 | ' | ' | ' | 278,556,040 | 171,886,270 | 121,383,863 | |||
Electrical and Industrial Products [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Operations and assets by segment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 416,106,000 | 233,555,000 | 189,192,000 | |||
Segment Operating income | ' | ' | ' | ' | ' | ' | ' | ' | 45,866,000 | [1] | 34,228,000 | [1] | 25,772,000 | [1] |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 19,959,000 | 8,587,000 | 3,317,000 | |||
Expenditures for acquisitions, net of cash, and property, plant and equipment | ' | ' | ' | ' | ' | ' | ' | ' | 284,514,000 | 79,513,000 | 3,161,000 | |||
Total assets | 540,216,000 | ' | ' | ' | 260,874,000 | ' | ' | ' | 540,216,000 | 260,874,000 | 143,208,000 | |||
Goodwill | 183,825,000 | ' | ' | ' | 75,151,000 | ' | ' | ' | 183,825,000 | 75,151,000 | 43,331,000 | |||
Galvanizing Services [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Operations and assets by segment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 335,618,000 | 337,039,000 | 279,920,000 | |||
Segment Operating income | ' | ' | ' | ' | ' | ' | ' | ' | 91,983,000 | [1] | 87,807,000 | [1] | 72,964,000 | [1] |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 22,009,000 | 19,501,000 | 17,783,000 | |||
Expenditures for acquisitions, net of cash, and property, plant and equipment | ' | ' | ' | ' | ' | ' | ' | ' | 33,281,000 | 81,604,000 | 43,298,000 | |||
Total assets | 378,358,000 | ' | ' | ' | 370,142,000 | ' | ' | ' | 378,358,000 | 370,142,000 | 309,808,000 | |||
Goodwill | 94,731,000 | ' | ' | ' | 96,735,000 | ' | ' | ' | 94,731,000 | 96,735,000 | 78,053,000 | |||
Corporate [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Operations and assets by segment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 1,337,000 | 1,275,000 | 1,495,000 | |||
Expenditures for acquisitions, net of cash, and property, plant and equipment | ' | ' | ' | ' | ' | ' | ' | ' | 1,378,000 | 864,000 | 688,000 | |||
Total assets | $34,679,000 | ' | ' | ' | $63,189,000 | ' | ' | ' | $34,679,000 | $63,189,000 | $153,759,000 | |||
[1] | Segment operating income consisted of net sales less cost of sales, specifically identifiable selling, general and administrative expenses and other income and expense items that are specifically identifiable to a segment. | |||||||||||||
[2] | General Corporate Expense consisted of selling, general and administrative expenses that are not specifically identifiable to a segment. | |||||||||||||
[3] | Other (income) expense, net included gains and losses on sale of property, plant and equipment and other (income) expenses not specifically identifiable to a segment. |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 |
Commitments and Contingencies Disclosure [Abstract] | ' | ' | ' |
Minimum operating lease term | '1 year | ' | ' |
Rent expense | $6,277 | $7,808 | $6,724 |
Commitments_and_Contingencies_3
Commitments and Contingencies - Schedule Of Future Operating Lease Expenses (Details) (USD $) | Feb. 28, 2014 |
In Thousands, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | ' |
2015 | $6,277 |
2016 | 5,261 |
2017 | 4,913 |
2018 | 4,131 |
2019 | 2,919 |
Thereafter | 3,965 |
Total | $27,466 |
Commitments_and_Contingencies_4
Commitments and Contingencies - Product Warranty Accrual (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | Feb. 28, 2011 |
Loss Contingencies [Line Items] | ' | ' | ' | ' |
Reserve for warranty | $1,338,000 | $2,073,000 | $1,670,000 | $2,486,000 |
Electrical and Industrial Products [Member] | ' | ' | ' | ' |
Loss Contingencies [Line Items] | ' | ' | ' | ' |
Letters of credit outstanding | 18,500,000 | ' | ' | ' |
Reserve for warranty | $1,300,000 | ' | ' | ' |
Quarterly_Financial_Informatio2
Quarterly Financial Information, Unaudited (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Feb. 28, 2014 | Nov. 30, 2013 | Aug. 31, 2013 | 31-May-13 | Feb. 28, 2013 | Nov. 30, 2012 | Aug. 31, 2012 | 31-May-12 | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | |
Quarterly Financial Information Disclosure [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | $181,011,000 | $197,755,000 | $189,782,000 | $183,175,000 | $140,391,000 | $149,675,000 | $153,385,000 | $127,143,000 | $751,723,398 | $570,594,238 | $469,112,410 |
Segment operating income | 28,955,000 | 33,169,000 | 36,978,000 | 38,746,000 | 37,992,000 | 45,003,000 | 43,312,000 | 37,866,000 | ' | ' | ' |
Net income | $10,242,000 | $18,445,000 | $16,363,000 | $14,547,000 | $13,233,000 | $15,364,000 | $15,873,000 | $15,986,000 | $59,597,048 | $60,456,206 | $40,735,796 |
Basic earnings per common share (usd per share) | $0.42 | $0.72 | $0.95 | $0.27 | $0.52 | $0.61 | $0.63 | $0.63 | $2.34 | $2.39 | $1.62 |
Diluted earnings per common share (usd per share) | $0.42 | $0.72 | $0.94 | $0.26 | $0.52 | $0.60 | $0.62 | $0.63 | $2.32 | $2.37 | $1.61 |
Acquisitions_Pro_Forma_Informa
Acquisitions - Pro Forma Information (Details) (USD $) | 12 Months Ended | |||
In Thousands, except Per Share data, unless otherwise specified | Feb. 28, 2013 | Feb. 29, 2012 | Feb. 28, 2014 | Feb. 28, 2013 |
Nuclear Logistics Incorporated [Member] | Nuclear Logistics Incorporated [Member] | Aquilex [Member] | Aquilex [Member] | |
Summary of acquisitions | ' | ' | ' | ' |
Net Sales | $583,743 | $522,678 | $774,818 | $783,126 |
Net Income | $60,602 | $43,283 | $60,080 | $58,372 |
Earnings Per Common Share | ' | ' | ' | ' |
Basic Earnings Per Share (usd per share) | $2.39 | $1.72 | $2.35 | $2.31 |
Diluted Earnings Per Share (usd per share) | $2.37 | $1.71 | $2.34 | $2.28 |
Acquisitions_Purchase_Price_Al
Acquisitions - Purchase Price Allocation (Details) (USD $) | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | Jun. 02, 2012 | Jun. 02, 2012 |
Aquilex [Member] | Nuclear Logistics Incorporated [Member] | ||||
Purchase Price Allocation | ' | ' | ' | ' | ' |
Current Assets | ' | ' | ' | $78,619,000 | $22,901,000 |
Property and Equipment | ' | ' | ' | 27,669,000 | 1,416,000 |
Intangible Assets | ' | ' | ' | 87,100,000 | 50,600,000 |
Goodwill | 278,556,040 | 171,886,270 | 121,383,863 | 109,636,000 | 32,323,000 |
Other Assets | ' | ' | ' | 205,000 | 58,000 |
Total Assets Acquired | ' | ' | ' | 303,229,000 | 107,298,000 |
Current Liabilities | ' | ' | ' | -27,527,000 | -17,866,000 |
Long Term Liabilities | ' | ' | ' | ' | -12,388,000 |
Net Assets Acquired | ' | ' | ' | $275,702,000 | $77,044,000 |
Acquisitions_Details_Textual
Acquisitions (Details Textual) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | ||||||||
Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 | Mar. 29, 2013 | Feb. 28, 2014 | Jun. 02, 2012 | Feb. 28, 2014 | Jan. 02, 2013 | Feb. 28, 2014 | Jun. 02, 2012 | Oct. 01, 2012 | Feb. 28, 2014 | Feb. 01, 2012 | Feb. 29, 2012 | Feb. 29, 2012 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | |
Aquilex [Member] | Aquilex [Member] | Aquilex [Member] | G3 Galvananizing Limited [Member] | G3 Galvananizing Limited [Member] | Nuclear Logistics Incorporated [Member] | Nuclear Logistics Incorporated [Member] | Galvcast Manufacturing Inc [Member] | Galvcast Manufacturing Inc [Member] | Galvan Metal Inc [Member] | Galvan Metal Inc [Member] | Selling, General and Administrative Expenses [Member] | Customer Related Intangibles [Member] | Trade Names [Member] | Minimum [Member] | Maximum [Member] | ||||
Galvan Metal Inc [Member] | Aquilex [Member] | Aquilex [Member] | Technology [Member] | Technology [Member] | |||||||||||||||
Aquilex [Member] | Aquilex [Member] | ||||||||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Assets acquired | ' | ' | ' | ' | ' | $303,229,000 | ' | $12,000,000 | ' | $107,298,000 | $48,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Liabilities assumed | ' | ' | ' | ' | ' | ' | ' | 3,100,000 | ' | ' | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill | 278,556,040 | 171,886,270 | 121,383,863 | ' | ' | 109,636,000 | ' | 4,200,000 | ' | 32,323,000 | 15,700,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisition related costs | ' | ' | ' | ' | 5,400,000 | ' | 500,000 | ' | 900,000 | ' | ' | 300,000 | ' | 500,000 | 500,000 | ' | ' | ' | ' |
Goodwill, deductible | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price paid | ' | ' | ' | 275,700,000 | ' | ' | ' | ' | ' | 77,000,000 | ' | ' | 29,100,000 | ' | ' | ' | ' | ' | ' |
Certain liabilities payoff | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional payment on performance | ' | ' | ' | 3,900,000 | ' | ' | ' | ' | 10,000,000 | 20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value the earn | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price of acquisition | ' | ' | ' | 271,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | 29,100,000 | ' | ' | ' | ' | ' | ' |
Purchase price of acquisition, net of cash | 275,702,030 | 137,057,680 | 27,362,834 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 27,400,000 | ' | ' | ' | ' | ' | ' |
Cash acquired from acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,700,000 | ' | ' | ' | ' | ' | ' |
Intangible assets acquired | ' | ' | ' | ' | ' | $87,100,000 | ' | ' | ' | $50,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average useful life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '14 years | '19 years | '3 years | '9 years |
Schedule_II_Valuation_and_Qual1
Schedule II : Valuation and Qualiying Accounts and Reserves (Details) (Allowance for Doubtful Accounts [Member], USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Feb. 28, 2014 | Feb. 28, 2013 | Feb. 29, 2012 |
Allowance for Doubtful Accounts [Member] | ' | ' | ' |
Allowance for Doubtful Accounts | ' | ' | ' |
Balance at Beginning of year | $1,000 | $898 | $720 |
Additions charged or credited to income | -116 | 446 | 361 |
Balances written off, net of recoveries | -294 | -344 | -183 |
Effect of exchange rate | -30 | 0 | 0 |
Balance at end of year | $1,744 | $1,000 | $898 |