Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Nov. 30, 2017 | May 02, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | AZZ INC | |
Entity Central Index Key | 8,947 | |
Document Type | 10-Q | |
Document Period End Date | Nov. 30, 2017 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --02-28 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 26,024,006 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Nov. 30, 2017 | Feb. 28, 2017 |
Current Assets: | ||
Cash and Cash Equivalents | $ 10,651 | $ 11,302 |
Accounts receivable (net of allowance for doubtful accounts of $3,300 as of November 30, 2017 and $347 as of February 28, 2017) | 148,260 | 138,470 |
Inventories: | ||
Raw Material | 93,883 | 80,169 |
Work-In-Process | 5,834 | 6,832 |
Finished Goods | 11,655 | 7,006 |
Costs and Estimated Earnings In Excess of Billings On Uncompleted Contracts | 59,365 | 50,262 |
Deferred Income Taxes | 0 | 249 |
Prepaid Expenses and Other | 5,495 | 2,762 |
Total Current Assets | 335,143 | 297,052 |
Property, Plant and Equipment, Net | 219,173 | 228,610 |
Goodwill | 317,364 | 306,579 |
Intangibles and Other Assets, Net | 157,577 | 146,113 |
Total Assets | 1,029,257 | 978,354 |
Current Liabilities: | ||
Accounts Payable | 45,668 | 49,816 |
Income Tax Payables | 481 | 778 |
Accrued Salaries and Wages | 14,982 | 23,429 |
Other Accrued Liabilities | 22,730 | 24,042 |
Customer Advance Payment | 3,449 | 1,459 |
Long Term Debt Due Within One Year | 14,286 | 16,629 |
Billings In Excess of Costs and Estimated Earnings On Uncompleted Contracts | 34,570 | 20,617 |
Total Current Liabilities | 136,166 | 136,770 |
Other Liabilities, Noncurrent | 728 | 0 |
Long-Term Debt Due After One Year | 292,566 | 254,800 |
Deferred Income Taxes | 56,021 | 53,648 |
Liabilities | 485,481 | 445,218 |
Commitments and Contingencies | ||
Shareholders' Equity: | ||
Common stock, $1 par, shares authorized 100,000; 25,954 shares issued and outstanding at November 30, 2017 and 25,964 shares issued and outstanding at February 28, 2017 | 25,954 | 25,964 |
Capital In Excess of Par Value | 37,138 | 37,739 |
Retained Earnings | 506,943 | 498,527 |
Accumulated Other Comprehensive Income | (26,259) | (29,094) |
Total Shareholders' Equity | 543,776 | 533,136 |
Total Liabilities and Shareholders' Equity | $ 1,029,257 | $ 978,354 |
Condensed consolidated Balance3
Condensed consolidated Balance Sheets (Parenthetical) - USD ($) | Nov. 30, 2017 | Feb. 28, 2017 |
Statement of Financial Position [Abstract] | ||
Accounts Receivable, Allowance for Doubtful Accounts | $ 3,299,501 | $ 347,349 |
Common Stock, Par Value (usd per share) | $ 1 | $ 1 |
Common Stock, Shares Authorized (shares) | 100,000,000 | 100,000,000 |
Common Stock, Shares Issued (shares) | 25,953,895 | 25,963,679 |
Common Stock, Shares, Outstanding | 25,953,895 | 25,963,679 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Income Statement [Abstract] | ||||
Net Sales | $ 208,158 | $ 228,116 | $ 609,770 | $ 679,272 |
Costs and Expenses | ||||
Cost of Sales | 177,041 | 176,819 | 487,471 | 520,742 |
Gross Profit | 31,117 | 51,297 | 122,299 | 158,530 |
Selling, General and Administrative | 29,563 | 25,082 | 83,335 | 80,898 |
Operating Income (Loss) | 1,554 | 26,215 | 38,964 | 77,632 |
Interest Expense | 3,507 | 3,654 | 10,267 | 11,159 |
Gain (Loss) on Disposition of Property Plant Equipment | (22) | 57 | (576) | (26) |
Other Expense (Income) - net | (7) | (759) | (486) | (949) |
Income Before Income Taxes | (1,968) | 23,377 | 28,607 | 67,396 |
Income Tax Expense | (1,802) | 6,731 | 6,925 | 18,402 |
Net Income | $ (166) | $ 16,646 | $ 21,682 | $ 48,994 |
Earnings Per Common Share | ||||
Basic Earnings Per Share (usd per share) | $ (0.01) | $ 0.64 | $ 0.83 | $ 1.89 |
Diluted Earnings Per Share (usd per share) | (0.01) | 0.64 | 0.83 | 1.88 |
Common Stock, Dividends, Per Share, Declared | $ 0.17 | $ 0.17 | $ 0.51 | $ 0.47 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income | $ (166) | $ 16,646 | $ 21,682 | $ 48,994 |
Other Comprehensive Income (Loss): | ||||
Unrealized Translation Gains (Losses) | (1,453) | (2,918) | 2,876 | (235) |
Interest rate swap, net of income tax of $7, $7, $22, and $22, respectively. | (13) | (14) | (41) | (41) |
Other Comprehensive Income (Loss) | (1,466) | (2,932) | 2,835 | (276) |
Comprehensive Income | $ (1,632) | $ 13,714 | $ 24,517 | $ 48,718 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Interest rate swap, income tax | $ 7 | $ 7 | $ 22 | $ 22 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Nov. 30, 2017 | Nov. 30, 2016 | |
Cash Flows From Operating Activities: | ||
Net Income | $ 21,682 | $ 48,994 |
Adjustments To Reconcile Net Income To Net Cash Provided By Operating Activities: | ||
Provision For Doubtful Accounts | 2,940 | 18 |
Amortization and Depreciation | 37,840 | 37,964 |
Deferred Income Tax Expense | 2,362 | (538) |
Property, Plant and Equipment, Disposals | 8,285 | 6,602 |
Net Loss (Gain) On Insurance Settlement or On Sale of Property, Plant & Equipment | 576 | 26 |
Amortization of Deferred Borrowing Costs | 450 | 952 |
Allocated Share-based Compensation Expense | 4,810 | 4,408 |
Effects of Changes In Assets & Liabilities: | ||
Accounts Receivable | (15,754) | (33,706) |
Inventories | (11,744) | (6,795) |
Prepaid Expenses and Other | (2,518) | (1,554) |
Other Assets | (57) | (2,451) |
Net Change In Billings Related To Costs and Estimated Earnings On Uncompleted Contracts | 4,896 | (3,277) |
Accounts Payable | (5,867) | 7,588 |
Other Accrued Liabilities and Income Taxes Payable | (9,191) | (956) |
Net Cash Provided By Operating Activities | 38,710 | 57,275 |
Cash Flows Used For Investing Activities: | ||
Proceeds From Sale Or Insurance Settlement of Property, Plant, and Equipment | 200 | 543 |
Purchase of Property, Plant and Equipment | (21,533) | (29,135) |
Acquisition of Subsidiaries, Net of Cash Acquired | (32,841) | (22,679) |
Net Cash From Investing Activities | (54,174) | (51,271) |
Cash Flows From Financing Activities: | ||
Proceeds from revolving loan | 273,000 | 150,000 |
Payments on revolving loan | (174,500) | (144,000) |
Payments on Long Term Debt | (63,505) | (20,848) |
Payments for Repurchase of Common Stock | (7,518) | (5,282) |
Payments of Dividends | (13,266) | (12,216) |
Net Cash Used In Financing Activities | 14,211 | (32,346) |
Effect of Exchange Rate Changes on Cash | 602 | (370) |
Net Increase (Decrease) In Cash & Cash Equivalents | (651) | (26,712) |
Cash & Cash Equivalents At Beginning of Period | 11,302 | 40,191 |
Cash & Cash Equivalents At End of Period | 10,651 | |
Supplemental Disclosures | ||
Cash Paid For Interest | 8,948 | 9,291 |
Cash Paid For Income Taxes | $ 8,416 | $ 17,768 |
Consolidated Statement of Share
Consolidated Statement of Shareholders' Equity (Unaudited) - 9 months ended Nov. 30, 2017 - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Capital in Excess of Par Value | Retained Earnings | Accumulated Other Comprehensive Income (Loss) |
Balance at Feb. 28, 2017 | $ 533,136 | $ 25,964 | $ 37,739 | $ 498,527 | $ (29,094) |
Balance (shares) at Feb. 28, 2017 | 25,964 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock Compensation (shares) | 16 | ||||
Stock Compensation | 4,810 | $ 16 | 4,794 | ||
Restricted Stock Units (shares) | 43 | ||||
Restricted Stock Units | (1,216) | $ 43 | (1,259) | ||
Stock Issued for Stock Appreciation Rights Shares | 1 | ||||
Stock Issued For Stock Appreciation Rights | (4) | $ 1 | (5) | ||
Employee Stock Purchase Plan (shares) | 77 | ||||
Employee Stock Purchase Plan | 3,317 | $ 77 | 3,240 | ||
Treasury Stock, Shares, Retired | (147) | ||||
Treasury Stock, Retired, Par Value Method, Amount | (7,518) | $ 147 | 7,371 | ||
Cash Dividend Paid | (13,266) | (13,266) | |||
Net Income | 21,682 | ||||
Foreign Currency Translation | 2,876 | 2,876 | |||
Interest rate swap, net of $22 income tax | (41) | (41) | |||
Balance at Nov. 30, 2017 | $ 543,776 | $ 25,954 | $ 37,138 | $ 506,943 | $ (26,259) |
Balance (shares) at Nov. 30, 2017 | 25,954 |
Consolidated Statement of Shar9
Consolidated Statement of Shareholders' Equity (Parenthetical) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Statement of Stockholders' Equity [Abstract] | ||||
Interest rate swap, income tax | $ 7 | $ 7 | $ 22 | $ 22 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Nov. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The Company and Basis of Presentation AZZ Inc. (“AZZ”, the “Company”, "our" or “we”) was established in 1956 and incorporated under the laws of the State of Texas. We are a global provider of galvanizing services, welding solutions, specialty electrical equipment and highly engineered services to the power generation, transmission, distribution, refining and industrial markets. We have two distinct operating segments: the Energy Segment and Metal Coatings Segment. AZZ Energy is dedicated to delivering safe and reliable transmission of power from generation sources to end customers, and automated weld overlay solutions for corrosion and erosion mitigation to critical infrastructure in the energy markets worldwide. AZZ Metal Coatings is a leading provider of metal finishing solutions for corrosion protection, including hot dip galvanizing to the North American steel fabrication industry. As of March 1, 2017, our Galvanizing Segment was rebranded to the Metal Coatings Segment to more closely align the description of the segment with its current offerings and served markets. There have been no changes to the underlying information reported under this operating segment for prior periods, however, the new description will be included in the operating results for future filings and include the new powder coating offerings for the current and future periods. Presentation The accompanying condensed consolidated balance sheet as of February 28, 2017 , which was derived from audited financial statements, and the unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete consolidated financial statements. These financial statements should be read in conjunction with the audited financial statements and related notes for the fiscal year ended February 28, 2017 , included in the Company’s Annual Report on Form 10-K/A covering such period. Our fiscal year ends on the last day of February and is identified as the fiscal year for the calendar year in which it ends. For example, the fiscal year ended February 28, 2018 is referred to as fiscal 2018. In the opinion of management, the accompanying unaudited consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, which are necessary to present fairly the financial position of the Company as of November 30, 2017 , the results of its operations for the three and nine months ended November 30, 2017 and 2016 , and cash flows for the nine months ended November 30, 2017 and 2016 . These interim results are not necessarily indicative of results for a full year. Accounting Standards Recently Adopted In November 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes . ASU 2015-17 simplifies the presentation of deferred taxes in a classified statement of financial position and was adopted by the Company on March 1, 2017. As a result of the adoption, the Company is required to offset deferred tax liabilities and assets, as well as any related valuation allowance, and present as a single non-current amount. However, the Company shall not offset deferred tax liabilities and assets attributable to different tax-paying components of the entity or to different tax jurisdictions. The adoption was on a prospective basis and therefore had no impact on the prior year. Recently Issued Accounting Pronouncements In January 2017, the FASB issued ASU No. 2017-04, Intangibles-Goodwill and Other Topics (Topic 350)-Simplifying the Test for Goodwill Impairment. This guidance simplifies the measurement of goodwill by eliminating the Step 2 impairment test. The new guidance requires companies to perform the goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The amendment is required to be adopted prospectively. Early adoption is permitted for goodwill impairment tests performed on testing dates after January 1, 2017. The Company elected to adopt the guidance early effective for its annual goodwill impairment test performed in the fourth quarter of fiscal year 2018 and the adoption did not have a material impact on its consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments , which clarifies the presentation and classification of certain cash receipts and cash payments in the statement of cash flows. The Company will adopt the new standard effective in the first quarter of fiscal year 2019 and the adoption is not expected to have a material impact on its consolidated statements of cash flows. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . Under the new guidance, a lessee will be required to recognize assets and liabilities for all leases with lease terms of more than 12 months. Consistent with current GAAP, the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as finance or operating lease. This ASU will be effective for the Company in the first quarter of its fiscal year 2020 and early adoption is permitted. The ASU requires adoption based upon a modified retrospective transition approach. The Company has not yet selected a transition method, has not yet determined whether it will elect early adoption and is currently evaluating the impact of the adoption of this standard on its consolidated financial statements and related disclosures. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers: Topic 606 ("ASU 2014-09") which supersedes the revenue recognition requirements in ASC 605, Revenue Recognition . The core principle of ASU 2014-09 is to recognize revenue when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. The standard will be effective for the Company beginning in fiscal 2019 and provides the option to adopt the guidance on a full retrospective basis or a modified retrospective basis. The Company has substantially completed its assessment of the impacts that the standard will have on its financial statements, and determined that the adoption is not expected to have a significant impact on its results of operations, cash flows, or financial position. Based on the Company’s evaluation process completed and review of its contracts with customers, the timing and amount of revenue recognized under the new standard is generally consistent with its revenue recognition policy under previous guidance. For its Metal Coatings segment, the Company will recognize revenue over time as the metal coating is applied to the customer owned material while revenue was recognized at the completion of the service under the prior guidance. However, the change is not expected to significantly impact the timing of revenue recognition except for uncompleted jobs at the end of each quarter. For its Energy segment, the Company will recognize revenues for custom built products over time if the goods do not have an alternative use to the Company and the Company has an unconditional right to payment for work completed to date plus the applicable margin. This is generally consistent with the revenue recognition pattern under the prior guidance, however the Company continues to monitor its contracts to ensure that it has an unconditional right to payment and, in the circumstances when it does not, per the guidance, it will recognize revenues at a point-in-time upon transfer of the good to the customer. For bespoke services within its Energy segment, the Company will continue to recognize revenues over time as the services are rendered, and for off-the-shelf products, the Company will continue to recognize revenue at a point-in-time upon the transfer of the goods to the customer. The Company will adopt the new standard effective in the first quarter of fiscal year 2019, using the modified retrospective approach, and will expand its consolidated financial statement disclosures in order to comply with the new standard. |
Restatement of Previously Issue
Restatement of Previously Issued Financial Statements | 9 Months Ended |
Nov. 30, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
Restatement of Previously Issued Financial Statements | Restatement of Previously Issued Financial Statements As previously disclosed, the Company determined that for certain contracts within its Energy Segment for which revenue was historically recognized upon contract completion and transfer of title, the Company instead should have applied the percentage-of-completion method in accordance with the FASB’s Accounting Standards Codification No. 605-35, Construction-Type and Production-Type Contracts . In general, the percentage-of-completion method results in a revenue recognition pattern over time as a project progresses as opposed to deferring revenues until contract completion. The Company concluded that the impact of applying the percentage-of-completion method to its revenue contracts was materially different from its previously reported results under its historical practice. As a result, the Company is restating its condensed consolidated financial statements for the periods impacted. The following financial tables reconcile the previously reported amounts to the restated amounts for each condensed consolidated financial statement . The table below sets forth the condensed consolidated statements of income, including the balances originally reported, corrections and the as restated balances for each restated period (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2016 2016 As Reported Correction As Restated As Reported Correction As Restated Net Sales $ 227,459 $ 657 $ 228,116 $ 665,171 $ 14,101 $ 679,272 Cost of Sales 173,593 3,226 176,819 506,091 14,651 520,742 Gross Profit 53,866 (2,569 ) 51,297 159,080 (550 ) 158,530 Operating Income 28,784 (2,569 ) 26,215 78,182 (550 ) 77,632 Income Before Income Taxes 25,946 (2,569 ) 23,377 67,946 (550 ) 67,396 Income Tax Expense 7,695 (964 ) 6,731 18,609 (207 ) 18,402 Net Income $ 18,251 $ (1,605 ) $ 16,646 $ 49,337 $ (343 ) $ 48,994 Earnings Per Common Share Basic Earnings Per Share $ 0.70 $ (0.06 ) $ 0.64 $ 1.90 $ (0.01 ) $ 1.89 Diluted Earnings Per Share $ 0.70 $ (0.06 ) $ 0.64 $ 1.89 $ (0.01 ) $ 1.88 The table below sets forth the condensed consolidated statements of comprehensive income, including the balances originally reported, corrections and the as restated balances for each restated period (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2016 2016 As Reported Correction As Restated As Reported Correction As Restated Net Income $ 18,251 $ (1,605 ) $ 16,646 $ 49,337 $ (343 ) $ 48,994 Comprehensive Income 15,319 (1,605 ) 13,714 49,061 (343 ) 48,718 The table below sets forth the condensed consolidated statements of cash flows from operating activities, including the balances originally reported, corrections and the as restated balances for each restated period (in thousands): Nine Months Ended November 30, 2016 As Reported Correction As Restated Cash flows from operating activities: Net income $ 49,337 $ (343 ) $ 48,994 Deferred income taxes (331 ) (207 ) (538 ) Inventories (20,760 ) 13,965 (6,795 ) Net change in billings related to costs and estimated earnings on uncompleted contracts 8,853 (12,130 ) (3,277 ) Other accrued liabilities and income taxes payable 329 (1,285 ) (956 ) Net cash provided by operating activities: $ 57,275 $ — $ 57,275 In addition to the restated condensed consolidated financial statements, the information contained in Notes 3 and 5 has been restated. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Nov. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Earnings per share is based on the weighted average number of shares outstanding during each period, adjusted for the dilutive effect of stock awards. The following table sets forth the computation of basic and diluted earnings per share (in thousands, expect per share data): Three Months Ended November 30, Nine Months Ended November 30, 2017 2016 2017 2016 (Restated) (Restated) Numerator: Net income (loss) for basic and diluted earnings per common share $ (166 ) $ 16,646 $ 21,682 $ 48,994 Denominator: Denominator for basic earnings per common share–weighted average shares 25,965 26,005 25,982 25,974 Effect of dilutive securities: Employee and director stock awards — 128 67 130 Denominator for diluted earnings per common share 25,965 26,133 26,049 26,104 Earnings (loss) per share basic and diluted: Basic earnings (loss) per common share $ (0.01 ) $ 0.64 $ 0.83 $ 1.89 Diluted earnings (loss) per common share $ (0.01 ) $ 0.64 $ 0.83 $ 1.88 For the three months ended November 30, 2017, 0.1 million shares related to employee and director stock awards were excluded from the diluted shares outstanding count as the effect was anti-dilutive. |
Stock-based Compensation
Stock-based Compensation | 9 Months Ended |
Nov. 30, 2017 | |
Share-based Compensation [Abstract] | |
Stock-based Compensation | Share-based Compensation The Company has one share-based compensation plan, the 2014 Long Term Incentive 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, performance share units, stock options, and stock appreciation rights to purchase common stock of the Company. The maximum number of shares that may be issued under the Plan is 1,500,000 shares. As of November 30, 2017 , the Company has approximately 1,304,407 shares available 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. Awards issued prior to fiscal 2015 generally have a three year cliff vesting schedule and awards issued subsequent to fiscal 2015 generally vest ratably over a period of three years but these awards may vest early in accordance with the Plan’s accelerated vesting provisions. The activity of our non-vested restricted stock unit awards for the nine month period ended November 30, 2017 is as follows: Restricted Stock Units Weighted Average Grant Date Fair Value Non-vested balance as of February 28, 2017 134,547 $ 51.10 Granted 46,436 60.01 Vested (62,576 ) 47.26 Forfeited (8,630 ) 56.64 Non-vested balance as of November 30, 2017 109,777 $ 56.62 Performance Share Unit Awards Performance share unit awards are valued at the market price of our common stock on the grant date. These awards have a three year performance cycle and will vest and become payable, if at all, on the third anniversary of the award date. The awards are subject to the Company’s degree of achievement of a target annual average adjusted return on assets during these three year periods. In addition, a multiplier may be applied to the total awards granted which is based on the Company’s total shareholder return during such three year period in comparison to a defined specific industry peer group as set forth in the plan. The activity of our non-vested performance share unit awards for the nine month period ended November 30, 2017 is as follows: Performance Weighted Non-vested balance as of February 28, 2017 51,426 $ 51.70 Granted 26,157 60.20 Vested — — Forfeited (7,553 ) 54.31 Non-vested balance as of November 30, 2017 70,030 $ 54.59 Stock Appreciation Rights Stock appreciation rights 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 activity for the nine month period ended November 30, 2017 is as follows: SARs Weighted Average Exercise Price Outstanding as of February 28, 2017 170,139 $ 42.02 Granted — — Exercised (8,350 ) 43.31 Forfeited (2,145 ) 45.36 Outstanding as of November 30, 2017 159,644 $ 41.91 Exercisable as of November 30, 2017 159,644 $ 41.91 The average remaining contractual term for those stock appreciation rights outstanding at November 30, 2017 is 2.77 years, with an aggregate intrinsic value of $1.0 million . The average remaining contractual terms for those stock appreciation rights that are exercisable as of November 30, 2017 is 2.77 years, with an aggregate intrinsic value of $1.0 million . 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 (the "offering period"). 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. For the nine month period ended November 30, 2017 , the Company issued 76,898 shares under the Employee Stock Purchase Plan. Share-based Compensation Expense Share-based compensation expense and related income tax benefits related to all the plans listed above were as follows (in thousands): Nine Months Ended November 30, 2017 2016 Compensation expense $ 4,810 $ 4,408 Income tax benefits $ 1,684 $ 1,411 Unrecognized compensation cost related to restricted stock units, performance share unit awards, stock appreciation rights, and the employee stock purchase plan at November 30, 2017 totals $7.5 million . 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. |
Segments
Segments | 9 Months Ended |
Nov. 30, 2017 | |
Segment Reporting [Abstract] | |
Segments | Segments Segment Information Net sales and operating income by segment for each period were as follows (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2017 2016 2017 2016 (Restated) (Restated) Net Sales: Energy $ 107,021 $ 136,210 $ 317,526 $ 385,357 Metal Coatings 101,137 91,906 292,244 293,915 Total net sales 208,158 228,116 609,770 679,272 Operating Income (loss): Energy $ (12,103 ) $ 12,865 $ (3,029 ) $ 41,833 Metal Coatings 21,681 21,345 66,332 60,679 Corporate (8,024 ) (7,995 ) (24,339 ) (24,880 ) Total operating income $ 1,554 $ 26,215 $ 38,964 $ 77,632 Asset balances by segment for each period were as follows (in thousands): November 30, 2017 February 28, 2017 Total assets: Energy $ 568,607 $ 536,557 Metal Coatings 447,749 428,330 Corporate 12,901 13,467 Total $ 1,029,257 $ 978,354 For the three and nine months ended November 30, 2017, the Company recognized impairment charges of $8.3 million, classified within costs of sales on the consolidated statement of income, related to property, plant and equipment in the Energy segment that was retired prior to the end of its useful life. Financial Information About Geographical Areas The following table presents revenue by geographic region for each period (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2017 2016 2017 2016 (Restated) (Restated) Net sales: United States $ 176,631 $ 192,183 $ 505,955 $ 551,185 International 32,355 35,933 104,747 128,243 Eliminations (828 ) — (932 ) (156 ) Total $ 208,158 $ 228,116 $ 609,770 $ 679,272 The following table presents fixed assets by geographic region for each period (in thousands): November 30, 2017 February 28, 2017 Property, plant and equipment, net: United States $ 195,931 $ 205,079 Canada 17,668 18,002 Other countries 5,574 5,529 Total $ 219,173 $ 228,610 |
Warranty Reserves
Warranty Reserves | 9 Months Ended |
Nov. 30, 2017 | |
Product Warranties Disclosures [Abstract] | |
Warranty Reserves | Warranty Reserves A reserve has been established to provide for the estimated future cost of warranties on a portion of the Company’s delivered products and is classified within other accrued liabilities on the consolidated balance sheet. Management periodically reviews the reserves and makes adjustments accordingly. Warranties cover such factors as non-conformance to specifications and defects in material and workmanship. The following table shows changes in the warranty reserves since the end of fiscal 2017 (in thousands): Warranty Reserve Balance at February 28, 2017 $ 2,098 Warranty costs incurred (1,424 ) Additions charged to income 1,167 Balance at November 30, 2017 $ 1,841 |
DEBT (Notes)
DEBT (Notes) | 9 Months Ended |
Nov. 30, 2017 | |
Debt [Abstract] | |
Long-term Debt [Text Block] | Debt The Company's debt consisted of the following for each of the periods presented (in thousands): November 30, 2017 February 28, 2017 Senior Notes, due in balloon payment in January 2021 $ 125,000 $ 125,000 Senior Notes, due in annual installments of $14,286 beginning in March 2012 through March 2018 14,286 28,571 Term Note, due in quarterly installments beginning in June 2013 through March 2018 — 49,219 Revolving line of credit with bank 168,000 69,500 Total debt 307,286 272,290 Unamortized debt issuance costs for Senior Notes and Term Note (434 ) (861 ) Total debt, net 306,852 271,429 Less amount due within one year (14,286 ) (16,629 ) Debt due after one year, net $ 292,566 $ 254,800 On March 21, 2017, we executed the Amended and Restated Credit Agreement (the “2017 Credit Agreement”) with Bank of America and other lenders. The 2017 Credit Agreement amended the Credit Agreement entered into on March 27, 2013 by the following: (i) extending the maturity date until March 21, 2022, (ii) providing for a senior revolving credit facility in a principal amount of up to $450 million, with an additional $150 million accordion, (iii) including a $75 million sublimit for the issuance of standby and commercial letters of credit, (iv) including a $30 million sublimit for swing line loans, (v) restricting indebtedness incurred in respect of capital leases, synthetic lease obligations and purchase money obligations not to exceed $20 million, (vi) restricting investments in any foreign subsidiaries not to exceed $50 million in the aggregate, and (vii) including various financial covenants and certain restricted payments relating to dividends and share repurchases as specifically set forth in the 2017 Credit Agreement. The balance due on the $75.0 million term facility under the previous Credit Agreement was paid in full as a result of the execution of the 2017 Credit Agreement. The financial covenants, as defined in the 2017 Credit Agreement, require us to maintain on a consolidated basis a Leverage Ratio not to exceed 3.25:1.0 and an Interest Coverage Ratio of at least 3.00:1.0. The 2017 Credit Agreement will be used to finance working capital needs, capital improvements, dividends, future acquisitions, letter of credit needs and share repurchases. Interest rates for borrowings under the 2017 Credit Agreement are based on either a Eurodollar Rate or a Base Rate plus a margin ranging from 0.875% to 1.875% depending on our Leverage Ratio (as defined in the 2017 Credit Agreement). 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 2017 Credit Agreement also carries a Commitment Fee for the unfunded portion ranging from 0.175% to 0.30% per annum, depending on our Leverage Ratio. |
Acquisitions (Notes)
Acquisitions (Notes) | 9 Months Ended |
Nov. 30, 2017 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | Acquisitions On September 6, 2017, we completed the acquisition of all the assets and outstanding shares of Powergrid Solutions, Inc. ("PSI"), a privately held company, based in Oshkosh, Wisconsin. PSI designs, engineers and manufactures customized low and medium-voltage power quality, power generation and distribution equipment. PSI’s product portfolio includes metal-enclosed, metal-clad and padmount switchgear, serving the utility, commercial, industrial and renewable energy markets since 1982. The acquisition of PSI is a key addition to our electrical switchgear portfolio. The addition of PSI’s low-voltage and padmount switchgear allows AZZ to offer a comprehensive portfolio of customized switchgear solutions to both existing and new customers in a diverse set of industries. On June 30, 2017, we completed the acquisition of the assets of Enhanced Powder Coating Ltd., (“EPC”), a privately held, high specification, National Aerospace and Defense Contractors Accreditation Program, ("NADCAP"), certified provider of powder coating, plating and anodizing services based in Gainesville, Texas. EPC, founded in 2003, offers a full spectrum of finish technology including powder coating, abrasive blasting and plating for heavy industrial, transportation, aerospace and light commercial industries. The acquisition of EPC is consistent with our strategic initiative to grow our Metal Coatings segment with products and services that complement our industry-leading galvanizing business. These acquisitions were not significant individually or in the aggregate. Accordingly, disclosures of the purchase price allocations and unaudited pro forma results of operations have not been provided. |
Subsequent Events (Notes)
Subsequent Events (Notes) | 9 Months Ended |
Nov. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On March 31, 2018, the Company made the final principal payment of $14.3 million to fully settle the 2008 Senior Notes on the scheduled maturity date. On March 12, 2018, the Company purchased certain assets through a bankruptcy sales process from Lectrus Corporation, a privately-held corporation based in Chattanooga, Tennessee. Lectrus designs and manufactures custom metal enclosures and provides electrical and mechanical integration. The acquisition will complement AZZ's current metal enclosure and switchgear businesses. On February 1, 2018, the Company completed the acquisition of all the assets and outstanding shares of Rogers Brothers Company ("Rogers Brothers"), a privately held company, based in Rockford, Illinois. Rogers Brothers provides galvanizing services to a multi-state area within the Midwest. The acquisition supports AZZ's goal of continued geographic expansion as well as portfolio expansion of its metal coatings services. The goodwill arising from this acquisition was allocated to the Metal Coatings Segment and is not deductible for income tax purposes. |
Restatement of Previously Iss19
Restatement of Previously Issued Financial Statements (Tables) | 9 Months Ended |
Nov. 30, 2017 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Restatements of Previously Issued Financial Statements | The table below sets forth the condensed consolidated statements of income, including the balances originally reported, corrections and the as restated balances for each restated period (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2016 2016 As Reported Correction As Restated As Reported Correction As Restated Net Sales $ 227,459 $ 657 $ 228,116 $ 665,171 $ 14,101 $ 679,272 Cost of Sales 173,593 3,226 176,819 506,091 14,651 520,742 Gross Profit 53,866 (2,569 ) 51,297 159,080 (550 ) 158,530 Operating Income 28,784 (2,569 ) 26,215 78,182 (550 ) 77,632 Income Before Income Taxes 25,946 (2,569 ) 23,377 67,946 (550 ) 67,396 Income Tax Expense 7,695 (964 ) 6,731 18,609 (207 ) 18,402 Net Income $ 18,251 $ (1,605 ) $ 16,646 $ 49,337 $ (343 ) $ 48,994 Earnings Per Common Share Basic Earnings Per Share $ 0.70 $ (0.06 ) $ 0.64 $ 1.90 $ (0.01 ) $ 1.89 Diluted Earnings Per Share $ 0.70 $ (0.06 ) $ 0.64 $ 1.89 $ (0.01 ) $ 1.88 The table below sets forth the condensed consolidated statements of comprehensive income, including the balances originally reported, corrections and the as restated balances for each restated period (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2016 2016 As Reported Correction As Restated As Reported Correction As Restated Net Income $ 18,251 $ (1,605 ) $ 16,646 $ 49,337 $ (343 ) $ 48,994 Comprehensive Income 15,319 (1,605 ) 13,714 49,061 (343 ) 48,718 The table below sets forth the condensed consolidated statements of cash flows from operating activities, including the balances originally reported, corrections and the as restated balances for each restated period (in thousands): Nine Months Ended November 30, 2016 As Reported Correction As Restated Cash flows from operating activities: Net income $ 49,337 $ (343 ) $ 48,994 Deferred income taxes (331 ) (207 ) (538 ) Inventories (20,760 ) 13,965 (6,795 ) Net change in billings related to costs and estimated earnings on uncompleted contracts 8,853 (12,130 ) (3,277 ) Other accrued liabilities and income taxes payable 329 (1,285 ) (956 ) Net cash provided by operating activities: $ 57,275 $ — $ 57,275 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Nov. 30, 2017 | |
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 (in thousands, expect per share data): Three Months Ended November 30, Nine Months Ended November 30, 2017 2016 2017 2016 (Restated) (Restated) Numerator: Net income (loss) for basic and diluted earnings per common share $ (166 ) $ 16,646 $ 21,682 $ 48,994 Denominator: Denominator for basic earnings per common share–weighted average shares 25,965 26,005 25,982 25,974 Effect of dilutive securities: Employee and director stock awards — 128 67 130 Denominator for diluted earnings per common share 25,965 26,133 26,049 26,104 Earnings (loss) per share basic and diluted: Basic earnings (loss) per common share $ (0.01 ) $ 0.64 $ 0.83 $ 1.89 Diluted earnings (loss) per common share $ (0.01 ) $ 0.64 $ 0.83 $ 1.88 For the three months ended November 30, 2017, 0.1 million shares related to employee and director stock awards were excluded from the diluted shares outstanding count as the effect was anti-dilutive. |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 9 Months Ended |
Nov. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation, Performance Shares Award Unvested Activity [Table Text Block] | The activity of our non-vested performance share unit awards for the nine month period ended November 30, 2017 is as follows: Performance Weighted Non-vested balance as of February 28, 2017 51,426 $ 51.70 Granted 26,157 60.20 Vested — — Forfeited (7,553 ) 54.31 Non-vested balance as of November 30, 2017 70,030 $ 54.59 |
Restricted Stock Unit Awards Non-Vested | The activity of our non-vested restricted stock unit awards for the nine month period ended November 30, 2017 is as follows: Restricted Stock Units Weighted Average Grant Date Fair Value Non-vested balance as of February 28, 2017 134,547 $ 51.10 Granted 46,436 60.01 Vested (62,576 ) 47.26 Forfeited (8,630 ) 56.64 Non-vested balance as of November 30, 2017 109,777 $ 56.62 |
Stock Appreciation Rights and Option Awards | A summary of the Company’s stock appreciation rights activity for the nine month period ended November 30, 2017 is as follows: SARs Weighted Average Exercise Price Outstanding as of February 28, 2017 170,139 $ 42.02 Granted — — Exercised (8,350 ) 43.31 Forfeited (2,145 ) 45.36 Outstanding as of November 30, 2017 159,644 $ 41.91 Exercisable as of November 30, 2017 159,644 $ 41.91 |
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 (in thousands): Nine Months Ended November 30, 2017 2016 Compensation expense $ 4,810 $ 4,408 Income tax benefits $ 1,684 $ 1,411 |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Nov. 30, 2017 | |
Segment Reporting Information [Line Items] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Net sales and operating income by segment for each period were as follows (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2017 2016 2017 2016 (Restated) (Restated) Net Sales: Energy $ 107,021 $ 136,210 $ 317,526 $ 385,357 Metal Coatings 101,137 91,906 292,244 293,915 Total net sales 208,158 228,116 609,770 679,272 Operating Income (loss): Energy $ (12,103 ) $ 12,865 $ (3,029 ) $ 41,833 Metal Coatings 21,681 21,345 66,332 60,679 Corporate (8,024 ) (7,995 ) (24,339 ) (24,880 ) Total operating income $ 1,554 $ 26,215 $ 38,964 $ 77,632 |
Reconciliation of Assets from Segment to Consolidated [Table Text Block] | Asset balances by segment for each period were as follows (in thousands): November 30, 2017 February 28, 2017 Total assets: Energy $ 568,607 $ 536,557 Metal Coatings 447,749 428,330 Corporate 12,901 13,467 Total $ 1,029,257 $ 978,354 |
Revenue from External Customers by Geographic Areas [Table Text Block] | The following table presents revenue by geographic region for each period (in thousands): Three Months Ended November 30, Nine Months Ended November 30, 2017 2016 2017 2016 (Restated) (Restated) Net sales: United States $ 176,631 $ 192,183 $ 505,955 $ 551,185 International 32,355 35,933 104,747 128,243 Eliminations (828 ) — (932 ) (156 ) Total $ 208,158 $ 228,116 $ 609,770 $ 679,272 |
Long-lived Assets by Geographic Areas [Table Text Block] | The following table presents fixed assets by geographic region for each period (in thousands): November 30, 2017 February 28, 2017 Property, plant and equipment, net: United States $ 195,931 $ 205,079 Canada 17,668 18,002 Other countries 5,574 5,529 Total $ 219,173 $ 228,610 |
Warranty Reserves (Tables)
Warranty Reserves (Tables) | 9 Months Ended |
Nov. 30, 2017 | |
Product Warranties Disclosures [Abstract] | |
Changes in the warranty reserves | The following table shows changes in the warranty reserves since the end of fiscal 2017 (in thousands): Warranty Reserve Balance at February 28, 2017 $ 2,098 Warranty costs incurred (1,424 ) Additions charged to income 1,167 Balance at November 30, 2017 $ 1,841 |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Nov. 30, 2017 | |
Debt [Abstract] | |
Schedule of Debt [Table Text Block] | debt consisted of the following for each of the periods presented (in thousands): November 30, 2017 February 28, 2017 Senior Notes, due in balloon payment in January 2021 $ 125,000 $ 125,000 Senior Notes, due in annual installments of $14,286 beginning in March 2012 through March 2018 14,286 28,571 Term Note, due in quarterly installments beginning in June 2013 through March 2018 — 49,219 Revolving line of credit with bank 168,000 69,500 Total debt 307,286 272,290 Unamortized debt issuance costs for Senior Notes and Term Note (434 ) (861 ) Total debt, net 306,852 271,429 Less amount due within one year (14,286 ) (16,629 ) Debt due after one year, net $ 292,566 $ 254,800 On March 21, 2017, we executed the Amended and Restated Credit Agreement (the “2017 Credit Agreement”) with Bank of America and other lenders. The 2017 Credit Agreement amended the Credit Agreement entered into on March 27, 2013 by the following: (i) extending the maturity date until March 21, 2022, (ii) providing for a senior revolving credit facility in a principal amount of up to $450 million, with an additional $150 million accordion, (iii) including a $75 million sublimit for the issuance of standby and commercial letters of credit, (iv) including a $30 million sublimit for swing line loans, (v) restricting indebtedness incurred in respect of capital leases, synthetic lease obligations and purchase money obligations not to exceed $20 million, (vi) restricting investments in any foreign subsidiaries not to exceed $50 million in the aggregate, and (vii) including various financial covenants and certain restricted payments relating to dividends and share repurchases as specifically set forth in the 2017 Credit Agreement. The balance due on the $75.0 million term facility under the previous Credit Agreement was paid in full as a result of the execution of the 2017 Credit Agreement. The financial covenants, as defined in the 2017 Credit Agreement, require us to maintain on a consolidated basis a Leverage Ratio not to exceed 3.25:1.0 and an Interest Coverage Ratio of at least 3.00:1.0. The 2017 Credit Agreement will be used to finance working capital needs, capital improvements, dividends, future acquisitions, letter of credit needs and share repurchases. Interest rates for borrowings under the 2017 Credit Agreement are based on either a Eurodollar Rate or a Base Rate plus a margin ranging from 0.875% to 1.875% depending on our Leverage Ratio (as defined in the 2017 Credit Agreement). The Eurodollar Rate is defined as LIBOR for a term equivalent to the borrowing term (or other similar interbank rates if LIBOR is unavailable). The Base Rate is defined as the highest of the applicable Fed Funds rate plus 0.50%, the Prime rate, or the Eurodollar Rate plus 1.0% at the time of borrowing. The 2017 Credit Agreement also carries a Commitment Fee for the unfunded portion ranging from 0.175% to 0.30% per annum, depending on our Leverage Ratio. |
Restatement of Previously Iss25
Restatement of Previously Issued Financial Statements - Income Statement (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net Sales | $ 208,158 | $ 228,116 | $ 609,770 | $ 679,272 |
Cost of Sales | 177,041 | 176,819 | 487,471 | 520,742 |
Gross Profit | 31,117 | 51,297 | 122,299 | 158,530 |
Operating Income | 1,554 | 26,215 | 38,964 | 77,632 |
Income Before Income Taxes | (1,968) | 23,377 | 28,607 | 67,396 |
Income Tax Expense | (1,802) | 6,731 | 6,925 | 18,402 |
Net Income | $ (166) | $ 16,646 | $ 21,682 | $ 48,994 |
Basic Earnings Per Share (usd per share) | $ (0.01) | $ 0.64 | $ 0.83 | $ 1.89 |
Diluted Earnings Per Share (usd per share) | $ (0.01) | $ 0.64 | $ 0.83 | $ 1.88 |
As Reported | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net Sales | $ 227,459 | $ 665,171 | ||
Cost of Sales | 173,593 | 506,091 | ||
Gross Profit | 53,866 | 159,080 | ||
Operating Income | 28,784 | 78,182 | ||
Income Before Income Taxes | 25,946 | 67,946 | ||
Income Tax Expense | 7,695 | 18,609 | ||
Net Income | $ 18,251 | $ 49,337 | ||
Basic Earnings Per Share (usd per share) | $ 0.70 | $ 1.90 | ||
Diluted Earnings Per Share (usd per share) | $ 0.70 | $ 1.89 | ||
Correction | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net Sales | $ 657 | $ 14,101 | ||
Cost of Sales | 3,226 | 14,651 | ||
Gross Profit | (2,569) | (550) | ||
Operating Income | (2,569) | (550) | ||
Income Before Income Taxes | (2,569) | (550) | ||
Income Tax Expense | (964) | (207) | ||
Net Income | $ (1,605) | $ (343) | ||
Basic Earnings Per Share (usd per share) | $ (0.06) | $ (0.01) | ||
Diluted Earnings Per Share (usd per share) | $ (0.06) | $ (0.01) |
Restatement of Previously Iss26
Restatement of Previously Issued Financial Statements - Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net Income | $ (166) | $ 16,646 | $ 21,682 | $ 48,994 |
Comprehensive Income | $ (1,632) | 13,714 | $ 24,517 | 48,718 |
As Reported | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net Income | 18,251 | 49,337 | ||
Comprehensive Income | 15,319 | 49,061 | ||
Correction | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net Income | (1,605) | (343) | ||
Comprehensive Income | $ (1,605) | $ (343) |
Restatement of Previously Iss27
Restatement of Previously Issued Financial Statements - Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net Income | $ (166) | $ 16,646 | $ 21,682 | $ 48,994 |
Deferred income taxes | 2,362 | (538) | ||
Inventories | (11,744) | (6,795) | ||
Net change in billings related to costs and estimated earnings on uncompleted contracts | 4,896 | (3,277) | ||
Other accrued liabilities and income taxes payable | (9,191) | (956) | ||
Net cash (used in) provided by operating activities: | $ 38,710 | 57,275 | ||
As Reported | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net Income | 18,251 | 49,337 | ||
Deferred income taxes | (331) | |||
Inventories | (20,760) | |||
Net change in billings related to costs and estimated earnings on uncompleted contracts | 8,853 | |||
Other accrued liabilities and income taxes payable | 329 | |||
Net cash (used in) provided by operating activities: | 57,275 | |||
Correction | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net Income | $ (1,605) | (343) | ||
Deferred income taxes | (207) | |||
Inventories | 13,965 | |||
Net change in billings related to costs and estimated earnings on uncompleted contracts | (12,130) | |||
Other accrued liabilities and income taxes payable | (1,285) | |||
Net cash (used in) provided by operating activities: | $ 0 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Numerator: | ||||
Net income for basic and diluted earnings per common share | $ (166) | $ 16,646 | $ 21,682 | $ 48,994 |
Denominator: | ||||
Denominator for basic earnings per common share-weighted average shares (shares) | 25,965 | 26,005 | 25,982 | 25,974 |
Effect of dilutive securities: | ||||
Employee and Director stock awards (shares) | 0 | 128 | 67 | 130 |
Denominator for diluted earnings per common share (shares) | 25,965 | 26,133 | 26,049 | 26,104 |
Earnings per share basic and diluted: | ||||
Basic earnings per Common share (usd per share) | $ (0.01) | $ 0.64 | $ 0.83 | $ 1.89 |
Diluted earnings per common share (usd per share) | $ (0.01) | $ 0.64 | $ 0.83 | $ 1.88 |
Stock-based Compensation (Detai
Stock-based Compensation (Details) - Restricted Stock Units (RSUs) [Member] | 9 Months Ended |
Nov. 30, 2017$ / sharesshares | |
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 28, 2017 | shares | 134,547 |
Granted (shares) | shares | 46,436 |
Vested (shares) | shares | (62,576) |
Forfeited (shares) | shares | (8,630) |
Non-vested balance as of November 30, 2017 | shares | 109,777 |
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 28, 2017 | $ / shares | $ 51.10 |
Granted, Weighted Average Grant Date Fair Value (usd per share) | $ / shares | 60.01 |
Vested, Weighted Average Grant Date Fair Value (usd per share) | $ / shares | 47.26 |
Forfeited, Weighted Average Grant Date Fair Value (usd per share) | $ / shares | 56.64 |
Non-vested balance as of November 30, 2017 | $ / shares | $ 56.62 |
Stock-based Compensation (Det30
Stock-based Compensation (Details 1) - Stock Appreciation Rights (SARs) [Member] - $ / shares | 9 Months Ended | |
Nov. 30, 2017 | Feb. 28, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 159,644 | 170,139 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 41.91 | $ 42.02 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments, Number of Shares [Roll Forward] | ||
Granted (shares) | 0 | |
Exercised (shares) | (8,350) | |
Forfeited (shares) | (2,145) | |
Exercisable as of November 30, 2017 | 159,644 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instrument, Weighted Average Grant Date Fair Value [Roll Forward] | ||
Granted, Weighted Average Exercise Price (usd per share) | $ 0 | |
Exercised, Weighted Average Exercise Price (usd per share) | 43.31 | |
Forfeited, Weighted Average Exercise Price (usd per share) | 45.36 | |
Exercisable as of November 30, 2017 | $ 41.91 |
Stock-based Compensation (Det31
Stock-based Compensation (Details 2) - USD ($) $ in Thousands | 9 Months Ended | |
Nov. 30, 2017 | Nov. 30, 2016 | |
Share based compensation expense and related income tax benefits | ||
Compensation Expense | $ 4,810 | $ 4,408 |
Income tax benefits | $ 1,684 | $ 1,411 |
Stock-based Compensation (Det32
Stock-based Compensation (Details Textual) | 9 Months Ended | ||
Nov. 30, 2017USD ($)share_based_compensation_plan$ / sharesshares | May 31, 2017shares | Feb. 28, 2017$ / sharesshares | |
Share Based Compensation (Textual) [Abstract] | |||
Number Of Share-Based Compensation Plans | share_based_compensation_plan | 1 | ||
Shares authorized (shares) | 1,500,000 | ||
Share for future issuance (shares) | 1,304,407 | ||
Unrecognized compensation cost | $ | $ 7,467,246 | ||
Restricted Stock [Member] | |||
Share Based Compensation (Textual) [Abstract] | |||
Vesting ratably term | 3 years | ||
Performance Shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 70,030 | 51,426 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ / shares | $ 54.59 | $ 51.70 | |
Share Based Compensation (Textual) [Abstract] | |||
Vesting ratably term | 3 years | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 26,157 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ / shares | $ 60.20 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ / shares | $ 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | (7,553) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ / shares | $ 54.31 | ||
Stock Appreciation Rights (SARs) [Member] | |||
Share Based Compensation (Textual) [Abstract] | |||
Vesting ratably term | 3 years | ||
Term for the contract | 7 years | ||
Outstanding Average contractual term | 2 years 9 months 9 days | ||
Outstanding Aggregate intrinsic value | $ | $ 1,000,000 | ||
Average remaining contractual term | 2 years 9 months 9 days | ||
Aggregate remaining intrinsic value | $ | $ 1,000,000 | ||
Employee Stock [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 | ||
Share-based Compensation Arrangement, By Share-based Payment Award, Common Shares Estimated To Be Issued | 76,898 |
Segments (Details)
Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | Feb. 28, 2017 | |
Segment Reporting Information [Line Items] | |||||
Property, Plant and Equipment, Net | $ 219,173 | $ 219,173 | $ 228,610 | ||
Operations and assets by segment | |||||
Net Sales | 208,158 | $ 228,116 | 609,770 | $ 679,272 | |
Operating Income | 1,554 | 26,215 | 38,964 | 77,632 | |
Interest Expense | 3,507 | 3,654 | 10,267 | 11,159 | |
Gain (Loss) on Disposition of Property Plant Equipment | 22 | (57) | 576 | 26 | |
Other Nonoperating Income (Expense) | (7) | (759) | (486) | (949) | |
Assets | 1,029,257 | 1,029,257 | 978,354 | ||
Energy [Member] | |||||
Operations and assets by segment | |||||
Net Sales | 107,021 | 136,210 | 317,526 | 385,357 | |
Operating Income | (12,103) | 12,865 | (3,029) | 41,833 | |
Assets | 568,607 | 568,607 | 536,557 | ||
Galvanizing Services [Member] | |||||
Operations and assets by segment | |||||
Net Sales | 101,137 | 91,906 | 292,244 | 293,915 | |
Operating Income | 21,681 | 21,345 | 66,332 | 60,679 | |
Assets | 447,749 | 447,749 | 428,330 | ||
Corporate, Non-Segment [Member] | |||||
Operations and assets by segment | |||||
Operating Income | (8,024) | (7,995) | (24,339) | (24,880) | |
Corporate [Member] | |||||
Operations and assets by segment | |||||
Assets | 12,901 | 12,901 | 13,467 | ||
UNITED STATES | |||||
Segment Reporting Information [Line Items] | |||||
Property, Plant and Equipment, Net | 195,931 | 195,931 | 205,079 | ||
Operations and assets by segment | |||||
Net Sales | 176,631 | 192,183 | 505,955 | 551,185 | |
CANADA | |||||
Segment Reporting Information [Line Items] | |||||
Property, Plant and Equipment, Net | 17,668 | 17,668 | 18,002 | ||
Other Countries [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Property, Plant and Equipment, Net | 5,574 | 5,574 | $ 5,529 | ||
International [Member] | |||||
Operations and assets by segment | |||||
Net Sales | 32,355 | 35,933 | 104,747 | 128,243 | |
Geography Eliminations [Member] | |||||
Operations and assets by segment | |||||
Net Sales | $ (828) | $ 0 | $ (932) | $ (156) |
Warranty Reserves (Details)
Warranty Reserves (Details) $ in Thousands | 9 Months Ended |
Nov. 30, 2017USD ($) | |
Movement in Standard Product Warranty Accrual [Roll Forward] | |
Opening Balance | $ 2,098 |
Warranty costs incurred | 1,424 |
Closing Balance | 1,841 |
Product Warranty Accrual, Warranties Issued | $ 1,167 |
DEBT (Details)
DEBT (Details) - USD ($) $ in Thousands | Nov. 30, 2017 | Feb. 28, 2017 |
Debt Instrument [Line Items] | ||
Long-term Debt | $ 306,852 | $ 271,429 |
Long-term Debt, Gross | 307,286 | 272,290 |
Unamortized Debt Issuance Expense | (434) | (861) |
Debt, Current | (14,286) | (16,629) |
Long-term Debt, Excluding Current Maturities | 292,566 | 254,800 |
Senior Notes [Member] | Unsecured Senior Notes Due January 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 125,000 | 125,000 |
Senior Notes [Member] | Unsecured Senior Notes Due March 2012 through March 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 14,286 | 28,571 |
Medium-term Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 0 | 49,219 |
Line of Credit [Member] | Line of Credit [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | $ 168,000 | $ 69,500 |