Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 20, 2018 | Jun. 30, 2017 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | ROCK | ||
Entity Registrant Name | GIBRALTAR INDUSTRIES, INC. | ||
Entity Central Index Key | 912,562 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 31,748,874 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Public Float | $ 1,140 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Net sales | $ 986,918 | $ 1,007,981 | $ 1,040,873 |
Cost of sales | 750,374 | 763,219 | 853,897 |
Gross profit | 236,544 | 244,762 | 186,976 |
Selling, general, and administrative expense | 143,448 | 161,099 | 133,381 |
Intangible asset impairment | 247 | 10,175 | 4,863 |
Income from operations | 92,849 | 73,488 | 48,732 |
Interest expense | 14,032 | 14,577 | 15,003 |
Other expense (income) | 909 | 8,928 | (3,371) |
Income before taxes | 77,908 | 49,983 | 37,100 |
Provision for income taxes | 14,943 | 16,264 | 13,624 |
Income from continuing operations | 62,965 | 33,719 | 23,476 |
Discontinued operations: | |||
Loss before taxes | (644) | (70) | (44) |
Benefit of income taxes | (239) | (26) | (16) |
Loss from discontinued operations | (405) | (44) | (28) |
Net income | $ 62,560 | $ 33,675 | $ 23,448 |
Net earnings per share – Basic: | |||
(Loss) income from continuing operations (in dollars per share) | $ 1.98 | $ 1.07 | $ 0.75 |
Loss from discontinued operations (in dollars per share) | (0.01) | 0 | 0 |
Net (loss) income (in dollars per share) | $ 1.97 | $ 1.07 | $ 0.75 |
Weighted average shares outstanding – Basic (in shares) | 31,701 | 31,536 | 31,233 |
Net earnings per share – Diluted: | |||
Income (Loss) from Continuing Operations, Per Diluted Share | $ 1.95 | $ 1.05 | $ 0.74 |
Loss from discontinued operations (in dollars per share) | (0.01) | 0 | 0 |
Net (loss) income (in dollars per share) | $ 1.94 | $ 1.05 | $ 0.74 |
Weighted average shares outstanding – Diluted (in shares) | 32,250 | 32,069 | 31,545 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |||||||||||
Net income | $ 25,176 | $ 20,619 | $ 12,769 | $ 3,996 | $ (7,752) | $ 13,786 | $ 18,612 | $ 9,029 | $ 62,560 | $ 33,675 | $ 23,448 |
Other comprehensive income (loss): | |||||||||||
Foreign currency translation adjustment | 3,150 | 6,945 | (6,228) | ||||||||
Reclassification of loss on cash flow hedges, net of tax | 0 | 0 | 143 | ||||||||
Adjustment to retirement benefit liability, net of tax | (9) | 55 | 49 | ||||||||
Adjustment to post-retirement healthcare benefit liability, net of tax | 214 | 695 | 171 | ||||||||
Other comprehensive income (loss) | 3,355 | 7,695 | (5,865) | ||||||||
Total comprehensive income | $ 65,915 | $ 41,370 | $ 17,583 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 222,280 | $ 170,177 |
Accounts receivable, net | 145,385 | 124,072 |
Inventories | 86,372 | 89,612 |
Other current assets | 8,727 | 7,336 |
Total current assets | 462,764 | 391,197 |
Property, plant, and equipment, net | 97,098 | 108,304 |
Goodwill | 321,074 | 304,032 |
Acquired intangibles | 105,768 | 110,790 |
Other assets | 4,681 | 3,922 |
Total assets | 991,385 | 918,245 |
Current liabilities: | ||
Accounts payable | 82,387 | 69,944 |
Accrued expenses | 75,467 | 70,392 |
Billings in Excess of Cost | 12,779 | 11,352 |
Current maturities of long-term debt | 400 | 400 |
Total current liabilities | 171,033 | 152,088 |
Long-term debt | 209,621 | 209,237 |
Deferred income taxes | 31,237 | 38,002 |
Other non-current liabilities | 47,775 | 58,038 |
Shareholders’ equity: | ||
Preferred stock, $0.01 par value; authorized 10,000 shares; none outstanding | 0 | 0 |
Common stock, $0.01 par value; authorized 50,000 shares; 32,332 and 32,085 shares outstanding in 2017 and 2016 | 323 | 320 |
Additional paid-in capital | 271,957 | 264,418 |
Retained earnings | 274,562 | 211,748 |
Accumulated other comprehensive loss | (4,366) | (7,721) |
Cost of 615 and 530 common shares held in treasury in 2017 and 2016 | (10,757) | (7,885) |
Total shareholders’ equity | 531,719 | 460,880 |
Total liabilities and shareholders' equity | $ 991,385 | $ 918,245 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares outstanding | 32,332,000 | 32,085,000 |
Treasury stock, shares | 615,000 | 530,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash Flows from Operating Activities | |||
Net income | $ 62,560 | $ 33,675 | $ 23,448 |
Loss from discontinued operations | (405) | (44) | (28) |
Income from continuing operations | 62,965 | 33,719 | 23,476 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 21,690 | 24,114 | 30,548 |
Intangible asset impairment | 247 | 10,175 | 4,863 |
Loss on sale of business | 0 | (8,763) | 0 |
Stock compensation expense | 7,122 | 6,373 | 3,891 |
Net gain on sale of assets | (123) | (42) | (6,431) |
Exit activity (recoveries) costs, non-cash | (1,877) | 7,530 | 8,504 |
Benefit of deferred income taxes | (7,105) | (4,893) | (2,051) |
Other, net | 2,118 | 1,934 | 4,759 |
Changes in operating assets and liabilities (excluding the effects of acquisitions): | |||
Accounts receivable | (21,806) | 37,828 | (17,215) |
Inventories | 870 | 11,782 | 22,271 |
Other current assets and other assets | (2,629) | 2,511 | 759 |
Accounts payable | 11,332 | (17,060) | (5,157) |
Accrued expenses and other non-current liabilities | (2,734) | 1,253 | 19,004 |
Net cash provided by operating activities | 70,070 | 123,987 | 87,221 |
Cash Flows from Investing Activities | |||
Purchases of property, plant, and equipment | (11,399) | (10,779) | (12,373) |
Acquisitions, net of cash acquired | (18,494) | (23,412) | (140,621) |
Net proceeds from sale of property and equipment | 13,096 | 953 | 26,500 |
Net proceeds from sale of business | 0 | 8,250 | 0 |
Other, net | 0 | 1,118 | 1,154 |
Net cash used in investing activities | (16,797) | (23,870) | (125,340) |
Cash Flows from Financing Activities | |||
Long-term debt payments | (400) | (400) | (73,642) |
Proceeds from long-term debt | 0 | 0 | 73,242 |
Payment of debt issuance costs | 0 | (54) | (1,166) |
Purchase of treasury stock at market prices | (2,872) | (1,539) | (956) |
Net proceeds from issuance of common stock | 674 | 3,341 | 1,801 |
Net cash (used in) provided by financing activities | (2,598) | 1,348 | (721) |
Effect of exchange rate changes on cash | 1,428 | (146) | (2,912) |
Net increase (decrease) in cash and cash equivalents | 52,103 | 101,319 | (41,752) |
Cash and cash equivalents at beginning of year | 170,177 | 68,858 | 110,610 |
Cash and cash equivalents at end of year | $ 222,280 | $ 170,177 | $ 68,858 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury Stock |
Balance, shares at Dec. 31, 2014 | 31,342,000 | 429,000 | ||||
Balance at Dec. 31, 2014 | $ 387,229 | $ 313 | $ 247,232 | $ 154,625 | $ (9,551) | $ (5,390) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 23,448 | 23,448 | ||||
Foreign currency translation adjustment | (6,228) | (6,228) | ||||
Adjustment to retirement benefit liability, net of tax | 49 | 49 | ||||
Adjustment to post-retirement healthcare benefit liability, net of taxes | 171 | 171 | ||||
Unrealized loss on cash flow hedges, net of tax | (143) | (143) | ||||
Stock compensation expense | 3,891 | 3,891 | ||||
Cumulative effect of accounting change (see Note 1) | 537 | 537 | ||||
Net settlement of restricted stock units, shares | 297,000 | 55,000 | ||||
Net settlement of restricted stock units | $ (956) | $ 3 | (3) | $ (956) | ||
Issuance of restricted stock, shares | 21,000 | |||||
Stock options exercised, shares | 119,096 | 119,000 | ||||
Stock options exercised | $ 1,802 | $ 1 | 1,801 | |||
Balance, shares at Dec. 31, 2015 | 31,779,000 | 484,000 | ||||
Balance at Dec. 31, 2015 | 410,086 | $ 317 | 253,458 | 178,073 | (15,416) | $ (6,346) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 33,675 | 33,675 | ||||
Foreign currency translation adjustment | 6,945 | 6,945 | ||||
Adjustment to retirement benefit liability, net of tax | 55 | 55 | ||||
Adjustment to post-retirement healthcare benefit liability, net of taxes | 695 | 695 | ||||
Unrealized loss on cash flow hedges, net of tax | 0 | |||||
Stock compensation expense | 6,373 | 6,373 | ||||
Cumulative effect of accounting change (see Note 1) | 1,249 | 1,249 | ||||
Net settlement of restricted stock units, shares | 131,000 | 46,000 | ||||
Net settlement of restricted stock units | $ (1,539) | $ 1 | (1) | $ (1,539) | ||
Stock options exercised, shares | 175,125 | 175,000 | ||||
Stock options exercised | $ 3,341 | $ 2 | 3,339 | |||
Balance, shares at Dec. 31, 2016 | 32,085,000 | 530,000 | ||||
Balance at Dec. 31, 2016 | 460,880 | $ 320 | 264,418 | 211,748 | (7,721) | $ (7,885) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 62,560 | 62,560 | ||||
Foreign currency translation adjustment | 3,150 | 3,150 | ||||
Adjustment to retirement benefit liability, net of tax | (9) | (9) | ||||
Adjustment to post-retirement healthcare benefit liability, net of taxes | 214 | 214 | ||||
Unrealized loss on cash flow hedges, net of tax | 0 | |||||
Stock compensation expense | 7,122 | 7,122 | ||||
Cumulative effect of accounting change (see Note 1) | 0 | (254) | 254 | |||
Net settlement of restricted stock units, shares | 203,000 | 85,000 | ||||
Net settlement of restricted stock units | $ (2,872) | $ 3 | (3) | $ (2,872) | ||
Issuance of restricted stock, shares | 2,000 | |||||
Stock options exercised, shares | 42,058 | 42,000 | ||||
Stock options exercised | $ 674 | 674 | ||||
Balance, shares at Dec. 31, 2017 | 32,332,000 | 615,000 | ||||
Balance at Dec. 31, 2017 | $ 531,719 | $ 323 | $ 271,957 | $ 274,562 | $ (4,366) | $ (10,757) |
Consolidated Statements of Sha8
Consolidated Statements of Shareholders' Equity (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Stockholders' Equity [Abstract] | |||
Adjustment to retirement benefit liability, taxes | $ 25 | $ 9 | $ 30 |
Adjustment to post-retirement healthcare benefit liability, taxes | 99 | 830 | $ 45 |
Unrealized loss on cash flow hedge | $ 82 | $ 82 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary Of Significant Accounting Policies | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of consolidation The consolidated financial statements include the accounts of Gibraltar Industries, Inc. and subsidiaries (the "Company"). All intercompany accounts and transactions have been eliminated in consolidation. Use of estimates The preparation of the consolidated 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 reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Revenue recognition The majority of the Company's revenue is recognized when products are shipped or service is provided, the customer takes ownership and assumes the risk of loss, collection of the corresponding receivable is probable, persuasive evidence of an arrangement exists, and the sales price is fixed or determinable. Sales returns, allowances, and customer incentives, including rebates, are treated as reductions to sales and are provided for based on historical experience and current estimates. Revenues representing 28.0% and 25.8% of sales for the years ended December 31, 2017 and 2016 , respectively, were recognized under the percentage of completion accounting method as calculated by the cost-to-cost measurement method on contracts. The recognition of revenue under this method is utilized in the Renewable Energy and Conservation segment. Revenue from contracts using the percentage of completion method of accounting is recognized as work progresses toward completion as determined by the ratio of cumulative costs incurred to date to estimated total contract costs at completion, multiplied by the total contract revenue. Changes in estimates affecting sales, costs and profits are recognized in the period in which the change becomes known using the cumulative catch-up method of accounting, resulting in the cumulative effect of changes reflected in the period. Estimates are reviewed and updated quarterly for all contracts. A significant change in an estimate on one or more contracts could have a material effect on our results of operations. Contract costs include all direct costs related to contract performance. Selling and administrative expenses are charged to operations as incurred. Provisions for estimated losses on uncompleted contracts are recognized in the period in which such losses are determined. Because of inherent uncertainties in estimating costs, it is reasonably possible that changes in performance could result in revisions to cost and revenue, which are recognized in the period when the revisions are determined. Cash and cash equivalents All highly liquid investments with a maturity of three months or less are considered cash equivalents. Accounts receivable and allowance for doubtful accounts Accounts receivable are composed of trade and contract receivables recorded at either the invoiced amount or costs in excess of billings, are expected to be collected within one year, and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate of the probable amount of uncollectible accounts in the Company’s existing accounts receivable. The Company determines the allowance based on a number of factors, including historical experience, credit worthiness of customers, and current market and economic conditions. The Company reviews the allowance for doubtful accounts on a regular basis. Account balances are charged against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The following table summarizes activity recorded within the allowance for doubtful accounts balances for the years ended December 31 (in thousands): 2017 2016 2015 Beginning balance $ 5,272 $ 4,868 $ 4,280 Bad debt expense 1,253 2,519 1,404 Accounts written off and other adjustments (91 ) (2,115 ) (816 ) Ending balance $ 6,434 $ 5,272 $ 4,868 Concentrations of credit risk on accounts receivable are limited to those from significant customers that are believed to be financially sound. As of December 31, 2017 and 2016 , the Company's most significant customer is a home improvement retailer. The home improvement retailer purchases from the Residential Products segment. Accounts receivable as a percentage of consolidated accounts receivable from the home improvement retailer as of December 31, 2017 was 13.6% . Accounts receivable as a percentage of consolidated accounts receivable from the home improvement retailer as of December 31, 2016 , was 13.7% . Net sales as a percentage of consolidated net sales to the home improvement retailer were 12% , 11% and 11% for the years ended December 31, 2017 , 2016 and 2015 , respectively. Note 2 "Accounts Receivable" contains additional information on the Company's accounts receivable. Inventories Inventories are valued at the lower of cost, determined using the first-in, first-out method, or net realizable value. Shipping and handling costs are recognized as a component of cost of sales. Property, plant, and equipment Property, plant, and equipment are stated at cost and depreciated over their estimated useful lives using the straight-line method. Interest is capitalized in connection with construction of qualified assets. Expenditures that exceed an established dollar threshold and that extend the useful lives of assets are capitalized, while repair and maintenance costs are expensed as incurred. The estimated useful lives of land improvements, buildings, and building improvements are 15 to 40 years, while the estimated useful lives for machinery and equipment are 3 to 20 years. The table below sets forth the amount of interest capitalized and depreciation expense recognized during the years ended December 31 (in thousands): 2017 2016 2015 Capitalized interest $ 137 $ 138 $ 166 Depreciation expense $ 12,929 $ 14,477 $ 17,869 Acquisition related assets and liabilities Accounting for the acquisition of a business as a purchase transaction requires an allocation of the purchase price to the assets acquired and the liabilities assumed in the transaction at their respective estimated fair values. The most complex estimations of individual fair values are those involving long-lived assets, such as property, plant, and equipment and intangible assets. The Company uses all available information to make these fair value determinations and, for major business acquisitions, engages independent valuation specialists to assist in the fair value determination of the acquired long-lived assets. Goodwill and other intangible assets The Company tests goodwill for impairment at the reporting unit level on an annual basis at October 31, or more frequently if an event occurs, or circumstances change, that indicate that the fair value of a reporting unit could be below its carrying value. The reporting units are at the component level, or one level below the operating segment level. Goodwill is assigned to each reporting unit as of the date the reporting unit is acquired and based upon the expected synergies of the acquisition. The Company may elect to perform a qualitative assessment that considers economic, industry and company-specific factors for some or all of our selected reporting units. If, after completing the assessment, it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company proceeds to a quantitative test. The Company may also elect to perform a quantitative test instead of a qualitative test for any or all of the Company's reporting units. The quantitative impairment test consists of comparing the fair value of a reporting unit, determined using two valuation techniques, to its carrying value. If the carrying value of the reporting unit exceeds its fair value, goodwill is considered impaired, and a loss measured by the excess of the carrying value of the reporting unit over the fair value of the reporting unit must be recorded. The Company also tests its indefinite-lived intangible assets for impairment on an annual basis as of October 31, or more frequently if an event occurs, or circumstances change, that indicate that the fair value of an indefinite-lived intangible asset could be below its carrying value. The impairment test consists of comparing the fair value of the indefinite-lived intangible asset, determined using discounted cash flows on a relief-from-royalty basis, with its carrying amount. An impairment loss would be recognized for the carrying amount in excess of its fair value. Acquired identifiable intangible assets are recorded at cost. Identifiable intangible assets with finite useful lives are amortized over their estimated useful lives. Impairment of long-lived assets Long-lived assets, including acquired identifiable intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of those assets may not be recoverable. In specific situations, when the Company has selected individual assets to be sold or scrapped, the Company obtains market value data for those specific assets and measures and records the impairment loss based on such data. Otherwise, the Company uses undiscounted cash flows to determine whether impairment exists and measures any impairment loss by approximating fair value using acceptable valuation techniques, including discounted cash flow models and third-party appraisals. The Company recognized impairment charges related to intangible assets during the years ended December 31, 2017, 2016 and 2015. Several of these impairment charges related to exit activities during the three year period ended December 31, 2017 as described in Note 14 of the consolidated financial statements. Deferred charges Deferred charges associated with initial costs incurred to enter into new debt arrangements are included as a component of long-term debt and are amortized as a part of interest expense over the terms of the associated debt agreements. Advertising The Company expenses advertising costs as incurred. For the years ended December 31, 2017 , 2016 and 2015 , advertising costs were $4.9 million, $5.1 million, and $4.7 million, respectively. Research and Development The Company expenses research and development costs as incurred. For the years ended December 31, 2017 , 2016 and 2015 , research and development costs were $2.9 million, $2.2 million, and $0.9 million, respectively. Foreign currency transactions and translation The assets and liabilities of the Company’s foreign subsidiaries are translated into U.S. dollars at the rate of exchange in effect at the balance sheet date. Income and expense items are translated at the average exchange rates prevailing during the period. Income taxes The provision for income taxes is determined using the asset and liability approach. Under this approach, deferred income taxes represent the expected future tax consequences of temporary differences between the carrying amounts and tax basis of assets and liabilities. The Company records a valuation allowance to reduce deferred tax assets when uncertainty exists regarding their realization. On December 22, 2017, the President of the United States signed into law the Tax Cuts and Jobs Act (the “Tax Reform Act”). Further information on the impact of the Tax Reform Act is included in Note 15 of the consolidated financial statements. Equity-based compensation The Company measures the cost of equity-based compensation based on grant date fair value and recognizes the cost over the period in which the employee is required to provide service in exchange for the award reduced by forfeitures. Equity-based compensation consists of grants of stock options, deferred stock units, restricted stock, restricted stock units, and performance stock units. Equity-based compensation expense is included as a component of selling, general, and administrative expenses. The Company’s equity-based compensation plans are discussed in more detail in Note 12 of the consolidated financial statements. Sale-Leaseback Transactions During the first quarter of 2015, in order to capitalize on favorable real estate market conditions, the Company entered into a transaction to sell one of its real estate properties to an independent third party for $26.4 million. The Company leased back the entire property under a five year operating lease agreement. In accordance with the U.S. generally accepted accounting principles, the Company accounted for the transaction as a sale-leaseback. The net present value of the Company's future minimum lease payments of $5.8 million were less than the gain on sale of $13.1 million. As such, the portion of the gain equal to the fair value of the future minimum lease payments was deferred and is being amortized on a straight-line basis over the five year term of the lease. The gain exceeding the fair value of the minimum lease payments amounted to $7.4 million and was recognized during the quarter ended March 31, 2015 as a component of selling, general, and administrative expenses. The minimum lease payment for each of the five years is $1.4 million. These amounts have been included in the future minimum lease payments table in Note 17 of the consolidated financial statements. Recent accounting pronouncements Recent Accounting Pronouncements Adopted Standard Description Financial Statement Effect or Other Significant Matters ASU No. 2016-09 Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting The standard simplifies the accounting for share-based payment award transactions including: income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. The provisions of this standard are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Early adoption is permitted. The Company has adopted all amendments included in this standard under each required transition method. The Company concluded there were no material changes to prior periods, except for the following: the Company (a) reclassified its prior periods excess tax benefit for stock compensation of $1,249,000 in 2016 and $537,000 in 2015 on its consolidated statement of cash flows from a financing activity to an operating activity; and (b) recognized a cumulative-effect adjustment of $254,000 as an increase to retained earnings and decrease to additional paid-in capital on the Company's consolidated statement of shareholders' equity as of January 1, 2017 to reflect the change in value for a restricted stock unit liability award as of December 31, 2016, as if the award had been classified as an equity award since its respective grant date. Date of adoption: Q1 2017 ASU No. 2017-04 Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment The standard eliminates the "Step 2" analysis to determine the amount of impairment realized when a reporting unit's carrying amount exceeds its fair value in its "Step 1" analysis of accounting for impairment of goodwill. The impairment charge would be the amount determined in "Step 1." The provisions of this standard are effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The Company has adopted this standard and it did not have any impact on the Company's consolidated financial statements. Date of adoption: Q1 2017 ASU No. 2017-07 Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost The standard requires an employer to recognize the service cost component of net periodic pension costs and net periodic postretirement benefit costs in the same line item(s) as other compensation costs from services rendered by pertinent employees during the period. Other components of net benefit cost are required to be presented separately from the service cost component and outside a subtotal of income from operations. The provisions of this standard are effective for annual reporting periods beginning after December 15, 2017, including interim periods within those annual periods. Early adoption is permitted as of the beginning of an annual period for which financial statements (interim or annual) have not been issued or made available for issuance. The Company has adopted this standard and has applied it retrospectively for the presentation of the service cost component, as well as, other components of net periodic pension cost and net periodic postretirement benefit cost in our statement of operations. The adoption decreased selling, general, and administrative expense by $524,000 and $647,000 for the twelve months ended December 31, 2016 and 2015, respectively, and comparably increased other expense by the same amounts, respectively. This guidance did not have any impact on our balance sheet or our statement of cash flows. Date of adoption: Q1 2017 Recent Accounting Pronouncements Not Yet Adopted Standard Description Financial Statement Effect or Other Significant Matters ASU No. 2014-09 Revenue from Contracts with Customers (Topic 606) And All Related ASUs The standard requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard also requires additional disclosures about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and assets recognized from costs incurred to obtain or fulfill a contract. The provisions of the standard, as well as all subsequently issued clarifications to the standard, are effective for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. The standard can be adopted using either a full retrospective or modified retrospective approach. The Company currently believes the most significant impact of this standard upon adoption relates to the revenue recognition for certain custom fabricated products for which there is no alternative use and where the Company has written enforceable rights to payment for performance to date should the customer terminate the contract. These products are within the Company's Industrial and Infrastructure Products segment. Under this standard, the Company expects to recognize revenue on an over time basis on these custom fabricated products in the Industrial and Infrastructure Products segment which is a change from our current revenue recognition policy of point-in-time basis. The Company expects revenue recognition related to the remaining Industrial and Infrastructure Products segment, Residential Products segment and Renewable Energy and Conservation segment to remain substantially unchanged upon adoption of this standard. The Company has identified and implemented appropriate changes to the Company's business processes, systems and internal controls to support recognition and disclosure under this standard. The Company will use the modified retrospective transition method approach and apply it to open contracts as of January 1, 2018. Under this method, incremental disclosures will be provided to present each financial statement line item for 2018 under the prior standard. The Company estimates the cumulative effect of adoption to be approximately $750,000 increase to opening retained earnings, as of January 1, 2018. Planned date of adoption: Q1 2018 ASU No. 2016-02 Leases (Topic 842) The standard requires lessees to recognize most leases as assets and liabilities on the balance sheet, but record expenses on the statement of operations in a manner similar to current accounting. For lessors, the guidance modifies the classification criteria and accounting for sales-type and direct financing leases. The standard also requires additional disclosures about leasing arrangements and requires a modified retrospective transition approach for existing leases, whereby the standard will be applied to the earliest year presented. The provisions of the standard are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of this standard on the Company's consolidated financial statements and related disclosures, including the impact on the Company's current lease portfolio from both a lessor and lessee perspective. The adoption of this standard will primarily result in an increase in the assets and liabilities on the Company's consolidated balance sheet and related disclosures. Planned date of adoption: Q1 2019 Standard Description Financial Statement Effect or Other Significant Matters ASU No. 2016-15 Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments The standard provides guidance on eight specific cash flow issues to reduce diversity in reporting. The provisions of this standard are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted. The Company is evaluating the requirements of this standard and anticipates its impact on the Company's consolidated financial statements to be immaterial. Planned date of adoption: Q1 2018 ASU No. 2016-16 Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory The standard allows an entity to recognize income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The provisions of this standard are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period for which financial statements (interim or annual) have not been issued or made available for issuance. The Company is evaluating the requirements of this standard and anticipates its impact on the Company's consolidated financial statements to be immaterial. Planned date of adoption: Q1 2018 ASU No. 2018-02 Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income The standard allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. The provisions of this standard are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption of the standard is permitted, including adoption in any interim period. The Company is evaluating the requirements of this standard and anticipates its impact on the Company's consolidation financial statements to be immaterial. The Company plans to apply the amendments in the period of adoption with an adjustment in the consolidated statement of shareholders' equity as of the beginning of the reporting period and any subsequent period, if changes to provisional amounts result in additional amounts stranded in accumulated other comprehensive income. Planned date of adoption: Q1 2018 We consider the applicability and impact of all ASUs. ASUs not listed above were assessed and determined to be either not applicable, or had or are expected to have minimal impact on our financial statements and related disclosures. |
Accounts Receivable
Accounts Receivable | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Accounts Receivable | ACCOUNTS RECEIVABLE Accounts receivable at December 31 consisted of the following (in thousands): 2017 2016 Trade accounts receivable $ 78,858 $ 81,193 Contract receivables: Amounts billed 61,351 41,569 Costs in excess of billings 11,610 6,582 Total contract receivables 72,961 48,151 Total accounts receivables 151,819 129,344 Less allowance for doubtful accounts (6,434 ) (5,272 ) Accounts receivable $ 145,385 $ 124,072 Contract receivables are primarily associated with developers, contractors and customers in connection with the Renewable Energy and Conservation segment. Costs in excess of billings principally represent revenues recognized on contracts that were not billable as of the balance sheet date. These amounts will be billed in accordance with contract terms, generally as certain milestones are reached or upon shipment. All of the costs in excess of billings are expected to be collected within one year. In situations where billings exceed revenues recognized, the excess is included in billings in excess of cost in the consolidated balance sheet. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | INVENTORIES Inventories at December 31 consisted of the following (in thousands): 2017 2016 Raw material $ 42,661 $ 41,758 Work-in-process 10,598 12,268 Finished goods 33,113 35,586 Total inventories $ 86,372 $ 89,612 The following table summarizes activity recorded within the reserve for excess, obsolete and slow moving inventory for the years ended December 31 (in thousands): 2017 2016 2015 Beginning balance $ 3,801 $ 7,428 $ 5,575 Excess, obsolete and slow moving inventory expense 1,276 (239 ) 1,539 Scrapped inventory and other adjustments (1,382 ) (3,388 ) 314 Ending balance $ 3,695 $ 3,801 $ 7,428 |
Property, Plant, and Equipment
Property, Plant, and Equipment | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment | PROPERTY, PLANT, AND EQUIPMENT Components of property, plant, and equipment at December 31 consisted of the following (in thousands): 2017 2016 Land and land improvements $ 6,301 $ 7,102 Building and improvements 46,562 50,283 Machinery and equipment 195,301 212,774 Construction in progress 8,522 2,202 Property, plant, and equipment, gross 256,686 272,361 Less: accumulated depreciation (159,588 ) (164,057 ) Property, plant, and equipment, net $ 97,098 $ 108,304 |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONS 2017 Acquisition On February 22, 2017, the Company acquired all of the outstanding stock of Package Concierge. Package Concierge is a leading provider of multifamily electronic package delivery locker systems in the United States. The acquisition of Package Concierge is expected to enable the Company to expand its position in the fast-growing package delivery solutions market. The results of Package Concierge have been included in the Company's consolidated financial results since the date of acquisition (within the Company's Residential Products segment). The final aggregate purchase consideration for the acquisition of Package Concierge was $18.9 million, which includes a working capital adjustment and certain other adjustments provided for in the stock purchase agreement. The purchase price for the acquisition was allocated to the assets acquired and liabilities assumed based upon their respective fair values. The excess consideration was recorded as goodwill and approximated $16.8 million, which is not deductible for tax purposes. Goodwill represents future economic benefits arising from other assets acquired that could not be individually identified including workforce additions, growth opportunities, and increased presence in the building products markets. The allocation of the purchase consideration to the fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands): Cash $ 590 Working capital (1,998 ) Property, plant, and equipment 55 Acquired intangible assets 3,600 Other assets 8 Deferred income taxes (128 ) Goodwill 16,790 Fair value of purchase consideration $ 18,917 The intangible assets acquired in this acquisition consisted of the following (in thousands): Fair Value Estimated Trademarks $ 600 Indefinite Technology 1,300 10 years Customer relationships 1,700 7 years Total $ 3,600 2016 Acquisition On October 11, 2016, the Company acquired all of the outstanding stock of Nexus Corporation ("Nexus"). Nexus is a leading provider of commercial-scale greenhouses to customers in the United States. The acquisition of Nexus is expected to enable the Company to strengthen its position in the commercial greenhouse market in the United States. The results of Nexus have been included in the Company's consolidated financial results since the date of acquisition (within the Company's Renewable Energy and Conservation segment). The final aggregate purchase consideration for the acquisition of Nexus was $23.8 million, which includes a working capital adjustment and certain other adjustments provided for in the stock purchase agreement. At December 31, 2016, $1.0 million of the estimated purchase price was accrued. Upon settlement of the final purchase adjustments, $0.2 million was paid in cash by the Company during the first quarter of 2017, with the difference of $0.8 million recorded as a reduction to goodwill in 2017 upon finalization of the purchase price allocation. The purchase price for the acquisition was allocated to the assets acquired and liabilities assumed based upon their respective fair values. The excess consideration was recorded as goodwill and approximated $11.5 million, of which all is deductible for tax purposes. The allocation of the purchase consideration to the fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands): Cash $ 2,495 Working capital (1,109 ) Property, plant, and equipment 4,702 Acquired intangible assets 6,200 Other assets 23 Goodwill 11,451 Fair value of purchase consideration $ 23,762 The intangible assets acquired in this acquisition consisted of the following (in thousands): Fair Value Estimated Trademarks $ 3,200 Indefinite Technology 1,300 15 years Customer relationships 800 11 years Backlog 900 0.25 years Total $ 6,200 2015 Acquisition On June 9, 2015, the Company acquired all of the outstanding stock of Rough Brothers Manufacturing, Inc., RBI Solar, Inc., and affiliates, collectively known as "RBI." RBI has established itself during the past decade among North America’s fastest-growing providers of racking and mounting systems for solar energy installations and is among the largest commercial greenhouse manufacturers in North America. RBI is a full service provider that engineers, manufactures and installs racking systems for solar power developers, contractors and companies. In addition, RBI designs and manufactures greenhouses for commercial, institutional and retail customers. The acquisition of RBI enables the Company to leverage its expertise in structural metals manufacturing, materials sourcing and logistics to help meet the fast-growing demand for solar racking solutions. The results of RBI have been included in the Company’s consolidated financial results since the date of acquisition (within the Company's Renewable Energy and Conservation segment). The final aggregate purchase consideration for the acquisition of RBI was $147.6 million, which includes payments for working capital and certain other adjustments provided for in the stock purchase agreement. The purchase price for the acquisition was allocated to the assets acquired and liabilities assumed based upon their respective fair values. The excess consideration of $57.2 million, was recorded as goodwill of which $38.0 million is deductible for tax purposes. The allocation of the purchase consideration to the fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands): Cash $ 4,651 Working capital 21,436 Property, plant, and equipment 12,797 Acquired intangible assets 56,392 Other assets 3,049 Deferred income taxes (4,892 ) Other liabilities (3,028 ) Goodwill 57,180 Fair value of purchase consideration $ 147,585 The Company recorded an indemnification asset and liability of $3.0 million on the opening balance sheet related to the seller’s obligation to fully indemnify the Company for the outcome of potential contingent liabilities related to the uncertainty of income tax positions in foreign jurisdictions. The liability and related indemnification asset may or may not be realized, and any unrealized liability is scheduled to expire in 2018. The intangible assets acquired in this acquisition consisted of the following (in thousands): Fair Value Estimated Trademarks $ 13,550 Indefinite Technology 3,550 7-15 years Customer relationships 32,892 11-17 years Non-compete agreements 1,300 5 years Backlog 5,100 0.5 years Total $ 56,392 The following unaudited pro forma financial information presents the combined results of continuing operations as if the acquisition of RBI had occurred as of January 1, 2014. The pro forma information includes certain adjustments, including depreciation and amortization expense, interest expense and certain other adjustments, together with related income tax effects. The pro forma amounts may not be indicative of the results that actually would have been achieved had the acquisitions occurred as of January 1, 2014 and are not necessarily indicative of future results of the combined companies (in thousands, except per share data): Twelve Months Ended December 31, 2015 2014 Net sales $ 1,128,915 $ 1,026,014 Net income (loss) $ 33,587 $ (46,714 ) Net income (loss) per share - Basic $ 1.08 $ (1.50 ) Net income (loss) per share - Diluted $ 1.06 $ (1.50 ) The acquisitions of Package Concierge and Nexus were funded from available cash on hand. The 2015 acquisition of RBI was financed through a combination of cash on hand and borrowings under the Company's revolving credit facility. The Company incurred certain acquisition-related costs composed of legal and consulting fees, and these costs were recognized as a component of selling, general, and administrative expenses in the consolidated statement of operations. The Company also recognized costs related to the sale of inventory at fair value as a result of allocating the purchase price of recent acquisitions. All acquisition related costs consisted of the following for the years ended December 31 (in thousands): 2017 2016 2015 Selling, general and administrative costs $ 146 $ 228 $ 732 Cost of sales — 81 230 Total acquisition related costs $ 146 $ 309 $ 962 |
Goodwill and Related Intangible
Goodwill and Related Intangible Assets | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Related Intangible Assets | GOODWILL AND RELATED INTANGIBLE ASSETS Goodwill The changes in the carrying amount of goodwill for the years ended December 31 were as follows (in thousands): Residential Products Industrial and Infrastructure Products Renewable Energy and Conservation Total Balance at December 31, 2015 $ 181,285 $ 53,704 $ 57,401 $ 292,390 Acquired goodwill — — 12,283 12,283 Impairment — — (929 ) (929 ) Foreign currency translation — 180 108 288 Balance at December 31, 2016 $ 181,285 $ 53,884 $ 68,863 $ 304,032 Acquired goodwill 16,790 — — 16,790 Adjustments to prior year acquisitions — — (832 ) (832 ) Foreign currency translation — 396 688 1,084 Balance at December 31, 2017 $ 198,075 $ 54,280 $ 68,719 $ 321,074 Goodwill is recognized net of accumulated impairment losses of $235.4 million as of December 31, 2017 and 2016 , respectively. No goodwill impairment charges were recognized by the Company during 2017. Annual Impairment Testing The Company performed its annual goodwill impairment test as of October 31, 2017 , 2016 , and 2015 . The Company did not recognize any impairment charges during 2017, 2016, and 2015 as a result of the annual goodwill impairment test. However, subsequent to the annual goodwill impairment test as of October 31, 2016, the Company discontinued its European residential solar racking business which resulted in an impairment charge against goodwill of $0.9 million which was recorded for the year ended December 31, 2016. During the October 31, 2017 impairment test, the Company conducted a quantitative analysis for all eleven of the Company’s reporting units. The quantitative impairment test consists of comparing the fair value of a reporting unit with its carrying value including goodwill. The fair value of each reporting unit evaluated under the quantitative test was determined using two valuation techniques: an income approach and a market approach. Each valuation approach relies on significant assumptions including a weighted average cost of capital ("WACC") based upon the capital structure of market participants in the Company’s peer groups, projected revenue growth, forecasted cash flows, and earnings multiples based on the market value of the Company and market participants within its peer groups. As a result of our annual testing for 2017 and 2016, none of the reporting units with goodwill as of our testing date had carrying values in excess of their fair values. Interim Impairment Testing We test goodwill and indefinite-lived intangible assets for impairment on an annual basis as of October 31 and at interim dates when indicators of impairment are present. In 2017, 2016 and 2015, no indicators of impairment were identified as of interim dates; therefore, no interim tests were performed. Acquired Intangible Assets Acquired intangible assets consist of the following (in thousands): December 31, 2017 December 31, 2016 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Estimated Useful Life Indefinite-lived intangible assets: Trademarks $ 45,107 $ — $ 44,720 $ — Indefinite Finite-lived intangible assets: Trademarks 5,876 3,062 5,808 2,427 5 to 15 Years Unpatented technology 28,107 12,033 26,720 10,041 5 to 20 Years Customer relationships 80,707 39,652 78,569 33,585 5 to 17 Years Non-compete agreements 1,649 931 1,649 623 4 to 10 Years Backlog — — 900 900 .5 to 2 Years 116,339 55,678 113,646 47,576 Total acquired intangible assets $ 161,446 $ 55,678 $ 158,366 $ 47,576 The Company recognized impairment charges related to indefinite-lived trademark intangible assets for the years ended December 31, 2017 , 2016 and 2015. The Company also recognized impairment charges related to finite-lived intangible assets for the year ended December 31, 2016. The following table summarizes the impairment charges for the years ended December 31 (in thousands): 2017 2016 2015 Indefinite-lived intangibles (1) Definite-lived intangibles Indefinite-lived intangibles (2) Definite-lived intangibles (3) Indefinite-lived intangibles (4) Definite-lived intangibles Residential Products $ — $ — $ — $ — $ 440 $ — Industrial and Infrastructure Products — — 7,980 — 4,423 — Renewable Energy and Conservation 247 — 1,068 198 — — Impairment charges $ 247 $ — $ 9,048 $ 198 $ 4,863 $ — (1) Renewable Energy and Conservation impairment charges due to the discontinuation of its domestic greenhouse business in China. (2) Industrial and Infrastructure Products impairment charges due to discontinuation of U.S. bar grating product line and annual testing. Renewable Energy and Conservation impairment due to discontinuation of European residential solar racking business and annual testing. (3) Renewable Energy and Conservation impairment due to discontinuation of European residential solar racking business. (4) 2015 impairment charges recognized as a result of the Company’s annual impairment test of indefinite-lived intangibles. The Company recognized amortization expense related to the definite-lived intangible assets. The following table summarizes amortization expense for the years ended December 31 (in thousands): 2017 2016 2015 Amortization expense $ 8,761 $ 9,637 $ 12,679 Amortization expense related to acquired intangible assets for the next five years ended December 31 is estimated as follows (in thousands): 2018 2019 2020 2021 2022 Amortization expense $ 8,289 $ 7,618 $ 7,106 $ 6,504 $ 6,093 |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2017 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Expenses | ACCRUED EXPENSES Accrued expenses at December 31 consist of the following (in thousands): 2017 2016 Compensation $ 34,752 $ 27,669 Interest and taxes 8,002 13,102 Customer rebates 10,517 10,303 Insurance 7,261 7,584 Other 14,935 11,734 Total accrued expenses $ 75,467 $ 70,392 Accrued expenses for insurance are primarily for general liability, workers’ compensation and employee healthcare policies for which the Company is self-insured up to certain per-occurrence and aggregate limits. The amounts accrued represent the Company's best estimates of the probable amount of claims to be paid. Differences between the amounts accrued and the amount that may be reasonably possible of payment are not material. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2017 | |
Long-term Debt, Unclassified [Abstract] | |
Debt | DEBT Long-term debt at December 31 consists of the following (in thousands): 2017 2016 Senior Subordinated 6.25% Notes $ 210,000 $ 210,000 Other debt 2,400 2,800 Less unamortized debt issuance costs (2,379 ) (3,163 ) Total debt 210,021 209,637 Less current maturities 400 400 Total long-term debt $ 209,621 $ 209,237 The Company's Fifth Amended and Restated Credit Agreement dated December 9, 2015 (the "Senior Credit Agreement") was amended to convert our revolving credit facility into a secured cash flow revolver, and terminates on December 9, 2020. The Senior Credit Agreement provides for a revolving credit facility and letters of credit in an aggregate amount of $300 million . The Company has the option to request additional financing from the banks to either increase the revolving credit facility to $500 million or in the form of a term loan of up to $200 million . The Senior Credit Agreement contains three financial covenants. As of December 31, 2017 , the Company is in compliance with all three covenants. Borrowings under the Senior Credit Agreement are secured by the trade receivables, inventory, personal property, equipment, and certain real property of the Company’s significant domestic subsidiaries. Interest rates on the revolving credit facility are based on the LIBOR plus an additional margin that ranges from 1.25% to 2.25% for LIBOR loans based on the Total Leverage Ratio. In addition, the revolving credit facility is subject to an undrawn commitment fee ranging between 0.20% and 0.30% based on the Total Leverage Ratio and the daily average undrawn balance. Standby letters of credit of $11.2 million have been issued under the Senior Credit Agreement to third parties on behalf of the Company as of December 31, 2017. These letters of credit reduce the amount otherwise available under the revolving credit facility. The Company had $288.8 million and $287.2 million of availability under the revolving credit facility at December 31, 2017 and 2016, respectively. On January 31, 2013, the Company issued $210 million of 6.25% Senior Subordinated Notes (" 6.25% Notes") due February 1, 2021 . The provisions of the 6.25% Notes include, without limitation, restrictions on indebtedness, liens, and distributions from restricted subsidiaries, asset sales, affiliate transactions, dividends, and other restricted payments. Dividend payments are subject to annual limits and interest is paid semiannually on February 1 and August 1 of each year. The aggregate maturities of long-term debt for the next five years and thereafter are as follows (in thousands): 2018 2019 2020 2021 2022 Thereafter Long-term debt payments $ 400 $ 400 $ 400 $ 210,400 $ 400 $ 400 Total cash paid for interest in the years ended December 31 was (in thousands): 2017 2016 2015 Cash paid for interest $ 13,385 $ 13,906 $ 15,374 |
Employee Retirement Plans
Employee Retirement Plans | 12 Months Ended |
Dec. 31, 2017 | |
Defined Benefit Plan [Abstract] | |
Employee Retirement Plans | EMPLOYEE RETIREMENT PLANS Pension The Company has an unfunded supplemental pension plan which provides defined pension benefits to certain former salaried employees upon retirement. Benefits under the plan are based on the salaries of individual plan participants in the year they were admitted into the plan. The plan has been frozen, no additional participants will be added to the plan in the future and there are no active employees in the plan. The following table presents the changes in the plan’s projected benefit obligation, fair value of plan assets, and funded status for the years ended December 31 (in thousands): 2017 2016 Projected benefit obligation at January 1 $ 1,377 $ 1,685 Interest cost 46 59 Actuarial losses (gains) 7 5 Benefits paid (360 ) (372 ) Projected benefit obligation at December 31 1,070 1,377 Fair value of plan assets — — Under funded status (1,070 ) (1,377 ) Unamortized prior service cost 2 4 Unrecognized actuarial gain (173 ) (200 ) Net amount recognized $ (1,241 ) $ (1,573 ) Amounts recognized in the consolidated financial statements consisted of (in thousands): 2017 2016 Accrued pension liability: Current portion $ 327 $ 360 Long term portion 743 1,016 Pre-tax accumulated other comprehensive income – retirement benefit liability adjustment 171 197 Net amount recognized $ 1,241 $ 1,573 The plan’s accumulated benefit obligation equaled the projected benefit obligation as of December 31, 2017 and 2016 . The measurement date used to determine pension benefit measures was December 31. Components of net periodic pension cost for the years ended December 31 were as follows (in thousands): 2017 2016 2015 Interest cost $ 46 $ 59 $ 66 Amortization of unrecognized prior service cost 2 6 14 Gain amortization (19 ) (13 ) — Net periodic pension cost $ 29 $ 52 $ 80 Assumptions used to calculate the benefit obligation: Discount rate 3.55 % 3.81 % 3.94 % Expected benefit payments from the plan for the years ended December 31 are as follows (in thousands): 2018 2019 2020 2021 2022 2023 - 2027 Expected benefit payments $ 327 $ 228 $ 137 $ 100 $ 100 $ 292 401(k) Employees of all U.S. subsidiaries are eligible to participate in the Company’s 401(k) Plan. Multiemployer Pension Plans In addition, the Company contributes to a number of multiemployer defined benefit pension plans under the terms of collective-bargaining agreements that cover union-represented employees. The risks of participating in these multiemployer plans are different from single-employer plans in the following aspects: a) Assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers. b) If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers. c) If the Company chooses to stop participating in some of the multiemployer plans, the Company may be required to pay those plans an amount based on the underfunded status of the plan, referred to as a withdrawal liability. At December 31, 2017 , the Company employed 2,022 people, of which approximately 11% were represented by unions through various collective bargaining agreements (CBAs). Three of the Company's six CBAs expired and were successfully renegotiated in 2016. None of our CBA's expire until April 30, 2018 . The Company’s participation in these plans for the year ended December 31, 2017 is outlined in the table below. The “EIN/ Pension Plan Number” column provides the Employee Identification Number (EIN) and three-digit plan number, if applicable. Unless otherwise noted, the most recent Pension Protection Act (PPA) zone status available in 2017 and 2016 is for the plan’s year ended December 31, 2016 and 2015 , respectively. The zone status is based on information that the Company received from the plans and is certified by the plans’ actuaries. Among other factors, plans in the red zone are generally less than 65% funded, plans in the yellow zone are less than 80% funded, and plans in the green zone are at least 80% funded. EIN/ Pension PPA Zone Status Surcharge Pension Fund Plan Number 2016 2015 Imposed National Integrated Group Pension Plan 22-6190618-001 Red Red Yes Sheet Metal Workers’ National Pension Plan 52-6112463-001 Yellow Yellow Yes Sheet Metal Workers’ Pension Plan of Northern California 51-6115939-001 Red Red Yes All of the funds have rehabilitation plans in place. Each plan with a rehabilitation plan requires minimum contributions from the Company. Given the status of these plans, it is reasonably possible that future contributions to the plans will increase although the Company cannot reasonably estimate a possible range of increased contributions as of December 31, 2017 . The Company did not contribute more than 5% of any fund’s total contributions in any of the three years in the period ended December 31, 2017 . The table below sets forth the contributions made by the Company to each multiemployer plan for the years ended December 31 (in thousands): Pension Fund 2017 2016 2015 National Integrated Group Pension Plan $ 220 $ 218 $ 246 Sheet Metal Workers’ National Pension Plan 42 50 56 Sheet Metal Workers’ Pension Plan of Northern California 30 28 31 $ 292 $ 296 $ 333 At the date the financial statements were issued, Forms 5500 were not available for the plan year ended December 31, 2017 . Total Retirement Plan Expense Total expense for all retirement plans for the years ended December 31 was (in thousands): 2017 2016 2015 $ 3,044 $ 2,887 $ 2,934 |
Other Postretirement Benefits
Other Postretirement Benefits | 12 Months Ended |
Dec. 31, 2017 | |
Other Postretirement Benefits [Abstract] | |
Other Postretirement Benefits | OTHER POSTRETIREMENT BENEFITS The Company has an unfunded postretirement healthcare plan which provides health insurance to certain employees and their spouses upon retirement. This plan has been frozen and no additional participants will be added to the plan in the future. The following table presents the changes in the accumulated postretirement benefit obligation related to the Company’s unfunded postretirement healthcare benefits at December 31 (in thousands): 2017 2016 Projected benefit obligation at January 1 $ 7,202 $ 8,149 Service cost 17 22 Interest cost 269 272 Actuarial gain (150 ) (923 ) Benefits paid, net of contributions (318 ) (318 ) Projected benefit obligation at December 31 7,020 7,202 Fair value of plan assets — — Under funded status (7,020 ) (7,202 ) Unamortized prior service cost 427 471 Unrecognized actuarial loss 2,382 2,679 Net amount recognized $ (4,211 ) $ (4,052 ) Amounts recognized in the consolidated financial statements consisted of (in thousands): 2017 2016 Accrued postretirement benefit liability Current portion $ 314 $ 294 Long term portion 6,706 6,908 Pre-tax accumulated other comprehensive loss – unamortized post-retirement healthcare costs (2,809 ) (3,150 ) Net amount recognized $ 4,211 $ 4,052 The measurement date used to determine postretirement benefit obligation measures was December 31. Components of net periodic postretirement benefit cost charged to expense for the years ended December 31 were as follows (in thousands): 2017 2016 2015 Service cost $ 17 $ 22 $ 26 Interest cost 269 272 300 Amortization of unrecognized prior service cost 44 44 44 Loss amortization ( 2 ) 146 134 197 Net periodic benefit cost $ 476 $ 472 $ 567 Assumptions used to calculate the benefit obligation: Discount rate 3.4 % 3.8 % 3.9 % Annual rate of increase in the per capita cost of: Medical costs before age 65 ( 1) 7.3 % 7.5 % 7.8 % Medical costs after age 65 ( 1) 6.3 % 6.5 % 6.8 % Prescription drug costs ( 1) 10.5 % 10.5 % 11.0 % (1) It was assumed that these rates would gradually decline to 4% by 2075. (2) Actuarial (gains)/losses are amortized utilizing the corridor approach. Differences between actual experience and the actuarial assumptions are reflected in (gain)/loss. If the total net (gain) or loss exceeds 10 percent of the greater of the accumulated postretirement benefit obligation or plan asset, this excess must be amortized over the average remaining service period of the active plan participants. If most of the plan participants are inactive, the amortization period is the expected future lifetime of inactive plan participants. A 1% change in the annual medical inflation rate issued would have the following impact on the amounts reported at December 31 as follows (in thousands): 2017 2016 Effect on accumulated postretirement benefit obligation 1% increase $ 950 $ 975 1% decrease $ (803 ) $ (824 ) Effect on annual service and interest costs 1% increase $ 41 $ 42 1% decrease $ (34 ) $ (35 ) Expected benefit payments from the plan for the years ended December 31 are as follows (in thousands): 2018 2019 2020 2021 2022 2023 - 2027 Expected benefit payments $ 314 $ 333 $ 353 $ 371 $ 389 $ 2,159 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive (Loss) Income | 12 Months Ended |
Dec. 31, 2017 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive (Loss) Income | ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME The cumulative balance of each component of accumulated other comprehensive (loss) income is as follows (in thousands): Foreign Currency Translation Adjustment Minimum Pension Liability Adjustment Unamortized Post-Retirement Health Care Costs Total Pre-Tax Amount Tax (Benefit) Expense Accumulated Other Comprehensive (Loss) Income Balance at December 31, 2015 $ (12,793 ) $ 118 $ (4,251 ) $ (16,926 ) $ (1,510 ) $ (15,416 ) Minimum pension and post retirement health care plan adjustments — 79 1,101 1,180 430 750 Foreign currency translation adjustment 6,945 — — 6,945 — 6,945 Balance at December 31, 2016 $ (5,848 ) $ 197 $ (3,150 ) $ (8,801 ) $ (1,080 ) $ (7,721 ) Minimum pension and post retirement health care plan adjustments — (26 ) 341 315 110 205 Foreign currency translation adjustment 3,150 — — 3,150 — 3,150 Balance at December 31, 2017 $ (2,698 ) $ 171 $ (2,809 ) $ (5,336 ) $ (970 ) $ (4,366 ) The realized adjustments relating to the Company’s minimum pension liability and post retirement health care costs were reclassified from accumulated other comprehensive loss and included in other expense in the consolidated statements of operations. The realized adjustments relating to the Company’s foreign currency translation adjustment were reclassified from accumulated other comprehensive loss and included in other expense in the consolidated statements of operations. The 2016 reclassification above includes $6.9 million of foreign currency loss on the divestiture of European industrial manufacturing business in April 2016. |
Equity-Based Compensation
Equity-Based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Share-based Compensation [Abstract] | |
Equity-Based Compensation | EQUITY-BASED COMPENSATION The Company awards equity-based compensation to employees and directors, which is recognized in the statements of operations based on the grant-date fair value of the award. The Company uses the straight-line method for recording compensation expense over a vesting period generally up to four years with either graded or cliff vesting. Stock compensation expense recognized during the period is based on the value of the portion of equity-based awards that is ultimately expected to vest during the period reduced by the unvested expense on awards forfeited during the period. The shareholders of the Company authorized the Gibraltar Industries, Inc. 2015 Equity Incentive Plan (the "Plan") that allows the Company to grant equity-based incentive compensation awards to eligible participants, and the Gibraltar Industries, Inc. 2016 Stock Plan for Non-Employee Directors ("Non-Employee Directors Plan") that allows the Company to grant awards of shares of the Company's common stock to non-employee Directors of the Company. The Company's the 2005 Equity Incentive Plan (the "Prior Plan") was amended in 2015 to terminate issuance of further awards from the Prior Plan. At December 31, 2017 , 354,000 shares were available for issuance under the Plan as incentive stock options or other stock awards and 73,000 shares were available for issuance under the Non-Employee Directors Plan as awards of shares of the Company's common stock. The Company recognized the following compensation expense in connection with awards that vested under the Plan, the Prior Plan, and the Non-Employee Directors Plan along with the related tax benefits recognized during the years ended December 31 (in thousands): 2017 2016 2015 Expense recognized under the Prior Plan $ 1,059 $ 1,937 $ 1,953 Expense recognized under the Plan 5,643 3,993 1,938 Expense recognized under the Non-Employee Directors Plan 420 443 — Total stock compensation expense $ 7,122 $ 6,373 $ 3,891 Tax benefits recognized related to stock compensation expense $ 2,133 $ 2,485 $ 1,518 Equity Based Awards - Settled in Stock The following table provides the number of stock unit awards granted and restricted shares issued during the years ended December 31, along with the weighted-average grant-date fair value of each award: 2017 2016 2015 Awards Number of Awards Weighted Average Grant Date Fair Value Number of Awards Weighted Average Grant Date Fair Value Number of Awards Weighted Average Grant Date Fair Value Options 25,000 $ 12.85 — $ — 37,500 $ 7.67 Deferred stock units 10,170 $ 34.42 11,945 $ 29.30 — $ — Restricted shares 2,034 $ 34.42 3,185 $ 29.30 21,318 $ 17.48 Restricted stock units 133,548 $ 36.56 141,982 $ 25.44 212,419 $ 17.78 Performance stock units 108,748 $ 42.72 — $ — 396,714 $ 19.78 Stock Options The fair value of stock options granted during the years ended December 31, 2017 and December 31, 2015 were estimated on the date of grant using the Black-Scholes option pricing model. No options were granted in 2016. Expected stock volatility was based on volatility of the Company’s stock price using a historical period commensurate with the expected life of the options. The following table provides the weighted average assumptions used to value stock options issued during the year ended December 31: Year of Grant Fair Value Expected Life (in years) Expected Stock Volatility Risk-free Interest Rate Expected Dividend Yield 2017 $ 12.85 4.00 35.7 % 1.7 % — % 2015 $ 7.67 4.00 35.7 % 1.5 % — % The following table summarizes the ranges of outstanding and exercisable options at December 31, 2017 : Range of Exercise Prices Options Outstanding Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price Options Exercisable Weighted Average Exercise Price $8.90 – $9.32 28,750 2.70 $ 8.90 28,750 $ 8.90 $9.33 – $11.73 92,441 3.70 $ 9.74 92,441 $ 9.74 $11.74 – $17.94 39,475 1.70 $ 13.72 39,475 $ 13.72 $17.95 – $23.80 37,000 0.69 $ 22.16 37,000 $ 22.16 $23.81 – $43.05 50,000 8.57 $ 33.90 — $ — 247,666 197,666 The following table summarizes information about stock option transactions: Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Balance at January 1, 2015 569,319 $ 15.88 Granted 37,500 25.44 Exercised (119,096 ) 15.13 Expired / Forfeited (29,374 ) 20.28 Balance at December 31, 2015 458,349 $ 16.57 Exercised (175,125 ) 19.08 Forfeited (6,000 ) 18.22 Balance at December 31, 2016 277,224 $ 14.95 Granted 25,000 42.35 Exercised (42,058 ) 16.02 Forfeited (12,500 ) 25.44 Balance at December 31, 2017 247,666 $ 17.01 5.27 $ 4,194,000 The aggregate intrinsic value in the preceding table represents the total pre-tax intrinsic value, based on the $33.00 per share market price of the Company’s common stock as of December 31, 2017 , which would have been received by the option holders had all option holders with an exercise price below the per share market price on December 31, 2017 , exercised their options as of that date. Stock units and Restricted Shares The following table summarizes information about non-vested restricted stock units, performance stock units (that will convert to shares upon vesting) and restricted shares: Restricted Weighted Restricted Weighted Performance Stock Units (2) (3) Weighted Average Grant Date Fair Value Deferred Stock Units (1) Weighted Average Grant Date Fair Value Balance at December 31, 2016 536,164 $ 17.79 7,361 $ 17.07 396,714 $ 19.78 11,945 $ 29.30 Granted 133,548 36.56 2,034 34.42 108,748 42.72 10,170 34.42 Vested (202,788 ) 15.71 (5,137 ) 23.75 — — — — Forfeited (25,108 ) 25.88 — — (25,000 ) 25.44 — — Balance at December 31, 2017 441,816 $ 23.96 4,258 $ 17.30 480,462 $ 24.68 22,115 $ 31.65 (1) Vested and issued upon retirement. (2) Amount granted in 2017 represents 78,482 units awarded in February 2017 and 5,266 units awarded in April 2017 that will convert to shares based upon the Company's actual return on invested capital ("ROIC") compared to targeted ROIC thresholds. The remaining 25,000 units were awarded in February 2017 and April 2017. The number of these shares to be issued to the recipients will be determined based upon the ranking of the Company's total shareholder return ("TSR") over a three (3) year performance period ended December 31, 2020 compared to the TSR of companies in the S&P Small Cap Industrial Sector over the same three year period. (3) The December 31, 2016 balance includes 321,714 units awarded in June 2015 that convert to shares based on RBI's gross profit performance relative to their targeted gross profit for 2016 and 2017. RBI achieved its targeted gross profit performance, and the Company will issue 321,714 shares to the recipients in 2018. The remaining 75,000 units were awarded in December 2015; of which 25,000 were forfeited in 2017 and 50,000 remain outstanding as of December 31, 2017. The number of these shares to be issued to the recipient will be determined based upon the ranking of the Company's total shareholder return over a three (3) year performance period ended December 31, 2018 compared to the total shareholder return of companies in the S&P Small Cap Industrial Sector over such period. The fair value of the restricted shares, restricted stock units, and deferred stock units, as well as, the performance stock units ("PSUs") payable based on the Company's ROIC or targeted gross profit performance issued during the three years ended December 31, 2017 was based on the Company stock price at grant date of the award. The fair values of the PSU's payable based on TSR ranking issued during the three years ended December 31, 2017 were determined using a Monte Carlo simulation. The following table sets forth the aggregate intrinsic value of options exercised and aggregate fair value of restricted stock units and restricted shares that vested during the years ended December 31 (in thousands): 2017 2016 2015 Aggregate intrinsic value of options exercised $ 628 $ 2,439 $ 1,089 Aggregate fair value of vested restricted stock units $ 6,756 $ 4,368 $ 6,578 Aggregate fair value of vested restricted shares $ 70 $ 247 $ 111 Aggregate fair value of vested deferred stock units $ 350 $ 443 $ — As of December 31, 2017 , there was $9.2 million of total unrecognized compensation cost related to non-vested options, restricted shares, and restricted stock units. That cost is expected to be recognized over a weighted average period of 2.0 years . Equity Based Awards - Settled in Cash As of December 31, 2017, the Company's total share-based liabilities recorded on the consolidated balance sheet was $48.0 million , of which $29.3 million was included in non-current liabilities. Total share-based liabilities at December 31, 2016 was $45.5 million , of which $40.2 million was included in non-current liabilities. The Company's equity based awards that are settled in cash include performance stock units settled in cash and a management stock purchase plan. Performance Stock Units - Settled in Cash The Company has also PSUs that will convert to cash after three years based upon a one year performance period. The cost of these awards is recognized over the requisite vesting period. The PSUs earned over the performance period are determined based on the Company's actual ROIC relative to the ROIC targeted for the performance period. The following table provides the number of PSUs which will convert to cash for the years ending December 31: 2016 2015 Awards Number of Units (2) Grant Date Fair Value (in $000s) Number of Units (3) Performance stock units (1) 128,000 $ 3,100 219,000 $ 4,039 (1) There were no performance stock units that convert to cash granted to participants in 2017. (2) The participants earned 200% of target aggregating 256,000 PSUs earned. This award will convert to cash and be payable in January 2019. (3) The participants earned 200% of target aggregating 438,000 PSUs earned. This award will be converted to cash and will be paid to participants in the first quarter of 2018 at the trailing 90 -day closing price of the Company's common stock as of December 31, 2017. The following table summarizes the compensation expense recognized from the change in fair value and vesting of performance stock units awarded for the years ended December 31 (in thousands): 2017 2016 2015 Performance stock unit compensation expense $ 3,591 $ 10,377 $ 6,965 Management Stock Purchase Plan The Management Stock Purchase Plan ("MSPP") provides participants the ability to defer a portion of their compensation or Directors’ fees, which deferral is converted to restricted stock units, and credited to an account. Participants eligible to defer a portion of their compensation also receive a company-matching award in restricted stock units equal to a percentage of their compensation. The account represents a share-based liability that is converted to and settled in cash payable to participants upon retirement or a termination of their service to the Company. The following table provides the number of restricted stock units credited to active participant accounts, balance of vested and unvested restricted stock units within active participant accounts, payments made with respect to restricted stock units issued under the MSPP, and MSPP expense during years ended December 31: 2017 2016 2015 Restricted stock units credited 84,299 198,155 94,047 Restricted stock units balance, vested and unvested 389,189 646,669 519,668 Share-based liabilities paid, in thousands $ 6,058 $ 3,137 $ 1,901 MSPP expense, in thousands $ 2,432 $ 8,565 $ 2,767 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Depending on the nature of the asset or liability, various techniques and assumptions can be used to estimate fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement as follows: • Level 1 - Quoted prices in active markets for identical assets or liabilities. • Level 2 - Observable inputs other than quoted prices in active markets for similar assets and liabilities. • Level 3 - Inputs that are unobservable inputs for the asset or liability. The Company had no financial assets or liabilities measured at fair value on a recurring basis at December 31, 2017 and 2016. The Company's only financial instrument for which carrying value differs from its fair value is long-term debt. At December 31, 2017 and 2016, the fair value of outstanding debt net of unamortized debt issuance costs was $213.8 million and $219.9 million, respectively, compared to its carrying value of $ 210.0 million and $ 209.6 million , respectively. The fair value of the Company's Senior Subordinated 6.25% Notes is classified as Level 2 within the fair value hierarchy and was estimated based on quoted market prices adjusted for unamortized debt issuance costs. The Company’s other financial instruments primarily consist of cash and cash equivalents, accounts receivable, notes receivable, and accounts payable. The carrying values for our financial instruments approximate fair value. The Company did not have any other material assets or liabilities carried at fair value and measured on a recurring basis as of December 31, 2017 and 2016 . Other non-recurring fair value measurements The Company recognized the impairment of certain intangible assets and property, plant, and equipment during the years ended December 31, 2017 , 2016 and 2015 . The Company uses unobservable inputs, classified as Level 3 inputs, in determining the fair value of these assets. See Note 6 and Note 14 of the consolidated financial statements for more disclosure regarding the impairment of certain intangible assets and property, plant, and equipment, respectively. The Company also applied fair value principles for the goodwill impairment tests performed during 2017 , 2016 , and 2015 . The Company used two valuation models to estimate the fair values of its reporting units, both of which primarily use Level 3 inputs. See Note 6 of the consolidated financial statements for the results of the Company’s goodwill impairment tests. Additionally, the Company's recent acquisition activity, as described in Note 5 of the consolidated financial statements, used Level 3 inputs to estimate fair values allocated to the assets acquired and liabilities assumed. |
Exit Activity Costs and Asset I
Exit Activity Costs and Asset Impairments | 12 Months Ended |
Dec. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Exit Activity Costs and Asset Impairments | EXIT ACTIVITY COSTS AND ASSET IMPAIRMENTS The Company completed the third year of its five year planned transformation strategy formulated to transform its operations and improve its financial results over this five year period. This strategy includes an 80/20 simplification initiative which, in part, focuses the Company’s internal resources on further increasing the value provided to our customers. A result of this initiative was the identification of low-volume, low margin, internally-produced products which have been or will be outsourced or discontinued. Portfolio management, another key part of the strategy and a natural adjunct to the 80/20 initiative, is another initiative in which management conducts strategic reviews of our current portfolio for future profitable growth and greater shareholder returns. This initiative has resulted in the sale and exiting of less profitable businesses or products lines in order to enable the Company to re-allocate leadership, time, capital and resources to the highest potential platforms and businesses. Exit activity costs and asset impairment charges were incurred as a result of these initiatives. In 2017, the 80/20 simplification initiative was initiated at additional business units as well as continued at those business units which commenced activity in 2016 and 2015. Correspondingly, the Company executed the portfolio management strategy in 2016, which had carryover effect in 2017. The portfolio management resulted in the execution of three transactions directly related to this strategy: the sale of its European industrial manufacturing business to a third party in April 2016, the exiting of its small European residential solar racking business and the exiting of its U.S. bar grating product line. Both the exit of the Company's small European residential solar racking business and the exit of the Company's U.S. bar grating product line commenced in the fourth quarter of 2016 and were essentially completed in 2017. During 2017, asset impairment charges incurred by the Company were more than offset by a gain on sale of assets previously impaired in 2016 as a result of businesses and product lines discontinued. Specifically, asset sales related to the exit of both the Company's small European residential solar racking business and U.S. bar grating product line during 2017 resulted in a net gain. Asset impairments relate to the write-down of inventory and impairment of machinery, equipment and facilities associated with either businesses sold or exited, discontinued product lines or the reduction of manufactured goods offered within a product line. These assets were written down to their sale or scrap value, and were subsequently sold or disposed of. The Company also incurred exit activity costs in 2017 which related to contract termination costs, severance costs, and other moving and closing costs. The above initiatives led to the closing and consolidation of three facilities in 2017. The Company closed and consolidated seven facilities during 2016 and four facilities in 2015, which resulted in asset impairment charges and exit activity costs in both years. In addition, the Company sold and leased back a facility in 2015. The following table sets forth the inventory write-downs, asset impairment charges, exit activity costs and gain on facilities sold in conjunction with these efforts, incurred by segment during the years ended December 31 related to the restructuring activities described above (in thousands): 2017 2016 2015 Inventory write-downs &/or asset impairment charges Exit activity costs Total Inventory write-downs &/or asset impairment charges Exit activity costs Total Inventory write-downs &/or asset impairment charges Exit activity costs Gain on sale leaseback Total Residential Products $ 345 $ 1,058 $ 1,403 $ 1,459 $ 1,074 $ 2,533 $ 6,495 $ 1,256 $ (6,799 ) $ 952 Industrial & Infrastructure Products (2,484 ) 2,820 336 4,221 4,546 8,767 2,009 162 — 2,171 Renewable Energy & Conservation 509 2,986 3,495 1,850 539 2,389 — — — — Corporate — 261 261 — 58 58 — — — — Total exit activity costs & asset impairments $ (1,630 ) $ 7,125 $ 5,495 $ 7,530 $ 6,217 $ 13,747 $ 8,504 $ 1,418 $ (6,799 ) $ 3,123 The following table provides a summary of where the above exit activity costs and asset impairments are recorded in the consolidated statements of operations for the years ended December 31 (in thousands): 2017 2016 2015 Cost of sales $ 911 $ 9,922 $ 9,381 Selling, general, and administrative expense 4,584 3,825 (6,258 ) Total exit activity costs and asset impairments $ 5,495 $ 13,747 $ 3,123 The following table reconciles the beginning and ending liability for exit activity costs relating to the Company’s facility consolidation efforts (in thousands): 2017 2016 Balance as of January 1 $ 3,744 $ 603 Exit activity costs recognized 7,125 6,217 Cash payments (9,908 ) (3,076 ) Balance as of December 31 $ 961 $ 3,744 As noted above, the Company sold its European industrial manufacturing business to a third party on April 15, 2016, from its Industrial and Infrastructure Products segment. The pretax loss on the disposal was $8.8 million . The sale resulted in a net loss of $2.0 million on net proceeds of $8.3 million . This divestiture did not meet the criteria to be reported as a discontinued operation as it does not represent a strategic shift that has or will have a major effect on the Company’s operations. Therefore, prior period results of continuing operations have not been restated to exclude the impact of the divested business’s financial results. The pretax loss on disposal is presented within other expense (income) in the consolidated statement of operations. Neither the exit of the Company’s small European residential solar racking business nor its U.S. bar grating product line met the criteria to be reported as a discontinued operation. The costs related to exiting this business and product line are reflected in the above tables. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES On December 22, 2017, the President of the United States signed into law the Tax Cuts and Jobs Act (“Tax Reform Act”). The legislation significantly changes U.S. tax law by, among other things, lowering corporate income tax rates, implementing a territorial tax system and imposing a transition tax on deemed repatriated earnings of foreign subsidiaries. The Tax Reform Act permanently reduces the U.S. corporate income tax rate from a maximum of 35% to a flat 21% rate, effective January 1, 2018. As a result of the reduction in the U.S. corporate income tax rate from 35% to 21% under the Tax Reform Act, the Company revalued its ending U.S. net deferred tax liabilities at December 31, 2017 and recognized a provisional $16.2 million tax benefit in the Company’s consolidated statement of operations for the year ended December 31, 2017. The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to reverse. The Tax Reform Act provided for a one-time transition tax on post-1986 undistributed foreign subsidiary earnings and profits (“E&P”). The Company recognized a provisional $3.7 million of income tax expense as a result of the transition tax and related repatriation in the Company’s consolidated statement of operations for the year ended December 31, 2017. While the Tax Reform Act provides for a territorial tax system, beginning in 2018, it includes two new U.S. tax base erosion provisions, the global intangible low-taxed income (“GILTI”) provisions and the base-erosion and anti-abuse tax (“BEAT”) provisions. The GILTI provisions require the Company to include in its U.S. income tax return foreign subsidiary earnings in excess of an allowable return on the foreign subsidiary’s tangible assets. The Company expects that it will be subject to incremental U.S. tax on GILTI income beginning in 2018, due to expense allocations required by the U.S. foreign tax credit rules. The Company has elected to account for GILTI tax in the period in which it is incurred, and therefore has not provided any deferred tax impacts of GILTI in its consolidated financial statements for the year ended December 31, 2017. The BEAT provisions in the Tax Reform Act eliminates the deduction of certain base-erosion payments made to related foreign corporations, and impose a minimum tax if greater than regular tax. The Company does not expect it will be subject to this tax. On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Reform Act. The Company has recognized the provisional tax impacts related to the one-time transition tax, withholding tax and the revaluation of deferred tax assets and liabilities and included these amounts in its consolidated financial statements for the year ended December 31, 2017. As there is some uncertainty around the grandfathering provisions related to performance-based executive compensation, we have not included a provisional amount for deferred tax assets related to performance-based executive compensation as we believe that all of our plans are grandfathered. Our preliminary estimate of the one-time transition tax and the re-measurement of our deferred tax assets and liabilities is subject to the finalization of management’s analysis related to certain matters, such as developing interpretations of the provisions of the 2017 Tax Reform Act, changes to certain estimates and amounts related to the earnings and profits of certain subsidiaries and the filing of our tax returns, U.S. Treasury regulations, administrative interpretations or court decisions interpreting the 2017 Tax Reform Act may require further adjustments and changes in our estimates. The final determination of the one-time transition tax and the re-measurement of our deferred assets and liabilities will be completed as additional information becomes available, but no later than one year from the enactment of the 2017 Tax Reform Act. The components of income (loss) before taxes from continuing operations consisted of the following for the years ended December 31 (in thousands): 2017 2016 2015 Domestic $ 78,468 $ 37,316 $ 40,176 Foreign (560 ) 12,667 (3,076 ) Income before taxes from continuing operations $ 77,908 $ 49,983 $ 37,100 The provision for (benefit of) income taxes from continuing operations for the years ended December 31 consisted of the following (in thousands): 2017 2016 2015 Current: U.S. Federal $ 16,882 $ 14,703 $ 12,294 State 2,479 2,987 2,010 Foreign 2,687 3,467 1,371 Total current 22,048 21,157 15,675 Deferred: U.S. Federal (7,466 ) (5,404 ) (178 ) State 1,246 1,595 273 Foreign (885 ) (1,084 ) (2,146 ) Total deferred (7,105 ) (4,893 ) (2,051 ) Provision for income taxes $ 14,943 $ 16,264 $ 13,624 The benefit of income taxes from discontinued operations for the years ended December 31 consisted of the following (in thousands): 2017 2016 2015 Current: U.S. Federal $ 219 $ 24 $ 15 State 20 2 1 Foreign — — — Benefit of income taxes $ 239 $ 26 $ 16 The provision for income taxes from continuing operations differs from the federal statutory rate of 35% for the years ended December 31 due to the following (in thousands): 2017 2016 2015 Statutory rate $ 27,268 35.0 % $ 17,494 35.0 % $ 12,985 35.0 % State taxes, less federal effect 2,442 3.1 % 3,033 6.1 % 1,845 5.0 % Tax effect of Tax Reform Act (12,535 ) (16.1 )% — — % — — % Domestic manufacturer's deduction (1,578 ) (2.0 )% (1,363 ) (2.7 )% (795 ) (2.1 )% Excess tax benefit on stock based compensation (1,415 ) (1.8 )% — — % — — % Federal tax credits (373 ) (0.5 )% (439 ) (0.9 )% (242 ) (0.7 )% Uncertain tax positions (148 ) (0.2 )% (154 ) (0.3 )% (344 ) (0.9 )% Change in valuation allowance 660 0.8 % 685 1.4 % 284 0.7 % Non-deductible expenses 499 0.7 % 556 1.1 % 2 — % Foreign rate differential 2 — % (677 ) (1.4 )% (6 ) — % Intangible asset impairment — — % 341 0.7 % — — % Worthless stock deduction — — % (868 ) (1.7 )% — — % Intercompany debt discharge — — % (2,389 ) (4.8 )% — — % Other 121 0.2 % 45 — % (105 ) (0.3 )% $ 14,943 19.2 % $ 16,264 32.5 % $ 13,624 36.7 % Deferred tax liabilities (assets) at December 31 consist of the following (in thousands): 2017 2016 Depreciation $ 9,563 $ 17,367 Goodwill 32,662 43,562 Intangible assets 10,928 14,731 Foreign withholding tax 1,014 — Other 652 892 Gross deferred tax liabilities 54,819 76,552 Equity compensation (12,577 ) (21,439 ) Other (13,247 ) (18,473 ) Gross deferred tax assets (25,824 ) (39,912 ) Valuation allowances 2,242 1,362 Deferred tax assets, net of valuation allowances (23,582 ) (38,550 ) Net deferred tax liabilities $ 31,237 $ 38,002 At December 31, 2017 , the Company had net operating loss carry forwards for federal, state, and foreign income tax purposes totaling $22.5 million . The federal and state net operating loss carry forwards will expire between 2018 and 2037 . The foreign net operating loss carry forwards have an indefinite carry forward period, except for Japan that expires between 2023 and 2026. The Company recognized $3.5 million of deferred tax assets, net of the federal tax benefit, related to these net operating losses prior to any valuation allowances. Deferred taxes include net deferred tax assets relating to certain state and foreign tax jurisdictions. A reduction of the carrying amount of deferred tax assets by a valuation allowance is required if it is more likely than not that such assets will not be realized. The following sets forth a reconciliation of the beginning and ending amount of the Company’s valuation allowance (in thousands): 2017 2016 2015 Balance as of January 1 $ 1,362 $ 766 $ 400 Cost charged to the tax provision 1,505 983 286 Reductions (820 ) (338 ) (78 ) Currency translation 195 (49 ) — Balance as of December 31 $ 2,242 $ 1,362 $ 766 The Company made net payments for income taxes for the following amounts for the years ended December 31 (in thousands): 2017 2016 2015 Payments made for income taxes, net $ 26,186 $ 17,700 $ 11,879 At December 31, 2017, the Company had $27.2 million of undistributed earnings of foreign subsidiaries. The Company expects to execute a one-time repatriation of $24.4 million in cash to the U.S., net of withholding tax. The funds will be used for general corporate purposes. The Company continues to maintain its assertion that all remaining foreign earnings will be indefinitely reinvested. Any excess earnings could be used to grow the Company's foreign operations through launches of new capital projects or additional acquisitions. Determination of the amount of unrecognized deferred U.S. income tax liability related to our remaining unremitted foreign earnings is not practicable due to the complexities associated with its hypothetical calculation. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): 2017 2016 2015 Balance as of January 1 $ 3,466 $ 3,876 $ 1,414 Additions for tax positions of the current year 99 33 148 Additions for tax positions of prior years — — 2,955 Reductions for tax positions of prior years for: Settlements and changes in judgment (422 ) (256 ) (331 ) Lapses of applicable statute of limitations — — (310 ) Divestitures and foreign currency translation 393 (187 ) — Balance as of December 31 $ 3,536 $ 3,466 $ 3,876 In 2017 and 2016, the unrecognized tax benefits of $0.3 million and $0.6 million, respectively, would affect the effective tax rate, if recognized as of December 31, 2017 and 2016 . $3.2 million and $2.8 million of unrecognized tax benefits related to the acquisition of RBI on June 9, 2015, if recognized would be offset by an equal indemnification asset at December 31, 2017 and 2016 . The Company classifies accrued interest and penalties related to unrecognized tax benefits in income tax expense. The Company and its U.S. subsidiaries file a U.S. federal consolidated income tax return. Foreign and U.S. state jurisdictions have statute of limitations generally ranging from four to ten years. Currently, the Company is under examination in Germany for 2009 through 2012 . The Company's U.S. federal consolidated income tax return remains subject to examination for 2015, 2016 and 2017. Interest (net of federal tax benefit) and penalties recognized during the years ended December 31 were (in thousands): 2017 2016 2015 Interest and penalties recognized as income $ 130 $ 122 $ 87 |
Earnings per Share
Earnings per Share | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings per Share | EARNINGS PER SHARE Basic earnings per share is based on the weighted average number of common shares outstanding. Diluted earnings per share is based on the weighted average number of common shares outstanding, as well as dilutive common shares which include shares issuable under the equity compensation plans described in Note 12 of the consolidated financial statements. The weighted average number of diluted shares does not include potential anti-dilutive common shares aggregating 468,000 , 653,000 and 643,000 at December 31, 2017, 2016 and 2015, respectively. The treasury stock method is used to calculate dilutive shares, which reduces the gross number of dilutive shares by the number of shares purchasable from the proceeds of the options assumed to be exercised and the unrecognized expense related to the restricted stock and restricted stock awards assumed to have vested. Basic earnings and diluted weighted-average shares outstanding are as follows for the years ended December 31 (in thousands): 2017 2016 2015 Numerator: Income from continuing operations $ 62,965 $ 33,719 $ 23,476 Loss from discontinued operations (405 ) (44 ) (28 ) Net income available to common shareholders $ 62,560 $ 33,675 $ 23,448 Denominator for basic earnings per share: Weighted average shares outstanding 31,701 31,536 31,233 Denominator for diluted earnings per share: Common stock options and restricted stock 549 533 312 Weighted average shares and conversions 32,250 32,069 31,545 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES The Company leases certain facilities and equipment under operating leases. As leases expire, it can be expected that, in the normal course of business, certain leases will be renewed or replaced. Certain lease agreements include escalating rent payments over the lease terms. The Company expenses rent on a straight-line basis over the lease term which commences on the date the Company has the right to control the property. Rent expense under operating leases for the years ended December 31 aggregated (in thousands): 2017 2016 2015 Rent expense $ 11,964 $ 13,652 $ 13,959 Future minimum lease payments under these noncancelable operating leases as of December 31, 2017 are as follows (in thousands): 2018 2019 2020 2021 2022 Thereafter Future minimum lease payments 11,072 9,274 6,521 4,773 3,817 5,211 The Company is a party to certain claims and legal actions generally incidental to its business. For certain divestiture transactions completed in prior years, the Company has agreed to indemnify the buyer for various liabilities that may arise after the disposal date, subject to limits of time and amount. The Company is a party to certain claims made under these indemnification provisions. As of December 31, 2017, the Company has a contingent liability recorded for such provisions related to discontinued operations. Management does not believe that the outcome of this claim, or other claims which are not clearly determinable at the present time, would significantly affect the Company's financial condition or results of operation. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS A former officer of one of the Company's operating segments is the owner of certain real estate properties leased for manufacturing and distribution purposes by that operating segment. The leases are in effect until June 2018 and June 2020. For the years ended December 31, 2017 and 2016 , the Company incurred $1.1 million and $1.0 million of lease expense for these properties. All amounts incurred during 2017 and 2016 were expensed as a component of cost of sales. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting Information, Revenue for Reportable Segment [Abstract] | |
Segment Information | SEGMENT INFORMATION The Company is organized into three reportable segments on the basis of the production process and products and services provided by each segment, identified as follows: (i) Residential Products, which primarily includes roof and foundation ventilation products, centralized mail systems and electronic package solutions, rain dispersion products and roofing accessories; (ii) Industrial and Infrastructure Products, which primarily includes expanded and perforated metal, expansion joints and structural bearings; and (iii) Renewable Energy and Conservation, which primarily includes designing, engineering, manufacturing and installation of solar racking systems and greenhouse structures. When determining the reportable segments, the Company aggregated operating segments based on their similar economic and operating characteristics. The following table illustrates certain measurements used by management to assess the performance of the segments described above as of and for the years ended December 31 (in thousands): 2017 2016 2015 Net sales: Residential Products $ 466,603 $ 430,938 $ 475,653 Industrial and Infrastructure Products 215,211 296,513 378,224 Less: Intersegment sales (1,247 ) (1,495 ) (1,536 ) 213,964 295,018 376,688 Renewable Energy and Conservation 306,351 282,025 188,532 Total consolidated net sales $ 986,918 $ 1,007,981 $ 1,040,873 Income (loss) from operations: Residential Products $ 76,893 $ 65,241 $ 46,804 Industrial and Infrastructure Products 8,159 1,306 15,581 Renewable Energy and Conservation 30,218 43,214 12,659 Unallocated corporate expenses (22,421 ) (36,273 ) (26,312 ) $ 92,849 $ 73,488 $ 48,732 Depreciation and Amortization Residential Products $ 9,183 $ 9,297 $ 9,967 Industrial and Infrastructure Products 6,529 8,237 12,108 Renewable Energy and Conservation 5,657 6,203 7,811 Unallocated corporate expenses 321 377 662 $ 21,690 $ 24,114 $ 30,548 Total assets Residential Products $ 358,838 $ 331,975 $ 363,339 Industrial and Infrastructure Products 203,455 225,691 273,987 Renewable Energy and Conservation 219,806 207,241 215,211 Unallocated corporate assets 209,286 153,338 37,235 $ 991,385 $ 918,245 $ 889,772 Capital expenditures Residential Products $ 5,236 $ 5,182 $ 3,328 Industrial and Infrastructure Products 2,094 2,060 4,846 Renewable Energy and Conservation 3,648 3,160 3,871 Unallocated corporate expenditures 421 377 328 $ 11,399 $ 10,779 $ 12,373 Net sales by region or origin and long-lived assets by region of domicile for the years ended and as of December 31 are as follows (in thousands): 2017 2016 2015 Net sales North America $ 977,942 $ 963,797 $ 968,414 Europe 1,131 19,447 48,216 Asia 7,845 24,737 24,243 Total $ 986,918 $ 1,007,981 $ 1,040,873 Long-lived assets North America $ 97,956 $ 108,334 $ 110,571 Europe 3,222 2,900 11,084 Asia 601 992 1,292 Total $ 101,779 $ 112,226 $ 122,947 |
Supplemental Financial Informat
Supplemental Financial Information | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Supplemental Financial Information | SUPPLEMENTAL FINANCIAL INFORMATION The following information sets forth the consolidating summary financial statements of the issuer (Gibraltar Industries, Inc.) and guarantors, which guarantee the Senior Subordinated 6.25% Notes due February 1, 2021, and the non-guarantors. The guarantors are 100% owned domestic subsidiaries of the issuer and the guarantees are full, unconditional, joint and several. Investments in subsidiaries are accounted for by the parent using the equity method of accounting. The guarantor subsidiaries and non-guarantor subsidiaries are presented on a combined basis. The principal elimination entries eliminate investments in subsidiaries and intercompany balances and transactions. GIBRALTAR INDUSTRIES, INC. CONSOLIDATING STATEMENT OF OPERATIONS YEAR ENDED DECEMBER 31, 2017 (in thousands) Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ — $ 947,604 $ 52,738 $ (13,424 ) $ 986,918 Cost of sales — 719,587 43,187 (12,400 ) 750,374 Gross profit — 228,017 9,551 (1,024 ) 236,544 Selling, general, and administrative expense 147 133,409 9,892 — 143,448 Intangible asset impairment — 200 47 — 247 (Loss) income from operations (147 ) 94,408 (388 ) (1,024 ) 92,849 Interest expense (income) 13,609 512 (89 ) — 14,032 Other expense — 500 409 — 909 (Loss) income before taxes (13,756 ) 93,396 (708 ) (1,024 ) 77,908 (Benefit of) provision for income taxes (5,079 ) 19,787 235 — 14,943 (Loss) income from continuing operations (8,677 ) 73,609 (943 ) (1,024 ) 62,965 Discontinued operations: Loss before taxes — (644 ) — — (644 ) Benefit of income taxes — (239 ) — — (239 ) Loss from discontinued operations — (405 ) — — (405 ) Equity in earnings from subsidiaries 72,261 (943 ) — (71,318 ) — Net income (loss) $ 63,584 $ 72,261 $ (943 ) $ (72,342 ) $ 62,560 GIBRALTAR INDUSTRIES, INC. CONSOLIDATING STATEMENT OF OPERATIONS YEAR ENDED DECEMBER 31, 2016 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Net sales $ — $ 950,945 $ 78,184 $ (21,148 ) $ 1,007,981 Cost of sales — 722,315 62,729 (21,825 ) 763,219 Gross profit — 228,630 15,455 677 244,762 Selling, general, and administrative expense 14,302 137,343 9,454 — 161,099 Intangible asset impairment — 7,980 2,195 — 10,175 (Loss) income from operations (14,302 ) 83,307 3,806 677 73,488 Interest expense (income) 13,609 1,042 (74 ) — 14,577 Other expense (income) 8,716 512 (300 ) — 8,928 (Loss) income before taxes (36,627 ) 81,753 4,180 677 49,983 (Benefit of) provision for income taxes (11,768 ) 27,551 481 — 16,264 (Loss) income from continuing operations (24,859 ) 54,202 3,699 677 33,719 Discontinued operations: Loss before taxes — (70 ) — — (70 ) Benefit of income taxes — (26 ) — — (26 ) Loss from discontinued operations — (44 ) — — (44 ) Equity in earnings from subsidiaries 57,857 3,699 — (61,556 ) — Net income $ 32,998 $ 57,857 $ 3,699 $ (60,879 ) $ 33,675 GIBRALTAR INDUSTRIES, INC. CONSOLIDATING STATEMENT OF OPERATIONS YEAR ENDED DECEMBER 31, 2015 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Net sales $ — $ 960,614 $ 109,984 $ (29,725 ) $ 1,040,873 Cost of sales — 785,085 94,949 (26,137 ) 853,897 Gross profit — 175,529 15,035 (3,588 ) 186,976 Selling, general, and administrative expense 133 115,882 17,366 — 133,381 Intangible asset impairment — 4,863 — — 4,863 (Loss) income from operations (133 ) 54,784 (2,331 ) (3,588 ) 48,732 Interest expense (income) 13,609 1,469 (75 ) — 15,003 Other expense (income) 50 (3,154 ) (267 ) — (3,371 ) (Loss) income before taxes (13,792 ) 56,469 (1,989 ) (3,588 ) 37,100 (Benefit of) provision for income taxes (4,427 ) 18,827 (776 ) — 13,624 (Loss) income from continuing operations (9,365 ) 37,642 (1,213 ) (3,588 ) 23,476 Discontinued operations: Loss before taxes — (44 ) — — (44 ) Benefit of income taxes — (16 ) — — (16 ) Loss from discontinued operations — (28 ) — — (28 ) Equity in earnings from subsidiaries 36,401 (1,213 ) — (35,188 ) — Net income (loss) $ 27,036 $ 36,401 $ (1,213 ) $ (38,776 ) $ 23,448 GIBRALTAR INDUSTRIES, INC. CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (in thousands) Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Year ended December 31, 2017 Net income (loss) $ 63,584 $ 72,261 $ (943 ) $ (72,342 ) $ 62,560 Other comprehensive income: Foreign currency translation adjustment — — 3,150 — 3,150 Adjustment to retirement benefit liability, net of tax — (9 ) — — (9 ) Adjustment to post-retirement healthcare benefit liability, net of tax — 214 — — 214 Other comprehensive income — 205 3,150 — 3,355 Total comprehensive income $ 63,584 $ 72,466 $ 2,207 $ (72,342 ) $ 65,915 Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Year ended December 31, 2016 Net income $ 32,998 $ 57,857 $ 3,699 $ (60,879 ) $ 33,675 Other comprehensive income: Foreign currency translation adjustment — — 6,945 — 6,945 Adjustment to retirement benefit liability, net of tax — 55 — — 55 Adjustment to post-retirement healthcare benefit liability, net of tax — 695 — — 695 Other comprehensive income — 750 6,945 — 7,695 Total comprehensive income $ 32,998 $ 58,607 $ 10,644 $ (60,879 ) $ 41,370 Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Year ended December 31, 2015 Net income (loss) $ 27,036 $ 36,401 $ (1,213 ) $ (38,776 ) $ 23,448 Other comprehensive income (loss): Foreign currency translation adjustment — — (6,228 ) — (6,228 ) Adjustment to retirement benefit liability, net of tax — 34 15 — 49 Adjustment to post-retirement healthcare benefit liability, net of tax — 171 — — 171 Unrealized loss on cash flow hedges, net of tax — 143 — — 143 Other comprehensive income (loss) — 348 (6,213 ) — (5,865 ) Total comprehensive income (loss) $ 27,036 $ 36,749 $ (7,426 ) $ (38,776 ) $ 17,583 GIBRALTAR INDUSTRIES, INC. CONSOLIDATING BALANCE SHEET DECEMBER 31, 2017 (in thousands) Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Assets Current assets: Cash and cash equivalents $ — $ 192,604 $ 29,676 $ — $ 222,280 Accounts receivable, net — 138,903 6,482 — 145,385 Intercompany balances 324 4,166 (4,490 ) — — Inventories — 82,457 3,915 — 86,372 Other current assets 5,415 (368 ) 3,680 — 8,727 Total current assets 5,739 417,762 39,263 — 462,764 Property, plant, and equipment, net — 93,906 3,192 — 97,098 Goodwill — 298,258 22,816 — 321,074 Acquired intangibles — 97,171 8,597 — 105,768 Other assets — 4,681 — — 4,681 Investment in subsidiaries 739,970 61,746 — (801,716 ) — $ 745,709 $ 973,524 $ 73,868 $ (801,716 ) $ 991,385 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ — $ 77,786 $ 4,601 $ — $ 82,387 Accrued expenses 5,469 67,746 2,252 — 75,467 Billings in excess of cost — 9,840 2,939 — 12,779 Current maturities of long-term debt — 400 — — 400 Total current liabilities 5,469 155,772 9,792 — 171,033 Long-term debt 208,521 1,100 — — 209,621 Deferred income taxes — 28,907 2,330 — 31,237 Other non-current liabilities — 47,775 — — 47,775 Shareholders’ equity 531,719 739,970 61,746 (801,716 ) 531,719 $ 745,709 $ 973,524 $ 73,868 $ (801,716 ) $ 991,385 GIBRALTAR INDUSTRIES, INC. CONSOLIDATING BALANCE SHEET DECEMBER 31, 2016 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Assets Current assets: Cash and cash equivalents $ — $ 143,826 $ 26,351 $ — $ 170,177 Accounts receivable, net — 117,526 6,546 — 124,072 Intercompany balances (615 ) 6,152 (5,537 ) — — Inventories — 85,483 4,129 — 89,612 Other current assets 13,783 (10,070 ) 3,623 — 7,336 Total current assets 13,168 342,917 35,112 — 391,197 Property, plant, and equipment, net — 104,642 3,662 — 108,304 Goodwill — 282,300 21,732 — 304,032 Acquired intangibles — 101,520 9,270 — 110,790 Other assets — 3,922 — — 3,922 Investment in subsidiaries 663,118 58,477 — (721,595 ) — $ 676,286 $ 893,778 $ 69,776 $ (721,595 ) $ 918,245 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ — $ 66,363 $ 3,581 $ — $ 69,944 Accrued expenses 7,369 60,004 3,019 — 70,392 Billings in excess of cost — 9,301 2,051 — 11,352 Current maturities of long-term debt — 400 — — 400 Total current liabilities 7,369 136,068 8,651 — 152,088 Long-term debt 208,037 1,200 — — 209,237 Deferred income taxes — 35,354 2,648 — 38,002 Other non-current liabilities — 58,038 — — 58,038 Shareholders’ equity 460,880 663,118 58,477 (721,595 ) 460,880 $ 676,286 $ 893,778 $ 69,776 $ (721,595 ) $ 918,245 GIBRALTAR INDUSTRIES, INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS DECEMBER 31, 2017 (in thousands) Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Cash Flows from Operating Activities Net cash (used in) provided by operating activities $ (15,172 ) $ 83,114 $ 2,128 $ — $ 70,070 Cash Flows from Investing Activities Purchases of property, plant, and equipment — (11,026 ) (373 ) — (11,399 ) Acquisitions, net of cash acquired — (18,494 ) — — (18,494 ) Net proceeds from sale of property and equipment — 12,905 191 — 13,096 Net cash used in investing activities — (16,615 ) (182 ) — (16,797 ) Cash Flows from Financing Activities Long-term debt payments — (400 ) — — (400 ) Purchase of treasury stock at market prices (2,872 ) — — — (2,872 ) Intercompany financing 17,370 (17,321 ) (49 ) — — Net proceeds from issuance of common stock 674 — — — 674 Net cash provided by (used in) financing activities 15,172 (17,721 ) (49 ) — (2,598 ) Effect of exchange rate changes on cash — — 1,428 — 1,428 Net increase in cash and cash equivalents — 48,778 3,325 — 52,103 Cash and cash equivalents at beginning of year — 143,826 26,351 — 170,177 Cash and cash equivalents at end of year $ — $ 192,604 $ 29,676 $ — $ 222,280 GIBRALTAR INDUSTRIES, INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS DECEMBER 31, 2016 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Cash Flows from Operating Activities Net cash (used in) provided by operating activities $ (34,243 ) $ 140,890 $ 17,340 $ — $ 123,987 Cash Flows from Investing Activities Purchases of property, plant, and equipment — (10,321 ) (458 ) — (10,779 ) Acquisitions, net of cash acquired — (23,412 ) — — (23,412 ) Net proceeds from sale of property and equipment — 230 723 — 953 Net proceeds from sale of business — — 8,250 — 8,250 Other, net — 1,118 — — 1,118 Net cash (used in) provided by investing activities — (32,385 ) 8,515 — (23,870 ) Cash Flows from Financing Activities Long-term debt payments — (400 ) — — (400 ) Payment of debt issuance costs — (54 ) — — (54 ) Purchase of treasury stock at market prices (1,539 ) — — — (1,539 ) Intercompany financing 32,441 (3,822 ) (28,619 ) — — Net proceeds from issuance of common stock 3,341 — — — 3,341 Net cash provided by (used in) financing activities 34,243 (4,276 ) (28,619 ) — 1,348 Effect of exchange rate changes on cash — — (146 ) — (146 ) Net increase (decrease) in cash and cash equivalents — 104,229 (2,910 ) — 101,319 Cash and cash equivalents at beginning of year — 39,597 29,261 — 68,858 Cash and cash equivalents at end of year $ — $ 143,826 $ 26,351 $ — $ 170,177 GIBRALTAR INDUSTRIES, INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS DECEMBER 31, 2015 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Cash Flows from Operating Activities Net cash (used in) provided by operating activities $ (13,309 ) $ 94,977 $ 5,553 $ — $ 87,221 Cash Flows from Investing Activities Purchases of property, plant, and equipment — (11,754 ) (619 ) — (12,373 ) Acquisitions, net of cash acquired — (114,145 ) (26,476 ) — (140,621 ) Net proceeds from sale of property and equipment — 26,500 — — 26,500 Other, net — 1,154 1,154 Net cash used in investing activities — (98,245 ) (27,095 ) — (125,340 ) Cash Flows from Financing Activities Long-term debt payments — (73,642 ) — — (73,642 ) Proceeds from long-term debt — 73,242 73,242 Payment of debt issuance costs — (1,166 ) — — (1,166 ) Purchase of treasury stock at market prices (956 ) — — — (956 ) Intercompany financing 12,464 (47,035 ) 34,571 — — Net proceeds from issuance of common stock 1,801 — — — 1,801 Net cash provided by (used in) financing activities 13,309 (48,601 ) 34,571 — (721 ) Effect of exchange rate changes on cash — — (2,912 ) — (2,912 ) Net (decrease) increase in cash and cash equivalents — (51,869 ) 10,117 — (41,752 ) Cash and cash equivalents at beginning of year — 91,466 19,144 — 110,610 Cash and cash equivalents at end of year $ — $ 39,597 $ 29,261 $ — $ 68,858 |
Quarterly Unaudited Financial D
Quarterly Unaudited Financial Data | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY UNAUDITED FINANCIAL DATA | QUARTERLY UNAUDITED FINANCIAL DATA GIBRALTAR INDUSTRIES, INC. QUARTERLY UNAUDITED FINANCIAL DATA (in thousands, except per share data) 2017 Quarters Ended March 31 June 30 September 30 December 31 Total Net sales $ 206,605 $ 247,627 $ 274,574 $ 258,112 $ 986,918 Gross profit $ 49,255 $ 61,825 $ 68,735 $ 56,729 $ 236,544 Income from operations $ 9,679 $ 24,930 $ 35,693 $ 22,547 $ 92,849 Interest expense $ 3,576 $ 3,550 $ 3,486 $ 3,420 $ 14,032 Net income from continuing operations $ 3,996 $ 13,174 $ 20,619 $ 25,176 $ 62,965 Net loss from discontinued operations $ — $ (405 ) $ — $ — $ (405 ) Total net income $ 3,996 $ 12,769 $ 20,619 $ 25,176 $ 62,560 Income per share from continuing operations: Basic $ 0.13 $ 0.41 $ 0.65 $ 0.79 $ 1.98 Diluted $ 0.12 $ 0.41 $ 0.64 $ 0.78 $ 1.95 Loss per share from discontinued operations: Basic $ — $ (0.01 ) $ — $ — $ (0.01 ) Diluted $ — $ (0.01 ) $ — $ — $ (0.01 ) 2016 Quarters Ended March 31 June 30 September 30 December 31 Total Net sales $ 237,671 $ 265,738 $ 272,734 $ 231,838 $ 1,007,981 Gross profit $ 54,150 $ 68,843 $ 67,887 $ 53,882 $ 244,762 Income from operations $ 17,761 $ 28,576 $ 26,522 $ 629 $ 73,488 Interest expense $ 3,691 $ 3,666 $ 3,625 $ 3,595 $ 14,577 Net income (loss) from continuing operations $ 9,029 $ 18,612 $ 13,786 $ (7,708 ) $ 33,719 Net loss from discontinued operations $ — $ — $ — $ (44 ) $ (44 ) Total net income (loss) $ 9,029 $ 18,612 $ 13,786 $ (7,752 ) $ 33,675 Income (loss) per share from continuing operations: Basic $ 0.29 $ 0.59 $ 0.44 $ (0.24 ) $ 1.07 Diluted $ 0.28 $ 0.58 $ 0.43 $ (0.24 ) $ 1.05 Loss per share from discontinued operations: Basic $ — $ — $ — $ — $ — Diluted $ — $ — $ — $ — $ — |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Principles of consolidation | Principles of consolidation The consolidated financial statements include the accounts of Gibraltar Industries, Inc. and subsidiaries (the "Company"). All intercompany accounts and transactions have been eliminated in consolidation. |
Use of estimates | Use of estimates The preparation of the consolidated 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 reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. |
Revenue recognition | Revenue recognition The majority of the Company's revenue is recognized when products are shipped or service is provided, the customer takes ownership and assumes the risk of loss, collection of the corresponding receivable is probable, persuasive evidence of an arrangement exists, and the sales price is fixed or determinable. Sales returns, allowances, and customer incentives, including rebates, are treated as reductions to sales and are provided for based on historical experience and current estimates. Revenues representing 28.0% and 25.8% of sales for the years ended December 31, 2017 and 2016 , respectively, were recognized under the percentage of completion accounting method as calculated by the cost-to-cost measurement method on contracts. The recognition of revenue under this method is utilized in the Renewable Energy and Conservation segment. Revenue from contracts using the percentage of completion method of accounting is recognized as work progresses toward completion as determined by the ratio of cumulative costs incurred to date to estimated total contract costs at completion, multiplied by the total contract revenue. Changes in estimates affecting sales, costs and profits are recognized in the period in which the change becomes known using the cumulative catch-up method of accounting, resulting in the cumulative effect of changes reflected in the period. Estimates are reviewed and updated quarterly for all contracts. A significant change in an estimate on one or more contracts could have a material effect on our results of operations. Contract costs include all direct costs related to contract performance. Selling and administrative expenses are charged to operations as incurred. Provisions for estimated losses on uncompleted contracts are recognized in the period in which such losses are determined. Because of inherent uncertainties in estimating costs, it is reasonably possible that changes in performance could result in revisions to cost and revenue, which are recognized in the period when the revisions are determined. |
Cash and cash equivalents | Cash and cash equivalents All highly liquid investments with a maturity of three months or less are considered cash equivalents. |
Accounts receivable | Accounts receivable and allowance for doubtful accounts Accounts receivable are composed of trade and contract receivables recorded at either the invoiced amount or costs in excess of billings, are expected to be collected within one year, and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate of the probable amount of uncollectible accounts in the Company’s existing accounts receivable. The Company determines the allowance based on a number of factors, including historical experience, credit worthiness of customers, and current market and economic conditions. The Company reviews the allowance for doubtful accounts on a regular basis. Account balances are charged against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. The following table summarizes activity recorded within the allowance for doubtful accounts balances for the years ended December 31 (in thousands): 2017 2016 2015 Beginning balance $ 5,272 $ 4,868 $ 4,280 Bad debt expense 1,253 2,519 1,404 Accounts written off and other adjustments (91 ) (2,115 ) (816 ) Ending balance $ 6,434 $ 5,272 $ 4,868 Concentrations of credit risk on accounts receivable are limited to those from significant customers that are believed to be financially sound. As of December 31, 2017 and 2016 , the Company's most significant customer is a home improvement retailer. The home improvement retailer purchases from the Residential Products segmen |
Inventories | Inventories Inventories are valued at the lower of cost, determined using the first-in, first-out method, or net realizable value. Shipping and handling costs are recognized as a component of cost of sales. |
Property, plant, and equipment | Property, plant, and equipment Property, plant, and equipment are stated at cost and depreciated over their estimated useful lives using the straight-line method. Interest is capitalized in connection with construction of qualified assets. Expenditures that exceed an established dollar threshold and that extend the useful lives of assets are capitalized, while repair and maintenance costs are expensed as incurred. The estimated useful lives of land improvements, buildings, and building improvements are 15 to 40 years, while the estimated useful lives for machinery and equipment are 3 to 20 years. |
Acquisition related assets and liabilities | Acquisition related assets and liabilities Accounting for the acquisition of a business as a purchase transaction requires an allocation of the purchase price to the assets acquired and the liabilities assumed in the transaction at their respective estimated fair values. The most complex estimations of individual fair values are those involving long-lived assets, such as property, plant, and equipment and intangible assets. The Company uses all available information to make these fair value determinations and, for major business acquisitions, engages independent valuation specialists to assist in the fair value determination of the acquired long-lived assets. |
Goodwill and other intangible assets | Goodwill and other intangible assets The Company tests goodwill for impairment at the reporting unit level on an annual basis at October 31, or more frequently if an event occurs, or circumstances change, that indicate that the fair value of a reporting unit could be below its carrying value. The reporting units are at the component level, or one level below the operating segment level. Goodwill is assigned to each reporting unit as of the date the reporting unit is acquired and based upon the expected synergies of the acquisition. The Company may elect to perform a qualitative assessment that considers economic, industry and company-specific factors for some or all of our selected reporting units. If, after completing the assessment, it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, the Company proceeds to a quantitative test. The Company may also elect to perform a quantitative test instead of a qualitative test for any or all of the Company's reporting units. The quantitative impairment test consists of comparing the fair value of a reporting unit, determined using two valuation techniques, to its carrying value. If the carrying value of the reporting unit exceeds its fair value, goodwill is considered impaired, and a loss measured by the excess of the carrying value of the reporting unit over the fair value of the reporting unit must be recorded. The Company also tests its indefinite-lived intangible assets for impairment on an annual basis as of October 31, or more frequently if an event occurs, or circumstances change, that indicate that the fair value of an indefinite-lived intangible asset could be below its carrying value. The impairment test consists of comparing the fair value of the indefinite-lived intangible asset, determined using discounted cash flows on a relief-from-royalty basis, with its carrying amount. An impairment loss would be recognized for the carrying amount in excess of its fair value. Acquired identifiable intangible assets are recorded at cost. Identifiable intangible assets with finite useful lives are amortized over their estimated useful lives. |
Impairment of long-lived assets | Impairment of long-lived assets Long-lived assets, including acquired identifiable intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of those assets may not be recoverable. In specific situations, when the Company has selected individual assets to be sold or scrapped, the Company obtains market value data for those specific assets and measures and records the impairment loss based on such data. Otherwise, the Company uses undiscounted cash flows to determine whether impairment exists and measures any impairment loss by approximating fair value using acceptable valuation techniques, including discounted cash flow models and third-party appraisals. The Company recognized impairment charges related to intangible assets during the years ended December 31, 2017, 2016 and 2015. Several of these impairment charges related to exit activities during the three year period ended December 31, 2017 as described in Note 14 of the consolidated financial statements. |
Deferred charges | Deferred charges Deferred charges associated with initial costs incurred to enter into new debt arrangements are included as a component of long-term debt and are amortized as a part of interest expense over the terms of the associated debt agreements. |
Advertising | Advertising The Company expenses advertising costs as incurred. |
Foreign currency transactions and translation | Foreign currency transactions and translation The assets and liabilities of the Company’s foreign subsidiaries are translated into U.S. dollars at the rate of exchange in effect at the balance sheet date. Income and expense items are translated at the average exchange rates prevailing during the period. |
Income taxes | Income taxes The provision for income taxes is determined using the asset and liability approach. Under this approach, deferred income taxes represent the expected future tax consequences of temporary differences between the carrying amounts and tax basis of assets and liabilities. The Company records a valuation allowance to reduce deferred tax assets when uncertainty exists regarding their realization. |
Equity-based compensation | Equity-based compensation The Company measures the cost of equity-based compensation based on grant date fair value and recognizes the cost over the period in which the employee is required to provide service in exchange for the award reduced by forfeitures. Equity-based compensation consists of grants of stock options, deferred stock units, restricted stock, restricted stock units, and performance stock units. Equity-based compensation expense is included as a component of selling, general, and administrative expenses. The Company’s equity-based compensation plans are discussed in more detail in Note 12 of the consolidated financial statements. |
Recent accounting pronouncements | Recent accounting pronouncements Recent Accounting Pronouncements Adopted Standard Description Financial Statement Effect or Other Significant Matters ASU No. 2016-09 Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting The standard simplifies the accounting for share-based payment award transactions including: income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. The provisions of this standard are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Early adoption is permitted. The Company has adopted all amendments included in this standard under each required transition method. The Company concluded there were no material changes to prior periods, except for the following: the Company (a) reclassified its prior periods excess tax benefit for stock compensation of $1,249,000 in 2016 and $537,000 in 2015 on its consolidated statement of cash flows from a financing activity to an operating activity; and (b) recognized a cumulative-effect adjustment of $254,000 as an increase to retained earnings and decrease to additional paid-in capital on the Company's consolidated statement of shareholders' equity as of January 1, 2017 to reflect the change in value for a restricted stock unit liability award as of December 31, 2016, as if the award had been classified as an equity award since its respective grant date. Date of adoption: Q1 2017 ASU No. 2017-04 Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment The standard eliminates the "Step 2" analysis to determine the amount of impairment realized when a reporting unit's carrying amount exceeds its fair value in its "Step 1" analysis of accounting for impairment of goodwill. The impairment charge would be the amount determined in "Step 1." The provisions of this standard are effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The Company has adopted this standard and it did not have any impact on the Company's consolidated financial statements. Date of adoption: Q1 2017 ASU No. 2017-07 Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost The standard requires an employer to recognize the service cost component of net periodic pension costs and net periodic postretirement benefit costs in the same line item(s) as other compensation costs from services rendered by pertinent employees during the period. Other components of net benefit cost are required to be presented separately from the service cost component and outside a subtotal of income from operations. The provisions of this standard are effective for annual reporting periods beginning after December 15, 2017, including interim periods within those annual periods. Early adoption is permitted as of the beginning of an annual period for which financial statements (interim or annual) have not been issued or made available for issuance. The Company has adopted this standard and has applied it retrospectively for the presentation of the service cost component, as well as, other components of net periodic pension cost and net periodic postretirement benefit cost in our statement of operations. The adoption decreased selling, general, and administrative expense by $524,000 and $647,000 for the twelve months ended December 31, 2016 and 2015, respectively, and comparably increased other expense by the same amounts, respectively. This guidance did not have any impact on our balance sheet or our statement of cash flows. Date of adoption: Q1 2017 Recent Accounting Pronouncements Not Yet Adopted Standard Description Financial Statement Effect or Other Significant Matters ASU No. 2014-09 Revenue from Contracts with Customers (Topic 606) And All Related ASUs The standard requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard also requires additional disclosures about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and assets recognized from costs incurred to obtain or fulfill a contract. The provisions of the standard, as well as all subsequently issued clarifications to the standard, are effective for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. The standard can be adopted using either a full retrospective or modified retrospective approach. The Company currently believes the most significant impact of this standard upon adoption relates to the revenue recognition for certain custom fabricated products for which there is no alternative use and where the Company has written enforceable rights to payment for performance to date should the customer terminate the contract. These products are within the Company's Industrial and Infrastructure Products segment. Under this standard, the Company expects to recognize revenue on an over time basis on these custom fabricated products in the Industrial and Infrastructure Products segment which is a change from our current revenue recognition policy of point-in-time basis. The Company expects revenue recognition related to the remaining Industrial and Infrastructure Products segment, Residential Products segment and Renewable Energy and Conservation segment to remain substantially unchanged upon adoption of this standard. The Company has identified and implemented appropriate changes to the Company's business processes, systems and internal controls to support recognition and disclosure under this standard. The Company will use the modified retrospective transition method approach and apply it to open contracts as of January 1, 2018. Under this method, incremental disclosures will be provided to present each financial statement line item for 2018 under the prior standard. The Company estimates the cumulative effect of adoption to be approximately $750,000 increase to opening retained earnings, as of January 1, 2018. Planned date of adoption: Q1 2018 ASU No. 2016-02 Leases (Topic 842) The standard requires lessees to recognize most leases as assets and liabilities on the balance sheet, but record expenses on the statement of operations in a manner similar to current accounting. For lessors, the guidance modifies the classification criteria and accounting for sales-type and direct financing leases. The standard also requires additional disclosures about leasing arrangements and requires a modified retrospective transition approach for existing leases, whereby the standard will be applied to the earliest year presented. The provisions of the standard are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of this standard on the Company's consolidated financial statements and related disclosures, including the impact on the Company's current lease portfolio from both a lessor and lessee perspective. The adoption of this standard will primarily result in an increase in the assets and liabilities on the Company's consolidated balance sheet and related disclosures. Planned date of adoption: Q1 2019 Standard Description Financial Statement Effect or Other Significant Matters ASU No. 2016-15 Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments The standard provides guidance on eight specific cash flow issues to reduce diversity in reporting. The provisions of this standard are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted. The Company is evaluating the requirements of this standard and anticipates its impact on the Company's consolidated financial statements to be immaterial. Planned date of adoption: Q1 2018 ASU No. 2016-16 Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory The standard allows an entity to recognize income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The provisions of this standard are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period for which financial statements (interim or annual) have not been issued or made available for issuance. The Company is evaluating the requirements of this standard and anticipates its impact on the Company's consolidated financial statements to be immaterial. Planned date of adoption: Q1 2018 ASU No. 2018-02 Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income The standard allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. The provisions of this standard are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption of the standard is permitted, including adoption in any interim period. The Company is evaluating the requirements of this standard and anticipates its impact on the Company's consolidation financial statements to be immaterial. The Company plans to apply the amendments in the period of adoption with an adjustment in the consolidated statement of shareholders' equity as of the beginning of the reporting period and any subsequent period, if changes to provisional amounts result in additional amounts stranded in accumulated other comprehensive income. Planned date of adoption: Q1 2018 |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary Of Activity Recorded Within The Allowance For Doubtful Accounts | The following table summarizes activity recorded within the allowance for doubtful accounts balances for the years ended December 31 (in thousands): 2017 2016 2015 Beginning balance $ 5,272 $ 4,868 $ 4,280 Bad debt expense 1,253 2,519 1,404 Accounts written off and other adjustments (91 ) (2,115 ) (816 ) Ending balance $ 6,434 $ 5,272 $ 4,868 |
Summary Of Interest Capitalized And Depreciation Expense | The table below sets forth the amount of interest capitalized and depreciation expense recognized during the years ended December 31 (in thousands): 2017 2016 2015 Capitalized interest $ 137 $ 138 $ 166 Depreciation expense $ 12,929 $ 14,477 $ 17,869 |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Receivables [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable at December 31 consisted of the following (in thousands): 2017 2016 Trade accounts receivable $ 78,858 $ 81,193 Contract receivables: Amounts billed 61,351 41,569 Costs in excess of billings 11,610 6,582 Total contract receivables 72,961 48,151 Total accounts receivables 151,819 129,344 Less allowance for doubtful accounts (6,434 ) (5,272 ) Accounts receivable $ 145,385 $ 124,072 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories at December 31 consisted of the following (in thousands): 2017 2016 Raw material $ 42,661 $ 41,758 Work-in-process 10,598 12,268 Finished goods 33,113 35,586 Total inventories $ 86,372 $ 89,612 |
Summary of Activity within the Reserve for Excess, Obsolete, and Slow Moving Inventory | The following table summarizes activity recorded within the reserve for excess, obsolete and slow moving inventory for the years ended December 31 (in thousands): 2017 2016 2015 Beginning balance $ 3,801 $ 7,428 $ 5,575 Excess, obsolete and slow moving inventory expense 1,276 (239 ) 1,539 Scrapped inventory and other adjustments (1,382 ) (3,388 ) 314 Ending balance $ 3,695 $ 3,801 $ 7,428 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Components of Property, Plant, and Equipment | Components of property, plant, and equipment at December 31 consisted of the following (in thousands): 2017 2016 Land and land improvements $ 6,301 $ 7,102 Building and improvements 46,562 50,283 Machinery and equipment 195,301 212,774 Construction in progress 8,522 2,202 Property, plant, and equipment, gross 256,686 272,361 Less: accumulated depreciation (159,588 ) (164,057 ) Property, plant, and equipment, net $ 97,098 $ 108,304 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of Allocation of the Purchase Price Consideration of the Fair Value of Assets Acquired and Liabilities Assumed | The allocation of the purchase consideration to the fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands): Cash $ 2,495 Working capital (1,109 ) Property, plant, and equipment 4,702 Acquired intangible assets 6,200 Other assets 23 Goodwill 11,451 Fair value of purchase consideration $ 23,762 The allocation of the purchase consideration to the fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands): Cash $ 4,651 Working capital 21,436 Property, plant, and equipment 12,797 Acquired intangible assets 56,392 Other assets 3,049 Deferred income taxes (4,892 ) Other liabilities (3,028 ) Goodwill 57,180 Fair value of purchase consideration $ 147,585 The allocation of the purchase consideration to the fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands): Cash $ 590 Working capital (1,998 ) Property, plant, and equipment 55 Acquired intangible assets 3,600 Other assets 8 Deferred income taxes (128 ) Goodwill 16,790 Fair value of purchase consideration $ 18,917 |
Schedule of Acquired Intangible Assets | The intangible assets acquired in this acquisition consisted of the following (in thousands): Fair Value Estimated Trademarks $ 3,200 Indefinite Technology 1,300 15 years Customer relationships 800 11 years Backlog 900 0.25 years Total $ 6,200 The intangible assets acquired in this acquisition consisted of the following (in thousands): Fair Value Estimated Trademarks $ 13,550 Indefinite Technology 3,550 7-15 years Customer relationships 32,892 11-17 years Non-compete agreements 1,300 5 years Backlog 5,100 0.5 years Total $ 56,392 The intangible assets acquired in this acquisition consisted of the following (in thousands): Fair Value Estimated Trademarks $ 600 Indefinite Technology 1,300 10 years Customer relationships 1,700 7 years Total $ 3,600 |
Pro Forma Information | The pro forma amounts may not be indicative of the results that actually would have been achieved had the acquisitions occurred as of January 1, 2014 and are not necessarily indicative of future results of the combined companies (in thousands, except per share data): Twelve Months Ended December 31, 2015 2014 Net sales $ 1,128,915 $ 1,026,014 Net income (loss) $ 33,587 $ (46,714 ) Net income (loss) per share - Basic $ 1.08 $ (1.50 ) Net income (loss) per share - Diluted $ 1.06 $ (1.50 ) |
Schedule of Business Combination Costs | All acquisition related costs consisted of the following for the years ended December 31 (in thousands): 2017 2016 2015 Selling, general and administrative costs $ 146 $ 228 $ 732 Cost of sales — 81 230 Total acquisition related costs $ 146 $ 309 $ 962 |
Goodwill and Related Intangib36
Goodwill and Related Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the years ended December 31 were as follows (in thousands): Residential Products Industrial and Infrastructure Products Renewable Energy and Conservation Total Balance at December 31, 2015 $ 181,285 $ 53,704 $ 57,401 $ 292,390 Acquired goodwill — — 12,283 12,283 Impairment — — (929 ) (929 ) Foreign currency translation — 180 108 288 Balance at December 31, 2016 $ 181,285 $ 53,884 $ 68,863 $ 304,032 Acquired goodwill 16,790 — — 16,790 Adjustments to prior year acquisitions — — (832 ) (832 ) Foreign currency translation — 396 688 1,084 Balance at December 31, 2017 $ 198,075 $ 54,280 $ 68,719 $ 321,074 |
Schedule of Acquired Intangible Assets | Acquired intangible assets consist of the following (in thousands): December 31, 2017 December 31, 2016 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Estimated Useful Life Indefinite-lived intangible assets: Trademarks $ 45,107 $ — $ 44,720 $ — Indefinite Finite-lived intangible assets: Trademarks 5,876 3,062 5,808 2,427 5 to 15 Years Unpatented technology 28,107 12,033 26,720 10,041 5 to 20 Years Customer relationships 80,707 39,652 78,569 33,585 5 to 17 Years Non-compete agreements 1,649 931 1,649 623 4 to 10 Years Backlog — — 900 900 .5 to 2 Years 116,339 55,678 113,646 47,576 Total acquired intangible assets $ 161,446 $ 55,678 $ 158,366 $ 47,576 |
Schedule of Acquired Intangible Asset Amortization Expense | The following table summarizes the impairment charges for the years ended December 31 (in thousands): 2017 2016 2015 Indefinite-lived intangibles (1) Definite-lived intangibles Indefinite-lived intangibles (2) Definite-lived intangibles (3) Indefinite-lived intangibles (4) Definite-lived intangibles Residential Products $ — $ — $ — $ — $ 440 $ — Industrial and Infrastructure Products — — 7,980 — 4,423 — Renewable Energy and Conservation 247 — 1,068 198 — — Impairment charges $ 247 $ — $ 9,048 $ 198 $ 4,863 $ — (1) Renewable Energy and Conservation impairment charges due to the discontinuation of its domestic greenhouse business in China. (2) Industrial and Infrastructure Products impairment charges due to discontinuation of U.S. bar grating product line and annual testing. Renewable Energy and Conservation impairment due to discontinuation of European residential solar racking business and annual testing. (3) Renewable Energy and Conservation impairment due to discontinuation of European residential solar racking business. (4) 2015 impairment charges recognized as a result of the Company’s annual impairment test of indefinite-lived intangibles. |
Schedule of Intangible Assets Amortization Expense | The following table summarizes amortization expense for the years ended December 31 (in thousands): 2017 2016 2015 Amortization expense $ 8,761 $ 9,637 $ 12,679 |
Schedule of Amortization Expense | Amortization expense related to acquired intangible assets for the next five years ended December 31 is estimated as follows (in thousands): 2018 2019 2020 2021 2022 Amortization expense $ 8,289 $ 7,618 $ 7,106 $ 6,504 $ 6,093 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accrued Liabilities, Current [Abstract] | |
Accrued Expenses | Accrued expenses at December 31 consist of the following (in thousands): 2017 2016 Compensation $ 34,752 $ 27,669 Interest and taxes 8,002 13,102 Customer rebates 10,517 10,303 Insurance 7,261 7,584 Other 14,935 11,734 Total accrued expenses $ 75,467 $ 70,392 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Long-term Debt, Unclassified [Abstract] | |
Schedule of Long-Term Debt | Long-term debt at December 31 consists of the following (in thousands): 2017 2016 Senior Subordinated 6.25% Notes $ 210,000 $ 210,000 Other debt 2,400 2,800 Less unamortized debt issuance costs (2,379 ) (3,163 ) Total debt 210,021 209,637 Less current maturities 400 400 Total long-term debt $ 209,621 $ 209,237 |
Schedule of Aggregate Maturities of Long-Term Debt | The aggregate maturities of long-term debt for the next five years and thereafter are as follows (in thousands): 2018 2019 2020 2021 2022 Thereafter Long-term debt payments $ 400 $ 400 $ 400 $ 210,400 $ 400 $ 400 |
Schedule of Cash Paid for Interest | Total cash paid for interest in the years ended December 31 was (in thousands): 2017 2016 2015 Cash paid for interest $ 13,385 $ 13,906 $ 15,374 |
Employee Retirement Plans (Tabl
Employee Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Defined Benefit Plan [Abstract] | |
Schedule of Funded Status | The following table presents the changes in the plan’s projected benefit obligation, fair value of plan assets, and funded status for the years ended December 31 (in thousands): 2017 2016 Projected benefit obligation at January 1 $ 1,377 $ 1,685 Interest cost 46 59 Actuarial losses (gains) 7 5 Benefits paid (360 ) (372 ) Projected benefit obligation at December 31 1,070 1,377 Fair value of plan assets — — Under funded status (1,070 ) (1,377 ) Unamortized prior service cost 2 4 Unrecognized actuarial gain (173 ) (200 ) Net amount recognized $ (1,241 ) $ (1,573 ) |
Schedule of Defined Benefit Plan, Amounts Recognized in Consolidated Financial Statements | Amounts recognized in the consolidated financial statements consisted of (in thousands): 2017 2016 Accrued pension liability: Current portion $ 327 $ 360 Long term portion 743 1,016 Pre-tax accumulated other comprehensive income – retirement benefit liability adjustment 171 197 Net amount recognized $ 1,241 $ 1,573 |
Components of Net Periodic Pension and Other Post-Retirement Benefit Costs Charged to Expense | Components of net periodic pension cost for the years ended December 31 were as follows (in thousands): 2017 2016 2015 Interest cost $ 46 $ 59 $ 66 Amortization of unrecognized prior service cost 2 6 14 Gain amortization (19 ) (13 ) — Net periodic pension cost $ 29 $ 52 $ 80 Assumptions used to calculate the benefit obligation: Discount rate 3.55 % 3.81 % 3.94 % |
Schedule of Expected Benefit Payments | Expected benefit payments from the plan for the years ended December 31 are as follows (in thousands): 2018 2019 2020 2021 2022 2023 - 2027 Expected benefit payments $ 327 $ 228 $ 137 $ 100 $ 100 $ 292 |
Schedule of Multiemployer Plans | The Company’s participation in these plans for the year ended December 31, 2017 is outlined in the table below. The “EIN/ Pension Plan Number” column provides the Employee Identification Number (EIN) and three-digit plan number, if applicable. Unless otherwise noted, the most recent Pension Protection Act (PPA) zone status available in 2017 and 2016 is for the plan’s year ended December 31, 2016 and 2015 , respectively. The zone status is based on information that the Company received from the plans and is certified by the plans’ actuaries. Among other factors, plans in the red zone are generally less than 65% funded, plans in the yellow zone are less than 80% funded, and plans in the green zone are at least 80% funded. EIN/ Pension PPA Zone Status Surcharge Pension Fund Plan Number 2016 2015 Imposed National Integrated Group Pension Plan 22-6190618-001 Red Red Yes Sheet Metal Workers’ National Pension Plan 52-6112463-001 Yellow Yellow Yes Sheet Metal Workers’ Pension Plan of Northern California 51-6115939-001 Red Red Yes |
Schedule of Contributions Made by the Company to Each Multiemployer Plan | The table below sets forth the contributions made by the Company to each multiemployer plan for the years ended December 31 (in thousands): Pension Fund 2017 2016 2015 National Integrated Group Pension Plan $ 220 $ 218 $ 246 Sheet Metal Workers’ National Pension Plan 42 50 56 Sheet Metal Workers’ Pension Plan of Northern California 30 28 31 $ 292 $ 296 $ 333 |
Schedule of Total Expense for All Retirement Plans | Total expense for all retirement plans for the years ended December 31 was (in thousands): 2017 2016 2015 $ 3,044 $ 2,887 $ 2,934 |
Other Postretirement Benefits (
Other Postretirement Benefits (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Changes in the Accumulated Postretirement Benefit Obligation | The following table presents the changes in the plan’s projected benefit obligation, fair value of plan assets, and funded status for the years ended December 31 (in thousands): 2017 2016 Projected benefit obligation at January 1 $ 1,377 $ 1,685 Interest cost 46 59 Actuarial losses (gains) 7 5 Benefits paid (360 ) (372 ) Projected benefit obligation at December 31 1,070 1,377 Fair value of plan assets — — Under funded status (1,070 ) (1,377 ) Unamortized prior service cost 2 4 Unrecognized actuarial gain (173 ) (200 ) Net amount recognized $ (1,241 ) $ (1,573 ) |
Amounts Recognized in the Consolidated Financial Statements | Amounts recognized in the consolidated financial statements consisted of (in thousands): 2017 2016 Accrued postretirement benefit liability Current portion $ 314 $ 294 Long term portion 6,706 6,908 Pre-tax accumulated other comprehensive loss – unamortized post-retirement healthcare costs (2,809 ) (3,150 ) Net amount recognized $ 4,211 $ 4,052 |
Schedule of Net Periodic Pension and Other Post-Retirement Benefit Costs | Components of net periodic pension cost for the years ended December 31 were as follows (in thousands): 2017 2016 2015 Interest cost $ 46 $ 59 $ 66 Amortization of unrecognized prior service cost 2 6 14 Gain amortization (19 ) (13 ) — Net periodic pension cost $ 29 $ 52 $ 80 Assumptions used to calculate the benefit obligation: Discount rate 3.55 % 3.81 % 3.94 % |
Expected Benefit Payments from the Plan | Expected benefit payments from the plan for the years ended December 31 are as follows (in thousands): 2018 2019 2020 2021 2022 2023 - 2027 Expected benefit payments $ 327 $ 228 $ 137 $ 100 $ 100 $ 292 |
Other Postretirement Benefits | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Changes in the Accumulated Postretirement Benefit Obligation | The following table presents the changes in the accumulated postretirement benefit obligation related to the Company’s unfunded postretirement healthcare benefits at December 31 (in thousands): 2017 2016 Projected benefit obligation at January 1 $ 7,202 $ 8,149 Service cost 17 22 Interest cost 269 272 Actuarial gain (150 ) (923 ) Benefits paid, net of contributions (318 ) (318 ) Projected benefit obligation at December 31 7,020 7,202 Fair value of plan assets — — Under funded status (7,020 ) (7,202 ) Unamortized prior service cost 427 471 Unrecognized actuarial loss 2,382 2,679 Net amount recognized $ (4,211 ) $ (4,052 ) |
Schedule of Net Periodic Pension and Other Post-Retirement Benefit Costs | Components of net periodic postretirement benefit cost charged to expense for the years ended December 31 were as follows (in thousands): 2017 2016 2015 Service cost $ 17 $ 22 $ 26 Interest cost 269 272 300 Amortization of unrecognized prior service cost 44 44 44 Loss amortization ( 2 ) 146 134 197 Net periodic benefit cost $ 476 $ 472 $ 567 Assumptions used to calculate the benefit obligation: Discount rate 3.4 % 3.8 % 3.9 % Annual rate of increase in the per capita cost of: Medical costs before age 65 ( 1) 7.3 % 7.5 % 7.8 % Medical costs after age 65 ( 1) 6.3 % 6.5 % 6.8 % Prescription drug costs ( 1) 10.5 % 10.5 % 11.0 % (1) It was assumed that these rates would gradually decline to 4% by 2075. (2) Actuarial (gains)/losses are amortized utilizing the corridor approach. Differences between actual experience and the actuarial assumptions are reflected in (gain)/loss. If the total net (gain) or loss exceeds 10 percent of the greater of the accumulated postretirement benefit obligation or plan asset, this excess must be amortized over the average remaining service period of the active plan participants. If most of the plan participants are inactive, the amortization period is the expected future lifetime of inactive plan participants. |
Schedule of 1% Change in Annual Medical Inflation Rate Issued | A 1% change in the annual medical inflation rate issued would have the following impact on the amounts reported at December 31 as follows (in thousands): 2017 2016 Effect on accumulated postretirement benefit obligation 1% increase $ 950 $ 975 1% decrease $ (803 ) $ (824 ) Effect on annual service and interest costs 1% increase $ 41 $ 42 1% decrease $ (34 ) $ (35 ) |
Expected Benefit Payments from the Plan | Expected benefit payments from the plan for the years ended December 31 are as follows (in thousands): 2018 2019 2020 2021 2022 2023 - 2027 Expected benefit payments $ 314 $ 333 $ 353 $ 371 $ 389 $ 2,159 |
Accumulated Other Comprehensi41
Accumulated Other Comprehensive (Loss) Income (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Components of Accumulated Other Comprehensive (Loss) Income | The cumulative balance of each component of accumulated other comprehensive (loss) income is as follows (in thousands): Foreign Currency Translation Adjustment Minimum Pension Liability Adjustment Unamortized Post-Retirement Health Care Costs Total Pre-Tax Amount Tax (Benefit) Expense Accumulated Other Comprehensive (Loss) Income Balance at December 31, 2015 $ (12,793 ) $ 118 $ (4,251 ) $ (16,926 ) $ (1,510 ) $ (15,416 ) Minimum pension and post retirement health care plan adjustments — 79 1,101 1,180 430 750 Foreign currency translation adjustment 6,945 — — 6,945 — 6,945 Balance at December 31, 2016 $ (5,848 ) $ 197 $ (3,150 ) $ (8,801 ) $ (1,080 ) $ (7,721 ) Minimum pension and post retirement health care plan adjustments — (26 ) 341 315 110 205 Foreign currency translation adjustment 3,150 — — 3,150 — 3,150 Balance at December 31, 2017 $ (2,698 ) $ 171 $ (2,809 ) $ (5,336 ) $ (970 ) $ (4,366 ) |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Share-based Compensation [Abstract] | |
Summary of Compensation Expense Connection with Awards | The Company recognized the following compensation expense in connection with awards that vested under the Plan, the Prior Plan, and the Non-Employee Directors Plan along with the related tax benefits recognized during the years ended December 31 (in thousands): 2017 2016 2015 Expense recognized under the Prior Plan $ 1,059 $ 1,937 $ 1,953 Expense recognized under the Plan 5,643 3,993 1,938 Expense recognized under the Non-Employee Directors Plan 420 443 — Total stock compensation expense $ 7,122 $ 6,373 $ 3,891 Tax benefits recognized related to stock compensation expense $ 2,133 $ 2,485 $ 1,518 |
Schedule of Number of Awards and Weighted Average Grant Date Fair Value | The following table provides the number of stock unit awards granted and restricted shares issued during the years ended December 31, along with the weighted-average grant-date fair value of each award: 2017 2016 2015 Awards Number of Awards Weighted Average Grant Date Fair Value Number of Awards Weighted Average Grant Date Fair Value Number of Awards Weighted Average Grant Date Fair Value Options 25,000 $ 12.85 — $ — 37,500 $ 7.67 Deferred stock units 10,170 $ 34.42 11,945 $ 29.30 — $ — Restricted shares 2,034 $ 34.42 3,185 $ 29.30 21,318 $ 17.48 Restricted stock units 133,548 $ 36.56 141,982 $ 25.44 212,419 $ 17.78 Performance stock units 108,748 $ 42.72 — $ — 396,714 $ 19.78 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The following table provides the weighted average assumptions used to value stock options issued during the year ended December 31: Year of Grant Fair Value Expected Life (in years) Expected Stock Volatility Risk-free Interest Rate Expected Dividend Yield 2017 $ 12.85 4.00 35.7 % 1.7 % — % 2015 $ 7.67 4.00 35.7 % 1.5 % — % |
Summary of Ranges of Outstanding and Exercisable Options | The following table summarizes the ranges of outstanding and exercisable options at December 31, 2017 : Range of Exercise Prices Options Outstanding Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price Options Exercisable Weighted Average Exercise Price $8.90 – $9.32 28,750 2.70 $ 8.90 28,750 $ 8.90 $9.33 – $11.73 92,441 3.70 $ 9.74 92,441 $ 9.74 $11.74 – $17.94 39,475 1.70 $ 13.72 39,475 $ 13.72 $17.95 – $23.80 37,000 0.69 $ 22.16 37,000 $ 22.16 $23.81 – $43.05 50,000 8.57 $ 33.90 — $ — 247,666 197,666 |
Summary of Stock Options Transactions | The following table summarizes information about stock option transactions: Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value Balance at January 1, 2015 569,319 $ 15.88 Granted 37,500 25.44 Exercised (119,096 ) 15.13 Expired / Forfeited (29,374 ) 20.28 Balance at December 31, 2015 458,349 $ 16.57 Exercised (175,125 ) 19.08 Forfeited (6,000 ) 18.22 Balance at December 31, 2016 277,224 $ 14.95 Granted 25,000 42.35 Exercised (42,058 ) 16.02 Forfeited (12,500 ) 25.44 Balance at December 31, 2017 247,666 $ 17.01 5.27 $ 4,194,000 |
Summary of Information About Restricted Stock Units and Weighted Average Grant Date Fair Value | The following table summarizes information about non-vested restricted stock units, performance stock units (that will convert to shares upon vesting) and restricted shares: Restricted Weighted Restricted Weighted Performance Stock Units (2) (3) Weighted Average Grant Date Fair Value Deferred Stock Units (1) Weighted Average Grant Date Fair Value Balance at December 31, 2016 536,164 $ 17.79 7,361 $ 17.07 396,714 $ 19.78 11,945 $ 29.30 Granted 133,548 36.56 2,034 34.42 108,748 42.72 10,170 34.42 Vested (202,788 ) 15.71 (5,137 ) 23.75 — — — — Forfeited (25,108 ) 25.88 — — (25,000 ) 25.44 — — Balance at December 31, 2017 441,816 $ 23.96 4,258 $ 17.30 480,462 $ 24.68 22,115 $ 31.65 (1) Vested and issued upon retirement. |
Aggregate Intrinsic Value of Options Exercised and Aggregate Fair Value of Restricted Stock Units and Restricted Shares that Vested | The following table sets forth the aggregate intrinsic value of options exercised and aggregate fair value of restricted stock units and restricted shares that vested during the years ended December 31 (in thousands): 2017 2016 2015 Aggregate intrinsic value of options exercised $ 628 $ 2,439 $ 1,089 Aggregate fair value of vested restricted stock units $ 6,756 $ 4,368 $ 6,578 Aggregate fair value of vested restricted shares $ 70 $ 247 $ 111 Aggregate fair value of vested deferred stock units $ 350 $ 443 $ — |
PSUs Eligible for Conversion to Cash | The following table provides the number of PSUs which will convert to cash for the years ending December 31: 2016 2015 Awards Number of Units (2) Grant Date Fair Value (in $000s) Number of Units (3) Performance stock units (1) 128,000 $ 3,100 219,000 $ 4,039 (1) There were no performance stock units that convert to cash granted to participants in 2017. (2) The participants earned 200% of target aggregating 256,000 PSUs earned. This award will convert to cash and be payable in January 2019. (3) The participants earned 200% of target aggregating 438,000 PSUs earned. This award will be converted to cash and will be paid to participants in the first quarter of 2018 at the trailing 90 -day closing price of the Company's common stock as of December 31, 2017. |
Schedule of Compensation Expense Recognized from Change in Fair Value and Vesting of Performance Stock Units | The following table summarizes the compensation expense recognized from the change in fair value and vesting of performance stock units awarded for the years ended December 31 (in thousands): 2017 2016 2015 Performance stock unit compensation expense $ 3,591 $ 10,377 $ 6,965 |
Cash Paid to Settle Liability Awards | The following table provides the number of restricted stock units credited to active participant accounts, balance of vested and unvested restricted stock units within active participant accounts, payments made with respect to restricted stock units issued under the MSPP, and MSPP expense during years ended December 31: 2017 2016 2015 Restricted stock units credited 84,299 198,155 94,047 Restricted stock units balance, vested and unvested 389,189 646,669 519,668 Share-based liabilities paid, in thousands $ 6,058 $ 3,137 $ 1,901 MSPP expense, in thousands $ 2,432 $ 8,565 $ 2,767 |
Exit Activity Costs and Asset43
Exit Activity Costs and Asset Impairments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Summary of Exit Activity Costs and Asset Impairments Recorded in the Consolidated Statements of Operations | The following table provides a summary of where the above exit activity costs and asset impairments are recorded in the consolidated statements of operations for the years ended December 31 (in thousands): 2017 2016 2015 Cost of sales $ 911 $ 9,922 $ 9,381 Selling, general, and administrative expense 4,584 3,825 (6,258 ) Total exit activity costs and asset impairments $ 5,495 $ 13,747 $ 3,123 |
Reconciliation of Liability for Exit Activity Costs Relating to Facility Consolidation Efforts | The following table sets forth the inventory write-downs, asset impairment charges, exit activity costs and gain on facilities sold in conjunction with these efforts, incurred by segment during the years ended December 31 related to the restructuring activities described above (in thousands): 2017 2016 2015 Inventory write-downs &/or asset impairment charges Exit activity costs Total Inventory write-downs &/or asset impairment charges Exit activity costs Total Inventory write-downs &/or asset impairment charges Exit activity costs Gain on sale leaseback Total Residential Products $ 345 $ 1,058 $ 1,403 $ 1,459 $ 1,074 $ 2,533 $ 6,495 $ 1,256 $ (6,799 ) $ 952 Industrial & Infrastructure Products (2,484 ) 2,820 336 4,221 4,546 8,767 2,009 162 — 2,171 Renewable Energy & Conservation 509 2,986 3,495 1,850 539 2,389 — — — — Corporate — 261 261 — 58 58 — — — — Total exit activity costs & asset impairments $ (1,630 ) $ 7,125 $ 5,495 $ 7,530 $ 6,217 $ 13,747 $ 8,504 $ 1,418 $ (6,799 ) $ 3,123 The following table reconciles the beginning and ending liability for exit activity costs relating to the Company’s facility consolidation efforts (in thousands): 2017 2016 Balance as of January 1 $ 3,744 $ 603 Exit activity costs recognized 7,125 6,217 Cash payments (9,908 ) (3,076 ) Balance as of December 31 $ 961 $ 3,744 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Components of Income (Loss) Before Taxes from Continuing Operations | The components of income (loss) before taxes from continuing operations consisted of the following for the years ended December 31 (in thousands): 2017 2016 2015 Domestic $ 78,468 $ 37,316 $ 40,176 Foreign (560 ) 12,667 (3,076 ) Income before taxes from continuing operations $ 77,908 $ 49,983 $ 37,100 |
Summary of Provision for Income Taxes for Continuing Operations | The provision for (benefit of) income taxes from continuing operations for the years ended December 31 consisted of the following (in thousands): 2017 2016 2015 Current: U.S. Federal $ 16,882 $ 14,703 $ 12,294 State 2,479 2,987 2,010 Foreign 2,687 3,467 1,371 Total current 22,048 21,157 15,675 Deferred: U.S. Federal (7,466 ) (5,404 ) (178 ) State 1,246 1,595 273 Foreign (885 ) (1,084 ) (2,146 ) Total deferred (7,105 ) (4,893 ) (2,051 ) Provision for income taxes $ 14,943 $ 16,264 $ 13,624 |
(Benefit of) Provision for Income Taxes from Discontinued Operations | The benefit of income taxes from discontinued operations for the years ended December 31 consisted of the following (in thousands): 2017 2016 2015 Current: U.S. Federal $ 219 $ 24 $ 15 State 20 2 1 Foreign — — — Benefit of income taxes $ 239 $ 26 $ 16 |
Provision for Income Taxes from Continuing Operations Differs from the Federal Statutory Rate | The provision for income taxes from continuing operations differs from the federal statutory rate of 35% for the years ended December 31 due to the following (in thousands): 2017 2016 2015 Statutory rate $ 27,268 35.0 % $ 17,494 35.0 % $ 12,985 35.0 % State taxes, less federal effect 2,442 3.1 % 3,033 6.1 % 1,845 5.0 % Tax effect of Tax Reform Act (12,535 ) (16.1 )% — — % — — % Domestic manufacturer's deduction (1,578 ) (2.0 )% (1,363 ) (2.7 )% (795 ) (2.1 )% Excess tax benefit on stock based compensation (1,415 ) (1.8 )% — — % — — % Federal tax credits (373 ) (0.5 )% (439 ) (0.9 )% (242 ) (0.7 )% Uncertain tax positions (148 ) (0.2 )% (154 ) (0.3 )% (344 ) (0.9 )% Change in valuation allowance 660 0.8 % 685 1.4 % 284 0.7 % Non-deductible expenses 499 0.7 % 556 1.1 % 2 — % Foreign rate differential 2 — % (677 ) (1.4 )% (6 ) — % Intangible asset impairment — — % 341 0.7 % — — % Worthless stock deduction — — % (868 ) (1.7 )% — — % Intercompany debt discharge — — % (2,389 ) (4.8 )% — — % Other 121 0.2 % 45 — % (105 ) (0.3 )% $ 14,943 19.2 % $ 16,264 32.5 % $ 13,624 36.7 % |
Deferred Tax Liabilities (Assets) | Deferred tax liabilities (assets) at December 31 consist of the following (in thousands): 2017 2016 Depreciation $ 9,563 $ 17,367 Goodwill 32,662 43,562 Intangible assets 10,928 14,731 Foreign withholding tax 1,014 — Other 652 892 Gross deferred tax liabilities 54,819 76,552 Equity compensation (12,577 ) (21,439 ) Other (13,247 ) (18,473 ) Gross deferred tax assets (25,824 ) (39,912 ) Valuation allowances 2,242 1,362 Deferred tax assets, net of valuation allowances (23,582 ) (38,550 ) Net deferred tax liabilities $ 31,237 $ 38,002 |
Summary of Valuation Allowance | The following sets forth a reconciliation of the beginning and ending amount of the Company’s valuation allowance (in thousands): 2017 2016 2015 Balance as of January 1 $ 1,362 $ 766 $ 400 Cost charged to the tax provision 1,505 983 286 Reductions (820 ) (338 ) (78 ) Currency translation 195 (49 ) — Balance as of December 31 $ 2,242 $ 1,362 $ 766 |
Income Taxes Paid, Net of Tax Refunds | The Company made net payments for income taxes for the following amounts for the years ended December 31 (in thousands): 2017 2016 2015 Payments made for income taxes, net $ 26,186 $ 17,700 $ 11,879 |
Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands): 2017 2016 2015 Balance as of January 1 $ 3,466 $ 3,876 $ 1,414 Additions for tax positions of the current year 99 33 148 Additions for tax positions of prior years — — 2,955 Reductions for tax positions of prior years for: Settlements and changes in judgment (422 ) (256 ) (331 ) Lapses of applicable statute of limitations — — (310 ) Divestitures and foreign currency translation 393 (187 ) — Balance as of December 31 $ 3,536 $ 3,466 $ 3,876 |
Interest (Net of Federal Tax Benefit) and Penalties Recognized | Interest (net of federal tax benefit) and penalties recognized during the years ended December 31 were (in thousands): 2017 2016 2015 Interest and penalties recognized as income $ 130 $ 122 $ 87 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Earnings per Share | ears ended December 31 (in thousands): 2017 2016 2015 Numerator: Income from continuing operations $ 62,965 $ 33,719 $ 23,476 Loss from discontinued operations (405 ) (44 ) (28 ) Net income available to common shareholders $ 62,560 $ 33,675 $ 23,448 Denominator for basic earnings per share: Weighted average shares outstanding 31,701 31,536 31,233 Denominator for diluted earnings per share: Common stock options and restricted stock 549 533 312 Weighted average shares and conversions 32,250 32,069 31,545 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Rent Expense under Operating Leases | Rent expense under operating leases for the years ended December 31 aggregated (in thousands): 2017 2016 2015 Rent expense $ 11,964 $ 13,652 $ 13,959 |
Schedule of Future Minimum Lease Payments under Non-Cancelable Operating Leases | Future minimum lease payments under these noncancelable operating leases as of December 31, 2017 are as follows (in thousands): 2018 2019 2020 2021 2022 Thereafter Future minimum lease payments 11,072 9,274 6,521 4,773 3,817 5,211 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting Information, Revenue for Reportable Segment [Abstract] | |
Measurements Used by Management to Assess Performance of Segments | The following table illustrates certain measurements used by management to assess the performance of the segments described above as of and for the years ended December 31 (in thousands): 2017 2016 2015 Net sales: Residential Products $ 466,603 $ 430,938 $ 475,653 Industrial and Infrastructure Products 215,211 296,513 378,224 Less: Intersegment sales (1,247 ) (1,495 ) (1,536 ) 213,964 295,018 376,688 Renewable Energy and Conservation 306,351 282,025 188,532 Total consolidated net sales $ 986,918 $ 1,007,981 $ 1,040,873 Income (loss) from operations: Residential Products $ 76,893 $ 65,241 $ 46,804 Industrial and Infrastructure Products 8,159 1,306 15,581 Renewable Energy and Conservation 30,218 43,214 12,659 Unallocated corporate expenses (22,421 ) (36,273 ) (26,312 ) $ 92,849 $ 73,488 $ 48,732 Depreciation and Amortization Residential Products $ 9,183 $ 9,297 $ 9,967 Industrial and Infrastructure Products 6,529 8,237 12,108 Renewable Energy and Conservation 5,657 6,203 7,811 Unallocated corporate expenses 321 377 662 $ 21,690 $ 24,114 $ 30,548 Total assets Residential Products $ 358,838 $ 331,975 $ 363,339 Industrial and Infrastructure Products 203,455 225,691 273,987 Renewable Energy and Conservation 219,806 207,241 215,211 Unallocated corporate assets 209,286 153,338 37,235 $ 991,385 $ 918,245 $ 889,772 Capital expenditures Residential Products $ 5,236 $ 5,182 $ 3,328 Industrial and Infrastructure Products 2,094 2,060 4,846 Renewable Energy and Conservation 3,648 3,160 3,871 Unallocated corporate expenditures 421 377 328 $ 11,399 $ 10,779 $ 12,373 |
Net Sales by Region or Origin and Long-Lived Assets by Region of Domicile | Net sales by region or origin and long-lived assets by region of domicile for the years ended and as of December 31 are as follows (in thousands): 2017 2016 2015 Net sales North America $ 977,942 $ 963,797 $ 968,414 Europe 1,131 19,447 48,216 Asia 7,845 24,737 24,243 Total $ 986,918 $ 1,007,981 $ 1,040,873 Long-lived assets North America $ 97,956 $ 108,334 $ 110,571 Europe 3,222 2,900 11,084 Asia 601 992 1,292 Total $ 101,779 $ 112,226 $ 122,947 |
Supplemental Financial Inform48
Supplemental Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Consolidating Statements of Operations | GIBRALTAR INDUSTRIES, INC. CONSOLIDATING STATEMENT OF OPERATIONS YEAR ENDED DECEMBER 31, 2016 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Net sales $ — $ 950,945 $ 78,184 $ (21,148 ) $ 1,007,981 Cost of sales — 722,315 62,729 (21,825 ) 763,219 Gross profit — 228,630 15,455 677 244,762 Selling, general, and administrative expense 14,302 137,343 9,454 — 161,099 Intangible asset impairment — 7,980 2,195 — 10,175 (Loss) income from operations (14,302 ) 83,307 3,806 677 73,488 Interest expense (income) 13,609 1,042 (74 ) — 14,577 Other expense (income) 8,716 512 (300 ) — 8,928 (Loss) income before taxes (36,627 ) 81,753 4,180 677 49,983 (Benefit of) provision for income taxes (11,768 ) 27,551 481 — 16,264 (Loss) income from continuing operations (24,859 ) 54,202 3,699 677 33,719 Discontinued operations: Loss before taxes — (70 ) — — (70 ) Benefit of income taxes — (26 ) — — (26 ) Loss from discontinued operations — (44 ) — — (44 ) Equity in earnings from subsidiaries 57,857 3,699 — (61,556 ) — Net income $ 32,998 $ 57,857 $ 3,699 $ (60,879 ) $ 33,675 GIBRALTAR INDUSTRIES, INC. CONSOLIDATING STATEMENT OF OPERATIONS YEAR ENDED DECEMBER 31, 2015 (in thousands) |
Consolidated Statements of Comprehensive Income | GIBRALTAR INDUSTRIES, INC. CONSOLIDATING STATEMENTS OF COMPREHENSIVE INCOME (in thousands) Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Year ended December 31, 2017 Net income (loss) $ 63,584 $ 72,261 $ (943 ) $ (72,342 ) $ 62,560 Other comprehensive income: Foreign currency translation adjustment — — 3,150 — 3,150 Adjustment to retirement benefit liability, net of tax — (9 ) — — (9 ) Adjustment to post-retirement healthcare benefit liability, net of tax — 214 — — 214 Other comprehensive income — 205 3,150 — 3,355 Total comprehensive income $ 63,584 $ 72,466 $ 2,207 $ (72,342 ) $ 65,915 Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Year ended December 31, 2016 Net income $ 32,998 $ 57,857 $ 3,699 $ (60,879 ) $ 33,675 Other comprehensive income: Foreign currency translation adjustment — — 6,945 — 6,945 Adjustment to retirement benefit liability, net of tax — 55 — — 55 Adjustment to post-retirement healthcare benefit liability, net of tax — 695 — — 695 Other comprehensive income — 750 6,945 — 7,695 Total comprehensive income $ 32,998 $ 58,607 $ 10,644 $ (60,879 ) $ 41,370 Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Year ended December 31, 2015 Net income (loss) $ 27,036 $ 36,401 $ (1,213 ) $ (38,776 ) $ 23,448 Other comprehensive income (loss): Foreign currency translation adjustment — — (6,228 ) — (6,228 ) Adjustment to retirement benefit liability, net of tax — 34 15 — 49 Adjustment to post-retirement healthcare benefit liability, net of tax — 171 — — 171 Unrealized loss on cash flow hedges, net of tax — 143 — — 143 Other comprehensive income (loss) — 348 (6,213 ) — (5,865 ) Total comprehensive income (loss) $ 27,036 $ 36,749 $ (7,426 ) $ (38,776 ) $ 17,583 |
Consolidating Balance Sheets | GIBRALTAR INDUSTRIES, INC. CONSOLIDATING BALANCE SHEET DECEMBER 31, 2017 (in thousands) Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Assets Current assets: Cash and cash equivalents $ — $ 192,604 $ 29,676 $ — $ 222,280 Accounts receivable, net — 138,903 6,482 — 145,385 Intercompany balances 324 4,166 (4,490 ) — — Inventories — 82,457 3,915 — 86,372 Other current assets 5,415 (368 ) 3,680 — 8,727 Total current assets 5,739 417,762 39,263 — 462,764 Property, plant, and equipment, net — 93,906 3,192 — 97,098 Goodwill — 298,258 22,816 — 321,074 Acquired intangibles — 97,171 8,597 — 105,768 Other assets — 4,681 — — 4,681 Investment in subsidiaries 739,970 61,746 — (801,716 ) — $ 745,709 $ 973,524 $ 73,868 $ (801,716 ) $ 991,385 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ — $ 77,786 $ 4,601 $ — $ 82,387 Accrued expenses 5,469 67,746 2,252 — 75,467 Billings in excess of cost — 9,840 2,939 — 12,779 Current maturities of long-term debt — 400 — — 400 Total current liabilities 5,469 155,772 9,792 — 171,033 Long-term debt 208,521 1,100 — — 209,621 Deferred income taxes — 28,907 2,330 — 31,237 Other non-current liabilities — 47,775 — — 47,775 Shareholders’ equity 531,719 739,970 61,746 (801,716 ) 531,719 $ 745,709 $ 973,524 $ 73,868 $ (801,716 ) $ 991,385 GIBRALTAR INDUSTRIES, INC. CONSOLIDATING BALANCE SHEET DECEMBER 31, 2016 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Assets Current assets: Cash and cash equivalents $ — $ 143,826 $ 26,351 $ — $ 170,177 Accounts receivable, net — 117,526 6,546 — 124,072 Intercompany balances (615 ) 6,152 (5,537 ) — — Inventories — 85,483 4,129 — 89,612 Other current assets 13,783 (10,070 ) 3,623 — 7,336 Total current assets 13,168 342,917 35,112 — 391,197 Property, plant, and equipment, net — 104,642 3,662 — 108,304 Goodwill — 282,300 21,732 — 304,032 Acquired intangibles — 101,520 9,270 — 110,790 Other assets — 3,922 — — 3,922 Investment in subsidiaries 663,118 58,477 — (721,595 ) — $ 676,286 $ 893,778 $ 69,776 $ (721,595 ) $ 918,245 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ — $ 66,363 $ 3,581 $ — $ 69,944 Accrued expenses 7,369 60,004 3,019 — 70,392 Billings in excess of cost — 9,301 2,051 — 11,352 Current maturities of long-term debt — 400 — — 400 Total current liabilities 7,369 136,068 8,651 — 152,088 Long-term debt 208,037 1,200 — — 209,237 Deferred income taxes — 35,354 2,648 — 38,002 Other non-current liabilities — 58,038 — — 58,038 Shareholders’ equity 460,880 663,118 58,477 (721,595 ) 460,880 $ 676,286 $ 893,778 $ 69,776 $ (721,595 ) $ 918,245 |
Condensed Consolidating Statements of Cash Flows | GIBRALTAR INDUSTRIES, INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS DECEMBER 31, 2017 (in thousands) Gibraltar Industries, Inc. Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Cash Flows from Operating Activities Net cash (used in) provided by operating activities $ (15,172 ) $ 83,114 $ 2,128 $ — $ 70,070 Cash Flows from Investing Activities Purchases of property, plant, and equipment — (11,026 ) (373 ) — (11,399 ) Acquisitions, net of cash acquired — (18,494 ) — — (18,494 ) Net proceeds from sale of property and equipment — 12,905 191 — 13,096 Net cash used in investing activities — (16,615 ) (182 ) — (16,797 ) Cash Flows from Financing Activities Long-term debt payments — (400 ) — — (400 ) Purchase of treasury stock at market prices (2,872 ) — — — (2,872 ) Intercompany financing 17,370 (17,321 ) (49 ) — — Net proceeds from issuance of common stock 674 — — — 674 Net cash provided by (used in) financing activities 15,172 (17,721 ) (49 ) — (2,598 ) Effect of exchange rate changes on cash — — 1,428 — 1,428 Net increase in cash and cash equivalents — 48,778 3,325 — 52,103 Cash and cash equivalents at beginning of year — 143,826 26,351 — 170,177 Cash and cash equivalents at end of year $ — $ 192,604 $ 29,676 $ — $ 222,280 GIBRALTAR INDUSTRIES, INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS DECEMBER 31, 2016 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Cash Flows from Operating Activities Net cash (used in) provided by operating activities $ (34,243 ) $ 140,890 $ 17,340 $ — $ 123,987 Cash Flows from Investing Activities Purchases of property, plant, and equipment — (10,321 ) (458 ) — (10,779 ) Acquisitions, net of cash acquired — (23,412 ) — — (23,412 ) Net proceeds from sale of property and equipment — 230 723 — 953 Net proceeds from sale of business — — 8,250 — 8,250 Other, net — 1,118 — — 1,118 Net cash (used in) provided by investing activities — (32,385 ) 8,515 — (23,870 ) Cash Flows from Financing Activities Long-term debt payments — (400 ) — — (400 ) Payment of debt issuance costs — (54 ) — — (54 ) Purchase of treasury stock at market prices (1,539 ) — — — (1,539 ) Intercompany financing 32,441 (3,822 ) (28,619 ) — — Net proceeds from issuance of common stock 3,341 — — — 3,341 Net cash provided by (used in) financing activities 34,243 (4,276 ) (28,619 ) — 1,348 Effect of exchange rate changes on cash — — (146 ) — (146 ) Net increase (decrease) in cash and cash equivalents — 104,229 (2,910 ) — 101,319 Cash and cash equivalents at beginning of year — 39,597 29,261 — 68,858 Cash and cash equivalents at end of year $ — $ 143,826 $ 26,351 $ — $ 170,177 GIBRALTAR INDUSTRIES, INC. CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS DECEMBER 31, 2015 (in thousands) Gibraltar Guarantor Non-Guarantor Eliminations Total Cash Flows from Operating Activities Net cash (used in) provided by operating activities $ (13,309 ) $ 94,977 $ 5,553 $ — $ 87,221 Cash Flows from Investing Activities Purchases of property, plant, and equipment — (11,754 ) (619 ) — (12,373 ) Acquisitions, net of cash acquired — (114,145 ) (26,476 ) — (140,621 ) Net proceeds from sale of property and equipment — 26,500 — — 26,500 Other, net — 1,154 1,154 Net cash used in investing activities — (98,245 ) (27,095 ) — (125,340 ) Cash Flows from Financing Activities Long-term debt payments — (73,642 ) — — (73,642 ) Proceeds from long-term debt — 73,242 73,242 Payment of debt issuance costs — (1,166 ) — — (1,166 ) Purchase of treasury stock at market prices (956 ) — — — (956 ) Intercompany financing 12,464 (47,035 ) 34,571 — — Net proceeds from issuance of common stock 1,801 — — — 1,801 Net cash provided by (used in) financing activities 13,309 (48,601 ) 34,571 — (721 ) Effect of exchange rate changes on cash — — (2,912 ) — (2,912 ) Net (decrease) increase in cash and cash equivalents — (51,869 ) 10,117 — (41,752 ) Cash and cash equivalents at beginning of year — 91,466 19,144 — 110,610 Cash and cash equivalents at end of year $ — $ 39,597 $ 29,261 $ — $ 68,858 |
Quarterly Unaudited Financial49
Quarterly Unaudited Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Unaudited Financial Information | GIBRALTAR INDUSTRIES, INC. QUARTERLY UNAUDITED FINANCIAL DATA (in thousands, except per share data) 2017 Quarters Ended March 31 June 30 September 30 December 31 Total Net sales $ 206,605 $ 247,627 $ 274,574 $ 258,112 $ 986,918 Gross profit $ 49,255 $ 61,825 $ 68,735 $ 56,729 $ 236,544 Income from operations $ 9,679 $ 24,930 $ 35,693 $ 22,547 $ 92,849 Interest expense $ 3,576 $ 3,550 $ 3,486 $ 3,420 $ 14,032 Net income from continuing operations $ 3,996 $ 13,174 $ 20,619 $ 25,176 $ 62,965 Net loss from discontinued operations $ — $ (405 ) $ — $ — $ (405 ) Total net income $ 3,996 $ 12,769 $ 20,619 $ 25,176 $ 62,560 Income per share from continuing operations: Basic $ 0.13 $ 0.41 $ 0.65 $ 0.79 $ 1.98 Diluted $ 0.12 $ 0.41 $ 0.64 $ 0.78 $ 1.95 Loss per share from discontinued operations: Basic $ — $ (0.01 ) $ — $ — $ (0.01 ) Diluted $ — $ (0.01 ) $ — $ — $ (0.01 ) 2016 Quarters Ended March 31 June 30 September 30 December 31 Total Net sales $ 237,671 $ 265,738 $ 272,734 $ 231,838 $ 1,007,981 Gross profit $ 54,150 $ 68,843 $ 67,887 $ 53,882 $ 244,762 Income from operations $ 17,761 $ 28,576 $ 26,522 $ 629 $ 73,488 Interest expense $ 3,691 $ 3,666 $ 3,625 $ 3,595 $ 14,577 Net income (loss) from continuing operations $ 9,029 $ 18,612 $ 13,786 $ (7,708 ) $ 33,719 Net loss from discontinued operations $ — $ — $ — $ (44 ) $ (44 ) Total net income (loss) $ 9,029 $ 18,612 $ 13,786 $ (7,752 ) $ 33,675 Income (loss) per share from continuing operations: Basic $ 0.29 $ 0.59 $ 0.44 $ (0.24 ) $ 1.07 Diluted $ 0.28 $ 0.58 $ 0.43 $ (0.24 ) $ 1.05 Loss per share from discontinued operations: Basic $ — $ — $ — $ — $ — Diluted $ — $ — $ — $ — $ — |
Summary of Significant Accoun50
Summary of Significant Accounting Policies (Narrative) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jan. 01, 2018 | |
Sale Leaseback Transaction [Line Items] | |||||
Revenue recognized under the percentage-of-completion method | 28.00% | 25.80% | |||
Advertising costs | $ 4,900,000 | $ 5,100,000 | $ 4,700,000 | ||
Research and development cost | 2,900,000 | 2,200,000 | 900,000 | ||
Net cash provided by operating activities | 70,070,000 | 123,987,000 | 87,221,000 | ||
Net cash (used in) provided by financing activities | (2,598,000) | 1,348,000 | (721,000) | ||
Selling, General and Administrative Expense | $ (143,448,000) | $ (161,099,000) | $ (133,381,000) | ||
Minimum | Land, Buildings and Improvements | |||||
Sale Leaseback Transaction [Line Items] | |||||
Estimated useful lives | 15 years | ||||
Minimum | Machinery and Equipment | |||||
Sale Leaseback Transaction [Line Items] | |||||
Estimated useful lives | 3 years | ||||
Maximum | Land, Buildings and Improvements | |||||
Sale Leaseback Transaction [Line Items] | |||||
Estimated useful lives | 40 years | ||||
Maximum | Machinery and Equipment | |||||
Sale Leaseback Transaction [Line Items] | |||||
Estimated useful lives | 20 years | ||||
Residential Products | Home Improvement Retail Company | Accounts Receivable | |||||
Sale Leaseback Transaction [Line Items] | |||||
Concentrations of credit risk | 13.60% | 13.70% | |||
Residential Products | Home Improvement Retail Company | Net sales | |||||
Sale Leaseback Transaction [Line Items] | |||||
Concentrations of credit risk | 12.00% | 11.00% | 11.00% | ||
First quarter 2015 Sale Leaseback | |||||
Sale Leaseback Transaction [Line Items] | |||||
Sale price | $ 26,400,000 | ||||
Period of lease | 5 years | ||||
Net present value of future minimum lease payments | $ 5,800,000 | ||||
Deferred gain on sale | 13,100,000 | ||||
Gain above minimum lease payments fair value | 7,400,000 | ||||
Minimum lease payment for first year | 1,378,000,000 | ||||
Minimum lease payments year 2 | 1,378,000,000 | ||||
Minimum lease payments year 3 | 1,378,000,000 | ||||
Minimum lease payments year 4 | 1,378,000,000 | ||||
Minimum lease payments year 5 | $ 1,378,000,000 | ||||
Accounting Standards Update 2016-09 | |||||
Sale Leaseback Transaction [Line Items] | |||||
Net cash provided by operating activities | $ 1,249,000 | $ 537,000 | |||
Net cash (used in) provided by financing activities | 1,249,000 | 573,000 | |||
Accounting Standards Update 2016-09 | Additional Paid-In Capital | |||||
Sale Leaseback Transaction [Line Items] | |||||
Cumulative effect of new accounting principle in period of adoption | 254,000 | ||||
Subsequent Event | Accounting Standards Update 2014-09 | |||||
Sale Leaseback Transaction [Line Items] | |||||
Cumulative effect of new accounting principle in period of adoption | $ 750,000 | ||||
Pro Forma | Accounting Standards Update 2017-07 | |||||
Sale Leaseback Transaction [Line Items] | |||||
Selling, General and Administrative Expense | 524,000 | 647,000 | |||
Other Expenses | $ 524,000 | $ 647,000 |
Summary of Significant Accoun51
Summary of Significant Accounting Policies (Summary of Activity Recorded within the Allowance for Doubtful Accounts) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Beginning balance | $ 5,272 | $ 4,868 | $ 4,280 |
Bad debt expense | 1,253 | 2,519 | 1,404 |
Accounts written off and other adjustments | (91) | (2,115) | (816) |
Ending balance | $ 6,434 | $ 5,272 | $ 4,868 |
Summary of Significant Accoun52
Summary of Significant Accounting Policies (Summary of Interest Capitalized and Depreciation Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accounting Policies [Abstract] | |||
Capitalized interest | $ 137 | $ 138 | $ 166 |
Depreciation expense | $ 12,929 | $ 14,477 | $ 17,869 |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Receivables [Abstract] | ||||
Trade accounts receivable | $ 78,858 | $ 81,193 | ||
Contract receivables: | ||||
Amounts billed | 61,351 | 41,569 | ||
Costs in excess of billings | 11,610 | 6,582 | ||
Total contract receivables | 72,961 | 48,151 | ||
Total accounts receivable | 151,819 | 129,344 | ||
Less allowance for doubtful accounts | (6,434) | (5,272) | $ (4,868) | $ (4,280) |
Accounts receivable | $ 145,385 | $ 124,072 |
Inventories (Schedule of Invent
Inventories (Schedule of Inventories) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Raw material | $ 42,661 | $ 41,758 |
Work-in-process | 10,598 | 12,268 |
Finished goods | 33,113 | 35,586 |
Total inventories | $ 86,372 | $ 89,612 |
Inventories (Summary of Activit
Inventories (Summary of Activity within the Reserve for Excess, Obsolete, and Slow Moving Inventory) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Inventory [Roll Forward] | |||
Beginning balance | $ 3,801 | $ 7,428 | $ 5,575 |
Excess, obsolete and slow moving inventory expense | 1,276 | (239) | 1,539 |
Scrapped inventory and other adjustments | (1,382) | (3,388) | 314 |
Ending balance | $ 3,695 | $ 3,801 | $ 7,428 |
Property, Plant, and Equipmen56
Property, Plant, and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Abstract] | ||
Land and land improvements | $ 6,301 | $ 7,102 |
Building and improvements | 46,562 | 50,283 |
Machinery and equipment | 195,301 | 212,774 |
Construction in progress | 8,522 | 2,202 |
Property, plant, and equipment, gross | 256,686 | 272,361 |
Less: accumulated depreciation | (159,588) | (164,057) |
Property, plant, and equipment, net | $ 97,098 | $ 108,304 |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) - USD ($) $ in Thousands | Feb. 22, 2017 | Dec. 31, 2016 | Jun. 09, 2015 | Mar. 31, 2017 | Dec. 31, 2017 | Oct. 11, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | |||||||
Goodwill | $ 304,032 | $ 321,074 | $ 292,390 | ||||
Adjustments to prior year acquisitions | $ (832) | ||||||
Package Concierge | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition purchase price | $ 18,900 | ||||||
Goodwill | 16,790 | ||||||
Fair value of purchase consideration | $ 18,917 | ||||||
Nexus | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition purchase price | 23,800 | ||||||
Goodwill | $ 11,451 | ||||||
Purchase adjustment to be paid | $ 1,000 | ||||||
Working capital adjustment | $ 200 | ||||||
Adjustments to prior year acquisitions | $ 800 | ||||||
Fair value of purchase consideration | $ 23,762 | ||||||
Rough Brothers Incorporated | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition purchase price | $ 147,600 | ||||||
Goodwill | 57,180 | ||||||
Tax deductible goodwill | 38,000 | ||||||
Indemnification assets | 3,000 | ||||||
Fair value of purchase consideration | $ 147,585 |
Acquisitions (Schedule of Alloc
Acquisitions (Schedule of Allocation of the Purchase Price Consideration of the Fair Value of Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Feb. 22, 2017 | Dec. 31, 2016 | Oct. 11, 2016 | Dec. 31, 2015 | Jun. 09, 2015 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 321,074 | $ 304,032 | $ 292,390 | |||
Package Concierge | ||||||
Business Acquisition [Line Items] | ||||||
Cash | $ 590 | |||||
Working capital | (1,998) | |||||
Property, plant, and equipment | 55 | |||||
Acquired intangible assets | 3,600 | |||||
Other assets | 8 | |||||
Deferred income taxes | (128) | |||||
Goodwill | 16,790 | |||||
Fair value of purchase consideration | $ 18,917 | |||||
Nexus | ||||||
Business Acquisition [Line Items] | ||||||
Cash | $ 2,495 | |||||
Working capital | (1,109) | |||||
Property, plant, and equipment | 4,702 | |||||
Acquired intangible assets | 6,200 | |||||
Other assets | 23 | |||||
Goodwill | 11,451 | |||||
Fair value of purchase consideration | $ 23,762 | |||||
Rough Brothers Incorporated | ||||||
Business Acquisition [Line Items] | ||||||
Cash | $ 4,651 | |||||
Working capital | 21,436 | |||||
Property, plant, and equipment | 12,797 | |||||
Acquired intangible assets | 56,392 | |||||
Other assets | 3,049 | |||||
Deferred income taxes | (4,892) | |||||
Other liabilities | (3,028) | |||||
Goodwill | 57,180 | |||||
Fair value of purchase consideration | $ 147,585 |
Acquisitions (Schedule of Acqui
Acquisitions (Schedule of Acquired Intangible Assets) (Details) - USD ($) $ in Thousands | Feb. 22, 2017 | Oct. 11, 2016 | Jun. 09, 2015 | Dec. 31, 2017 |
Package Concierge | ||||
Business Acquisition [Line Items] | ||||
Fair Value | $ 3,600 | |||
Package Concierge | Trademarks | ||||
Business Acquisition [Line Items] | ||||
Fair Value | 600 | |||
Package Concierge | Technology | ||||
Business Acquisition [Line Items] | ||||
Fair Value | $ 1,300 | |||
Estimated Useful Life | 10 years | |||
Package Concierge | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Fair Value | $ 1,700 | |||
Estimated Useful Life | 7 years | |||
Nexus | ||||
Business Acquisition [Line Items] | ||||
Fair Value | $ 6,200 | |||
Estimated Useful Life | 3 months | |||
Nexus | Trademarks | ||||
Business Acquisition [Line Items] | ||||
Fair Value | 3,200 | |||
Nexus | Technology | ||||
Business Acquisition [Line Items] | ||||
Fair Value | 1,300 | |||
Estimated Useful Life | 15 years | |||
Nexus | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Fair Value | 800 | |||
Estimated Useful Life | 11 years | |||
Nexus | Backlog | ||||
Business Acquisition [Line Items] | ||||
Fair Value | $ 900 | |||
Rough Brothers Incorporated | ||||
Business Acquisition [Line Items] | ||||
Fair Value | $ 56,392 | |||
Rough Brothers Incorporated | Trademarks | ||||
Business Acquisition [Line Items] | ||||
Fair Value | 13,550 | |||
Rough Brothers Incorporated | Technology | ||||
Business Acquisition [Line Items] | ||||
Fair Value | 3,550 | |||
Rough Brothers Incorporated | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Fair Value | 32,892 | |||
Rough Brothers Incorporated | Non-compete agreements | ||||
Business Acquisition [Line Items] | ||||
Fair Value | 1,300 | |||
Rough Brothers Incorporated | Backlog | ||||
Business Acquisition [Line Items] | ||||
Fair Value | $ 5,100 | |||
Rough Brothers Incorporated | Maximum | Technology | ||||
Business Acquisition [Line Items] | ||||
Estimated Useful Life | 15 years | |||
Rough Brothers Incorporated | Maximum | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Estimated Useful Life | 17 years | |||
Rough Brothers Incorporated | Minimum | Technology | ||||
Business Acquisition [Line Items] | ||||
Estimated Useful Life | 7 years | |||
Rough Brothers Incorporated | Minimum | Customer relationships | ||||
Business Acquisition [Line Items] | ||||
Estimated Useful Life | 11 years | |||
Rough Brothers Incorporated | Minimum | Non-compete agreements | ||||
Business Acquisition [Line Items] | ||||
Estimated Useful Life | 5 years | |||
Rough Brothers Incorporated | Minimum | Backlog | ||||
Business Acquisition [Line Items] | ||||
Estimated Useful Life | 6 months |
Acquisitions (Pro Forma Informa
Acquisitions (Pro Forma Information) (Details) - Rough Brothers Incorporated - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Business Acquisition [Line Items] | ||
Net sales | $ 1,128,915 | $ 1,026,014 |
Net income (loss) | $ 33,587 | $ (46,714) |
Net income (loss) per share - Basic | $ 1.08 | $ (1.50) |
Net income (loss) per share - Diluted | $ 1.06 | $ (1.50) |
Acquisitions (Acquisition Relat
Acquisitions (Acquisition Related Costs) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | |||
Total acquisition related costs | $ 146 | $ 309 | $ 962 |
Selling, general and administrative costs | |||
Business Acquisition [Line Items] | |||
Total acquisition related costs | 146 | 228 | 732 |
Cost of sales | |||
Business Acquisition [Line Items] | |||
Total acquisition related costs | $ 0 | $ 81 | $ 230 |
Goodwill and Related Intangib62
Goodwill and Related Intangible Assets (Schedule of Changes in Carrying Amount of Goodwill) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill [Roll Forward] | ||
Balance at | $ 304,032,000 | $ 292,390,000 |
Acquired goodwill | 16,790,000 | 12,283,000 |
Adjustments to prior year acquisitions | (832,000) | |
Impairment | 0 | (929,000) |
Foreign currency translation | 1,084,000 | 288,000 |
Balance at | 321,074,000 | 304,032,000 |
Residential Products | ||
Goodwill [Roll Forward] | ||
Balance at | 181,285,000 | 181,285,000 |
Acquired goodwill | 16,790,000 | 0 |
Adjustments to prior year acquisitions | 0 | |
Impairment | 0 | |
Foreign currency translation | 0 | 0 |
Balance at | 198,075,000 | 181,285,000 |
Industrial and Infrastructure Products | ||
Goodwill [Roll Forward] | ||
Balance at | 53,884,000 | 53,704,000 |
Acquired goodwill | 0 | 0 |
Adjustments to prior year acquisitions | 0 | |
Impairment | 0 | |
Foreign currency translation | 396,000 | 180,000 |
Balance at | 54,280,000 | 53,884,000 |
Renewable Energy & Conservation | ||
Goodwill [Roll Forward] | ||
Balance at | 68,863,000 | 57,401,000 |
Acquired goodwill | 0 | 12,283,000 |
Adjustments to prior year acquisitions | (832,000) | |
Impairment | (929,000) | |
Foreign currency translation | 688,000 | 108,000 |
Balance at | $ 68,719,000 | $ 68,863,000 |
Goodwill and Related Intangib63
Goodwill and Related Intangible Assets (Narrative) (Details) | Oct. 31, 2017reporting_unit | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Goodwill [Line Items] | ||||
Goodwill | $ 321,074,000 | $ 304,032,000 | $ 292,390,000 | |
Accumulated impairment losses | 235,400,000 | 255,530,000 | ||
Number of reporting units tested | reporting_unit | 11 | |||
Goodwill impairment | 0 | (929,000) | ||
Impairment of indefinite-lived intangibles | 247,000 | 9,048,000 | 4,863,000 | |
Impairment of definite-lived intangibles | 0 | 198,000 | 0 | |
Industrial and Infrastructure Products | ||||
Goodwill [Line Items] | ||||
Impairment of indefinite-lived intangibles | 0 | 7,980,000 | 4,423,000 | |
Impairment of definite-lived intangibles | 0 | 0 | 0 | |
Residential Products | ||||
Goodwill [Line Items] | ||||
Impairment of indefinite-lived intangibles | 0 | 0 | 440,000 | |
Impairment of definite-lived intangibles | 0 | $ 0 | $ 0 | |
Solar | Residential Products | ||||
Goodwill [Line Items] | ||||
Goodwill impairment | $ (900,000) |
Goodwill and Related Intangib64
Goodwill and Related Intangible Assets (Schedule of Acquired Intangible Assets) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount, Finite-lived intangible assets | $ 116,339 | $ 113,646 |
Total acquired intangible assets, Gross Carrying Amount | 161,446 | 158,366 |
Accumulated Amortization, Finite-lived intangible assets | 55,678 | 47,576 |
Total acquired intangible assets, Accumulated Amortization | 55,678 | 47,576 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount, Finite-lived intangible assets | 5,876 | 5,808 |
Accumulated Amortization, Finite-lived intangible assets | 3,062 | 2,427 |
Unpatented technology and patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount, Finite-lived intangible assets | 28,107 | 26,720 |
Accumulated Amortization, Finite-lived intangible assets | 12,033 | 10,041 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount, Finite-lived intangible assets | 80,707 | 78,569 |
Accumulated Amortization, Finite-lived intangible assets | 39,652 | 33,585 |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount, Finite-lived intangible assets | 1,649 | 1,649 |
Accumulated Amortization, Finite-lived intangible assets | 931 | 623 |
Backlog | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount, Finite-lived intangible assets | 0 | 900 |
Accumulated Amortization, Finite-lived intangible assets | 0 | 900 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount, Indefinite-lived intangible assets | 45,107 | 44,720 |
Accumulated Amortization, Indefinite-lived intangible assets | $ 0 | $ 0 |
Minimum | Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Minimum | Unpatented technology and patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Minimum | Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | |
Minimum | Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 4 years | |
Minimum | Backlog | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 6 months | |
Maximum | Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 15 years | |
Maximum | Unpatented technology and patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 20 years | |
Maximum | Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 17 years | |
Maximum | Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 10 years | |
Maximum | Backlog | ||
Finite-Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 2 years |
Goodwill and Related Intangib65
Goodwill and Related Intangible Assets (Schedule of Impairment Charges) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of indefinite-lived intangibles | $ 247 | $ 9,048 | $ 4,863 |
Impairment of definite-lived intangibles | 0 | 198 | 0 |
Residential Products | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of indefinite-lived intangibles | 0 | 0 | 440 |
Impairment of definite-lived intangibles | 0 | 0 | 0 |
Industrial and Infrastructure Products | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of indefinite-lived intangibles | 0 | 7,980 | 4,423 |
Impairment of definite-lived intangibles | 0 | 0 | 0 |
Renewable Energy & Conservation | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of indefinite-lived intangibles | 247 | 1,068 | 0 |
Impairment of definite-lived intangibles | $ 0 | $ 198 | $ 0 |
Goodwill and Related Intangib66
Goodwill and Related Intangible Assets (Schedule of Amortization Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization of Intangible Assets | $ 8,761 | $ 9,637 | $ 12,679 |
Goodwill and Related Intangib67
Goodwill and Related Intangible Assets (Schedule of Future Amortization Expense) (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
2,018 | $ 8,289 |
2,019 | 7,618 |
2,020 | 7,106 |
2,021 | 6,504 |
2,022 | $ 6,093 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Accrued Liabilities, Current [Abstract] | ||
Compensation | $ 34,752 | $ 27,669 |
Interest and taxes | 8,002 | 13,102 |
Customer rebates | 10,517 | 10,303 |
Insurance | 7,261 | 7,584 |
Other | 14,935 | 11,734 |
Total accrued expenses | $ 75,467 | $ 70,392 |
Debt (Schedule of Long-Term Deb
Debt (Schedule of Long-Term Debt) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 31, 2013 |
Debt Instrument [Line Items] | |||
Total debt | $ 210,021 | $ 209,637 | |
Unamortized original issue discount | (2,379) | (3,163) | |
Less current maturities | 400 | 400 | |
Total long-term debt | 209,621 | 209,237 | |
Senior Subordinated 6.25% Notes | |||
Debt Instrument [Line Items] | |||
Total debt | $ 210,000 | $ 210,000 | |
Senior Subordinated Notes, interest rate | 6.25% | 6.25% | 6.25% |
Other debt | |||
Debt Instrument [Line Items] | |||
Total debt | $ 2,400 | $ 2,800 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) - USD ($) | Dec. 09, 2015 | Jan. 31, 2013 | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||||
Standby letters of credit | $ 11,200,000 | |||
Availability amount | $ 288,800,000 | $ 287,200,000 | ||
Senior Subordinated 6.25% Notes | ||||
Debt Instrument [Line Items] | ||||
Notes issued | $ 210,000,000 | |||
Interest rate | 6.25% | 6.25% | 6.25% | |
Revolving Credit Facility | Senior Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Current borrowing capacity | $ 300,000,000 | |||
Maximum borrowing capacity under the revolving credit facility | $ 500,000,000 | |||
Revolving Credit Facility | Senior Credit Agreement | Minimum | ||||
Debt Instrument [Line Items] | ||||
Annual commitment fee | 0.20% | |||
Revolving Credit Facility | Senior Credit Agreement | Minimum | LIBOR | ||||
Debt Instrument [Line Items] | ||||
LIBOR floor, plus | 1.25% | |||
Revolving Credit Facility | Senior Credit Agreement | Maximum | ||||
Debt Instrument [Line Items] | ||||
Annual commitment fee | 0.30% | |||
Revolving Credit Facility | Senior Credit Agreement | Maximum | LIBOR | ||||
Debt Instrument [Line Items] | ||||
LIBOR floor, plus | 2.25% | |||
Term Loan | Senior Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Term loan (up to) | $ 200,000,000 |
Debt (Schedule of Aggregate Mat
Debt (Schedule of Aggregate Maturities of Long-Term Debt) (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Long-term Debt, Unclassified [Abstract] | |
2,018 | $ 400 |
2,019 | 400 |
2,020 | 400 |
2,021 | 210,400 |
2,022 | 400 |
Thereafter | $ 400 |
Debt (Schedule of Cash Paid for
Debt (Schedule of Cash Paid for Interest) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Long-term Debt, Unclassified [Abstract] | |||
Cash paid for interest | $ 13,385 | $ 13,906 | $ 15,374 |
Employee Retirement Plans (Sche
Employee Retirement Plans (Schedule of Funded Status) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Projected benefit obligation at | $ 1,377 | $ 1,685 | |
Interest cost | 46 | 59 | $ 66 |
Actuarial losses (gains) | 7 | 5 | |
Benefits paid | (360) | (372) | |
Projected benefit obligation at | 1,070 | 1,377 | $ 1,685 |
Fair value of plan assets | 0 | 0 | |
Under funded status | (1,070) | (1,377) | |
Unamortized prior service cost | 2 | 4 | |
Unrecognized actuarial gain | (173) | (200) | |
Net amount recognized | $ (1,241) | $ (1,573) |
Employee Retirement Plans (Sc74
Employee Retirement Plans (Schedule of Defined Benefit Plan, Amounts Recognized in Consolidated Financial Statements) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plan [Abstract] | ||
Accrued pension liability: Current portion | $ 327 | $ 360 |
Accrued pension liability: Long term portion | 743 | 1,016 |
Pre-tax accumulated other comprehensive income – retirement benefit liability adjustment | 171 | 197 |
Net amount recognized | $ 1,241 | $ 1,573 |
Employee Retirement Plans (Comp
Employee Retirement Plans (Components of Net Periodic Pension and Other Post-Retirement Benefit Costs) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | |||
Interest cost | $ 46 | $ 59 | $ 66 |
Amortization of unrecognized prior service cost | 2 | 6 | 14 |
Gain amortization | 19 | 13 | 0 |
Net periodic pension cost | $ 29 | $ 52 | $ 80 |
Discount rate | 3.55% | 3.81% | 3.94% |
Employee Retirement Plans (Sc76
Employee Retirement Plans (Schedule of Expected Benefit Payments) (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Defined Benefit Plan, Expected Future Benefit Payment [Abstract] | |
2,018 | $ 327 |
2,019 | 228 |
2,020 | 137 |
2,021 | 100 |
2,022 | 100 |
Years 2023 - 2027 | $ 292 |
Employee Retirement Plans (Narr
Employee Retirement Plans (Narrative) (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017USD ($)agreementemployee | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | |||
Projected benefit obligation | $ 1,070 | $ 1,377 | $ 1,685 |
Pre-tax accumulated other comprehensive loss - retirement benefit liability adjustment | (171) | (197) | |
Net liability | $ 1,241 | $ 1,573 | |
Number of employees | employee | 2,022 | ||
Employees represented by unions through CBAs, percentage | 11.00% | ||
Number of CBA's to be negotiated | agreement | 3 | ||
Number of CBA's | agreement | 6 | ||
Company's maximum contribution percentage | 5.00% | ||
National Integrated Group Pension Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
CBAs expiration date | Apr. 30, 2018 |
Employee Retirement Plans (Sc78
Employee Retirement Plans (Schedule of Multiemployer Plans) (Details) - Pension | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
National Integrated Group Pension Plan [Member] | |||
Multiemployer Plans [Line Items] | |||
EIN | 226,190,618 | ||
Pension Plan Number | 1 | ||
PPA Zone Status | Red | Red | |
Surcharge Imposed | Yes | ||
Sheet Metal Workers National Pension Plan [Member] | |||
Multiemployer Plans [Line Items] | |||
EIN | 526,112,463 | ||
Pension Plan Number | 1 | ||
PPA Zone Status | Yellow | Yellow | |
Surcharge Imposed | Yes | ||
Sheet Metal Workers Pension Plan Of Northern California | |||
Multiemployer Plans [Line Items] | |||
EIN | 516,115,939 | ||
Pension Plan Number | 1 | ||
PPA Zone Status | Red | Red | |
Surcharge Imposed | Yes |
Employee Retirement Plans (Sc79
Employee Retirement Plans (Schedule of Contributions Made by the Company to Each Multiemployer Plan) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Contributions | $ 292 | $ 296 | $ 333 |
National Integrated Group Pension Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Contributions | 220 | 218 | 246 |
Sheet Metal Workers National Pension Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Contributions | 42 | 50 | 56 |
Sheet Metal Workers Pension Plan Of Northern California | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Contributions | $ 30 | $ 28 | $ 31 |
Employee Retirement Plans (Sc80
Employee Retirement Plans (Schedule of Total Expense for All Retirement Plans) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plan [Abstract] | |||
Total retirement plan expense | $ 3,044 | $ 2,887 | $ 2,934 |
Other Postretirement Benefits81
Other Postretirement Benefits (Changes in the Accumulated Postretirement Benefit Obligation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Projected benefit obligation at | $ 1,377 | $ 1,685 | |
Interest cost | 46 | 59 | $ 66 |
Actuarial losses (gains) | 7 | 5 | |
Benefits paid | (360) | (372) | |
Projected benefit obligation at | 1,070 | 1,377 | 1,685 |
Fair value of plan assets | 0 | 0 | |
Under funded status | (1,070) | (1,377) | |
Unamortized prior service cost | 2 | 4 | |
Unrecognized actuarial gain | (173) | (200) | |
Net amount recognized | (1,241) | (1,573) | |
Other Postretirement Benefits | |||
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Projected benefit obligation at | 7,202 | 8,149 | |
Service cost | 17 | 22 | 26 |
Interest cost | 269 | 272 | 300 |
Actuarial losses (gains) | (150) | (923) | |
Benefits paid | (318) | (318) | |
Projected benefit obligation at | 7,020 | 7,202 | $ 8,149 |
Fair value of plan assets | 0 | 0 | |
Under funded status | (7,020) | (7,202) | |
Unamortized prior service cost | 427 | 471 | |
Unrecognized actuarial gain | 2,382 | 2,679 | |
Net amount recognized | $ (4,211) | $ (4,052) |
Other Postretirement Benefits82
Other Postretirement Benefits (Amounts Recognized in the Consolidated Financial Statements) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Accrued post retirement liability: Current portion | $ 327 | $ 360 |
Accrued post retirement liability: Long term portion | 743 | 1,016 |
Net amount recognized | 1,241 | 1,573 |
Other Postretirement Benefits | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Accrued post retirement liability: Current portion | 314 | 294 |
Accrued post retirement liability: Long term portion | 6,706 | 6,908 |
Pre-tax accumulated other comprehensive loss – unamortized post-retirement healthcare costs | 2,809 | 3,150 |
Net amount recognized | $ 4,211 | $ 4,052 |
Other Postretirement Benefits83
Other Postretirement Benefits (Components of Net Periodic Postretirement Benefit Cost) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Interest cost | $ 46 | $ 59 | $ 66 |
Amortization of unrecognized prior service cost | 2 | 6 | 14 |
Loss amortization (2) | (19) | (13) | 0 |
Net periodic pension cost | $ 29 | $ 52 | $ 80 |
Discount rate | 3.55% | 3.81% | 3.94% |
Ultimate healthcare trend rates | 4.00% | ||
Other Postretirement Benefits | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Service cost | $ 17 | $ 22 | $ 26 |
Interest cost | 269 | 272 | 300 |
Amortization of unrecognized prior service cost | 44 | 44 | 44 |
Loss amortization (2) | 146 | 134 | 197 |
Net periodic pension cost | $ 476 | $ 472 | $ 567 |
Discount rate | 3.40% | 3.80% | 3.90% |
Annual rate of increase in the per capita cost of: Medical costs before age 65 | 7.30% | 7.50% | 7.80% |
Annual rate of increase in the per capita cost of: Medical costs after age 65 | 6.30% | 6.50% | 6.80% |
Annual rate of increase in the per capita cost of: Prescription drug costs | 10.50% | 10.50% | 11.00% |
Other Postretirement Benefits84
Other Postretirement Benefits (Impact on Amounts Reported Due to a 1% Change in the Annual Medical Inflation Rate Issued) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Other Postretirement Benefits [Abstract] | ||
Effect on accumulated postretirement benefit obligation, 1% increase | $ 950 | $ 975 |
Effect on accumulated postretirement benefit obligation, 1% decrease | (803) | (824) |
Effect on annual service and interest costs, 1% increase | 41 | 42 |
Effect on annual service and interest costs, 1% decrease | $ (34) | $ (35) |
Other Postretirement Benefits85
Other Postretirement Benefits (Expected Benefit Payments from the Plan) (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2,018 | $ 327 |
2,019 | 228 |
2,020 | 137 |
2,021 | 100 |
2,022 | 100 |
Years 2023 - 2027 | 292 |
Unamortized Post-Retirement Health Care Costs | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2,018 | 314 |
2,019 | 333 |
2,020 | 353 |
2,021 | 371 |
2,022 | 389 |
Years 2023 - 2027 | $ 2,159 |
Accumulated Other Comprehensi86
Accumulated Other Comprehensive (Loss) Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Balance at begging of period | $ (8,801) | $ (16,926) | |
Other Comprehensive Income (Loss), before Tax | (315) | (1,180) | |
Balance at end of period | (5,336) | (8,801) | $ (16,926) |
Tax (Benefit) Expense | |||
Balance at beginning of period | (1,080) | (1,510) | |
Minimum pension and post retirement health care plan adjustments | 110 | 430 | |
Balance at end of period | (970) | (1,080) | (1,510) |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balance at beginning of period | (7,721) | (15,416) | |
Other Comprehensive (Income) Loss, Defined Benefit Plan, Reclassification Adjustment from AOCI, after Tax | 205 | 750 | |
Other Comprehensive Income (Loss), Net of Tax | (3,355) | (7,695) | 5,865 |
Balance at end of period | (4,366) | (7,721) | (15,416) |
Foreign Currency Translation Adjustment | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Balance at begging of period | (5,848) | (12,793) | |
Other Comprehensive Income (Loss), before Tax | 3,150 | 6,945 | |
Balance at end of period | (2,698) | (5,848) | (12,793) |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Other Comprehensive Income (Loss), Net of Tax | 3,150 | 6,945 | |
Accumulated Defined Benefit Plans Adjustment | Minimum Pension Liability Adjustment | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Balance at begging of period | 197 | 118 | |
Other Comprehensive Income (Loss), before Tax | 26 | (79) | |
Balance at end of period | 171 | 197 | 118 |
Accumulated Defined Benefit Plans Adjustment | Unamortized Post-Retirement Health Care Costs | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Balance at begging of period | (3,150) | (4,251) | |
Other Comprehensive Income (Loss), before Tax | (341) | (1,101) | |
Balance at end of period | $ (2,809) | $ (3,150) | $ (4,251) |
Equity-Based Compensation (Narr
Equity-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended | |||||
Dec. 31, 2015 | Jun. 30, 2015 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Market price of common stock, per share | $ 33 | ||||||
Unrecognized compensation cost | $ 9.2 | ||||||
Weighted average cost recognition period, in years | 2 years 1 day | ||||||
Accrued equity based compensation | $ 48 | $ 45.5 | |||||
Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Typical vesting period, in years | 4 years | ||||||
Performance stock units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Typical vesting period, in years | 3 years | ||||||
Shares awarded (in shares) | 108,748 | 0 | 396,714 | ||||
Award performance period | 1 year | ||||||
Forfeited in period (in shares) | 25,000 | ||||||
Performance stock units outstanding (in shares) | 480,462 | 396,714 | |||||
Equity Based Compensation Percent Of Targeted Performance Stock Units Earned | 200.00% | 200.00% | |||||
Units vested (in shares) | 256,000 | 438,000 | |||||
Number of days trailing for closing price | 90 days | ||||||
2015 Equity Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares available for issuance under the Plan | 354,000 | ||||||
2015 Equity Incentive Plan | Performance stock units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares awarded (in shares) | 75,000 | 321,714 | |||||
Award performance period | 3 years | ||||||
Performance stock units outstanding (in shares) | 50,000 | ||||||
Non-Employee Directors Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares available for issuance under the Plan | 73,000 | ||||||
June 2015 | 2015 Equity Incentive Plan | Performance stock units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Forfeited in period (in shares) | 25,000 | ||||||
Based on actual return on invested capital | February 2017 | Performance stock units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares awarded (in shares) | 78,482 | ||||||
Based on actual return on invested capital | April 2017 | Performance stock units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares awarded (in shares) | 5,266 | ||||||
Based on total shareholder return vs S&P Small Cap Industrial Sector | February and April 2017 | Performance stock units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares awarded (in shares) | 25,000 | ||||||
Non Current Liabilities | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Accrued equity based compensation | $ 29.3 | $ 40.2 | |||||
Scenario, Forecast | 2015 Equity Incentive Plan | Performance stock units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares awarded (in shares) | 321,714 |
Equity-Based Compensation (Summ
Equity-Based Compensation (Summary of Compensation Expense Connection with Awards) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation [Abstract] | |||
Expense recognized under the Prior Plan | $ 1,059 | $ 1,937 | $ 1,953 |
Expense recognized under the Plan | 5,643 | 3,993 | 1,938 |
Expense recognized under the Non-Employee Directors Plan | 420 | 443 | 0 |
Total stock compensation expense | 7,122 | 6,373 | 3,891 |
Tax benefits recognized related to stock compensation expense | $ 2,133 | $ 2,485 | $ 1,518 |
Equity-Based Compensation (Sche
Equity-Based Compensation (Schedule of Number of Awards and Weighted Average Grant Date Fair Value) (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Awards (in shares) | 25,000 | 0 | 37,500 |
Weighted Average Grant DAte Fair Value (in USD per share) | $ 12.85 | $ 0 | $ 7.67 |
Deferred stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Awards (in shares) | 10,170 | 11,945 | 0 |
Weighted Average Grant Date Fair Value (in USD per share) | $ 34.42 | $ 29.30 | $ 0 |
Restricted shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Awards (in shares) | 2,034 | 3,185 | 21,318 |
Weighted Average Grant Date Fair Value (in USD per share) | $ 34.42 | $ 29.30 | $ 17.48 |
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Awards (in shares) | 133,548 | 141,982 | 212,419 |
Weighted Average Grant Date Fair Value (in USD per share) | $ 36.56 | $ 25.44 | $ 17.78 |
Performance stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Awards (in shares) | 108,748 | 0 | 396,714 |
Weighted Average Grant Date Fair Value (in USD per share) | $ 42.72 | $ 0 | $ 19.78 |
Equity-Based Compensation (Weig
Equity-Based Compensation (Weighted Average Assumptions Used to Measure Fair Value of Stock Options) (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Fair Value | $ 12.85 | $ 7.67 |
Expected Life (in years) | 4 years | 4 years |
Expected Stock Volatility | 35.70% | 35.70% |
Risk-free Interest Rate | 1.70% | 1.50% |
Expected Dividend Yield | 0.00% | 0.00% |
Equity-Based Compensation (Su91
Equity-Based Compensation (Summary of Ranges of Outstanding and Exercisable Options) (Details) - $ / shares | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Options Outstanding | 247,666 | 277,224 | 458,349 | 569,319 |
Weighted Average Remaining Contractual Life (in years) | 5 years 3 months 7 days | |||
Weighted Average Exercise Price | $ 16.02 | $ 19.08 | $ 15.13 | |
Options Exercisable | 197,666 | |||
$8.90 – $9.32 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Exercise Price Range, Lower Range Limit | $ 8.90 | |||
Exercise Price Range, Upper Range Limit | $ 9.32 | |||
Options Outstanding | 28,750 | |||
Weighted Average Remaining Contractual Life (in years) | 2 years 8 months 12 days | |||
Weighted Average Exercise Price | $ 8.90 | |||
Options Exercisable | 28,750 | |||
Weighted Average Exercise Price | $ 8.90 | |||
$9.33 – $11.73 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Exercise Price Range, Lower Range Limit | 9.33 | |||
Exercise Price Range, Upper Range Limit | $ 11.73 | |||
Options Outstanding | 92,441 | |||
Weighted Average Remaining Contractual Life (in years) | 3 years 8 months 12 days | |||
Weighted Average Exercise Price | $ 9.74 | |||
Options Exercisable | 92,441 | |||
Weighted Average Exercise Price | $ 9.74 | |||
$11.74 – $17.94 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Exercise Price Range, Lower Range Limit | 11.74 | |||
Exercise Price Range, Upper Range Limit | $ 17.94 | |||
Options Outstanding | 39,475 | |||
Weighted Average Remaining Contractual Life (in years) | 1 year 8 months 12 days | |||
Weighted Average Exercise Price | $ 13.72 | |||
Options Exercisable | 39,475 | |||
Weighted Average Exercise Price | $ 13.72 | |||
$17.95 – $23.80 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Exercise Price Range, Lower Range Limit | 17.95 | |||
Exercise Price Range, Upper Range Limit | $ 23.80 | |||
Options Outstanding | 37,000 | |||
Weighted Average Remaining Contractual Life (in years) | 8 months 9 days | |||
Weighted Average Exercise Price | $ 22.16 | |||
Options Exercisable | 37,000 | |||
Weighted Average Exercise Price | $ 22.16 | |||
$23.81 – $43.05 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||||
Exercise Price Range, Lower Range Limit | 23.81 | |||
Exercise Price Range, Upper Range Limit | $ 43.05 | |||
Options Outstanding | 50,000 | |||
Weighted Average Remaining Contractual Life (in years) | 8 years 6 months 26 days | |||
Weighted Average Exercise Price | $ 33.90 | |||
Options Exercisable | 0 | |||
Weighted Average Exercise Price | $ 0 |
Equity-Based Compensation (Su92
Equity-Based Compensation (Summary of Stock Option Transactions) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Options (in shares): | |||
Beginning balance (in shares) | 277,224 | 458,349 | 569,319 |
Granted (in shares) | 25,000 | 0 | 37,500 |
Exercised (in shares) | (42,058) | (175,125) | (119,096) |
Forfeited (in shares) | (12,500) | (6,000) | (29,374) |
Ending balance (in shares) | 247,666 | 277,224 | 458,349 |
Weighted Average Exercise Price (in dollars per share) | |||
Begininng balance (in dollars per share) | $ 14.95 | $ 16.57 | $ 15.88 |
Granted (in dollars per share) | 42.35 | 25.44 | |
Exercised (in dollars per share) | 16.02 | 19.08 | 15.13 |
Forfeited (in dollars per share) | 25.44 | 18.22 | 20.28 |
Ending balance (in dollars per share) | $ 17.01 | $ 14.95 | $ 16.57 |
Weighted Average Remaining Contractual Life (in years) | 5 years 3 months 7 days | ||
Aggregate Intrinsic Value | $ 4,194 |
Equity-Based Compensation (Su93
Equity-Based Compensation (Summary of Information about Restricted Stock Units and Weighted Average Grant Date Fair Value) (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restricted stock units | |||
Restricted Stock Units / Restricted Stock (in shares) | |||
Balance at beginning of period (in shares) | 536,164 | ||
Granted (in shares) | 133,548 | 141,982 | 212,419 |
Vested (in shares) | (202,788) | ||
Forfeited (in shares) | (25,108) | ||
Balance at end of period (in shares) | 441,816 | 536,164 | |
Weighted Average Grant Date Fair Value (in dollars per share) | |||
Balance at beginning of period (in USD per share) | $ 17.79 | ||
Granted (in USD per share) | 36.56 | $ 25.44 | $ 17.78 |
Vested (in USD per share) | 15.71 | ||
Forfeited (in USD per share) | 25.88 | ||
Balance at end of period (in USD per share) | $ 23.96 | $ 17.79 | |
Restricted shares | |||
Restricted Stock Units / Restricted Stock (in shares) | |||
Balance at beginning of period (in shares) | 7,361 | ||
Granted (in shares) | 2,034 | 3,185 | 21,318 |
Vested (in shares) | (5,137) | ||
Forfeited (in shares) | 0 | ||
Balance at end of period (in shares) | 4,258 | 7,361 | |
Weighted Average Grant Date Fair Value (in dollars per share) | |||
Balance at beginning of period (in USD per share) | $ 17.07 | ||
Granted (in USD per share) | 34.42 | $ 29.30 | $ 17.48 |
Vested (in USD per share) | 23.75 | ||
Forfeited (in USD per share) | 0 | ||
Balance at end of period (in USD per share) | $ 17.30 | $ 17.07 | |
Performance stock units | |||
Restricted Stock Units / Restricted Stock (in shares) | |||
Balance at beginning of period (in shares) | 396,714 | ||
Granted (in shares) | 108,748 | 0 | 396,714 |
Vested (in shares) | 0 | ||
Forfeited (in shares) | (25,000) | ||
Balance at end of period (in shares) | 480,462 | 396,714 | |
Weighted Average Grant Date Fair Value (in dollars per share) | |||
Balance at beginning of period (in USD per share) | $ 19.78 | ||
Granted (in USD per share) | 42.72 | $ 0 | $ 19.78 |
Vested (in USD per share) | 0 | ||
Forfeited (in USD per share) | 25.44 | ||
Balance at end of period (in USD per share) | $ 24.68 | $ 19.78 | |
Deferred stock units | |||
Restricted Stock Units / Restricted Stock (in shares) | |||
Balance at beginning of period (in shares) | 11,945 | ||
Granted (in shares) | 10,170 | 11,945 | 0 |
Vested (in shares) | 0 | ||
Forfeited (in shares) | 0 | ||
Balance at end of period (in shares) | 22,115 | 11,945 | |
Weighted Average Grant Date Fair Value (in dollars per share) | |||
Balance at beginning of period (in USD per share) | $ 29.30 | ||
Granted (in USD per share) | 34.42 | $ 29.30 | $ 0 |
Vested (in USD per share) | 0 | ||
Forfeited (in USD per share) | 0 | ||
Balance at end of period (in USD per share) | $ 31.65 | $ 29.30 |
Equity-Based Compensation (Aggr
Equity-Based Compensation (Aggregate Intrinsic Value of Options Exercised and Aggregate Fair Value of Restricted Stock Units and Restricted Shares that Vested) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Aggregate intrinsic value of options exercised | $ 628 | $ 2,439 | $ 1,089 |
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Grant date fair value | 6,756 | 4,368 | 6,578 |
Restricted shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Grant date fair value | 70 | 247 | 111 |
Deferred stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Grant date fair value | $ 350 | $ 443 | $ 0 |
Equity-Based Compensation (Sc95
Equity-Based Compensation (Schedule of Compensation Expense Recognized from Change in Fair Value and Vesting of Performance Stock Units) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Performance Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Performance stock unit compensation expense | $ 3,591 | $ 10,377 | $ 6,965 |
Equity-Based Compensation (PSUs
Equity-Based Compensation (PSUs Eligible for Conversion to Cash) (Details) - Performance stock units - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of units (in shares) | 128,000 | 219,000 | |
Grant date fair value | $ 3,100 | $ 4,039 | |
Equity Based Compensation Percent Of Targeted Performance Stock Units Earned | 200.00% | 200.00% | |
Units vested (in shares) | 256,000 | 438,000 |
Equity-Based Compensation (Cash
Equity-Based Compensation (Cash Paid to Settle Liability Awards) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
MSPP | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock units credited | $ 6,058 | $ 3,137 | $ 1,901 |
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted stock units credited | $ 84,299 | $ 198,155 | $ 94,047 |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 389,189,000 | 646,669,000 | 519,668,000 |
Restricted stock units balance, vested and unvested | 441,816 | 536,164 | |
Management | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
MSPP expense, in thousands | $ 2,432 | $ 8,565 | $ 2,767 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 31, 2013 |
Extinguishment of Debt [Line Items] | |||
Carrying value of outstanding debt | $ 210,021 | $ 209,637 | |
Senior Subordinated 6.25% Notes | |||
Extinguishment of Debt [Line Items] | |||
Carrying value of outstanding debt | $ 210,000 | $ 210,000 | |
Senior Subordinated Notes, interest rate | 6.25% | 6.25% | 6.25% |
Fair Value | |||
Extinguishment of Debt [Line Items] | |||
Fair value of debt, gross | $ 213,800 | $ 219,900 |
Exit Activity Costs and Asset99
Exit Activity Costs and Asset Impairments (Narrative) (Details) $ in Thousands | Apr. 15, 2016USD ($) | Dec. 31, 2017USD ($)facility | Dec. 31, 2016USD ($)facility | Dec. 31, 2015USD ($)facility |
Restructuring and Related Activities [Abstract] | ||||
Exit activity charges | $ 5,495 | $ 13,747 | $ 3,123 | |
Restructuring impairment charges | (1,630) | 7,530 | 8,504 | |
Exit activity costs | $ 7,125 | $ 6,217 | $ 1,418 | |
Number of consolidated facilities to be closed | facility | 3 | 7 | 4 | |
Sale leaseback gain | $ 6,799 | |||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | $ 8,800 | |||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal, Net of Tax | 2,000 | |||
Net proceeds from sale of business | $ 8,300 | $ 0 | $ 8,250 | $ 0 |
Exit Activity Costs and Asse100
Exit Activity Costs and Asset Impairments (Schedule Of Asset Impairment Charges Related To Restructuring Activities) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | $ (1,630) | $ 7,530 | $ 8,504 |
Exit activity costs | 7,125 | 6,217 | 1,418 |
Gain on sale leaseback | (6,799) | ||
Total exit activity costs & asset impairments | 5,495 | 13,747 | 3,123 |
Corporate | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | 0 | 0 | 0 |
Exit activity costs | 261 | 58 | 0 |
Gain on sale leaseback | 0 | ||
Total exit activity costs & asset impairments | 261 | 58 | 0 |
Residential Products | Operating Segments | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | 345 | 1,459 | 6,495 |
Exit activity costs | 1,058 | 1,074 | 1,256 |
Gain on sale leaseback | (6,799) | ||
Total exit activity costs & asset impairments | 1,403 | 2,533 | 952 |
Industrial and Infrastructure Products | Operating Segments | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | (2,484) | 4,221 | 2,009 |
Exit activity costs | 2,820 | 4,546 | 162 |
Gain on sale leaseback | 0 | ||
Total exit activity costs & asset impairments | $ 336 | $ 8,767 | $ 2,171 |
Exit Activity Costs and Asse101
Exit Activity Costs and Asset Impairments (Summary Of Exit Activity Costs And Asset Impairments by Segment) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | $ (1,630) | $ 7,530 | $ 8,504 |
Exit activity costs | 7,125 | 6,217 | 1,418 |
Gain on sale leaseback | (6,799) | ||
Total exit activity costs & asset impairments | 5,495 | 13,747 | 3,123 |
Corporate | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | 0 | 0 | 0 |
Exit activity costs | 261 | 58 | 0 |
Gain on sale leaseback | 0 | ||
Total exit activity costs & asset impairments | 261 | 58 | 0 |
Residential Products | Operating Segments | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | 345 | 1,459 | 6,495 |
Exit activity costs | 1,058 | 1,074 | 1,256 |
Gain on sale leaseback | (6,799) | ||
Total exit activity costs & asset impairments | 1,403 | 2,533 | 952 |
Industrial and Infrastructure Products | Operating Segments | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | (2,484) | 4,221 | 2,009 |
Exit activity costs | 2,820 | 4,546 | 162 |
Gain on sale leaseback | 0 | ||
Total exit activity costs & asset impairments | 336 | 8,767 | 2,171 |
Renewable Energy & Conservation | Operating Segments | |||
Restructuring Cost and Reserve [Line Items] | |||
Inventory write-downs &/or asset impairment charges | 509 | 1,850 | 0 |
Exit activity costs | 2,986 | 539 | 0 |
Gain on sale leaseback | 0 | ||
Total exit activity costs & asset impairments | $ 3,495 | $ 2,389 | $ 0 |
Exit Activity Costs and Asse102
Exit Activity Costs and Asset Impairments (Summary Of Exit Activity Costs And Asset Impairments Recorded in the Consolidated Statements of Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | |||
Total exit activity costs & asset impairments | $ 5,495 | $ 13,747 | $ 3,123 |
Cost of sales | |||
Restructuring Cost and Reserve [Line Items] | |||
Total exit activity costs & asset impairments | 911 | 9,922 | 9,381 |
Selling, general, and administrative expense | |||
Restructuring Cost and Reserve [Line Items] | |||
Total exit activity costs & asset impairments | $ 4,584 | $ 3,825 | $ (6,258) |
Exit Activity Costs and Asse103
Exit Activity Costs and Asset Impairments (Reconciles Of Liability For Exit Activity Costs Relating To Facility Consolidation Efforts) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring Reserve [Roll Forward] | |||
Balance as of | $ 3,744 | $ 603 | |
Exit activity costs recognized | 7,125 | 6,217 | $ 1,418 |
Cash payments | (9,908) | (3,076) | |
Balance as of | $ 961 | $ 3,744 | $ 603 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Operating Loss Carryforwards [Line Items] | |||
Provisional tax benefit from remeasurement of deferred tax liabilities | $ 16.2 | ||
Transition tax for foreign earnings | $ 3.7 | ||
Statutory tax rate, percentage | 35.00% | 35.00% | 35.00% |
Deferred tax assets, net of operating losses | $ 22.5 | ||
Deferred tax assets, net of operating losses | 3.5 | ||
Undistributed earnings of foreign subsidiaries | 27.2 | ||
Cash held in foreign operations | 24.4 | ||
Unrecognized tax benefits that would affect the effective tax rate | $ 0.3 | $ 0.6 | |
Minimum | |||
Operating Loss Carryforwards [Line Items] | |||
Statute of limitations expiration period, in years | 4 years | ||
Maximum | |||
Operating Loss Carryforwards [Line Items] | |||
Statute of limitations expiration period, in years | 10 years | ||
RBI | |||
Operating Loss Carryforwards [Line Items] | |||
Unrecognized tax benefits that would affect the effective tax rate | $ 3.2 | $ 2.8 |
Income Taxes (Components of Inc
Income Taxes (Components of Income (Loss) before Taxes from Continuing Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 78,468 | $ 37,316 | $ 40,176 |
Foreign | (560) | 12,667 | (3,076) |
Income before taxes | $ 77,908 | $ 49,983 | $ 37,100 |
Income Taxes (Benefit of) Provi
Income Taxes (Benefit of) Provision for Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current: | |||
Benefit of income taxes | $ (239) | $ (26) | $ (16) |
Deferred: | |||
Total deferred | (7,105) | (4,893) | (2,051) |
Provision for income taxes | 14,943 | 16,264 | 13,624 |
Continuing Operations | |||
Current: | |||
U.S. Federal | 16,882 | 14,703 | 12,294 |
State | 2,479 | 2,987 | 2,010 |
Foreign | 2,687 | 3,467 | 1,371 |
Total current | 22,048 | 21,157 | 15,675 |
Deferred: | |||
U.S. Federal | (7,466) | (5,404) | (178) |
State | 1,246 | 1,595 | 273 |
Foreign | (885) | (1,084) | (2,146) |
Total deferred | (7,105) | (4,893) | (2,051) |
Provision for income taxes | 14,943 | 16,264 | 13,624 |
Discontinued Operations | |||
Current: | |||
U.S. Federal | 219 | 24 | 15 |
State | 20 | 2 | 1 |
Foreign | 0 | 0 | 0 |
Benefit of income taxes | $ 239 | $ 26 | $ 16 |
Income Taxes (Provision for Inc
Income Taxes (Provision for Income Taxes from Continuing Operations Differs from the Federal Statutory Rate) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Statutory rate | $ 27,268 | $ 17,494 | $ 12,985 |
State taxes, less federal effect | 2,442 | 3,033 | 1,845 |
Tax effect of Tax Reform Act | (12,535) | 0 | 0 |
Domestic manufacturer's deduction | (1,578) | (1,363) | (795) |
Excess tax benefit on stock based compensation | (1,415) | 0 | 0 |
Federal tax credits | (373) | (439) | (242) |
Uncertain tax positions | (148) | (154) | (344) |
Change in valuation allowance | 660 | 685 | 284 |
Non-deductible expenses | 499 | 556 | 2 |
Foreign rate differential | 2 | (677) | (6) |
Intangible asset impairment | 0 | 341 | 0 |
Worthless stock deduction | 0 | (868) | 0 |
Intercompany debt discharge | 0 | (2,389) | 0 |
Other | 121 | 45 | (105) |
Provision for income taxes | $ 14,943 | $ 16,264 | $ 13,624 |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||
Statutory rate | 35.00% | 35.00% | 35.00% |
State taxes, less federal effect | 3.10% | 6.10% | 5.00% |
Tax effect of Tax Reform Act | (16.10%) | 0.00% | 0.00% |
Domestic manufacturer's deduction | (2.00%) | (2.70%) | (2.10%) |
Excess tax benefit on stock based compensation | (1.80%) | (0.00%) | (0.00%) |
Federal tax credits | (0.50%) | (0.90%) | (0.70%) |
Uncertain tax positions | (0.20%) | (0.30%) | (0.90%) |
Change in valuation allowance | 0.80% | 1.40% | 0.70% |
Non-deductible expenses | 0.70% | 1.10% | 0.00% |
Foreign rate differential | 0.00% | (1.40%) | 0.00% |
Intangible asset impairment | 0.00% | 0.70% | 0.00% |
Worthless stock deduction | (0.00%) | (1.70%) | (0.00%) |
Intercompany debt discharge | (0.00%) | (4.80%) | (0.00%) |
Other | 0.20% | 0.00% | (0.30%) |
Effective income tax rate, percentage | 19.20% | 32.50% | 36.70% |
Income Taxes (Deferred Tax Liab
Income Taxes (Deferred Tax Liabilities (Assets)) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Income Tax Disclosure [Abstract] | ||
Depreciation | $ 9,563 | $ 17,367 |
Goodwill | 32,662 | 43,562 |
Intangible assets | 10,928 | 14,731 |
Foreign withholding tax | 1,014 | 0 |
Other | 652 | 892 |
Gross deferred tax liabilities | 54,819 | 76,552 |
Equity compensation | (12,577) | (21,439) |
Other | (13,247) | (18,473) |
Gross deferred tax assets | (25,824) | (39,912) |
Valuation allowances | 2,242 | 1,362 |
Deferred tax assets, net of valuation allowances | (23,582) | (38,550) |
Net deferred tax liabilities | $ 31,237 | $ 38,002 |
Income Taxes (Summary of Valuat
Income Taxes (Summary of Valuation Allowance) (Details) - Deferred Tax Valuation Allowance - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance as of January 1 | $ 1,362 | $ 766 | $ 400 |
Cost charged to the tax provision | 1,505 | 983 | 286 |
Currency translation | (820) | (338) | (78) |
Currency translation | 195 | (49) | 0 |
Balance as of December 31 | $ 2,242 | $ 1,362 | $ 766 |
Income Taxes (Income Taxes Paid
Income Taxes (Income Taxes Paid, Net of Tax Refunds) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Payments made for income taxes, net | $ 26,186 | $ 17,700 | $ 11,879 |
Income Taxes (Reconciliation of
Income Taxes (Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance as of January 1 | $ 3,466 | $ 3,876 | $ 1,414 |
Additions for tax positions of the current year | 99 | 33 | 148 |
Additions for tax positions of prior years | 0 | 0 | 2,955 |
Settlements and changes in judgment | (422) | (256) | (331) |
Lapses of applicable statute of limitations | 0 | 0 | (310) |
Divestitures and foreign currency translation | 393 | (187) | 0 |
Balance as of December 31 | $ 3,536 | $ 3,466 | $ 3,876 |
Income Taxes (Interest (Net of
Income Taxes (Interest (Net of Federal Tax Benefit) and Penalties Recognized) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Interest and penalties recognized as income | $ 130 | $ 122 | $ 87 |
Earnings per Share (Narrative)
Earnings per Share (Narrative) (Details) - shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Common Stock | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive number of shares | 468,000 | 653,000 | 643,000 |
Earnings per Share (Schedule of
Earnings per Share (Schedule of Computation of Basic and Diluted Earnings per Share) (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |||||||||||
Income from continuing operations | $ 25,176 | $ 20,619 | $ 13,174 | $ 3,996 | $ (7,708) | $ 13,786 | $ 18,612 | $ 9,029 | $ 62,965 | $ 33,719 | $ 23,476 |
Loss from discontinued operations | 0 | 0 | (405) | 0 | (44) | 0 | 0 | 0 | (405) | (44) | (28) |
Net income | $ 25,176 | $ 20,619 | $ 12,769 | $ 3,996 | $ (7,752) | $ 13,786 | $ 18,612 | $ 9,029 | $ 62,560 | $ 33,675 | $ 23,448 |
Weighted average shares outstanding (in shares) | 31,701 | 31,536 | 31,233 | ||||||||
Common stock options and restricted stock (in shares) | 549 | 533 | 312 | ||||||||
Weighted average shares and conversions (in shares) | 32,250 | 32,069 | 31,545 |
Commitments and Contingencie115
Commitments and Contingencies (Schedule of Rent Expense under Operating Leases) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Rent expense | $ 11,964 | $ 13,652 | $ 13,959 |
Commitments and Contingencie116
Commitments and Contingencies (Schedule of Future Minimum Lease Payments under Non-Cancelable Operating Leases) (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,018 | $ 11,072 |
2,019 | 9,274 |
2,020 | 6,521 |
2,021 | 4,773 |
2,022 | 3,817 |
Thereafter | $ 5,211 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Officer | Leased Real Estate Properties | ||
Related Party Transaction [Line Items] | ||
Related party lease expense | $ 1.1 | $ 1 |
Segment Information (Narrative)
Segment Information (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2017segment | |
Segment Reporting Information, Revenue for Reportable Segment [Abstract] | |
Number of reportable segments | 3 |
Segment Information (Measuremen
Segment Information (Measurements Used by Management to Assess Performance of Segments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Net sales | $ 258,112 | $ 274,574 | $ 247,627 | $ 206,605 | $ 231,838 | $ 272,734 | $ 265,738 | $ 237,671 | $ 986,918 | $ 1,007,981 | $ 1,040,873 |
Income (loss) from operations: | 22,547 | $ 35,693 | $ 24,930 | $ 9,679 | 629 | $ 26,522 | $ 28,576 | $ 17,761 | 92,849 | 73,488 | 48,732 |
Depreciation and amortization | 21,690 | 24,114 | 30,548 | ||||||||
Total assets | 991,385 | 918,245 | 991,385 | 918,245 | 889,772 | ||||||
Capital expenditures | 11,399 | 10,779 | 12,373 | ||||||||
Operating Segments | |||||||||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Income (loss) from operations: | 30,218 | 43,214 | 12,659 | ||||||||
Intersegment sales | |||||||||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Net sales: | (1,247) | (1,495) | (1,536) | ||||||||
Unallocated Corporate Expenses | |||||||||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Income (loss) from operations: | (22,421) | (36,273) | (26,312) | ||||||||
Depreciation and amortization | 321 | 377 | 662 | ||||||||
Total assets | 209,286 | 153,338 | 209,286 | 153,338 | 37,235 | ||||||
Capital expenditures | 421 | 377 | 328 | ||||||||
Residential Products | Operating Segments | |||||||||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Net sales | 466,603 | 430,938 | 475,653 | ||||||||
Income (loss) from operations: | 76,893 | 65,241 | 46,804 | ||||||||
Depreciation and amortization | 9,183 | 9,297 | 9,967 | ||||||||
Total assets | 358,838 | 331,975 | 358,838 | 331,975 | 363,339 | ||||||
Capital expenditures | 5,236 | 5,182 | 3,328 | ||||||||
Industrial and Infrastructure Products | |||||||||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Net sales | 213,964 | 295,018 | 376,688 | ||||||||
Industrial and Infrastructure Products | Operating Segments | |||||||||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Net sales: | 215,211 | 296,513 | 378,224 | ||||||||
Income (loss) from operations: | 8,159 | 1,306 | 15,581 | ||||||||
Depreciation and amortization | 6,529 | 8,237 | 12,108 | ||||||||
Total assets | 203,455 | 225,691 | 203,455 | 225,691 | 273,987 | ||||||
Capital expenditures | 2,094 | 2,060 | 4,846 | ||||||||
Renewable Energy & Conservation | Operating Segments | |||||||||||
Segment Reporting, Other Significant Reconciling Item [Line Items] | |||||||||||
Net sales | 306,351 | 282,025 | 188,532 | ||||||||
Depreciation and amortization | 5,657 | 6,203 | 7,811 | ||||||||
Total assets | $ 219,806 | $ 207,241 | 219,806 | 207,241 | 215,211 | ||||||
Capital expenditures | $ 3,648 | $ 3,160 | $ 3,871 |
Segment Information (Net Sales
Segment Information (Net Sales by Region or Origin and Long-Lived Assets by Region of Domicile) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | $ 258,112 | $ 274,574 | $ 247,627 | $ 206,605 | $ 231,838 | $ 272,734 | $ 265,738 | $ 237,671 | $ 986,918 | $ 1,007,981 | $ 1,040,873 |
Long-lived assets | 101,779 | 112,226 | 101,779 | 112,226 | 122,947 | ||||||
North America | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | 977,942 | 963,797 | 968,414 | ||||||||
Long-lived assets | 97,956 | 108,334 | 97,956 | 108,334 | 110,571 | ||||||
Europe | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | 1,131 | 19,447 | 48,216 | ||||||||
Long-lived assets | 3,222 | 2,900 | 3,222 | 2,900 | 11,084 | ||||||
Asia | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||||||||
Net sales | 7,845 | 24,737 | 24,243 | ||||||||
Long-lived assets | $ 601 | $ 992 | $ 601 | $ 992 | $ 1,292 |
Supplemental Financial Infor121
Supplemental Financial Information (Narrative) (Details) | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 31, 2013 |
Senior Subordinated 6.25% Notes | |||
Debt Instrument [Line Items] | |||
Senior Subordinated Notes, interest rate | 6.25% | 6.25% | 6.25% |
Supplemental Financial Infor122
Supplemental Financial Information (Consolidating Statements of Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Income Statements, Captions [Line Items] | |||||||||||
Net sales | $ 258,112 | $ 274,574 | $ 247,627 | $ 206,605 | $ 231,838 | $ 272,734 | $ 265,738 | $ 237,671 | $ 986,918 | $ 1,007,981 | $ 1,040,873 |
Cost of sales | 750,374 | 763,219 | 853,897 | ||||||||
Gross profit | 56,729 | 68,735 | 61,825 | 49,255 | 53,882 | 67,887 | 68,843 | 54,150 | 236,544 | 244,762 | 186,976 |
Selling, general, and administrative expense | 143,448 | 161,099 | 133,381 | ||||||||
Intangible asset impairment | 247 | 10,175 | 4,863 | ||||||||
Income from operations | 22,547 | 35,693 | 24,930 | 9,679 | 629 | 26,522 | 28,576 | 17,761 | 92,849 | 73,488 | 48,732 |
Interest expense | 3,420 | 3,486 | 3,550 | 3,576 | 3,595 | 3,625 | 3,666 | 3,691 | 14,032 | 14,577 | 15,003 |
Other expense (income) | 909 | 8,928 | (3,371) | ||||||||
Income before taxes | 77,908 | 49,983 | 37,100 | ||||||||
Provision for income taxes | 14,943 | 16,264 | 13,624 | ||||||||
Income from continuing operations | 25,176 | 20,619 | 13,174 | 3,996 | (7,708) | 13,786 | 18,612 | 9,029 | 62,965 | 33,719 | 23,476 |
Loss before taxes | (644) | (70) | (44) | ||||||||
Benefit of income taxes | (239) | (26) | (16) | ||||||||
Loss from discontinued operations | 0 | 0 | (405) | 0 | (44) | 0 | 0 | 0 | (405) | (44) | (28) |
Equity in earnings from subsidiaries | 0 | 0 | 0 | ||||||||
Net income | $ 25,176 | $ 20,619 | $ 12,769 | $ 3,996 | $ (7,752) | $ 13,786 | $ 18,612 | $ 9,029 | 62,560 | 33,675 | 23,448 |
Gibraltar Industries, Inc. | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Net sales | 0 | 0 | 0 | ||||||||
Cost of sales | 0 | 0 | 0 | ||||||||
Gross profit | 0 | 0 | 0 | ||||||||
Selling, general, and administrative expense | 147 | 14,302 | 133 | ||||||||
Intangible asset impairment | 0 | 0 | 0 | ||||||||
Income from operations | (147) | (14,302) | (133) | ||||||||
Interest expense | 13,609 | 13,609 | 13,609 | ||||||||
Other expense (income) | 0 | 8,716 | 50 | ||||||||
Income before taxes | (13,756) | (36,627) | (13,792) | ||||||||
Provision for income taxes | (5,079) | (11,768) | (4,427) | ||||||||
Income from continuing operations | (8,677) | (24,859) | (9,365) | ||||||||
Loss before taxes | 0 | 0 | 0 | ||||||||
Benefit of income taxes | 0 | 0 | 0 | ||||||||
Loss from discontinued operations | 0 | 0 | 0 | ||||||||
Equity in earnings from subsidiaries | 72,261 | 57,857 | 36,401 | ||||||||
Net income | 63,584 | 32,998 | 27,036 | ||||||||
Guarantor Subsidiaries | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Net sales | 947,604 | 950,945 | 960,614 | ||||||||
Cost of sales | 719,587 | 722,315 | 785,085 | ||||||||
Gross profit | 228,017 | 228,630 | 175,529 | ||||||||
Selling, general, and administrative expense | 133,409 | 137,343 | 115,882 | ||||||||
Intangible asset impairment | 200 | 7,980 | 4,863 | ||||||||
Income from operations | 94,408 | 83,307 | 54,784 | ||||||||
Interest expense | 512 | 1,042 | 1,469 | ||||||||
Other expense (income) | 500 | 512 | (3,154) | ||||||||
Income before taxes | 93,396 | 81,753 | 56,469 | ||||||||
Provision for income taxes | 19,787 | 27,551 | 18,827 | ||||||||
Income from continuing operations | 73,609 | 54,202 | 37,642 | ||||||||
Loss before taxes | (644) | (70) | (44) | ||||||||
Benefit of income taxes | (239) | (26) | (16) | ||||||||
Loss from discontinued operations | (405) | (44) | (28) | ||||||||
Equity in earnings from subsidiaries | (943) | 3,699 | (1,213) | ||||||||
Net income | 72,261 | 57,857 | 36,401 | ||||||||
Non-Guarantor Subsidiaries | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Net sales | 52,738 | 78,184 | 109,984 | ||||||||
Cost of sales | 43,187 | 62,729 | 94,949 | ||||||||
Gross profit | 9,551 | 15,455 | 15,035 | ||||||||
Selling, general, and administrative expense | 9,892 | 9,454 | 17,366 | ||||||||
Intangible asset impairment | 47 | 2,195 | 0 | ||||||||
Income from operations | (388) | 3,806 | (2,331) | ||||||||
Interest expense | (89) | (74) | (75) | ||||||||
Other expense (income) | 409 | (300) | (267) | ||||||||
Income before taxes | (708) | 4,180 | (1,989) | ||||||||
Provision for income taxes | 235 | 481 | (776) | ||||||||
Income from continuing operations | (943) | 3,699 | (1,213) | ||||||||
Loss before taxes | 0 | 0 | 0 | ||||||||
Benefit of income taxes | 0 | 0 | 0 | ||||||||
Loss from discontinued operations | 0 | 0 | 0 | ||||||||
Equity in earnings from subsidiaries | 0 | 0 | 0 | ||||||||
Net income | (943) | 3,699 | (1,213) | ||||||||
Eliminations | |||||||||||
Condensed Income Statements, Captions [Line Items] | |||||||||||
Net sales | (13,424) | (21,148) | (29,725) | ||||||||
Cost of sales | (12,400) | (21,825) | (26,137) | ||||||||
Gross profit | (1,024) | 677 | (3,588) | ||||||||
Selling, general, and administrative expense | 0 | 0 | 0 | ||||||||
Intangible asset impairment | 0 | 0 | 0 | ||||||||
Income from operations | (1,024) | 677 | (3,588) | ||||||||
Interest expense | 0 | 0 | 0 | ||||||||
Other expense (income) | 0 | 0 | 0 | ||||||||
Income before taxes | (1,024) | 677 | (3,588) | ||||||||
Provision for income taxes | 0 | 0 | 0 | ||||||||
Income from continuing operations | (1,024) | 677 | (3,588) | ||||||||
Loss before taxes | 0 | 0 | 0 | ||||||||
Benefit of income taxes | 0 | 0 | 0 | ||||||||
Loss from discontinued operations | 0 | 0 | 0 | ||||||||
Equity in earnings from subsidiaries | (71,318) | (61,556) | (35,188) | ||||||||
Net income | $ (72,342) | $ (60,879) | $ (38,776) |
Supplemental Financial Infor123
Supplemental Financial Information (Consolidating Statements of Comprehensive Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Statement of Income Captions [Line Items] | |||||||||||
Net income | $ 25,176 | $ 20,619 | $ 12,769 | $ 3,996 | $ (7,752) | $ 13,786 | $ 18,612 | $ 9,029 | $ 62,560 | $ 33,675 | $ 23,448 |
Other comprehensive income: | |||||||||||
Foreign currency translation adjustment | 3,150 | 6,945 | (6,228) | ||||||||
Unrealized loss on cash flow hedges, net of tax | 0 | 0 | 143 | ||||||||
Adjustment to retirement benefit liability, net of tax | (9) | 55 | 49 | ||||||||
Adjustment to post-retirement healthcare benefit liability, net of tax | 214 | 695 | 171 | ||||||||
Other comprehensive income (loss) | 3,355 | 7,695 | (5,865) | ||||||||
Total comprehensive income | 65,915 | 41,370 | 17,583 | ||||||||
Gibraltar Industries, Inc. | |||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
Net income | 63,584 | 32,998 | 27,036 | ||||||||
Other comprehensive income: | |||||||||||
Foreign currency translation adjustment | 0 | 0 | 0 | ||||||||
Unrealized loss on cash flow hedges, net of tax | 0 | ||||||||||
Adjustment to retirement benefit liability, net of tax | 0 | 0 | 0 | ||||||||
Adjustment to post-retirement healthcare benefit liability, net of tax | 0 | 0 | 0 | ||||||||
Other comprehensive income (loss) | 0 | 0 | 0 | ||||||||
Total comprehensive income | 63,584 | 32,998 | 27,036 | ||||||||
Guarantor Subsidiaries | |||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
Net income | 72,261 | 57,857 | 36,401 | ||||||||
Other comprehensive income: | |||||||||||
Foreign currency translation adjustment | 0 | 0 | 0 | ||||||||
Unrealized loss on cash flow hedges, net of tax | 143 | ||||||||||
Adjustment to retirement benefit liability, net of tax | (9) | 55 | 34 | ||||||||
Adjustment to post-retirement healthcare benefit liability, net of tax | 214 | 695 | 171 | ||||||||
Other comprehensive income (loss) | 205 | 750 | 348 | ||||||||
Total comprehensive income | 72,466 | 58,607 | 36,749 | ||||||||
Non-Guarantor Subsidiaries | |||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
Net income | (943) | 3,699 | (1,213) | ||||||||
Other comprehensive income: | |||||||||||
Foreign currency translation adjustment | 3,150 | 6,945 | (6,228) | ||||||||
Unrealized loss on cash flow hedges, net of tax | 0 | ||||||||||
Adjustment to retirement benefit liability, net of tax | 0 | 0 | 15 | ||||||||
Adjustment to post-retirement healthcare benefit liability, net of tax | 0 | 0 | 0 | ||||||||
Other comprehensive income (loss) | 3,150 | 6,945 | (6,213) | ||||||||
Total comprehensive income | 2,207 | 10,644 | (7,426) | ||||||||
Eliminations | |||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
Net income | (72,342) | (60,879) | (38,776) | ||||||||
Other comprehensive income: | |||||||||||
Foreign currency translation adjustment | 0 | 0 | 0 | ||||||||
Unrealized loss on cash flow hedges, net of tax | 0 | ||||||||||
Adjustment to retirement benefit liability, net of tax | 0 | 0 | 0 | ||||||||
Adjustment to post-retirement healthcare benefit liability, net of tax | 0 | 0 | 0 | ||||||||
Other comprehensive income (loss) | 0 | 0 | 0 | ||||||||
Total comprehensive income | $ (72,342) | $ (60,879) | $ (38,776) |
Supplemental Financial Infor124
Supplemental Financial Information (Consolidating Balance Sheets) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||||
Cash and cash equivalents | $ 222,280 | $ 170,177 | $ 68,858 | $ 110,610 |
Accounts receivable, net | 145,385 | 124,072 | ||
Intercompany balances | 0 | 0 | ||
Inventories | 86,372 | 89,612 | ||
Other current assets | 8,727 | 7,336 | ||
Total current assets | 462,764 | 391,197 | ||
Property, plant, and equipment, net | 97,098 | 108,304 | ||
Goodwill | 321,074 | 304,032 | 292,390 | |
Acquired intangibles | 105,768 | 110,790 | ||
Other assets | 4,681 | 3,922 | ||
Investment in subsidiaries | 0 | 0 | ||
Total assets | 991,385 | 918,245 | 889,772 | |
Current liabilities: | ||||
Accounts payable | 82,387 | 69,944 | ||
Accrued expenses | 75,467 | 70,392 | ||
Billings in Excess of Cost | 12,779 | 11,352 | ||
Current maturities of long-term debt | 400 | 400 | ||
Total current liabilities | 171,033 | 152,088 | ||
Long-term debt | 209,621 | 209,237 | ||
Deferred income taxes | 31,237 | 38,002 | ||
Other non-current liabilities | 47,775 | 58,038 | ||
Total shareholders’ equity | 531,719 | 460,880 | 410,086 | 387,229 |
Total liabilities and shareholders' equity | 991,385 | 918,245 | ||
Gibraltar Industries, Inc. | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Accounts receivable, net | 0 | 0 | ||
Intercompany balances | 324 | (615) | ||
Inventories | 0 | 0 | ||
Other current assets | 5,415 | 13,783 | ||
Total current assets | 5,739 | 13,168 | ||
Property, plant, and equipment, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Acquired intangibles | 0 | 0 | ||
Other assets | 0 | 0 | ||
Investment in subsidiaries | 739,970 | 663,118 | ||
Total assets | 745,709 | 676,286 | ||
Current liabilities: | ||||
Accounts payable | 0 | 0 | ||
Accrued expenses | 5,469 | 7,369 | ||
Billings in Excess of Cost | 0 | 0 | ||
Current maturities of long-term debt | 0 | 0 | ||
Total current liabilities | 5,469 | 7,369 | ||
Long-term debt | 208,521 | 208,037 | ||
Deferred income taxes | 0 | 0 | ||
Other non-current liabilities | 0 | 0 | ||
Total shareholders’ equity | 531,719 | 460,880 | ||
Total liabilities and shareholders' equity | 745,709 | 676,286 | ||
Guarantor Subsidiaries | ||||
Current assets: | ||||
Cash and cash equivalents | 192,604 | 143,826 | 39,597 | 91,466 |
Accounts receivable, net | 138,903 | 117,526 | ||
Intercompany balances | 4,166 | 6,152 | ||
Inventories | 82,457 | 85,483 | ||
Other current assets | (368) | (10,070) | ||
Total current assets | 417,762 | 342,917 | ||
Property, plant, and equipment, net | 93,906 | 104,642 | ||
Goodwill | 298,258 | 282,300 | ||
Acquired intangibles | 97,171 | 101,520 | ||
Other assets | 4,681 | 3,922 | ||
Investment in subsidiaries | 61,746 | 58,477 | ||
Total assets | 973,524 | 893,778 | ||
Current liabilities: | ||||
Accounts payable | 77,786 | 66,363 | ||
Accrued expenses | 67,746 | 60,004 | ||
Billings in Excess of Cost | 9,840 | 9,301 | ||
Current maturities of long-term debt | 400 | 400 | ||
Total current liabilities | 155,772 | 136,068 | ||
Long-term debt | 1,100 | 1,200 | ||
Deferred income taxes | 28,907 | 35,354 | ||
Other non-current liabilities | 47,775 | 58,038 | ||
Total shareholders’ equity | 739,970 | 663,118 | ||
Total liabilities and shareholders' equity | 973,524 | 893,778 | ||
Non-Guarantor Subsidiaries | ||||
Current assets: | ||||
Cash and cash equivalents | 29,676 | 26,351 | 29,261 | 19,144 |
Accounts receivable, net | 6,482 | 6,546 | ||
Intercompany balances | (4,490) | (5,537) | ||
Inventories | 3,915 | 4,129 | ||
Other current assets | 3,680 | 3,623 | ||
Total current assets | 39,263 | 35,112 | ||
Property, plant, and equipment, net | 3,192 | 3,662 | ||
Goodwill | 22,816 | 21,732 | ||
Acquired intangibles | 8,597 | 9,270 | ||
Other assets | 0 | 0 | ||
Investment in subsidiaries | 0 | 0 | ||
Total assets | 73,868 | 69,776 | ||
Current liabilities: | ||||
Accounts payable | 4,601 | 3,581 | ||
Accrued expenses | 2,252 | 3,019 | ||
Billings in Excess of Cost | 2,939 | 2,051 | ||
Current maturities of long-term debt | 0 | 0 | ||
Total current liabilities | 9,792 | 8,651 | ||
Long-term debt | 0 | 0 | ||
Deferred income taxes | 2,330 | 2,648 | ||
Other non-current liabilities | 0 | 0 | ||
Total shareholders’ equity | 61,746 | 58,477 | ||
Total liabilities and shareholders' equity | 73,868 | 69,776 | ||
Eliminations | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Accounts receivable, net | 0 | 0 | ||
Intercompany balances | 0 | 0 | ||
Inventories | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | 0 | 0 | ||
Property, plant, and equipment, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Acquired intangibles | 0 | 0 | ||
Other assets | 0 | 0 | ||
Investment in subsidiaries | (801,716) | (721,595) | ||
Total assets | (801,716) | (721,595) | ||
Current liabilities: | ||||
Accounts payable | 0 | 0 | ||
Accrued expenses | 0 | 0 | ||
Billings in Excess of Cost | 0 | 0 | ||
Current maturities of long-term debt | 0 | 0 | ||
Total current liabilities | 0 | 0 | ||
Long-term debt | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Other non-current liabilities | 0 | 0 | ||
Total shareholders’ equity | (801,716) | (721,595) | ||
Total liabilities and shareholders' equity | $ (801,716) | $ (721,595) |
Supplemental Financial Infor125
Supplemental Financial Information (Condensed Consolidating Statements of Cash Flows) (Details) - USD ($) $ in Thousands | Apr. 15, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Condensed Cash Flow Statements, Captions [Line Items] | ||||
Net cash provided by operating activities | $ 70,070 | $ 123,987 | $ 87,221 | |
Cash Flows from Investing Activities | ||||
Purchases of property, plant, and equipment | (11,399) | (10,779) | (12,373) | |
Acquisitions, net of cash acquired | (18,494) | (23,412) | (140,621) | |
Net proceeds from sale of property and equipment | 13,096 | 953 | 26,500 | |
Net proceeds from sale of business | $ 8,300 | 0 | 8,250 | 0 |
Net cash used in investing activities | (16,797) | (23,870) | (125,340) | |
Other, net | 0 | 1,118 | 1,154 | |
Cash Flows from Financing Activities | ||||
Long-term debt payments | (400) | (400) | (73,642) | |
Proceeds from long-term debt | 0 | 0 | 73,242 | |
Payment of debt issuance costs | 0 | (54) | (1,166) | |
Purchase of treasury stock at market prices | (2,872) | (1,539) | (956) | |
Intercompany financing | 0 | 0 | 0 | |
Net proceeds from issuance of common stock | 674 | 3,341 | 1,801 | |
Net cash (used in) provided by financing activities | (2,598) | 1,348 | (721) | |
Effect of exchange rate changes on cash | 1,428 | (146) | (2,912) | |
Net increase (decrease) in cash and cash equivalents | 52,103 | 101,319 | (41,752) | |
Cash and cash equivalents at beginning of year | 170,177 | 68,858 | 110,610 | |
Cash and cash equivalents at end of year | 222,280 | 170,177 | 68,858 | |
Gibraltar Industries, Inc. | ||||
Condensed Cash Flow Statements, Captions [Line Items] | ||||
Net cash provided by operating activities | (15,172) | (34,243) | (13,309) | |
Cash Flows from Investing Activities | ||||
Purchases of property, plant, and equipment | 0 | 0 | 0 | |
Acquisitions, net of cash acquired | 0 | 0 | 0 | |
Net proceeds from sale of property and equipment | 0 | 0 | 0 | |
Net proceeds from sale of business | 0 | |||
Net cash used in investing activities | 0 | 0 | 0 | |
Other, net | 0 | 0 | ||
Cash Flows from Financing Activities | ||||
Long-term debt payments | 0 | 0 | 0 | |
Proceeds from long-term debt | 0 | |||
Payment of debt issuance costs | 0 | 0 | ||
Purchase of treasury stock at market prices | (2,872) | (1,539) | (956) | |
Intercompany financing | 17,370 | 32,441 | 12,464 | |
Net proceeds from issuance of common stock | 674 | 3,341 | 1,801 | |
Net cash (used in) provided by financing activities | 15,172 | 34,243 | 13,309 | |
Effect of exchange rate changes on cash | 0 | 0 | 0 | |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0 | |
Cash and cash equivalents at beginning of year | 0 | 0 | 0 | |
Cash and cash equivalents at end of year | 0 | 0 | 0 | |
Guarantor Subsidiaries | ||||
Condensed Cash Flow Statements, Captions [Line Items] | ||||
Net cash provided by operating activities | 83,114 | 140,890 | 94,977 | |
Cash Flows from Investing Activities | ||||
Purchases of property, plant, and equipment | (11,026) | (10,321) | (11,754) | |
Acquisitions, net of cash acquired | (18,494) | (23,412) | (114,145) | |
Net proceeds from sale of property and equipment | 12,905 | 230 | 26,500 | |
Net proceeds from sale of business | 0 | |||
Net cash used in investing activities | (16,615) | (32,385) | (98,245) | |
Other, net | 1,118 | 1,154 | ||
Cash Flows from Financing Activities | ||||
Long-term debt payments | (400) | (400) | (73,642) | |
Proceeds from long-term debt | 73,242 | |||
Payment of debt issuance costs | (54) | (1,166) | ||
Purchase of treasury stock at market prices | 0 | 0 | 0 | |
Intercompany financing | (17,321) | (3,822) | (47,035) | |
Net proceeds from issuance of common stock | 0 | 0 | 0 | |
Net cash (used in) provided by financing activities | (17,721) | (4,276) | (48,601) | |
Effect of exchange rate changes on cash | 0 | 0 | 0 | |
Net increase (decrease) in cash and cash equivalents | 48,778 | 104,229 | (51,869) | |
Cash and cash equivalents at beginning of year | 143,826 | 39,597 | 91,466 | |
Cash and cash equivalents at end of year | 192,604 | 143,826 | 39,597 | |
Non-Guarantor Subsidiaries | ||||
Condensed Cash Flow Statements, Captions [Line Items] | ||||
Net cash provided by operating activities | 2,128 | 17,340 | 5,553 | |
Cash Flows from Investing Activities | ||||
Purchases of property, plant, and equipment | (373) | (458) | (619) | |
Acquisitions, net of cash acquired | 0 | 0 | (26,476) | |
Net proceeds from sale of property and equipment | 191 | 723 | 0 | |
Net proceeds from sale of business | 8,250 | |||
Net cash used in investing activities | (182) | 8,515 | (27,095) | |
Other, net | 0 | |||
Cash Flows from Financing Activities | ||||
Long-term debt payments | 0 | 0 | 0 | |
Payment of debt issuance costs | 0 | 0 | ||
Purchase of treasury stock at market prices | 0 | 0 | 0 | |
Intercompany financing | (49) | (28,619) | 34,571 | |
Net proceeds from issuance of common stock | 0 | 0 | 0 | |
Net cash (used in) provided by financing activities | (49) | (28,619) | 34,571 | |
Effect of exchange rate changes on cash | 1,428 | (146) | (2,912) | |
Net increase (decrease) in cash and cash equivalents | 3,325 | (2,910) | 10,117 | |
Cash and cash equivalents at beginning of year | 26,351 | 29,261 | 19,144 | |
Cash and cash equivalents at end of year | 29,676 | 26,351 | 29,261 | |
Eliminations | ||||
Condensed Cash Flow Statements, Captions [Line Items] | ||||
Net cash provided by operating activities | 0 | 0 | 0 | |
Cash Flows from Investing Activities | ||||
Purchases of property, plant, and equipment | 0 | 0 | 0 | |
Acquisitions, net of cash acquired | 0 | 0 | 0 | |
Net proceeds from sale of property and equipment | 0 | 0 | 0 | |
Net proceeds from sale of business | 0 | |||
Net cash used in investing activities | 0 | 0 | 0 | |
Other, net | 0 | |||
Cash Flows from Financing Activities | ||||
Long-term debt payments | 0 | 0 | 0 | |
Payment of debt issuance costs | 0 | 0 | ||
Purchase of treasury stock at market prices | 0 | 0 | 0 | |
Intercompany financing | 0 | 0 | 0 | |
Net proceeds from issuance of common stock | 0 | 0 | 0 | |
Net cash (used in) provided by financing activities | 0 | 0 | 0 | |
Effect of exchange rate changes on cash | 0 | 0 | 0 | |
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0 | |
Cash and cash equivalents at beginning of year | 0 | 0 | 0 | |
Cash and cash equivalents at end of year | $ 0 | $ 0 | $ 0 |
Quarterly Unaudited Financia126
Quarterly Unaudited Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 258,112 | $ 274,574 | $ 247,627 | $ 206,605 | $ 231,838 | $ 272,734 | $ 265,738 | $ 237,671 | $ 986,918 | $ 1,007,981 | $ 1,040,873 |
Gross profit | 56,729 | 68,735 | 61,825 | 49,255 | 53,882 | 67,887 | 68,843 | 54,150 | 236,544 | 244,762 | 186,976 |
Income (loss) from operations: | 22,547 | 35,693 | 24,930 | 9,679 | 629 | 26,522 | 28,576 | 17,761 | 92,849 | 73,488 | 48,732 |
Interest expense | 3,420 | 3,486 | 3,550 | 3,576 | 3,595 | 3,625 | 3,666 | 3,691 | 14,032 | 14,577 | 15,003 |
Income from continuing operations | 25,176 | 20,619 | 13,174 | 3,996 | (7,708) | 13,786 | 18,612 | 9,029 | 62,965 | 33,719 | 23,476 |
Loss from discontinued operations | 0 | 0 | (405) | 0 | (44) | 0 | 0 | 0 | (405) | (44) | (28) |
Net income | $ 25,176 | $ 20,619 | $ 12,769 | $ 3,996 | $ (7,752) | $ 13,786 | $ 18,612 | $ 9,029 | $ 62,560 | $ 33,675 | $ 23,448 |
(Loss) income per share from continuing operations: | |||||||||||
Basic (in dollars per share) | $ 0.79 | $ 0.65 | $ 0.41 | $ 0.13 | $ (0.24) | $ 0.44 | $ 0.59 | $ 0.29 | $ 1.98 | $ 1.07 | $ 0.75 |
Diluted (in dollars per share) | 0.78 | 0.64 | 0.41 | 0.12 | (0.24) | 0.43 | 0.58 | 0.28 | 1.95 | 1.05 | 0.74 |
Loss per share from discontinued operations: | |||||||||||
Basic (in dollars per share) | 0 | 0 | (0.01) | 0 | 0 | 0 | 0 | 0 | (0.01) | 0 | 0 |
Diluted (in dollars per share) | $ 0 | $ 0 | $ (0.01) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (0.01) | $ 0 | $ 0 |