CONTINENTAL BUILDING PRODUCTS, INC., 10-Q filed on 11/9/2017
Quarterly Report
Document and Entity Information
9 Months Ended
Sep. 30, 2017
Nov. 6, 2017
Document and Entity Information [Abstract]
 
 
Document Type
10-Q 
 
Amendment Flag
false 
 
Document Period End Date
Sep. 30, 2017 
 
Document Fiscal Year Focus
2017 
 
Document Fiscal Period Focus
Q3 
 
Trading Symbol
CBPX 
 
Entity Registrant Name
CONTINENTAL BUILDING PRODUCTS, INC. 
 
Entity Central Index Key
0001592480 
 
Current Fiscal Year End Date
--12-31 
 
Entity Filer Category
Large Accelerated Filer 
 
Entity Common Stock, Shares Outstanding (shares)
 
37,715,010 
Consolidated Statements of Operations (USD $)
In Thousands, except Share data, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Income Statement [Abstract]
 
 
 
 
Net sales
$ 116,526 
$ 114,558 
$ 357,771 
$ 343,158 
Costs, expenses and other income:
 
 
 
 
Cost of goods sold
87,952 
86,756 
267,393 
250,455 
Selling and administrative
8,867 
9,241 
27,364 
28,364 
Total costs and operating expenses
96,819 
95,997 
294,757 
278,819 
Operating income
19,707 
18,561 
63,014 
64,339 
Other income/(expense), net
146 
(5,900)
(633)
(5,740)
Interest expense, net
(2,988)
(3,146)
(8,966)
(10,492)
Income before losses from equity method investment and provision for income tax
16,865 
9,515 
53,415 
48,107 
Losses from equity method investment
(204)
(291)
(29)
(726)
Income before provision for income taxes
16,661 
9,224 
53,386 
47,381 
Provision for income taxes
(5,674)
(3,014)
(17,774)
(15,948)
Net income
$ 10,987 
$ 6,210 
$ 35,612 
$ 31,433 
Net income per share:
 
 
 
 
Basic (usd per share)
$ 0.29 
$ 0.15 
$ 0.91 
$ 0.77 
Diluted (usd per share)
$ 0.29 
$ 0.15 
$ 0.91 
$ 0.77 
Weighted average shares outstanding:
 
 
 
 
Basic (shares)
38,212,869 
40,318,741 
38,966,575 
40,836,000 
Diluted (shares)
38,345,556 
40,388,185 
39,080,973 
40,879,809 
Consolidated Statements of Comprehensive Income (USD $)
In Thousands, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Statement of Comprehensive Income [Abstract]
 
 
 
 
Net income
$ 10,987 
$ 6,210 
$ 35,612 
$ 31,433 
Foreign currency translation adjustment
695 
(239)
1,259 
884 
Net unrealized gains/(losses) on derivatives, net of tax
127 
(107)
(451)
54 
Other comprehensive income
822 
(346)
808 
938 
Comprehensive income
$ 11,809 
$ 5,864 
$ 36,420 
$ 32,371 
Consolidated Balance Sheets (USD $)
In Thousands, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Assets:
 
 
Cash and cash equivalents
$ 59,948 
$ 51,536 
Receivables, net
31,026 
32,473 
Inventories, net
26,252 
25,239 
Prepaid and other current assets
7,279 
7,485 
Total current assets
124,505 
116,733 
Property, plant and equipment, net
294,266 
307,838 
Customer relationships and other intangibles, net
72,713 
81,555 
Goodwill
119,945 
119,945 
Equity method investment
9,279 
8,020 
Debt issuance costs
523 
658 
Total Assets
621,231 
634,749 
Liabilities:
 
 
Accounts payable
25,989 
27,411 
Accrued and other liabilities
12,293 
12,321 
Notes payable, current portion
1,712 
1,742 
Total current liabilities
39,994 
41,474 
Deferred taxes and other long-term liabilities
19,257 
19,643 
Notes payable, non-current portion
263,352 
264,620 
Total Liabilities
322,603 
325,737 
Equity:
 
 
Undesignated preferred stock, par value $0.001 per share; 10,000,000 shares authorized, no shares issued and outstanding at September 30, 2017 and December 31, 2016
Common stock, $0.001 par value per share; 190,000,000 shares authorized; 44,304,827 and 44,191,370 shares issued at September 30, 2017 and December 31, 2016, respectively; 37,715,010 and 39,691,715 shares outstanding at September 30, 2017 and December 31, 2016, respectively
44 
44 
Additional paid-in capital
324,708 
322,384 
Less: Treasury stock
(137,884)
(88,756)
Accumulated other comprehensive loss
(2,601)
(3,409)
Accumulated earnings
114,361 
78,749 
Total Equity
298,628 
309,012 
Total Liabilities and Equity
$ 621,231 
$ 634,749 
Consolidated Balance Sheets (Parenthetical) (USD $)
Sep. 30, 2017
Dec. 31, 2016
Statement of Financial Position [Abstract]
 
 
Undesignated preferred stock, par value (usd per share)
$ 0.001 
$ 0.001 
Undesignated preferred stock, shares authorized
10,000,000 
10,000,000 
Undesignated preferred stock, shares issued
Undesignated preferred stock, shares outstanding
Common stock, par value (usd per share)
$ 0.001 
$ 0.001 
Common stock, shares authorized
190,000,000 
190,000,000 
Common stock, shares issued
44,304,827 
44,191,370 
Common stock, shares outstanding
37,715,010 
39,691,715 
Consolidated Statements of Cash Flows (USD $)
In Thousands, unless otherwise specified
9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Cash flows from operating activities:
 
 
Net income
$ 35,612 
$ 31,433 
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
Depreciation and amortization
35,817 
35,656 
(Release of)/provision for bad debt expense
(53)
15 
Amortization of debt issuance costs and debt discount
885 
1,651 
Loss on disposal of property, plant and equipment
18 
41 
Losses from equity method investment
29 
726 
Loss on debt extinguishment
686 
5,802 
Stock-based compensation
2,101 
1,769 
Deferred taxes
92 
340 
Change in assets and liabilities:
 
 
Receivables
1,473 
1,303 
Inventories
(872)
242 
Prepaid expenses and other current assets
(350)
3,147 
Accounts payable
(105)
2,942 
Accrued and other current liabilities
502 
Other long term liabilities
(245)
(477)
Net cash provided by operating activities
75,092 
85,092 
Cash flows from investing activities:
 
 
Capital expenditures
(14,077)
(4,797)
Software purchased or developed
(183)
(386)
Capital contributions to equity method investment
(1,929)
(259)
Distributions from equity method investment
641 
498 
Net cash used in investing activities
(15,548)
(4,944)
Cash flows from financing activities:
 
 
Proceeds from exercise of stock options
230 
20 
Tax withholdings on share-based compensation
(240)
Proceeds from debt refinancing
273,625 
275,000 
Disbursements for debt refinancing
(273,625)
(271,988)
Payments of financing costs
(649)
(4,424)
Principal payments for debt
(2,052)
(25,688)
Payments to repurchase common stock
(49,128)
(33,427)
Net cash used in financing activities
(51,839)
(60,507)
Effect of foreign exchange rates on cash and cash equivalents
707 
388 
Net change in cash and cash equivalents
8,412 
20,029 
Cash, beginning of period
51,536 
14,729 
Cash, end of period
$ 59,948 
$ 34,758 
Background and Nature of Operations
Background and Nature of Operations
BACKGROUND AND NATURE OF OPERATIONS
Description of Business
Continental Building Products, Inc. (the "Company") is a Delaware corporation. Prior to the acquisition of the gypsum division of Lafarge North America Inc. ("Lafarge N.A.") described below, the Company had no operating activity. The Company manufactures gypsum wallboard related products for commercial and residential buildings and houses. The Company operates a network of three highly efficient wallboard facilities, all located in the eastern United States, and produces joint compound at one plant in the United States and at another plant in Canada.
The Acquisition
On June 24, 2013, Lone Star Fund VIII (U.S.), L.P., (along with its affiliates and associates, but excluding the companies that it owns as a result of its investment activity, “Lone Star”), entered into a definitive agreement with Lafarge N.A. to purchase the assets of its North American gypsum division for an aggregate purchase price of approximately $703 million (the "Acquisition") in cash. The closing of the Acquisition occurred on August 30, 2013.
Secondary Public Offerings
On March 18, 2016, following a series of secondary offerings, LSF8 Gypsum Holdings, L.P. ("LSF8") sold its remaining 5,106,803 shares of the Company’s common stock at a price per share of $16.10. Following the March 18, 2016 transaction and the concurrent repurchase by the Company of 900,000 shares of Company’s common stock from LSF8, to the best of the Company's knowledge, neither LSF8 nor any other affiliate of Lone Star held any shares of Company common stock. (See Note 11, Treasury Stock).
Significant Accounting Policies
Significant Accounting Policies
SIGNIFICANT ACCOUNTING POLICIES
(a)
Basis of Presentation
The accompanying consolidated financial statements for the Company have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"). The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions have been eliminated.
(b)
Basis of Presentation for Interim Periods

Certain information and footnote disclosures normally included for the annual financial statements prepared in accordance with
U.S. GAAP have been condensed or omitted for the interim periods presented. Management believes that the unaudited interim
financial statements include all adjustments (which are normal and recurring in nature) necessary to present fairly the financial
position of the Company and the results of operations and cash flows for the periods presented.

The results of operations for the periods presented are not necessarily indicative of the results that may be expected for the year
ending December 31, 2017. Seasonal changes and other conditions can affect the sales volumes of the Company’s products.
Therefore, the financial results for any interim period do not necessarily indicate the expected results for the year.

The financial statements should be read in conjunction with Company’s audited consolidated financial statements and the notes
thereto for the year ended December 31, 2016 included in the Company’s Annual Report on Form 10-K for the fiscal year then
ended (the "2016 10-K"). The Company has continued to follow the accounting policies set forth in those financial statements.
(c)
Supplemental Cash Flow Disclosure
Table 2.1: Certain Cash and Non-Cash Transactions
 
For the Nine Months Ended
 
September 30, 2017
 
September 30, 2016
 
(in thousands)
Cash paid during the period for:
 
 
 
Interest paid on term loan
$
7,582

 
$
8,508

Income taxes paid, net
16,338

 
17,368

Non-cash activity:
 
 
 
Amounts in accounts payable for capital expenditures
1,123

 
1,372


(d)
Recent Accounting Pronouncements
Accounting Standards Adopted During the Period
In July 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2015-11, "Inventory: Simplifying the Measurement of Inventory." This guidance applies to inventory valued at first-in, first-out (FIFO) or average cost and requires inventory to be measured at the lower of cost and net realizable value, rather than at the lower of cost or market. ASU 2015-11 is effective on a prospective basis for annual periods, including interim reporting periods within those periods, beginning after December 15, 2016. The Company values its inventory under the average cost method and thus was required to adopt the standard. The Company adopted the new standard in the first quarter of 2017. The adoption of this standard did not have a material impact on the Company's Consolidated Financial Statements.
In March 2016, the FASB issued ASU 2016-09, "Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting," which introduces targeted amendments intended to simplify the accounting for stock compensation. Specifically, the ASU requires all excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards) to be recognized as income tax expense or benefit in the income statement. The tax effects of exercised or vested awards should be treated as discrete items in the reporting period in which they occur. An entity also should recognize excess tax benefits, and assess the need for a valuation allowance, regardless of whether the benefit reduces taxes payable in the current period. That is, off-balance sheet accounting for net operating losses stemming from excess tax benefits would no longer be required and instead such net operating losses would be recognized when they arise. Existing net operating losses that are currently tracked off-balance sheet would be recognized, net of a valuation allowance if required, through an adjustment to opening retained earnings in the period of adoption. Entities will no longer need to maintain and track an "APIC pool." The ASU also requires excess tax benefits to be classified along with other income tax cash flows as an operating activity in the statement of cash flows. The amendments were effective for annual periods beginning after December 15, 2016. The Company adopted the new standard in the first quarter of 2017, which resulted in a favorable adjustment to income tax provision of $0.2 million.
Accounting Standards Not Yet Adopted
In May 2014, the FASB issued ASU No. 2014-9, "Revenue from Contracts with Customers (Topic 606)," which provides accounting guidance for all revenue arising from contracts with customers and affects all entities that enter into contracts to provide goods or services to their customers. In August 2015, the FASB issued ASU No. 2015-14, "Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date," which defers the effective date of ASU No. 2014-9 for all entities by one year to annual reporting periods beginning after December 15, 2017. The ASU requires retroactive application on either a full or modified basis. The Company will adopt the standard on January 1, 2018. Based on evaluation, the Company has concluded it has one revenue stream and the adoption of this new guidance will not have a material impact on its Consolidated Financial Statements. The Company is still in the process of evaluating the potential impact of additional disclosure requirements.
In February 2016, the FASB issued ASU 2016-02, "Leases." ASU 2016-02 requires lessees to recognize a lease liability and a right-of-use asset on the balance sheet. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is in the process of evaluating the impact of adoption, which is not expected to have a material impact on the Company's Consolidated Financial Statements.
In June 2016, the FASB issued ASU 2016-13, "Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments." This ASU is intended to introduce a revised approach to the recognition and measurement of credit losses, emphasizing an updated model based on expected losses rather than incurred losses. The provisions of this standard are effective for reporting periods beginning after December 15, 2019 and early adoption is permitted. The Company is currently evaluating the impact that this guidance may have on its Consolidated Financial Statements.
In August 2016, the FASB issued ASU 2016-15, "Classification of Certain Cash Receipts and Cash Payments." This ASU intends to add or clarify guidance on the classification of certain cash receipts and payments in the statement of cash flows.  The provisions of this standard are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption of the standard is permitted. The Company is currently evaluating when it will adopt the ASU and the expected impact to its Consolidated Financial Statements.
In October 2016, the FASB issued ASU 2016-16, "Intra-Entity Transfers of Assets Other Than Inventory." The new standard requires companies to recognize the income tax effects of intercompany sales or transfers of assets, other than inventory, in the income statement as income tax expense (or benefit) in the period the sales or transfer occurs. The standard requires companies to apply a modified retrospective approach with a cumulative catch-up adjustment to opening retained earnings in the period of adoption. The provisions of this standard are effective for fiscal years beginning after December 15, 2017, and early adoption is permitted. The Company is currently evaluating when it will adopt the ASU and the expected impact to its Consolidated Financial Statements.
In January 2017, the FASB issued ASU 2017- 04, "Intangibles - Goodwill and Other." This ASU simplifies the goodwill impairment calculation by eliminating the requirement to calculate the implied fair value of goodwill (i.e., Step 2 of today’s goodwill impairment test) to measure a goodwill impairment charge. Instead, entities will record an impairment charge based on the excess of a reporting unit’s carrying amount over its fair value (i.e., Step 1 of today’s goodwill impairment test). The standard will be applied prospectively and is effective for annual and interim impairment tests performed in periods beginning after December 15, 2019. Early adoption is permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The Company is currently evaluating when it will adopt the ASU and the expected impact to its Consolidated Financial Statements.
In August 2017, the FASB issued ASU 2017-12, "Derivatives and Hedging (Topic 815), Targeted Improvements to Accounting for Hedging Activities". This ASU expands an entity's ability to hedge non-financial and financial risk components and reduce complexity in fair value hedges of interest rate risk. The guidance eliminates the requirement to separately measure and report hedge ineffectiveness and generally requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. The provisions of this standard are effective in 2019 for calendar-year public business entities (PBE) and in 2020 for all other calendar-year companies. Early adoption of the standard is permitted. The Company is currently evaluating when it will adopt the ASU and the expected impact to its Consolidated Financial Statements.
Receivables, Net
Receivables, Net
RECEIVABLES, NET
Table 3: Details of Receivables, Net
 
September 30, 2017
 
December 31, 2016
 
(in thousands)
Trade receivables, gross
$
31,672

 
$
33,199

Allowance for cash discounts and doubtful accounts
(646
)
 
(726
)
Receivables, net
$
31,026

 
$
32,473


Trade receivables are recorded net of credit memos issued during the normal course of business.
Inventories
Inventories
INVENTORIES, NET
Table 4: Details of Inventories, Net
 
September 30, 2017
 
December 31, 2016
 
(in thousands)
Finished products
$
6,297

 
$
7,246

Raw materials
12,532

 
10,910

Supplies and other
7,423

 
7,083

Inventories, net
$
26,252

 
$
25,239

Property, Plant and Equipment, Net
Property, Plant and Equipment, Net
PROPERTY, PLANT AND EQUIPMENT, NET
Table 5: Details of Property, Plant and Equipment, Net
 
September 30, 2017
 
December 31, 2016
 
(in thousands)
Land
$
13,188

 
$
12,925

Buildings
113,005

 
112,583

Plant machinery
281,398

 
275,010

Mobile equipment
10,680

 
6,721

Construction in progress
14,218

 
15,016

Property, plant and equipment, at cost
432,489

 
422,255

Accumulated depreciation
(138,223
)
 
(114,417
)
Property, plant and equipment, net
$
294,266

 
$
307,838


Depreciation expense was $9.0 million and $26.5 million for the three and nine months ended September 30, 2017, respectively, compared to $8.5 million and $25.2 million for the three and nine months ended September 30, 2016, respectively.
Customer Relationships and Other Intangibles, Net
Customer Relationships and Other Intangibles, Net
CUSTOMER RELATIONSHIPS AND OTHER INTANGIBLES, NET
Table 6.1: Details of Customer Relationships and Other Intangibles, Net
 
September 30, 2017
 
December 31, 2016
 
Gross
 
Accumulated Amortization
 
Net
 
Gross
 
Accumulated Amortization
 
Net
 
(in thousands)
Customer relationships
$
116,754

 
$
(55,694
)
 
$
61,060

 
$
116,267

 
$
(48,243
)
 
$
68,024

Purchased and internally developed software
5,501

 
(4,651
)
 
850

 
5,322

 
(3,289
)
 
2,033

Trademarks
14,844

 
(4,041
)
 
10,803

 
14,783

 
(3,285
)
 
11,498

Total
$
137,099

 
$
(64,386
)
 
$
72,713

 
$
136,372

 
$
(54,817
)
 
$
81,555


Amortization expense was $3.0 million and $9.3 million for the three and nine months ended September 30, 2017, respectively, compared to $3.4 million and $10.4 million for the three and nine months ended September 30, 2016, respectively.
Customer relationship assets are amortized over a 15 year period using an accelerated method that reflects the expected future cash flows from the acquired customer list intangible asset. Trademarks are amortized on a straight-line basis over the estimated useful life of 15 years. Software development costs are amortized over a 3 year life with the expense recorded in selling and administrative expense.
Table 6.2: Details of Future Amortization Expense of Customer Relationships and Other Intangibles
 
As of September 30, 2017
 
(in thousands)
October 1, 2017 through December 31, 2017
$
2,815

2018
9,474

2019
8,397

2020
7,684

2021
7,064

Thereafter
37,279

Total
$
72,713

Investment in Seven Hills
Investment in Seven Hills
INVESTMENT IN SEVEN HILLS
The Company is a party with an unaffiliated third party to a paperboard liner venture named Seven Hills Paperboard, LLC ("Seven Hills") that provides the Company with a continuous supply of high-quality recycled paperboard liner to meet its ongoing production requirements.
The Company has evaluated the characteristics of its investment and determined that Seven Hills would be deemed a variable interest entity, but that it does not have the power to direct the principal activities most impacting the economic performance of Seven Hills, and is thus not the primary beneficiary. As such, the Company accounts for this investment in Seven Hills under the equity method of accounting.
Paperboard liner purchased from Seven Hills was $15.5 million and $42.3 million for the three and nine months ended September 30, 2017, respectively, compared to $11.1 million and $34.0 million for the three and nine months ended September 30, 2016, respectively. As of September 30, 2017, the Company had certain purchase commitments for paper totaling $32.1 million through 2020.
Accrued and Other Liabilities
Accrued and Other Liabilities
ACCRUED AND OTHER LIABILITIES
Table 8: Details of Accrued and Other Liabilities
 
September 30, 2017
 
December 31, 2016
 
(in thousands)
Employee-related costs
$
6,822

 
$
9,595

Income taxes
1,190

 

Other taxes
3,585

 
2,088

Other
696

 
638

Accrued and other liabilities
$
12,293

 
$
12,321

Debt
Debt
DEBT 
Table 9.1: Details of Debt
 
September 30, 2017
 
December 31, 2016
 
(in thousands)
First Lien Credit Agreement (a)
$
271,573

 
$
273,625

Less: Original issue discount (net of amortization)
(1,742
)
 
(1,946
)
Less: Debt issuance costs
(4,767
)
 
(5,317
)
Total debt
265,064

 
266,362

Less: Current portion of long-term debt
(1,712
)
 
(1,742
)
Long-term debt
$
263,352

 
$
264,620


(a)
As of September 30, 2017, the Amended and Restated Credit Agreement, as amended, had a maturity date of August 18, 2023 and an interest rate of LIBOR (with a 0.75% floor) plus 2.50%, compared to as of December 31, 2016, at which time the First Lien Credit Agreement had the same maturity date and an interest rate of LIBOR (with a 0.75% floor) plus 2.75%.
In connection with the Acquisition, the Company purchased certain assets from Lafarge N.A. with cash. In order to finance a portion of the consideration payable to Lafarge N.A., the Company and its subsidiary, Continental Building Products Operating Company, LLC ("OpCo"), entered into a first lien credit agreement with Credit Suisse AG, as administrative agent, Credit Suisse Securities (USA) LLC and RBC Capital Markets, as joint lead arrangers and joint bookrunners, and Royal Bank of Canada, as syndication agent (as amended on December 2, 2013, the "First Lien Credit Agreement") and a second lien credit agreement with Credit Suisse AG, as administrative agent, Credit Suisse Securities (USA) LLC and RBC Capital Markets, as joint lead arrangers and joint bookrunners, and Royal Bank of Canada, as syndication agent, for term loan borrowings of $320 million and $120 million, respectively, and drew $25 million under a $50 million revolving credit facility under the First Lien Credit Agreement. The available amount under the First Lien Credit Agreement term loan was subsequently increased to $415 million. In conjunction with the initial issuance of this debt, the Company incurred $15.3 million of debt issuance costs which were being amortized using the effective interest rate method or the straight-line method which approximates the effective interest rate method, over the estimated life of the related debt. Interest under the First Lien Credit Agreement was floating. The margin applicable to the borrowing was reduced in the third quarter 2014 to 3.00% after the Company achieved a B2 rating with a stable outlook by Moody’s.
On August 18, 2016, the Company, OpCo and Continental Building Products Canada Inc. and the lenders party thereto and Credit Suisse, as Administrative Agent, entered into an Amended and Restated Credit Agreement amending and restating the First Lien Credit Agreement (the "Amended and Restated Credit Agreement"). The Amended and Restated Credit Agreement provides for a $275 million senior secured first lien term loan facility and a $75 million senior secured revolving credit facility (the "Revolver"), which mature on August 18, 2023 and August 18, 2021, respectively. Related to this debt refinancing, the Company incurred $4.7 million of discount and debt issuance costs, of which $2.5 million was recorded in Other expense, net on the Consolidated Statements of Operations in 2016, and $2.2 million will be amortized over the term of the Amended and Restated Credit Agreement. Upon completion of this debt refinancing, the Company recognized an additional expense of $3.3 million related to losses resulting from debt extinguishment which is also reported in Other expense, net on the Consolidated Statements of Operations in 2016. The interest rate under the Amended and Restated Credit Agreement remained floating but was reduced to a spread over LIBOR of 2.75% and floor of 0.75%.
On February 21, 2017, the Company repriced its term loan under the Amended and Restated Credit Agreement lowering its interest rate by 25 basis points to LIBOR plus 2.50%. All other terms and conditions under the Amended and Restated Credit Agreement remained the same. In connection with the debt repricing, the Company incurred $0.7 million of debt issuance costs, which was recorded in Other expense, net on the Consolidated Statements of Operations in 2017.
The First Lien Credit Agreement was, and the Amended and Restated Credit Agreement is, secured by the underlying property and equipment of the Company. During the nine months ended September 30, 2017, the Company made no voluntary prepayment of principal, compared to $25.7 million of voluntary prepayments in the same period of 2016. As of September 30, 2017, the annual effective interest rate on the Amended and Restated Credit Agreement, including original issue discount and amortization of debt issuance costs, was 4.3%.
There were no amounts outstanding under the Revolver as of September 30, 2017 or December 31, 2016. During the nine months ended September 30, 2017 the Company did not have any draws under the Revolver, compared to $22.0 million which the Company borrowed and repaid in full during the nine months ended September 30, 2016 under the applicable revolving credit facility. Interest under the Revolver is floating, based on LIBOR plus 225 basis points. In addition, the Company pays a facility fee of 50 basis points per annum on the total capacity under the Revolver. Availability under the Revolver as of September 30, 2017, based on draws and outstanding letters of credit and absence of violations of covenants, was $73.4 million.
Table 9.2: Details of Future Minimum Principal Payments Due Under the Amended and Restated Credit Agreements
 
Amount Due
 
(in thousands)
October 1, 2017 through December 31, 2017
$
684

2018
2,736

2019
2,736

2020
2,736

2021
2,736

Thereafter
259,945

Total Payments
$
271,573


Under the terms of the Amended and Restated Credit Agreement, the Company is required to comply with certain covenants, including among others, the limitation of indebtedness, limitation on liens, and limitations on certain cash distributions. One single financial covenant governs all of the Company’s debt and only applies if the outstanding borrowings of the Revolver plus outstanding letters of credit are greater than $22.5 million as of the end of the quarter. The financial covenant is a total leverage ratio calculation, in which total debt less outstanding cash is divided by adjusted earnings before interest, taxes, depreciation and amortization. As the sum of outstanding borrowings under the Revolver and outstanding letters of credit were less than $22.5 million at September 30, 2017, the total leverage ratio of no greater than 5.0 under the financial covenant was not applicable at September 30, 2017.
Derivative Instruments
Derivative Instruments
DERIVATIVE INSTRUMENTS
The Company uses derivative instruments to manage selected commodity price and interest rate exposures. The Company does not use derivative instruments for speculative trading purposes, and typically does not hedge beyond one year for commodity derivative instruments. Cash flows from derivative instruments are included in net cash provided by operating activities in the consolidated statements of cash flows.
Commodity Derivative Instruments
As of September 30, 2017, the Company had 2,940 thousand millions of British Thermal Units ("mmBTUs") in aggregate notional amount outstanding natural gas swap contracts to manage commodity price exposures. All of these contracts mature by September 30, 2018. The Company elected to designate these derivative instruments as cash flow hedges in accordance with FASB Accounting Standards Codification ("ASC") 815-20, Derivatives – Hedging. For derivative contracts designated as cash flow hedges, the effective portion of changes in the fair value of the derivative is recorded to accumulated other comprehensive income, and is reclassified to earnings when the underlying forecasted transaction affects earnings. The ineffective portion of changes in the fair value of the derivative is recorded in cost of goods sold. The net unrealized loss that remained in accumulated other comprehensive loss as of September 30, 2017 was $33,000 which is net of a tax amount of $17,000. The net unrealized gain that remained in accumulated other comprehensive loss as of December 31, 2016 was $0.2 million which is net of a tax amount of $0.1 million. No ineffectiveness was recorded on these contracts during the three and nine months ended September 30, 2017 and 2016. The Company reassesses the probability of the underlying forecasted transactions occurring on a quarterly basis.
For the three and nine months ended September 30, 2017, approximately $0.1 million of gain, net of $43,000 of tax, and $0.3 million of loss, net of $0.1 million of tax, respectively, were recognized in other comprehensive income for the commodity contracts. For the three and nine months ended September 30, 2017, the amount of loss reclassified from accumulated other comprehensive loss into income was $0.1 million and $38,000, respectively. As of September 30, 2017, there was $0.1 million recorded in other current assets and $0.1 million was recorded in other current liabilities. For the three and nine months ended September 30, 2016, approximately $0.2 million of loss, net of $59,000 of tax benefit, and $0.1 million of gain, net of $25,000 of tax expense, respectively, were recognized in other comprehensive income for the commodity contracts. For the three and nine months ended September 30, 2016, the amount of loss reclassified from accumulated other comprehensive loss into income was $0.1 million and $0.3 million, respectively. As of December 31, 2016, $0.4 million was recorded in other current assets.
Interest Rate Derivative Instrument
In September 2016, the Company entered into interest rate swap agreements for a combined notional amount of $100.0 million with a term of four years, which hedged the floating LIBOR on a portion of the term loan under the Amended and Restated Credit Agreement to an average fixed rate of 1.323% and LIBOR floor of 0.75%. The Company elected to designate these interest rate swaps as cash flow hedges for accounting purposes. The net unrealized gain that remained in accumulated other comprehensive loss as of September 30, 2017 was $1.0 million which is net of a tax amount of $0.5 million. The net unrealized gain that remained in accumulated other comprehensive loss as of December 31, 2016 was $1.2 million which is net of a tax amount of $0.6 million. For the three and nine months ended September 30, 2017, the amount of loss reclassified from accumulated other comprehensive loss into income was $7,000 and $0.1 million, respectively. For the three and nine months ended September 30, 2017, approximately $44,000 of gain, net of tax expense of $20,000, and $0.2 million of loss, net of tax expense of $0.1 million, respectively, were recognized in other comprehensive income for the interest rate swaps. For both the three and nine months ended September, 2016, approximately $8,000 of gains, net of tax expense of $4,000, were recognized in other comprehensive income for the interest rate swaps. As of September 30, 2017, there was $1.5 million recorded in other current assets. No ineffectiveness was recorded on these contracts during the three and nine months ended September 30, 2017 and 2016.
Counterparty Risk
The Company is exposed to credit losses in the event of nonperformance by the counterparties to the Company’s derivative instruments. As of September 30, 2017, the Company’s derivatives were in a $1.5 million net asset position. All of the Company’s counterparties have investment grade credit ratings; accordingly, the Company anticipates that the counterparties will be able to fully satisfy their obligations under the contracts. The Company’s agreements outline the conditions upon which it or the counterparties are required to post collateral. As of September 30, 2017, the Company had no collateral posted with its counterparties related to the derivatives.
Treasury Stock
Treasury Stock
TREASURY STOCK
On November 4, 2015, the Company announced that the Board of Directors approved a new stock repurchase program authorizing the Company to repurchase up to $50 million of its common stock, at such times and prices as determined by management as market conditions warrant, through December 31, 2016. Pursuant to this authorization, on March 18, 2016, the Company repurchased 900,000 shares of its common stock from LSF8 in a private transaction at a price per share of $16.10, or an aggregate of approximately $14.5 million, pursuant to a stock purchase agreement dated March 14, 2016. The Company has also repurchased shares of its common stock in the open market under this authorization. On August 3, 2016, the Company announced the Board of Directors had approved an expansion of its stock repurchase program by $50 million, increasing the aggregate authorization from up to $50 million to up to $100 million. The program was also extended from the end of 2016 to the end of 2017.
On February 21, 2017, the Board of Directors further expanded the Company's share repurchase program up to a total of $200 million of its common stock and extended the expiration date to December 31, 2018.
All repurchased shares are held in treasury, reducing the number of shares of common stock outstanding and used in the Company’s earnings per share calculation.
Table 11: Details of Treasury Stock Activity
 
September 30, 2017
 
September 30, 2016
 
Shares
 
Amount (a)
 
Average Share Price (a)
 
Shares
 
Amount (a)
 
Average Share Price (a)
 
(in thousands, except share data)
For the Three Months Ended:
 
 
 
 
 
 
 
 
 
 
 
Beginning Balance
5,648,778

 
$
116,592

 
$
20.64

 
3,678,188

 
$
70,489

 
$
19.16

Repurchases on open market
941,039

 
21,292

 
22.63

 
520,843

 
11,417

 
21.92

Ending Balance
6,589,817

 
$
137,884

 
$
20.92

 
4,199,031

 
$
81,906

 
$
19.51

 
 
 
 
 
 
 
 
 
 
 
 
For the Nine Months Ended:
 
 
 
 
 
 
 
 
 
 
 
Beginning Balance
4,499,655

 
$
88,756

 
$
19.73

 
2,395,049

 
$
48,479

 
$
20.24

Repurchases on open market
2,090,162

 
49,128

 
23.50

 
903,982

 
18,937

 
20.95

Repurchase from LSF8 in private transaction

 

 

 
900,000

 
14,490

 
16.10

Ending Balance
6,589,817

 
$
137,884

 
$
20.92

 
4,199,031

 
$
81,906

 
$
19.51

 
 
 
 
 
 
 
 
 
 
 
 
(a) Includes commissions paid for repurchases on open market.
Share-Based Compensation
Share-Based Compensation
SHARE-BASED COMPENSATION
Stock options, Restricted Stock Awards, Restricted Stock Units and Performance Restricted Stock Units
For the three and nine months ended September 30, 2017, the Company recognized share-based compensation expenses of $0.6 million and $2.1 million, respectively, compared to $0.6 million and $1.8 million for the three and nine months ended September 30, 2016, respectively. The expenses related to share-based compensation awards were recorded in selling and administrative expenses. As of September 30, 2017, there was $4.7 million of total unrecognized compensation cost related to non-vested stock options, restricted stock awards, restricted stock units and performance based restricted stock units. This cost is expected to be recognized over a weighted-average period of 2.36 years.
Accumulated Other Comprehensive Loss
Accumulated Other Comprehensive Loss
ACCUMULATED OTHER COMPREHENSIVE LOSS
Table 13: Details of Changes in Accumulated Other Comprehensive Loss by Category
 
Foreign currency translation adjustment
 
Net unrealized gain on derivatives, net of tax
 
Total
 
(in thousands)
Balance as of December 31, 2016
$
(4,778
)
 
$
1,369

 
$
(3,409
)
Other comprehensive income/(loss) before reclassifications
1,259

 
(622
)
 
637

Amounts reclassified from AOCI

 
171

 
171

Net current period other comprehensive income/(loss)
1,259

 
(451
)
 
808

Balance as of September 30, 2017
$
(3,519
)
 
$
918

 
$
(2,601
)
Income Taxes
Income Taxes
INCOME TAXES

The Company’s annual estimated effective tax rate is approximately 33.7%. The Company is subject to audit examinations at federal, state and local levels by tax authorities in those jurisdictions. In addition, the Canadian operations are subject to audit examinations at federal and provincial levels by tax authorities in those jurisdictions. The tax matters challenged by the tax authorities are typically complex; therefore, the ultimate outcome of any challenges would be subject to uncertainty. The Company has not identified any issues that did not meet the recognition threshold or would be impacted by the measurement provisions of the uncertain tax position guidance.
Earnings Per Share
Earnings Per Share
EARNINGS PER SHARE
The following table shows the weighted average number of shares used in computing earnings per share and the effect on the weighted average number of shares of potentially dilutive securities. Potentially dilutive common stock has no effect on income available to common stockholders. For the three months ended September 30, 2017 and 2016, no share-based compensation awards that had an anti-dilutive impact on the Company's dilutive earnings per share computation were excluded from the weighted average shares outstanding. For the nine months ended September 30, 2017 and 2016, awards that had an anti-dilutive impact on the Company's dilutive earnings per share computation excluded from the weighted average shares outstanding were 29,000 and 52,000, respectively.
Table 15: Details of Basic and Dilutive Earnings Per Share
 
For the Three Months Ended
 
For the Nine Months Ended
 
September 30, 2017
 
September 30, 2016
 
September 30, 2017
 
September 30, 2016
 
(dollars in thousands, except for per share amounts)
Net income
$
10,987

 
$
6,210

 
$
35,612

 
$
31,433

 
 
 
 
 
 
 
 
Weighted average number of shares outstanding - basic
38,212,869

 
40,318,741

 
38,966,575

 
40,836,000

Effect of dilutive securities:
 
 
 
 
 
 
 
Restricted stock awards
6,852

 
9,926

 
7,598

 
8,132

Restricted stock units
48,175

 
41,575

 
54,171

 
24,384

Performance restricted stock units
58,199

 

 
30,853

 

Stock options
19,461

 
17,943

 
21,776

 
11,293

Total effect of dilutive securities
132,687

 
69,444

 
114,398

 
43,809

Weighted average number of shares outstanding - diluted
38,345,556

 
40,388,185

 
39,080,973

 
40,879,809

 
 
 
 
 
 
 
 
Basic earnings per share
$
0.29

 
$
0.15

 
$
0.91

 
$
0.77

Diluted earnings per share
$
0.29

 
$
0.15

 
$
0.91

 
$
0.77

Commitments and Contingencies
Commitments and Contingencies
COMMITMENTS AND CONTINGENCIES
Commitments
The Company leases certain buildings and equipment. The Company’s facility and equipment leases may provide for escalations of rent or rent abatements and payment of pro rata portions of building operating expenses. Minimum lease payments are recognized on a straight-line basis over the minimum lease term. The total expenses under operating leases for the three and nine months ended September 30, 2017 was $0.8 million and $2.5 million, respectively, compared to $1.0 million and $3.1 million for the same periods in 2016, respectively. The Company also has non-capital purchase commitments that primarily relate to gas, gypsum, paper and other raw materials. The total amounts purchased under such commitments were $22.0 million and $64.8 million for the three and nine months ended September 30, 2017, respectively, compared to $16.4 million and $49.5 million for the three and nine months ended September 30, 2016, respectively.
Table 16: Details of Future Minimum Lease Payments Due Under Noncancellable Operating Leases and Purchase Commitments
 
Future Minimum Lease Payments
 
Purchase Commitments
 
(in thousands)
October 1, 2017 through December 31, 2017
$
239

 
$
19,806

2018
616

 
27,109

2019
1,494

 
26,718

2020

 
17,442

2021

 
5,237

Thereafter

 
64,256

Total
$
2,349

 
$
160,568

Contingent obligations
Under certain circumstances, the Company provides letters of credit related to its natural gas and other supply purchases. As of September 30, 2017 and December 31, 2016, the Company had outstanding letters of credit of approximately $1.6 million and $2.1 million, respectively.
Legal Matters
In the ordinary course of business, the Company executes contracts involving indemnifications standard in the industry. These indemnifications might include claims relating to any of the following: environmental and tax matters; intellectual property rights; governmental regulations and employment-related matters; customer, supplier, and other commercial contractual relationships; and financial matters. While the maximum amount to which the Company may be exposed under such agreements cannot be estimated, it is the opinion of management that these guarantees and indemnifications are not expected to have a material adverse effect on the Company’s financial condition, results of operations or liquidity.
In the ordinary course of business, the Company is involved in certain legal actions and claims, including proceedings under laws and regulations relating to environmental and other matters. Because such matters are subject to many uncertainties and the outcomes are not predictable with assurance, the total liability for these legal actions and claims cannot be determined with certainty. When the Company determines that it is probable that a liability for environmental matters, legal actions or other contingencies has been incurred and the amount of the loss is reasonably estimable, an estimate of the costs to be incurred is recorded as a liability in the financial statements. As of September 30, 2017 and December 31, 2016, such liabilities were not expected to have a material adverse effect on the Company’s financial condition, results of operations or liquidity. While management believes its accruals for such liabilities are adequate, the Company may incur costs in excess of the amounts provided. Although the ultimate amount of liability that may result from these matters or actions is not ascertainable, any amounts exceeding the recorded accruals are not expected to have a material adverse effect on the Company’s financial condition, results of operations or liquidity.
Segment Reporting
Segment Reporting
SEGMENT REPORTING
Segment information is presented in accordance with ASC 280, Segment Reporting, which establishes standards for reporting information about operating segments. It also establishes standards for related disclosures about products and geographic areas. The Company’s primary reportable segment is wallboard, which represented approximately 96.8% of the Company's revenues for both the three and nine months ended September 30, 2017, compared to 97.2% and 96.9% of the Company's revenues for the three and nine months ended September 30, 2016, respectively. This segment produces wallboard for the commercial and residential construction sectors. The Company also manufactures finishing products, which complement the Company’s full range of wallboard products.
Revenues from the major products sold to external customers include gypsum wallboard and finishing products.
The Company’s two geographic areas consist of the United States and Canada for which it reports net sales, fixed assets and total assets.
The Company evaluates operating performance based on profit or loss from operations before certain adjustments as shown below. Revenues are attributed to geographic areas based on the location of the assets producing the revenues. The Company did not provide asset information by segment as its Chief Operating Decision Maker does not use such information for purposes of allocating resources and assessing segment performance.
Table 17.1: Segment Reporting
 
For the Three Months Ended
 
For the Nine Months Ended
 
September 30, 2017
 
September 30, 2016
 
September 30, 2017
 
September 30, 2016
 
(in thousands)
Net Sales:
 
 
 
 
 
 
 
Wallboard
$
112,796

 
$
111,322

 
$
346,466

 
$
332,514

Other
3,730

 
3,236

 
11,305

 
10,644

Total net sales
$
116,526

 
$
114,558

 
$
357,771

 
$
343,158

Operating income:
 
 
 
 
 
 
 
Wallboard
$
19,992

 
$
18,572

 
$
63,402

 
$
64,192

Other
(285
)
 
(11
)
 
(388
)
 
147

Total operating income
$
19,707

 
$
18,561

 
$
63,014

 
$
64,339

Adjustments:
 
 
 
 
 
 
 
Interest expense
$
(2,988
)
 
$
(3,146
)
 
$
(8,966
)
 
$
(10,492
)
Losses from equity investment
(204
)
 
(291
)
 
(29
)
 
(726
)
Other income/(expense), net
146

 
(5,900
)
 
(633
)
 
(5,740
)
Income before provision for income taxes
$
16,661

 
$
9,224

 
$
53,386

 
$
47,381

Depreciation and Amortization:
 
 
 
 
 
 
 
Wallboard
$
11,793

 
$
11,595

 
$
34,992

 
$
34,836

Other
264

 
273

 
825

 
820

Total depreciation and amortization
$
12,057

 
$
11,868

 
$
35,817

 
$
35,656


Table 17.2: Details of Net Sales By Geographic Region
 
For the Three Months Ended
 
For the Nine Months Ended
 
September 30, 2017
 
September 30, 2016
 
September 30, 2017
 
September 30, 2016
 
(in thousands)
United States
$
110,430

 
$
104,704

 
$
334,481

 
$
316,040

Canada
6,096

 
9,854

 
23,290

 
27,118

Net sales
$
116,526

 
$
114,558

 
$
357,771

 
$
343,158


Table 17.3: Details of Assets By Geographic Region
 
Fixed Assets
 
Total Assets
 
September 30, 2017
 
December 31, 2016
 
September 30, 2017
 
December 31, 2016
 
(in thousands)
United States
$
290,716

 
$
304,807

 
$
601,614

 
$
617,050

Canada
3,550

 
3,031

 
19,617

 
17,699

Total
$
294,266

 
$
307,838

 
$
621,231

 
$
634,749

Fair Value Disclosures
Fair Value Disclosures
FAIR VALUE DISCLOSURES
U.S. GAAP provides a framework for measuring fair value, establishes a fair value hierarchy of the valuation techniques used to measure the fair value and requires certain disclosures relating to 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 in a market with sufficient activity.
The three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value, is as follows:
Level 1—Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities that a Company has the ability to access;
Level 2—Inputs, other than the quoted market prices included in Level 1, which are observable for the asset or liability, either directly or indirectly; and
Level 3—Unobservable inputs for the asset or liability which is typically based on an entity’s own assumptions when there is little, if any, related market data available.
The Company evaluates assets and liabilities subject to fair value measurements on a recurring and non-recurring basis to determine the appropriate level to classify them for each reporting period. This determination requires significant judgments to be made by the Company. The fair values of receivables, accounts payable, accrued costs and other current liabilities approximate the carrying values as a result of the short-term nature of these instruments.
The Company estimates the fair value of its debt by discounting the future cash flows of each instrument using estimated market rates of debt instruments with similar maturities and credit profiles. These inputs are classified as Level 3 within the fair value hierarchy. As of September 30, 2017 and December 31, 2016, the carrying value reported in the consolidated balance sheet for the Company’s notes payable approximated its fair value.
The only assets or liabilities the Company had at September 30, 2017 that are recorded at fair value on a recurring basis are the natural gas hedges and interest rate swaps. The natural gas hedges had a negative fair value of $33,000 as of September 30, 2017, net of tax amount of $17,000, compared to a positive fair value of $0.2 million, net of tax amount of $0.1 million as of December 31, 2016. Interest rate swaps had a positive fair value of $1.0 million as of September 30, 2017, net of tax amount of $0.5 million, compared to a positive fair value of $1.2 million as of December 31, 2016, net of tax amount of $0.6 million. Both the natural gas hedges and interest rate swaps are classified within Level 2 of the fair value hierarchy as they are valued using third party pricing models which contain inputs that are derived from observable market data. Generally, the Company obtains its Level 2 pricing inputs from its counterparties. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace.
Assets and liabilities that are measured at fair value on a non-recurring basis include intangible assets and goodwill. These items are recognized at fair value when they are considered to be impaired.
There were no fair value adjustments for assets and liabilities measured on a non-recurring basis. The Company discloses fair value information about financial instruments for which it is practicable to estimate that value.
Significant Accounting Policies (Policies)
Basis of Presentation
The accompanying consolidated financial statements for the Company have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"). The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions have been eliminated.
Accounting Standards Adopted During the Period
In July 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2015-11, "Inventory: Simplifying the Measurement of Inventory." This guidance applies to inventory valued at first-in, first-out (FIFO) or average cost and requires inventory to be measured at the lower of cost and net realizable value, rather than at the lower of cost or market. ASU 2015-11 is effective on a prospective basis for annual periods, including interim reporting periods within those periods, beginning after December 15, 2016. The Company values its inventory under the average cost method and thus was required to adopt the standard. The Company adopted the new standard in the first quarter of 2017. The adoption of this standard did not have a material impact on the Company's Consolidated Financial Statements.
In March 2016, the FASB issued ASU 2016-09, "Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting," which introduces targeted amendments intended to simplify the accounting for stock compensation. Specifically, the ASU requires all excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards) to be recognized as income tax expense or benefit in the income statement. The tax effects of exercised or vested awards should be treated as discrete items in the reporting period in which they occur. An entity also should recognize excess tax benefits, and assess the need for a valuation allowance, regardless of whether the benefit reduces taxes payable in the current period. That is, off-balance sheet accounting for net operating losses stemming from excess tax benefits would no longer be required and instead such net operating losses would be recognized when they arise. Existing net operating losses that are currently tracked off-balance sheet would be recognized, net of a valuation allowance if required, through an adjustment to opening retained earnings in the period of adoption. Entities will no longer need to maintain and track an "APIC pool." The ASU also requires excess tax benefits to be classified along with other income tax cash flows as an operating activity in the statement of cash flows. The amendments were effective for annual periods beginning after December 15, 2016. The Company adopted the new standard in the first quarter of 2017, which resulted in a favorable adjustment to income tax provision of $0.2 million.
Accounting Standards Not Yet Adopted
In May 2014, the FASB issued ASU No. 2014-9, "Revenue from Contracts with Customers (Topic 606)," which provides accounting guidance for all revenue arising from contracts with customers and affects all entities that enter into contracts to provide goods or services to their customers. In August 2015, the FASB issued ASU No. 2015-14, "Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date," which defers the effective date of ASU No. 2014-9 for all entities by one year to annual reporting periods beginning after December 15, 2017. The ASU requires retroactive application on either a full or modified basis. The Company will adopt the standard on January 1, 2018. Based on evaluation, the Company has concluded it has one revenue stream and the adoption of this new guidance will not have a material impact on its Consolidated Financial Statements. The Company is still in the process of evaluating the potential impact of additional disclosure requirements.
In February 2016, the FASB issued ASU 2016-02, "Leases." ASU 2016-02 requires lessees to recognize a lease liability and a right-of-use asset on the balance sheet. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is in the process of evaluating the impact of adoption, which is not expected to have a material impact on the Company's Consolidated Financial Statements.
In June 2016, the FASB issued ASU 2016-13, "Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments." This ASU is intended to introduce a revised approach to the recognition and measurement of credit losses, emphasizing an updated model based on expected losses rather than incurred losses. The provisions of this standard are effective for reporting periods beginning after December 15, 2019 and early adoption is permitted. The Company is currently evaluating the impact that this guidance may have on its Consolidated Financial Statements.
In August 2016, the FASB issued ASU 2016-15, "Classification of Certain Cash Receipts and Cash Payments." This ASU intends to add or clarify guidance on the classification of certain cash receipts and payments in the statement of cash flows.  The provisions of this standard are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption of the standard is permitted. The Company is currently evaluating when it will adopt the ASU and the expected impact to its Consolidated Financial Statements.
In October 2016, the FASB issued ASU 2016-16, "Intra-Entity Transfers of Assets Other Than Inventory." The new standard requires companies to recognize the income tax effects of intercompany sales or transfers of assets, other than inventory, in the income statement as income tax expense (or benefit) in the period the sales or transfer occurs. The standard requires companies to apply a modified retrospective approach with a cumulative catch-up adjustment to opening retained earnings in the period of adoption. The provisions of this standard are effective for fiscal years beginning after December 15, 2017, and early adoption is permitted. The Company is currently evaluating when it will adopt the ASU and the expected impact to its Consolidated Financial Statements.
In January 2017, the FASB issued ASU 2017- 04, "Intangibles - Goodwill and Other." This ASU simplifies the goodwill impairment calculation by eliminating the requirement to calculate the implied fair value of goodwill (i.e., Step 2 of today’s goodwill impairment test) to measure a goodwill impairment charge. Instead, entities will record an impairment charge based on the excess of a reporting unit’s carrying amount over its fair value (i.e., Step 1 of today’s goodwill impairment test). The standard will be applied prospectively and is effective for annual and interim impairment tests performed in periods beginning after December 15, 2019. Early adoption is permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The Company is currently evaluating when it will adopt the ASU and the expected impact to its Consolidated Financial Statements.
In August 2017, the FASB issued ASU 2017-12, "Derivatives and Hedging (Topic 815), Targeted Improvements to Accounting for Hedging Activities". This ASU expands an entity's ability to hedge non-financial and financial risk components and reduce complexity in fair value hedges of interest rate risk. The guidance eliminates the requirement to separately measure and report hedge ineffectiveness and generally requires the entire change in the fair value of a hedging instrument to be presented in the same income statement line as the hedged item. The provisions of this standard are effective in 2019 for calendar-year public business entities (PBE) and in 2020 for all other calendar-year companies. Early adoption of the standard is permitted. The Company is currently evaluating when it will adopt the ASU and the expected impact to its Consolidated Financial Statements.
Significant Accounting Policies (Tables)
Schedule of Cash Flow, Supplemental Disclosures
Supplemental Cash Flow Disclosure
Table 2.1: Certain Cash and Non-Cash Transactions
 
For the Nine Months Ended
 
September 30, 2017
 
September 30, 2016
 
(in thousands)
Cash paid during the period for:
 
 
 
Interest paid on term loan
$
7,582

 
$
8,508

Income taxes paid, net
16,338

 
17,368

Non-cash activity:
 
 
 
Amounts in accounts payable for capital expenditures
1,123

 
1,372

Receivables, Net (Tables)
Detail of Receivables, Net
Table 3: Details of Receivables, Net
 
September 30, 2017
 
December 31, 2016
 
(in thousands)
Trade receivables, gross
$
31,672

 
$
33,199

Allowance for cash discounts and doubtful accounts
(646
)
 
(726
)
Receivables, net
$
31,026

 
$
32,473

Inventories (Tables)
Composition of Inventories
Table 4: Details of Inventories, Net
 
September 30, 2017
 
December 31, 2016
 
(in thousands)
Finished products
$
6,297

 
$
7,246

Raw materials
12,532

 
10,910

Supplies and other
7,423

 
7,083

Inventories, net
$
26,252

 
$
25,239

Property, Plant and Equipment, Net (Tables)
Property, Plant and Equipment Details
Table 5: Details of Property, Plant and Equipment, Net
 
September 30, 2017
 
December 31, 2016
 
(in thousands)
Land
$
13,188

 
$
12,925

Buildings
113,005

 
112,583

Plant machinery
281,398

 
275,010

Mobile equipment
10,680

 
6,721

Construction in progress
14,218

 
15,016

Property, plant and equipment, at cost
432,489

 
422,255

Accumulated depreciation
(138,223
)
 
(114,417
)
Property, plant and equipment, net
$
294,266

 
$
307,838

Customer Relationships and Other Intangibles, Net (Tables)
Table 6.1: Details of Customer Relationships and Other Intangibles, Net
 
September 30, 2017
 
December 31, 2016
 
Gross
 
Accumulated Amortization
 
Net
 
Gross
 
Accumulated Amortization
 
Net
 
(in thousands)
Customer relationships
$
116,754

 
$
(55,694
)
 
$
61,060

 
$
116,267

 
$
(48,243
)
 
$
68,024

Purchased and internally developed software
5,501

 
(4,651
)
 
850

 
5,322

 
(3,289
)
 
2,033

Trademarks
14,844

 
(4,041
)
 
10,803

 
14,783

 
(3,285
)
 
11,498

Total
$
137,099

 
$
(64,386
)
 
$
72,713

 
$
136,372

 
$
(54,817
)
 
$
81,555

Table 6.2: Details of Future Amortization Expense of Customer Relationships and Other Intangibles
 
As of September 30, 2017
 
(in thousands)
October 1, 2017 through December 31, 2017
$
2,815

2018
9,474

2019
8,397

2020
7,684

2021
7,064

Thereafter
37,279

Total
$
72,713

Accrued and Other Liabilities (Tables)
Details of Accrued and Other Liabilities
Table 8: Details of Accrued and Other Liabilities
 
September 30, 2017
 
December 31, 2016
 
(in thousands)
Employee-related costs
$
6,822

 
$
9,595

Income taxes
1,190

 

Other taxes
3,585

 
2,088

Other
696

 
638

Accrued and other liabilities
$
12,293

 
$
12,321

Debt (Tables)
Table 9.1: Details of Debt
 
September 30, 2017
 
December 31, 2016
 
(in thousands)
First Lien Credit Agreement (a)
$
271,573

 
$
273,625

Less: Original issue discount (net of amortization)
(1,742
)
 
(1,946
)
Less: Debt issuance costs
(4,767
)
 
(5,317
)
Total debt
265,064

 
266,362

Less: Current portion of long-term debt
(1,712
)
 
(1,742
)
Long-term debt
$
263,352

 
$
264,620

Table 9.2: Details of Future Minimum Principal Payments Due Under the Amended and Restated Credit Agreements
 
Amount Due
 
(in thousands)
October 1, 2017 through December 31, 2017
$
684

2018
2,736

2019
2,736

2020
2,736

2021
2,736

Thereafter
259,945

Total Payments
$
271,573

Treasury Stock (Tables)
Treasury Stock Activity
All repurchased shares are held in treasury, reducing the number of shares of common stock outstanding and used in the Company’s earnings per share calculation.
Table 11: Details of Treasury Stock Activity
 
September 30, 2017
 
September 30, 2016
 
Shares
 
Amount (a)
 
Average Share Price (a)
 
Shares
 
Amount (a)
 
Average Share Price (a)
 
(in thousands, except share data)
For the Three Months Ended:
 
 
 
 
 
 
 
 
 
 
 
Beginning Balance
5,648,778

 
$
116,592

 
$
20.64

 
3,678,188

 
$
70,489

 
$
19.16

Repurchases on open market
941,039

 
21,292

 
22.63

 
520,843

 
11,417

 
21.92

Ending Balance
6,589,817

 
$
137,884

 
$
20.92

 
4,199,031

 
$
81,906

 
$
19.51

 
 
 
 
 
 
 
 
 
 
 
 
For the Nine Months Ended:
 
 
 
 
 
 
 
 
 
 
 
Beginning Balance
4,499,655

 
$
88,756

 
$
19.73

 
2,395,049

 
$
48,479

 
$
20.24

Repurchases on open market
2,090,162

 
49,128

 
23.50

 
903,982

 
18,937

 
20.95

Repurchase from LSF8 in private transaction

 

 

 
900,000

 
14,490

 
16.10

Ending Balance
6,589,817

 
$
137,884

 
$
20.92

 
4,199,031

 
$
81,906

 
$
19.51

 
 
 
 
 
 
 
 
 
 
 
 
(a) Includes commissions paid for repurchases on open market.
Accumulated Other Comprehensive Loss (Tables)
Changes in Accumulated Other Comprehensive (Loss)/Income by Category
Table 13: Details of Changes in Accumulated Other Comprehensive Loss by Category
 
Foreign currency translation adjustment
 
Net unrealized gain on derivatives, net of tax
 
Total
 
(in thousands)
Balance as of December 31, 2016
$
(4,778
)
 
$
1,369

 
$
(3,409
)
Other comprehensive income/(loss) before reclassifications
1,259

 
(622
)
 
637

Amounts reclassified from AOCI

 
171

 
171

Net current period other comprehensive income/(loss)
1,259

 
(451
)
 
808

Balance as of September 30, 2017
$
(3,519
)
 
$
918

 
$
(2,601
)
Earnings Per Share (Tables)
Basic and Dilutive Earnings Per Share
The following table shows the weighted average number of shares used in computing earnings per share and the effect on the weighted average number of shares of potentially dilutive securities. Potentially dilutive common stock has no effect on income available to common stockholders. For the three months ended September 30, 2017 and 2016, no share-based compensation awards that had an anti-dilutive impact on the Company's dilutive earnings per share computation were excluded from the weighted average shares outstanding. For the nine months ended September 30, 2017 and 2016, awards that had an anti-dilutive impact on the Company's dilutive earnings per share computation excluded from the weighted average shares outstanding were 29,000 and 52,000, respectively.
Table 15: Details of Basic and Dilutive Earnings Per Share
 
For the Three Months Ended
 
For the Nine Months Ended
 
September 30, 2017
 
September 30, 2016
 
September 30, 2017
 
September 30, 2016
 
(dollars in thousands, except for per share amounts)
Net income
$
10,987

 
$
6,210

 
$
35,612

 
$
31,433

 
 
 
 
 
 
 
 
Weighted average number of shares outstanding - basic
38,212,869

 
40,318,741

 
38,966,575

 
40,836,000

Effect of dilutive securities:
 
 
 
 
 
 
 
Restricted stock awards
6,852

 
9,926

 
7,598

 
8,132

Restricted stock units
48,175

 
41,575

 
54,171

 
24,384

Performance restricted stock units
58,199

 

 
30,853

 

Stock options
19,461

 
17,943

 
21,776

 
11,293

Total effect of dilutive securities
132,687

 
69,444

 
114,398

 
43,809

Weighted average number of shares outstanding - diluted
38,345,556

 
40,388,185

 
39,080,973

 
40,879,809

 
 
 
 
 
 
 
 
Basic earnings per share
$
0.29

 
$
0.15

 
$
0.91

 
$
0.77

Diluted earnings per share
$
0.29

 
$
0.15

 
$
0.91

 
$
0.77

Commitments and Contingencies (Tables)
Future Minimum Lease Payments Due Under Non-Cancelable Operating Leases and Purchase Commitments by Year
Table 16: Details of Future Minimum Lease Payments Due Under Noncancellable Operating Leases and Purchase Commitments
 
Future Minimum Lease Payments
 
Purchase Commitments
 
(in thousands)
October 1, 2017 through December 31, 2017
$
239

 
$
19,806

2018
616

 
27,109

2019
1,494

 
26,718

2020

 
17,442

2021

 
5,237

Thereafter

 
64,256

Total
$
2,349

 
$
160,568

Segment Reporting (Tables)
Table 17.1: Segment Reporting
 
For the Three Months Ended
 
For the Nine Months Ended
 
September 30, 2017
 
September 30, 2016
 
September 30, 2017
 
September 30, 2016
 
(in thousands)
Net Sales:
 
 
 
 
 
 
 
Wallboard
$
112,796

 
$
111,322

 
$
346,466

 
$
332,514

Other
3,730

 
3,236

 
11,305

 
10,644

Total net sales
$
116,526

 
$
114,558

 
$
357,771

 
$
343,158

Operating income:
 
 
 
 
 
 
 
Wallboard
$
19,992

 
$
18,572

 
$
63,402

 
$
64,192

Other
(285
)
 
(11
)
 
(388
)
 
147

Total operating income
$
19,707

 
$
18,561

 
$
63,014

 
$
64,339

Adjustments:
 
 
 
 
 
 
 
Interest expense
$
(2,988
)
 
$
(3,146
)
 
$
(8,966
)
 
$
(10,492
)
Losses from equity investment
(204
)
 
(291
)
 
(29
)
 
(726
)
Other income/(expense), net
146

 
(5,900
)
 
(633
)
 
(5,740
)
Income before provision for income taxes
$
16,661

 
$
9,224

 
$
53,386

 
$
47,381

Depreciation and Amortization:
 
 
 
 
 
 
 
Wallboard
$
11,793

 
$
11,595

 
$
34,992

 
$
34,836

Other
264

 
273

 
825

 
820

Total depreciation and amortization
$
12,057

 
$
11,868

 
$
35,817

 
$
35,656

Table 17.2: Details of Net Sales By Geographic Region
 
For the Three Months Ended
 
For the Nine Months Ended
 
September 30, 2017
 
September 30, 2016
 
September 30, 2017
 
September 30, 2016
 
(in thousands)
United States
$
110,430

 
$
104,704

 
$
334,481

 
$
316,040

Canada
6,096

 
9,854

 
23,290

 
27,118

Net sales
$
116,526

 
$
114,558

 
$
357,771

 
$
343,158

Table 17.3: Details of Assets By Geographic Region
 
Fixed Assets
 
Total Assets
 
September 30, 2017
 
December 31, 2016
 
September 30, 2017
 
December 31, 2016
 
(in thousands)
United States
$
290,716

 
$
304,807

 
$
601,614

 
$
617,050

Canada
3,550

 
3,031

 
19,617

 
17,699

Total
$
294,266

 
$
307,838

 
$
621,231

 
$
634,749

Background and Nature of Operations - Description of Business and Acquisition (Detail) (USD $)
In Millions, unless otherwise specified
0 Months Ended
Aug. 30, 2013
Lone Star Fund VIII (U.S.), L.P.
Lafarge N.A.
Sep. 30, 2017
Wallboard
facility
Sep. 30, 2017
Joint Compound
facility
Business Acquisition [Line Items]
 
 
 
Number of operating facilities (facility)
 
Total purchase price
$ 703 
 
 
Background and Nature of Operations - Public Offerings (Detail) (USD $)
0 Months Ended 9 Months Ended
Mar. 18, 2016
Sep. 30, 2017
Sep. 30, 2016
Repurchase from LSF8 in private transaction
 
 
 
Subsidiary, Sale of Stock [Line Items]
 
 
 
Shares repurchased (shares)
900,000 
900,000 
Secondary Public Offerings |
LSF8 Gypsum Holdings, L.P.
 
 
 
Subsidiary, Sale of Stock [Line Items]
 
 
 
Shares issued at public offering (shares)
5,106,803 
 
 
Secondary Public Offerings |
LSF8 Gypsum Holdings, L.P. |
Repurchase from LSF8 in private transaction
 
 
 
Subsidiary, Sale of Stock [Line Items]
 
 
 
Shares repurchased (shares)
900,000 
 
 
- Certain Cash and Non-Cash Transactions (Detail) (USD $)
In Thousands, unless otherwise specified
9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Accounting Policies [Abstract]
 
 
Interest paid
$ 7,582 
$ 8,508 
Income taxes paid, net
16,338 
17,368 
Accounts payable for capital expenditures
$ 1,123 
$ 1,372 
Significant Accounting Policies - Additional Information (Detail) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2017
Accounting Policies [Abstract]
 
Favorable adjustment to income tax provision
$ 0.2 
Receivables, Net - Detail of Receivables, Net (Detail) (USD $)
In Thousands, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Receivables [Abstract]
 
 
Trade receivables, gross
$ 31,672 
$ 33,199 
Allowance for cash discounts and doubtful accounts
(646)
(726)
Receivables, net
$ 31,026 
$ 32,473 
Inventories (Detail) (USD $)
In Thousands, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Inventory Disclosure [Abstract]
 
 
Finished products
$ 6,297 
$ 7,246 
Raw materials
12,532 
10,910 
Supplies and other
7,423 
7,083 
Inventories, net
$ 26,252 
$ 25,239 
Property, Plant and Equipment, Net - Property, Plant and Equipment Details (Detail) (USD $)
In Thousands, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Property, Plant and Equipment [Line Items]
 
 
Property, plant and equipment, at cost
$ 432,489 
$ 422,255 
Accumulated depreciation
(138,223)
(114,417)
Property, plant and equipment, net
294,266 
307,838 
Land
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, plant and equipment, at cost
13,188 
12,925 
Buildings
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, plant and equipment, at cost
113,005 
112,583 
Plant machinery
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, plant and equipment, at cost
281,398 
275,010 
Mobile equipment
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, plant and equipment, at cost
10,680 
6,721 
Construction in progress
 
 
Property, Plant and Equipment [Line Items]
 
 
Property, plant and equipment, at cost
$ 14,218 
$ 15,016 
Property, Plant and Equipment, Net - Additional Information (Detail) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Property, Plant and Equipment [Abstract]
 
 
 
 
Depreciation expense
$ 9.0 
$ 8.5 
$ 26.5 
$ 25.2 
Investment in Seven Hills - Additional Information (Detail) (Seven Hills, Variable Interest Entity, Not Primary Beneficiary, Equity Method Investee, USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Seven Hills |
Variable Interest Entity, Not Primary Beneficiary |
Equity Method Investee
 
 
 
 
Schedule of Equity Method Investments [Line Items]
 
 
 
 
Cost of paperboard
$ 15.5 
$ 11.1 
$ 42.3 
$ 34.0 
Purchase commitments
 
 
$ 32.1 
 
Customer Relationships and Other Intangibles, Net - Details of Customer Relationships and Other Intangibles, Net (Detail) (USD $)
In Thousands, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Finite-Lived Intangible Assets [Line Items]
 
 
Gross
$ 137,099 
$ 136,372 
Accumulated Amortization
(64,386)
(54,817)
Net
72,713 
81,555 
Customer relationships
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Gross
116,754 
116,267 
Accumulated Amortization
(55,694)
(48,243)
Net
61,060 
68,024 
Customer relationships
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Gross
5,501 
5,322 
Accumulated Amortization
(4,651)
(3,289)
Net
850 
2,033 
Purchased and internally developed software
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Gross
14,844 
14,783 
Accumulated Amortization
(4,041)
(3,285)
Net
$ 10,803 
$ 11,498 
Customer Relationships and Other Intangibles, Net - Additional Information (Detail) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Finite-Lived Intangible Assets [Line Items]
 
 
 
 
Amortization expense
$ 3.0 
$ 3.4 
$ 9.3 
$ 10.4 
Customer relationships
 
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
 
Finite-lived intangible asset, useful life
 
 
15 years 
 
Purchased and internally developed software
 
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
 
Finite-lived intangible asset, useful life
 
 
15 years 
 
Customer relationships
 
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
 
Finite-lived intangible asset, useful life
 
 
3 years 
 
Customer Relationships and Other Intangibles, Net - Future Amortization Expense of Customer Relationships and Other Intangibles (Details) (USD $)
In Thousands, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
 
 
October 1, 2017 through December 31, 2017
$ 2,815 
 
2018
9,474 
 
2019
8,397 
 
2020
7,684 
 
2021
7,064 
 
Thereafter
37,279 
 
Net
$ 72,713 
$ 81,555 
Accrued and Other Liabilities (Detail) (USD $)
In Thousands, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Payables and Accruals [Abstract]
 
 
Employee-related costs
$ 6,822 
$ 9,595 
Income taxes
1,190 
Other taxes
3,585 
2,088 
Other
696 
638 
Accrued and other liabilities
$ 12,293 
$ 12,321 
Debt - Details of Debt (Detail) (USD $)
In Thousands, unless otherwise specified
0 Months Ended 9 Months Ended
Aug. 18, 2016
Sep. 30, 2017
Sep. 30, 2016
Dec. 31, 2016
Aug. 18, 2016
Debt Instrument [Line Items]
 
 
 
 
 
First Lien Credit Agreement (a)
 
$ 271,573 
 
 
 
Less: Original issue discount (net of amortization)
 
(1,742)
 
(1,946)
 
Less: Debt issuance costs
 
(4,767)
 
(5,317)
 
Total debt
 
265,064 
 
266,362 
 
Less: Current portion of long-term debt
 
(1,712)
 
(1,742)
 
Long-term debt
 
263,352 
 
264,620 
 
Term Loan Facility |
First Lien Credit Agreement
 
 
 
 
 
Debt Instrument [Line Items]
 
 
 
 
 
First Lien Credit Agreement (a)
 
$ 271,573 
 
$ 273,625 
 
Term Loan Facility |
First Lien Credit Agreement |
London Interbank Offered Rate (LIBOR)
 
 
 
 
 
Debt Instrument [Line Items]
 
 
 
 
 
Floor rate
 
0.75% 
 
0.75% 
0.75% 
Debt, variable interest rate (as a percent)
2.75% 
2.50% 
2.75% 
 
 
Debt - Additional Information (Detail) (USD $)
9 Months Ended 0 Months Ended 9 Months Ended 0 Months Ended 0 Months Ended 9 Months Ended 0 Months Ended 1 Months Ended 9 Months Ended 3 Months Ended 0 Months Ended 9 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Aug. 18, 2016
First Lien Credit Agreement
Sep. 30, 2017
First Lien Credit Agreement
covenant
Sep. 30, 2017
First Lien Credit Agreement
Maximum
Feb. 21, 2017
Amended and Restated Credit Agreement
Feb. 21, 2017
Amended and Restated Credit Agreement
Feb. 21, 2017
Amended and Restated Credit Agreement
London Interbank Offered Rate (LIBOR)
Aug. 18, 2016
Term Loan Facility
First Lien Credit Agreement
Sep. 30, 2016
Term Loan Facility
First Lien Credit Agreement
Sep. 30, 2017
Term Loan Facility
First Lien Credit Agreement
Aug. 18, 2016
Term Loan Facility
First Lien Credit Agreement
Dec. 2, 2013
Term Loan Facility
First Lien Credit Agreement
Aug. 30, 2013
Term Loan Facility
First Lien Credit Agreement
Aug. 18, 2016
Term Loan Facility
First Lien Credit Agreement
London Interbank Offered Rate (LIBOR)
May 31, 2014
Term Loan Facility
First Lien Credit Agreement
London Interbank Offered Rate (LIBOR)
Sep. 30, 2017
Term Loan Facility
First Lien Credit Agreement
London Interbank Offered Rate (LIBOR)
Sep. 30, 2016
Term Loan Facility
First Lien Credit Agreement
London Interbank Offered Rate (LIBOR)
Dec. 31, 2016
Term Loan Facility
First Lien Credit Agreement
London Interbank Offered Rate (LIBOR)
Aug. 18, 2016
Term Loan Facility
First Lien Credit Agreement
London Interbank Offered Rate (LIBOR)
Sep. 30, 2014
Term Loan Facility
First Lien Credit Agreement
Moody's, B2 Rating
Sep. 30, 2014
Term Loan Facility
First Lien Credit Agreement
Moody's, B2 Rating
London Interbank Offered Rate (LIBOR)
Aug. 30, 2013
Term Loan Facility
Second Lien Credit Agreement
Aug. 30, 2013
Line of Credit
First Lien Credit Agreement
Revolving Credit Facility
Sep. 30, 2017
Line of Credit
First Lien Credit Agreement
Revolving Credit Facility
Sep. 30, 2016
Line of Credit
First Lien Credit Agreement
Revolving Credit Facility
Dec. 31, 2016
Line of Credit
First Lien Credit Agreement
Revolving Credit Facility
Aug. 18, 2016
Line of Credit
First Lien Credit Agreement
Revolving Credit Facility
Aug. 30, 2013
Line of Credit
First Lien Credit Agreement
Revolving Credit Facility
Sep. 30, 2017
Line of Credit
First Lien Credit Agreement
Revolving Credit Facility
London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt principal amount
 
 
 
 
 
 
 
 
 
 
 
$ 275,000,000 
$ 415,000,000.0 
$ 320,000,000 
 
 
 
 
 
 
 
 
$ 120,000,000 
 
 
 
 
 
 
 
Proceeds from line of credit
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
25,000,000 
22,000,000 
10,000,000 
 
 
 
 
Line of credit facility borrowing capacity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
75,000,000 
50,000,000 
 
Debt issuance cost
 
 
 
 
 
 
700,000 
 
 
 
 
 
 
15,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Discount and debt issuance costs
 
 
 
 
 
 
 
 
 
 
2,200,000 
4,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Discount and debt issuance costs recorded in other expense, net
 
 
 
 
 
 
 
 
2,500,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss on debt extinguishment
686,000 
5,802,000 
3,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt, variable interest rate (as a percent)
 
 
 
 
 
 
 
2.50% 
 
 
 
 
 
 
2.75% 
 
2.50% 
2.75% 
 
 
 
 
 
 
 
 
 
 
 
2.25% 
Floor rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.75% 
 
0.75% 
0.75% 
 
 
 
 
 
 
 
 
 
 
Decrease in basis spread, percentage
 
 
 
 
 
0.25% 
 
 
 
 
 
 
 
 
 
0.50% 
 
 
 
 
 
0.25% 
 
 
 
 
 
 
 
 
Pre payment of principal for the first lien credit agreement
2,052,000 
25,688,000 
 
 
 
 
 
 
 
25,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Effective interest rate
 
 
 
 
 
 
 
 
 
 
4.30% 
 
 
 
 
 
 
 
 
 
3.00% 
 
 
 
 
 
 
 
 
 
Outstanding amount
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Repayment amount
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
22,000,000 
 
 
 
 
Facility fee, basis points
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.50% 
 
 
 
 
 
Remaining outstanding
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
73,400,000 
 
 
 
 
 
Number of covenants
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt covenant trigger, line of credit facility amount less letters of credit threshold
 
 
 
$ 22,500,000.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Leverage ratio (no greater than)
 
 
 
 
5.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt - Future Minimum Principal Payments Due Under the Credit Agreements (Detail) (USD $)
In Thousands, unless otherwise specified
Sep. 30, 2017
Long-term Debt, Fiscal Year Maturity [Abstract]
 
October 1, 2017 through December 31, 2017
$ 684 
2019
2,736 
2018
2,736 
2020
2,736 
2021
2,736 
Thereafter
259,945 
Total Payments
$ 271,573 
Derivative Instruments - Additional Information (Detail) (USD $)
3 Months Ended 9 Months Ended 1 Months Ended 3 Months Ended 9 Months Ended 9 Months Ended
Sep. 30, 2017
Dec. 31, 2016
Sep. 30, 2017
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent
Dec. 31, 2016
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent
Sep. 30, 2017
Natural Gas Swap
Cash Flow Hedging
Designated as Hedging Instrument
Sep. 30, 2016
Natural Gas Swap
Cash Flow Hedging
Designated as Hedging Instrument
Sep. 30, 2017
Natural Gas Swap
Cash Flow Hedging
Designated as Hedging Instrument
MMBTU
Sep. 30, 2016
Natural Gas Swap
Cash Flow Hedging
Designated as Hedging Instrument
Sep. 30, 2017
Natural Gas Swap
Cash Flow Hedging
Designated as Hedging Instrument
Accrued and Other Liabilities
Sep. 30, 2017
Natural Gas Swap
Cash Flow Hedging
Designated as Hedging Instrument
Current Assets
Dec. 31, 2016
Natural Gas Swap
Cash Flow Hedging
Designated as Hedging Instrument
Current Assets
Dec. 31, 2016
Natural Gas Swap
Cash Flow Hedging
Designated as Hedging Instrument
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent
Sep. 30, 2016
Interest Rate Swap
Cash Flow Hedging
Designated as Hedging Instrument
MMBTU
Sep. 30, 2017
Interest Rate Swap
Cash Flow Hedging
Designated as Hedging Instrument
Sep. 30, 2016
Interest Rate Swap
Cash Flow Hedging
Designated as Hedging Instrument
Sep. 30, 2017
Interest Rate Swap
Cash Flow Hedging
Designated as Hedging Instrument
Sep. 30, 2016
Interest Rate Swap
Cash Flow Hedging
Designated as Hedging Instrument
Sep. 30, 2017
Interest Rate Swap
Cash Flow Hedging
Designated as Hedging Instrument
London Interbank Offered Rate (LIBOR)
Sep. 30, 2017
Interest Rate Swap
Cash Flow Hedging
Designated as Hedging Instrument
Current Assets
Sep. 30, 2017
Interest Rate Swap
Cash Flow Hedging
Designated as Hedging Instrument
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent
Dec. 31, 2016
Interest Rate Swap
Cash Flow Hedging
Designated as Hedging Instrument
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent
Sep. 30, 2017
Maximum
Derivative [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative instrument term (not beyond)
 
 
 
 
 
 
 
 
 
 
 
 
4 years 
 
 
 
 
 
 
 
 
1 year 
Aggregate notional amount outstanding (in mmBTUs)
 
 
 
 
 
 
2,940,000 
 
 
 
 
 
100,000,000 
 
 
 
 
 
 
 
 
 
Net unrealized gain (loss) that remained in accumulated other comprehensive loss
$ 298,628,000 
$ 309,012,000 
$ 918,000 
$ 1,369,000 
 
 
 
 
 
 
 
$ 200,000 
 
 
 
 
 
 
 
$ (1,000,000)
$ (1,200,000)
 
Net unrealized gain (loss) that remained in accumulated other comprehensive loss, tax
 
 
 
 
 
 
 
 
 
 
 
100,000 
 
 
 
 
 
 
 
500,000 
(600,000)
 
Gain (loss) on derivatives qualifying as cash flow hedges, net of tax
 
 
 
 
100,000 
(200,000)
(300,000)
100,000 
 
 
 
 
 
44,000 
 
(200,000)
8,000 
 
 
 
 
 
Income tax expense (benefit) recognized in other comprehensive income
 
 
 
 
(43,000)
(59,000)
(100,000)
25,000 
 
 
 
 
 
20,000 
4,000 
100,000 
 
 
 
 
 
 
Gain (loss) reclassified from accumulated other comprehensive income, before tax
 
 
 
 
(100,000)
100,000 
(38,000)
(300,000)
 
 
 
 
 
(7,000)
 
(100,000)
 
 
 
 
 
 
Amount recorded in other current liabilities
 
 
 
 
 
 
 
 
(136,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
Amount recorded in other current assets
 
 
 
 
 
 
 
 
 
100,000 
400,000 
 
 
 
 
 
 
 
1,500,000 
 
 
 
Average fixed rate
 
 
 
 
 
 
 
 
 
 
 
 
 
1.323% 
 
1.323% 
 
 
 
 
 
 
Floor rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.75% 
 
 
 
 
Derivatives, net liability position
1,500,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Collateral posted with counterparties related to derivatives
$ 0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Treasury Stock - Additional Information (Detail) (USD $)
6 Months Ended 9 Months Ended 12 Months Ended 0 Months Ended 9 Months Ended
Jun. 30, 2017
Jun. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Dec. 31, 2016
Dec. 31, 2015
Feb. 21, 2017
Aug. 3, 2016
Nov. 4, 2015
Mar. 18, 2016
Repurchase from LSF8 in private transaction
Sep. 30, 2017
Repurchase from LSF8 in private transaction
Sep. 30, 2016
Repurchase from LSF8 in private transaction
Equity, Class of Treasury Stock [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
Stock repurchase program authorized amount (up to)
 
 
 
 
 
 
$ 200,000,000 
$ 100,000,000 
$ 50,000,000 
 
 
 
Number of common stock shares repurchased (shares)
 
 
 
 
 
 
 
 
 
900,000 
900,000 
Number of common stock shares repurchased, value per share (usd per share)
$ 20.64 
$ 19.16 
$ 20.92 
$ 19.51 
$ 19.73 
$ 20.24 
 
 
 
$ 16.10 
$ 0.00 
$ 16.10 
Aggregate value of common stock shares repurchased
 
 
 
 
 
 
 
 
 
14,500,000 
14,490,000 
Stock repurchase program, increase in authorized amount
 
 
 
 
 
 
 
$ 50,000,000.0 
 
 
 
 
Treasury Stock - Treasury Stock Activity (Detail) (USD $)
In Thousands, except Share data, unless otherwise specified
6 Months Ended 9 Months Ended 12 Months Ended 3 Months Ended 9 Months Ended 0 Months Ended 9 Months Ended
Jun. 30, 2017
Jun. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Dec. 31, 2016
Dec. 31, 2015
Sep. 30, 2017
Repurchases on open market
Sep. 30, 2016
Repurchases on open market
Sep. 30, 2017
Repurchases on open market
Sep. 30, 2016
Repurchases on open market
Mar. 18, 2016
Repurchase from LSF8 in private transaction
Sep. 30, 2017
Repurchase from LSF8 in private transaction
Sep. 30, 2016
Repurchase from LSF8 in private transaction
Treasury Stock [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
 
 
Beginning balance (shares)
4,499,655 
2,395,049 
4,499,655 
2,395,049 
2,395,049 
 
 
 
 
 
 
 
 
Beginning balance
$ 88,756 
$ 48,479 
$ 88,756 
$ 48,479 
$ 48,479 
 
 
 
 
 
 
 
 
Shares repurchased (shares)
 
 
 
 
 
 
941,039 
520,843 
2,090,162 
903,982 
900,000 
900,000 
Shares repurchased
 
 
 
 
 
 
21,292 
11,417 
49,128 
18,937 
14,500 
14,490 
Ending balance (shares)
5,648,778 
3,678,188 
6,589,817 
4,199,031 
4,499,655 
2,395,049 
 
 
 
 
 
 
 
Ending balance
$ 116,592 
$ 70,489 
$ 137,884 
$ 81,906 
$ 88,756 
$ 48,479 
 
 
 
 
 
 
 
Average share price (usd per share)
$ 20.64 
$ 19.16 
$ 20.92 
$ 19.51 
$ 19.73 
$ 20.24 
$ 22.63 
$ 21.92 
$ 23.50 
$ 20.95 
$ 16.10 
$ 0.00 
$ 16.10 
Share-Based Compensation - Additional Information (Detail) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Compensation expense
$ 0.6 
$ 0.6 
$ 2.1 
$ 1.8 
Unrecognized compensation expense related to non-vested restricted stock
$ 4.7 
 
$ 4.7 
 
Restricted stock awards
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Unearned compensation expense, weighted average remaining period
 
 
2 years 4 months 10 days 
 
Accumulated Other Comprehensive Loss (Details) (USD $)
In Thousands, unless otherwise specified
9 Months Ended
Sep. 30, 2017
Dec. 31, 2016
Sep. 30, 2017
Accumulated Foreign Currency Adjustment Attributable to Parent [Member]
Sep. 30, 2017
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent
Sep. 30, 2017
Accumulated Other Comprehensive Income (Loss) [Member]
AOCI Attributable to Parent, Net of Tax [Roll Forward]
 
 
 
 
 
Beginning Balance
$ 298,628 
$ 309,012 
$ (4,778)
$ 1,369 
$ (3,409)
Other comprehensive income/(loss) before reclassifications
 
 
1,259 
(622)
637 
Amounts reclassified from AOCI
 
 
171 
171 
Net current period other comprehensive income/(loss)
 
 
1,259 
(451)
808 
Ending Balance
$ 298,628 
$ 309,012 
$ (3,519)
$ 918 
$ (2,601)
Income Taxes - Additional Information (Detail)
9 Months Ended
Sep. 30, 2017
Income Tax Disclosure [Abstract]
 
Effective rate (as a percent)
33.70% 
Earnings Per Share (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Earnings Per Share [Abstract]
 
 
 
 
Antidilutive securities excluded from computation of earnings per share (in shares)
29,000 
52,000 
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]
 
 
 
 
Net income
$ 10,987 
$ 6,210 
$ 35,612 
$ 31,433 
Weighted average number of shares outstanding- basic (shares)
38,212,869 
40,318,741 
38,966,575 
40,836,000 
Effect of dilutive securities:
 
 
 
 
Total effect of dilutive securities (shares)
132,687 
69,444 
114,398 
43,809 
Weighted average number of shares outstanding - diluted (shares)
38,345,556 
40,388,185 
39,080,973 
40,879,809 
Basic earnings per share (usd per share)
$ 0.29 
$ 0.15 
$ 0.91 
$ 0.77 
Diluted earnings per share (usd per share)
$ 0.29 
$ 0.15 
$ 0.91 
$ 0.77 
Restricted stock awards
 
 
 
 
Effect of dilutive securities:
 
 
 
 
Effect of dilutive securities (shares)
6,852 
9,926 
7,598 
8,132 
Restricted stock units
 
 
 
 
Effect of dilutive securities:
 
 
 
 
Effect of dilutive securities (shares)
48,175 
41,575 
54,171 
24,384 
Performance restricted stock units
 
 
 
 
Effect of dilutive securities:
 
 
 
 
Effect of dilutive securities (shares)
58,199 
30,853 
Stock options
 
 
 
 
Effect of dilutive securities:
 
 
 
 
Effect of dilutive securities (shares)
19,461 
17,943 
21,776 
11,293 
Commitments and Contingencies - Additional Information (Detail) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Letter of Credit
Dec. 31, 2016
Letter of Credit
Sep. 30, 2017
Gas, Gypsum, Paper, and Other Raw Materials
Sep. 30, 2016
Gas, Gypsum, Paper, and Other Raw Materials
Sep. 30, 2017
Gas, Gypsum, Paper, and Other Raw Materials
Sep. 30, 2016
Gas, Gypsum, Paper, and Other Raw Materials
Commitments and Contingencies Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
Rent expense
$ 0.8 
$ 1.0 
$ 2.5 
$ 3.1 
 
 
 
 
 
 
Long-term Purchase Commitment [Line Items]
 
 
 
 
 
 
 
 
 
 
Non capital purchased under commitments
 
 
 
 
 
 
22.0 
16.4 
64.8 
49.5 
Outstanding amount of letters of credit
 
 
 
 
$ 1.6 
$ 2.1 
 
 
 
 
Commitments and Contingencies - Future Minimum Lease Payments Due Under Non-Cancelable Operating Leases and Purchase Commitments by Year (Detail) (USD $)
In Thousands, unless otherwise specified
Sep. 30, 2017
Future Minimum Lease Payments
 
October 1, 2017 through December 31, 2017
$ 239 
2018
616 
2019
1,494 
2020
2021
Thereafter
Total
2,349 
Purchase Commitments
 
October 1, 2017 through December 31, 2017
19,806 
2018
27,109 
2019
26,718 
2020
17,442 
2021
5,237 
Thereafter
64,256 
Total
$ 160,568 
Segment Reporting - Additional Information (Detail)
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Segment Reporting Information [Line Items]
 
 
 
 
Number of geographical areas (geographic area)
 
 
Wallboard |
Sales Revenue, Net [Member] |
Product Concentration Risk
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
Percentage of revenues
96.80% 
97.20% 
96.80% 
96.90% 
Segment Reporting - Segment Reporting (Detail) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Net Sales:
 
 
 
 
Net Sales
$ 116,526 
$ 114,558 
$ 357,771 
$ 343,158 
Operating income:
 
 
 
 
Operating income
19,707 
18,561 
63,014 
64,339 
Adjustments:
 
 
 
 
Interest expense
(2,988)
(3,146)
(8,966)
(10,492)
Losses from equity investment
(204)
(291)
(29)
(726)
Other income/(expense), net
146 
(5,900)
(633)
(5,740)
Income before provision for income taxes
16,661 
9,224 
53,386 
47,381 
Depreciation and Amortization
 
 
 
 
Total depreciation and amortization
12,057 
11,868 
35,817 
35,656 
Operating Segments |
Wallboard
 
 
 
 
Net Sales:
 
 
 
 
Net Sales
112,796 
111,322 
346,466 
332,514 
Operating income:
 
 
 
 
Operating income
19,992 
18,572 
63,402 
64,192 
Depreciation and Amortization
 
 
 
 
Total depreciation and amortization
11,793 
11,595 
34,992 
34,836 
Operating Segments |
Other
 
 
 
 
Net Sales:
 
 
 
 
Net Sales
3,730 
3,236 
11,305 
10,644 
Operating income:
 
 
 
 
Operating income
(285)
(11)
(388)
147 
Depreciation and Amortization
 
 
 
 
Total depreciation and amortization
264 
273 
825 
820 
Adjustments
 
 
 
 
Adjustments:
 
 
 
 
Interest expense
(2,988)
(3,146)
(8,966)
(10,492)
Losses from equity investment
(204)
(291)
(29)
(726)
Other income/(expense), net
$ 146 
$ (5,900)
$ (633)
$ (5,740)
Segment Reporting - Net Sales by Geographic Region (Detail) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
Net sales
$ 116,526 
$ 114,558 
$ 357,771 
$ 343,158 
United States
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
Net sales
110,430 
104,704 
334,481 
316,040 
Canada
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
Net sales
$ 6,096 
$ 9,854 
$ 23,290 
$ 27,118 
Segment Reporting - Assets by Geographic Region (Detail) (USD $)
In Thousands, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
Fixed Assets
$ 294,266 
$ 307,838 
Total Assets
621,231 
634,749 
United States
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
Fixed Assets
290,716 
304,807 
Total Assets
601,614 
617,050 
Canada
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
Fixed Assets
3,550 
3,031 
Total Assets
$ 19,617 
$ 17,699 
Fair Value Disclosures (Details) (Recurring, Level 2, USD $)
In Millions, unless otherwise specified
Sep. 30, 2017
Dec. 31, 2016
Natural Gas Swap
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Tax on derivative instruments
 
$ 0.1 
Derivative asset
 
(0.2)
Interest Rate Swap
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative asset
(1.0)
(1.2)
Tax on derivative instruments
$ (0.5)
$ (0.6)