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Investments in Unconsolidated Affiliates
3 Months Ended
Aug. 31, 2022
Equity Method Investments and Joint Ventures [Abstract]  
Investments in Unconsolidated Affiliates

Note D – Investments in Unconsolidated Affiliates

Investments in affiliated companies that we do not control, either through majority ownership or otherwise, are accounted for using the equity method. At August 31, 2022, we held noncontrolling investments in the following affiliated companies: Clarkwestern Dietrich Building Systems LLC (“ClarkDietrich”) (25%); Serviacero Planos, S. de R. L. de C.V. (“Serviacero Worthington”) (50%); Taxi Workhorse Holdings, LLC (“Workhorse”) (20%); and Worthington Armstrong Venture (“WAVE”) (50%).

On August 3, 2022, the Company sold its 50% noncontrolling equity interest in ArtiFlex Manufacturing, LLC (“ArtiFlex”) to the unaffiliated joint venture member for approximately $42,086,000, after adjustments for closing debt and final net working capital. Approximately $6,000,000 of the total cash proceeds were attributed to real property in Wooster, Ohio, with a net book value of approximately $6,300,000. This real property was owned by Worthington and leased to ArtiFlex prior to closing of the transaction. The Company recognized a pre-tax loss of approximately $15,759,000 in equity income related to the equity portion of the transaction.

We received distributions from unconsolidated affiliates totaling $74,557,000 during the three months ended August 31, 2022. We have received cumulative distributions from WAVE in excess of our investment balance amounting to $84,994,000, which is shown as a separate liability on our consolidated balance sheet at August 31, 2022. In accordance with the applicable accounting guidance, we reclassified the negative investment balance to the liabilities section of our consolidated balance sheets. We will continue to record our equity in the net income of WAVE as a debit to the investment account, and if the investment balance becomes positive, it will again be shown as an asset on our consolidated balance sheets. If it becomes probable that any excess distribution may not be returned (upon joint venture liquidation or otherwise), we will recognize any negative investment balance classified as a liability as income immediately.

We use the “cumulative earnings” approach for determining cash flow presentation of distributions from our unconsolidated joint ventures. Distributions received are included in our consolidated statements of cash flows as operating activities, unless the cumulative distributions received, less distributions received in prior periods that were determined to be returns of investment, exceed our portion of the cumulative equity in the net earnings of the joint venture, in which case the excess distributions are deemed to be returns of the investment and are classified as investing activities in our consolidated statements of cash flows.

The following tables summarize combined financial information for our unconsolidated affiliates as of the dates, and for the periods presented:

 

August 31,

 

 

May 31,

 

(in thousands)

2022

 

 

2022

 

 

 

 

 

 

 

Cash and cash equivalents

$

18,675

 

 

$

68,563

 

Other current assets

 

1,004,636

 

 

 

1,148,029

 

Noncurrent assets

 

293,467

 

 

 

369,608

 

Total assets

$

1,316,778

 

 

$

1,586,200

 

 

 

 

 

 

 

Current liabilities

 

295,494

 

 

 

345,097

 

Short-term borrowings

 

5,000

 

 

 

5,943

 

Current maturities of long-term debt

 

33,923

 

 

 

33,054

 

Long-term debt

 

303,838

 

 

 

306,814

 

Other noncurrent liabilities

 

71,715

 

 

 

76,437

 

Equity

 

606,808

 

 

 

818,855

 

Total liabilities and equity

$

1,316,778

 

 

$

1,586,200

 

 

 

Three Months Ended

 

 

August 31,

 

(in thousands)

2022

 

 

2021

 

Net sales

$

823,942

 

 

$

744,995

 

Gross margin

 

181,405

 

 

 

189,674

 

Operating income

 

137,827

 

 

 

145,988

 

Depreciation and amortization

 

8,188

 

 

 

3,215

 

Interest expense

 

2,680

 

 

 

2,461

 

Income tax expense

 

2,110

 

 

 

7,896

 

Net earnings

 

133,238

 

 

 

138,888