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Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
https://cdn.kscope.io/00d04adaad5c473b6612f60233783de4-rock-20210331_g1.jpg
FORM 10-Q
 
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2021
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                      to                     
Commission File Number 0-22462
 
GIBRALTAR INDUSTRIES, INC.
(Exact name of Registrant as specified in its charter) 
Delaware 16-1445150
(State or incorporation ) (I.R.S. Employer Identification No.)
3556 Lake Shore RoadP.O. Box 2028BuffaloNew York 14219-0228
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (716826-6500
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, $0.01 par value per shareROCKNASDAQ Stock Market
Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes      No   
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes      No 
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer
Accelerated filer
Non-accelerated filer
Smaller reporting companyEmerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicated by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  No  

As of May 4, 2021, the number of common shares outstanding was: 32,629,646.



Table of Contents
GIBRALTAR INDUSTRIES, INC.
INDEX
 
 PAGE 
NUMBER
PART I.
Item 1.
Item 2.
Item 3.
Item 4.
PART II.
Item 1.
Item 1A.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.

2


Table of Contents
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
GIBRALTAR INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share data)
(unaudited)
 
Three Months Ended 
 
March 31,
 20212020
Net Sales$287,592 $215,401 
Cost of sales227,574 165,540 
Gross profit60,018 49,861 
Selling, general, and administrative expense47,203 37,084 
Income from operations12,815 12,777 
Interest expense444 44 
Other expense315 518 
Income before taxes12,056 12,215 
Provision for income taxes1,560 2,313 
Income from continuing operations10,496 9,902 
Discontinued operations:
Income before taxes2,570 2,830 
Provision for income taxes304 673 
Income from discontinued operations2,266 2,157 
Net income$12,762 $12,059 
Net earnings per share – Basic:
Income from continuing operations$0.32 $0.30 
Income from discontinued operations0.07 0.07 
Net income$0.39 $0.37 
Weighted average shares outstanding -- Basic32,771 32,586 
Net earnings per share – Diluted:
Income from continuing operations$0.32 $0.30 
Income from discontinued operations0.07 0.07 
Net income$0.39 $0.37 
Weighted average shares outstanding -- Diluted33,104 32,883 
See accompanying notes to consolidated financial statements.
3


Table of Contents
GIBRALTAR INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
(unaudited)
 
Three Months Ended 
 
March 31,
 20212020
Net income $12,762 $12,059 
Other comprehensive income (loss):
Foreign currency translation adjustment3,198 (5,898)
Minimum post retirement benefit plan adjustments27 18 
Other comprehensive income (loss)3,225 (5,880)
Total comprehensive income $15,987 $6,179 
See accompanying notes to consolidated financial statements.
4


Table of Contents
GIBRALTAR INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share data)
March 31,
2021
December 31,
2020
(unaudited)
Assets
Current assets:
Cash and cash equivalents$20,731 $32,054 
Accounts receivable, net of allowance of $3,319 and $3,529
199,598 197,990 
Inventories, net107,004 98,307 
Prepaid expenses and other current assets24,684 19,671 
Assets of discontinued operations 77,438 
Total current assets352,017 425,460 
Property, plant, and equipment, net91,717 89,562 
Operating lease assets23,465 25,229 
Goodwill523,446 514,279 
Acquired intangibles151,877 156,365 
Other assets12,669 1,599 
$1,155,191 $1,212,494 
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable$135,130 $134,738 
Accrued expenses71,946 83,505 
Billings in excess of cost51,591 34,702 
Liabilities of discontinued operations 49,295 
Total current liabilities258,667 302,240 
Long-term debt58,023 85,636 
Deferred income taxes37,996 39,057 
Non-current operating lease liabilities16,165 17,730 
Other non-current liabilities25,932 24,026 
Stockholders’ equity:
Preferred stock, $0.01 par value; authorized 10,000 shares; none outstanding
  
Common stock, $0.01 par value; authorized 50,000 shares; 33,711 shares and 33,568 shares issued and outstanding in 2021 and 2020
337 336 
Additional paid-in capital308,147 304,870 
Retained earnings482,705 469,943 
Accumulated other comprehensive income (loss)764 (2,461)
Cost of 1,082 and 1,028 common shares held in treasury in 2021 and 2020
(33,545)(28,883)
Total stockholders’ equity758,408 743,805 
$1,155,191 $1,212,494 
See accompanying notes to consolidated financial statements.
5


Table of Contents
GIBRALTAR INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited) 
Three Months Ended 
 
March 31,
 20212020
Cash Flows from Operating Activities
Net income $12,762 $12,059 
Income from discontinued operations2,266 2,157 
Income from continuing operations10,496 9,902 
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization7,974 4,780 
Stock compensation expense2,368 1,665 
Exit activity costs, non-cash1,193  
Benefit of deferred income taxes (178)
Other, net(162)386 
Changes in operating assets and liabilities, excluding the effects of acquisitions:
Accounts receivable(2,522)(7,180)
Inventories(15,262)(7,242)
Other current assets and other assets(435)6,218 
Accounts payable1,470 (18,909)
Accrued expenses and other non-current liabilities(6,334)(33,268)
Net cash used in operating activities of continuing operations(1,214)(43,826)
Net cash (used in) provided by operating activities of discontinued operations(2,011)814 
Net cash used in operating activities (3,225)(43,012)
Cash Flows from Investing Activities
Purchases of property, plant, and equipment(4,389)(2,144)
Acquisitions, net of cash acquired(2)(54,539)
Net proceeds from sale of business26,991  
Net proceeds from sale of property and equipment 52 
Net cash provided by (used in) investing activities of continuing operations22,600 (56,631)
Net cash used in investing activities of discontinued operations(176)(678)
Net cash provided by (used in) investing activities22,424 (57,309)
Cash Flows from Financing Activities
Proceeds from long-term debt20,000  
Long-term debt payments(46,636) 
Purchase of treasury stock at market prices(4,662)(4,184)
Net proceeds from issuance of common stock910 24 
Net cash used in financing activities(30,388)(4,160)
Effect of exchange rate changes on cash(134)(916)
Net decrease in cash and cash equivalents(11,323)(105,397)
Cash and cash equivalents at beginning of year32,054 191,363 
Cash and cash equivalents at end of period$20,731 $85,966 
See accompanying notes to consolidated financial statements.
6


Table of Contents
GIBRALTAR INDUSTRIES, INC.
CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY
(in thousands)
(unaudited) 
 Common StockAdditional
Paid-In Capital
Retained EarningsAccumulated
Other
Comprehensive (Loss) Income
Treasury StockTotal
Stockholders’ Equity
 SharesAmountSharesAmount
Balance at December 31, 202033,568 $336 $304,870 $469,943 $(2,461)1,028 $(28,883)$743,805 
Net income— — — 12,762 — — — 12,762 
Foreign currency translation adjustment— — — — 3,198 — — 3,198 
Minimum post retirement benefit plan adjustments, net of taxes of $10
— — — — 27 — — 27 
Stock compensation expense— — 2,368 — — — — 2,368 
Stock options exercised25 — 910 — — — — 910 
Net settlement of restricted stock units
118 1 (1)— — 54 (4,662)(4,662)
Balance at March 31, 202133,711 $337 $308,147 $482,705 $764 1,082 $(33,545)$758,408 

See accompanying notes to consolidated financial statements.
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GIBRALTAR INDUSTRIES, INC.
CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY
(in thousands)
(unaudited) 
Common StockAdditional
Paid-In Capital
Retained EarningsAccumulated
Other
Comprehensive Loss
Treasury StockTotal
Stockholders’ Equity
SharesAmountSharesAmount
Balance at December 31, 201933,192 $332 $295,582 $405,668 $(5,391)906 $(22,227)$673,964 
Net income— — — 12,059 — — — 12,059 
Foreign currency translation adjustment— — — — (5,898)— — (5,898)
Minimum post retirement benefit plan adjustments, net of taxes of $7
— — — — 18 — — 18 
Stock compensation expense— — 1,665 — — — — 1,665 
Cumulative effect of accounting change
— — — (291)— — — (291)
Stock options exercised3 — 24 — — — — 24 
Net settlement of restricted stock units
193 2 (2)— — 80 (4,184)(4,184)
Balance at March 31, 202033,388 $334 $297,269 $417,436 $(11,271)986 $(26,411)$677,357 

See accompanying notes to consolidated financial statements.
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GIBRALTAR INDUSTRIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

(1)    CONSOLIDATED FINANCIAL STATEMENTS

The accompanying unaudited consolidated financial statements of Gibraltar Industries, Inc. (the "Company") have been prepared by management in accordance with U.S. generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments consisting of normal recurring adjustments considered necessary for the fair presentation of results for the interim period have been included. The Company's operations are seasonal; for this and other reasons, such as the impact of the COVID-19 pandemic, financial results for any interim period are not necessarily indicative of the results expected for any subsequent interim period or for the full year. The accompanying unaudited consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in our annual Form 10-K for the year ended December 31, 2020.

The balance sheet at December 31, 2020 has been derived from the audited financial statements at that date, but does not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete financial statements.



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(2)    RECENT ACCOUNTING PRONOUNCEMENTS

Recent Accounting Pronouncements Adopted
StandardDescriptionFinancial Statement Effect or Other Significant Matters
ASU No. 2019-12
Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes

The amendments in this update simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and improve consistent application by clarifying and amending existing guidance. The amendments of this standard are effective for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years.The standard is effective for the Company as of January 1, 2021. The Company adopted the amendments in this update and the adoption did not have a material impact to the Company’s financial statements.


Date of adoption: Q1 2021


(3)    ACCOUNTS RECEIVABLE AND ALLOWANCE FOR DOUBTFUL ACCOUNTS

Accounts receivable consists of the following (in thousands):
March 31, 2021December 31, 2020
Trade accounts receivable$175,277 $174,604 
Costs in excess of billings27,640 26,915 
Total accounts receivables202,917 201,519 
Less allowance for doubtful accounts and contract assets(3,319)(3,529)
Accounts receivable, net$199,598 $197,990 

Refer to Note 4 "Revenue" concerning the Company's costs in excess of billings.

The following table provides a roll-forward of the allowance for credit losses, for the three month period ended March 31, 2021, that is deducted from the amortized cost basis of accounts receivable to present the net amount expected to be collected.
Beginning balance as of January 1, 2021$3,529 
Bad debt expense, net of recoveries(159)
Accounts written off against allowance and other adjustments(51)
Ending balance as of March 31, 2021$3,319 


(4)    REVENUE

Sales includes revenue from contracts with customers for: designing, engineering, manufacturing and installation of solar racking systems and greenhouse structures; electrical balance of systems; extraction systems; roof and foundation ventilation products; centralized mail systems and electronic package solutions; rain dispersion products and roofing accessories; retractable awnings; gutter guards; expansion joints and structural bearings.

Refer to Note 15 "Segment Information" for additional information related to revenue recognized by timing of transfer of control by reportable segment.

As of March 31, 2021, the Company's remaining performance obligations are part of contracts that have an original expected duration of one year or less.
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Contract assets consist of costs in excess of billings. Contract liabilities consist of billings in excess of cost and unearned revenue. Unearned revenue as of March 31, 2021 and December 31, 2020 was $13.1 million and $21.3 million, respectively. Revenue recognized during the three months ended March 31, 2021 and 2020 that was in contract liabilities at the beginning of the respective periods was $40.7 million and $38.1 million, respectively.


(5)    INVENTORIES

Inventories consist of the following (in thousands):
March 31, 2021December 31, 2020
Raw material$73,364 $66,018 
Work-in-process4,844 5,382 
Finished goods32,757 31,205 
Gross inventory$110,965 $102,605 
Less reserves(3,961)(4,298)
Total inventories, net$107,004 $98,307 


(6)    ACQUISITIONS

2020 Acquisitions

During the year ended December 31, 2020, the Company acquired five businesses in separate transactions, two of which are included within our Renewables segment, two in our Agtech segment, and one in our Residential segment. The purchase consideration for each acquisition was allocated to the assets acquired and liabilities assumed based upon their respective fair values.

On December 31, 2020, the Company purchased all the outstanding membership interests of TerraSmart LLC ("TerraSmart"), a leading provider of screw-based, ground-mount solar racking technology, particularly used for solar projects installed on challenging terrain. The results of TerraSmart have been included in the Company's consolidated financial results since the date of acquisition within the Company's Renewables segment. The preliminary purchase consideration for the acquisition of TerraSmart was $223.7 million, which includes a preliminary working capital adjustment and certain other adjustments provided for in the stock purchase agreement.

The purchase price for the TerraSmart acquisition was preliminarily allocated to the assets acquired and liabilities assumed based upon their respective fair values estimated as of the date of acquisition. The Company has commenced the process to confirm the existence, condition and completeness of the assets acquired and liabilities assumed to establish fair values of such acquired assets and assumed liabilities and to determine the amount of goodwill to be recognized as of the date of acquisition. Due to the timing of the acquisition, we continue to gather information supporting the acquired assets and assumed liabilities. Accordingly, all amounts recorded are provisional. These provisional amounts are subject to change if new information is obtained concerning facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts recognized as of that date. The final determination of the fair value of certain assets and liabilities will be completed within a measurement period of up to one year from the date of acquisition. The final values may also result in changes to depreciation and amortization expense related to certain assets such as property, plant and equipment and acquired intangible assets. The preliminary excess consideration was recorded as goodwill and approximated $153.7 million, all of which is deductible for tax purposes. Goodwill represents future economic benefits arising from other assets acquired that could not be individually identified including workforce additions, growth opportunities, and increased presence in the domestic solar energy market. The final purchase price allocation will be completed no later than December 31, 2021.


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The preliminary allocation of the TerraSmart purchase consideration to the estimated fair value of the assets acquired and liabilities assumed is as follows as of the date of the acquisition (in thousands):
Cash$1,491 
Working capital7,158 
Property, plant and equipment9,396 
Acquired intangible assets51,700 
Other assets1,855 
Other liabilities(1,636)
Goodwill153,690 
Fair value of purchase consideration$223,654 

The intangible assets acquired in the TerraSmart acquisition consisted of the following (in thousands):
Fair ValueWeighted-Average Amortization Period
Trademarks$16,400 Indefinite
Trademarks300 7 years
Technology2,500 15 years
Customer relationships24,000 10 years
Non-compete agreements2,200 5 years
Backlog6,300 Less than 1 year
Total$51,700 


On December 11, 2020, the Company purchased all the outstanding stock of Sunfig Corporation ("Sunfig"), a provider of software solutions that optimize solar energy investments through upstream design, performance and financial modeling, for a preliminary purchase consideration of $3.8 million, which includes a preliminary working capital adjustment and certain other adjustments provided for in the stock purchase agreement. The results of Sunfig have been included in the Company's consolidated financial results since the date of acquisition within the Company's Renewables segment. The excess consideration was recorded as goodwill and approximated $3.2 million, all of which is deductible for tax purposes.

On October 15, 2020, the Company purchased substantially all of the assets of Architectural Mailboxes LLC ("Architectural Mailboxes"), a complementary addition to the Company's existing mail and package solutions business within the Residential segment, for a preliminary purchase consideration of $26.9 million, which includes a working capital adjustment and certain other adjustments provided for in the asset purchase agreement. The results of Architectural Mailboxes have been included in the Company's consolidated financial results since the date of acquisition within the Company's Residential segment. The excess consideration was recorded as goodwill and approximated $7.4 million, all of which is deductible for tax purposes.

On February 13, 2020, the Company purchased substantially all of the assets of Delta Separations, LLC and Teaching Tech, LLC (collectively, "Delta Separations") for a purchase consideration of $47.1 million, which includes a working capital adjustment and certain other adjustments provided for in the asset purchase agreement. Delta Separations was a privately-held engineering company primarily engaged in the assembly and sale of centrifugal ethanol-based extraction systems. The results of Delta Separations have been included in the Company's consolidated financial results since the date of acquisition within the Company's Agtech segment. The excess consideration was recorded as goodwill and approximated $32.2 million, all of which is deductible for tax purposes.

On January 15, 2020, the Company purchased substantially all of the assets of Thermo Energy Systems Inc. ("Thermo"), a Canadian-based, privately held provider of commercial greenhouse solutions in North America providing growing infrastructure for the plant based organic food market, for a purchase consideration of $7.3 million. The results of Thermo have been included in the Company's consolidated financial results since the date of acquisition within the Company's Agtech segment. Goodwill of approximately $18.7 million was recorded, all of which is deductible for tax purposes.
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The preliminary allocation of the purchase price for Sunfig and Architectural Mailboxes remains subject to adjustments during the measurement period as third-party valuations are finalized. The preliminary and final allocation of the purchase consideration to the estimated fair value of the assets acquired and liabilities assumed in the acquisitions of Sunfig, Architectural Mailboxes, Delta Separations and Thermo is as follows as of the respective date of the acquisition (in thousands):
Cash$200 
Working capital(14,957)
Property, plant and equipment1,740 
Acquired intangible assets38,296 
Other current assets1,528 
Other assets2,381 
Other liabilities(5,508)
Goodwill61,422 
Fair value of purchase consideration$85,102 

Goodwill represents future economic benefits arising from other assets acquired that could not be individually identified including workforce additions, growth opportunities, and increased presence in the respective markets.

The intangible assets acquired in the acquisitions of Sunfig, Architectural Mailboxes, Delta Separations and Thermo consisted of the following (in thousands):
Fair ValueWeighted-Average Amortization Period
Trademarks$8,200 Indefinite
Trademarks1,177 3 years
Technology8,175 
7 - 15 years
Customer relationships18,780 
5 - 13 years
Non-compete agreements1,036 5 years
Backlog928 
Less than 1 year
Total$38,296 

In determining the allocation of the purchase price to the assets acquired and the liabilities assumed, the Company uses all available information to make fair value determinations using Level 3 unobservable inputs in which little or no market data exists, and therefore, engages independent valuation specialists to assist in the fair value determination of the acquired long-lived assets.
The acquisition of TerraSmart was financed through a combination of cash on hand and borrowings under the Company's revolving credit facility. The acquisitions of Sunfig, Architectural Mailboxes, Delta Separations and Thermo were funded from available cash on hand.

The Company incurred certain acquisition-related costs composed of legal and consulting fees. These costs were recognized as a component of selling, general, and administrative expenses in the consolidated statement of operations. During the three months ended March 31, 2021 and 2020, the Company incurred $0.9 million and $1.3 million, respectively, in acquisition-related costs. The Company did not recognize acquisition-related costs as a component of cost of sales for the three months ended March 31, 2021 and 2020, respectively.



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(7)    GOODWILL AND RELATED INTANGIBLE ASSETS

Goodwill
The changes in the carrying amount of goodwill for the three months ended March 31, 2021 are as follows (in thousands):
RenewablesResidentialAgtechInfrastructureTotal
Balance at December 31, 2020$192,527 $205,452 $84,622 $31,678 $514,279 
Adjustments to prior year acquisitions9,951   9,951 
Foreign currency translation(989) 205  (784)
Balance at March 31, 2021$201,489 $205,452 $84,827 $31,678 $523,446 

The Company is required to regularly assess whether a triggering event has occurred which would require interim impairment testing. The Company determined that a triggering event has not occurred which would require an interim impairment test to be performed.

Acquired Intangible Assets
Acquired intangible assets consist of the following (in thousands):
 March 31, 2021December 31, 2020
 Gross
Carrying
Amount
Accumulated
Amortization
Gross
Carrying
Amount
Accumulated
Amortization
Indefinite-lived intangible assets:
Trademarks$56,670 $ $56,570 $ 
Finite-lived intangible assets:
Trademarks5,831 3,574 5,818 3,385 
Unpatented technology38,892 18,479 38,752 17,765 
Customer relationships98,135 33,298 98,500 31,580 
Non-compete agreements4,888 1,913 4,885 1,747 
Backlog7,235 2,510 7,228 911 
154,981 59,774 155,183 55,388 
Total acquired intangible assets$211,651 $59,774 $211,753 $55,388 

The following table summarizes the acquired intangible asset amortization expense for the three months ended March 31 (in thousands):
Three Months Ended 
 
March 31,
20212020
Amortization expense$4,743 $1,984 
Amortization expense related to acquired intangible assets for the remainder of fiscal 2021 and the next five years thereafter is estimated as follows (in thousands):
202120222023202420252026
Amortization expense$14,140 $12,120 $11,195 $11,014 $10,780 $8,700 

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(8)    LONG-TERM DEBT

Long-term debt consists of the following (in thousands):
March 31, 2021December 31, 2020
Revolving credit facility$59,000 $85,000 
Other debt 636 
Less unamortized debt issuance costs(977) 
Total debt$58,023 $85,636 

Senior Credit Agreement

On January 24, 2019, the Company entered into a Sixth Amended and Restated Credit Agreement ("Senior Credit Agreement"), which amended and restated the Company’s Fifth Amended and Restated Credit Agreement dated December 9, 2015, and provides for a revolving credit facility and letters of credit in an aggregate amount equal to $400 million. The Company can request additional financing from the lenders to increase the revolving credit facility to $700 million or enter into a term loan of up to $300 million subject to conditions set forth in the Senior Credit Agreement. The Senior Credit Agreement contains three financial covenants. As of March 31, 2021, the Company was in compliance with all three covenants.

Interest rates on the revolving credit facility are based on LIBOR plus an additional margin that ranges from 1.125% to 2.00%. In addition, the revolving credit facility is subject to an undrawn commitment fee ranging between 0.15% and 0.25% based on the Total Leverage Ratio (as defined in the Senior Credit Agreement) and the daily average undrawn balance. The Senior Credit Agreement terminates on January 23, 2024.

Borrowings under the Senior Credit Agreement are secured by the trade receivables, inventory, personal property, equipment, and general intangibles of the Company’s significant domestic subsidiaries.

Standby letters of credit of $6.2 million have been issued under the Senior Credit Agreement on behalf of the Company as of March 31, 2021. These letters of credit reduce the amount otherwise available under the revolving credit facility. The Company had $334.8 million and $309.2 million of availability under the revolving credit facility at March 31, 2021 and December 31, 2020, respectively.


(9)    ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME

The following tables summarize the cumulative balance of each component of accumulated other comprehensive loss, net of tax, for the three months ended March 31, (in thousands):
Foreign Currency Translation AdjustmentMinimum post retirement benefit plan
adjustments
Total Pre-Tax AmountTax (Benefit) ExpenseAccumulated  Other
Comprehensive
(Loss) Income
Balance at December 31, 2020$(872)$(2,426)$(3,298)$(837)$(2,461)
Minimum post retirement health care plan adjustments— 37 37 10 27 
 Foreign currency translation adjustment3,198 — 3,198 — 3,198 
Balance at March 31, 2021$2,326 $(2,389)$(63)$(827)$764 
Foreign Currency Translation AdjustmentMinimum post retirement benefit plan
adjustments
Total Pre-Tax AmountTax (Benefit) ExpenseAccumulated  Other
Comprehensive
(Loss) Income
Balance at December 31, 2019$(4,173)$(1,939)$(6,112)$(721)$(5,391)
Minimum post retirement health care plan adjustments— 25 25 7 18 
 Foreign currency translation adjustment(5,898)— (5,898)— (5,898)
Balance at March 31, 2020$(10,071)$(1,914)$(11,985)$(714)$(11,271)
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The realized adjustments relating to the Company’s minimum post retirement health care costs were reclassified from accumulated other comprehensive loss and included in other expense in the consolidated statements of income.


(10)    EQUITY-BASED COMPENSATION
On May 4, 2018, the stockholders of the Company approved the adoption of the Gibraltar Industries, Inc. 2018 Equity Incentive Plan (the "2018 Plan"). The 2018 Plan provides for the issuance of up to 1,000,000 shares of common stock and supplements the remaining shares available for issuance under the Gibraltar Industries, Inc. 2015 Equity Incentive Plan (the "2015 Plan"). Both the 2018 Plan and the 2015 Plan allow the Company to grant equity-based incentive compensation awards, in the form of non-qualified options, restricted shares, restricted stock units, performance shares, performance stock units, and stock rights to eligible participants.
In 2016, the stockholders of the Company approved the adoption of the Gibraltar Industries, Inc. 2016 Stock Plan for Non-Employee Directors ("Non-Employee Directors Plan") which allows the Company to grant awards of shares of the Company's common stock to non-employee Directors of the Company and permits the Directors to defer receipt of such shares pursuant to the terms of the Non-Employee Directors Plan.

Equity Based Awards - Settled in Stock

The following table sets forth the number of equity-based awards granted during the three months ended March 31, which will convert to shares upon vesting, along with the weighted average grant date fair values:
 20212020
AwardsNumber of
Awards
Weighted
Average
Grant Date
Fair Value
Number of
Awards (2)
Weighted
Average
Grant Date
Fair Value
Performance stock units (1)62,778 $87.84 123,870 $53.29 
Restricted stock units33,187 $87.91 42,101 $52.31 
(1) The Company’s performance stock units (“PSUs”) represent shares granted for which the final number of shares earned depends on financial performance or market conditions. The number of shares to be issued may vary between 0% and 200% of the number of performance stock units granted depending on the relative achievement to targeted thresholds. The Company's PSUs with a financial performance condition are based on either the Company’s return on invested capital (“ROIC”) over a one-year performance period or revenue, gross profit and operating profit thresholds over a twoc or three-year performance period. The Company's PSUs with a market condition are based on the ranking of the Company’s total stockholder return (“TSR”) performance, on a percentile basis, over a three year performance period compared to the S&P Small Cap Industrial sector, over the same three year performance period.
(2) PSUs granted in the first quarter of 2020 include 72,239 units that will be converted to shares and issued to recipients in the first quarter of 2023 at 109.5% of the target amount granted, based on the Company’s actual ROIC compared to ROIC target for the performance period ended December 31, 2020.
Equity Based Awards - Settled in Cash

The Company's equity-based liability is comprised of awards under a management stock purchase plan. As of March 31, 2021, the Company's total share-based liabilities recorded on the consolidated balance sheet were $19.3 million, of which $16.4 million was included in non-current liabilities. The share-based liabilities as of December 31, 2020 were $18.2 million, of which $14.7 million was included in non-current liabilities.


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The Management Stock Purchase Plan ("MSPP") provides participants the ability to defer a portion of their compensation, convertible to unrestricted investments, restricted stock units, or a combination of both, or defer a portion of their directors’ fees, convertible to restricted stock units. Employees eligible to defer a portion of their compensation also receive a company-matching award in restricted stock units equal to a percentage of their compensation.

The deferrals and related company match are credited to an account that represents a share-based liability. The portion of the account deferred to unrestricted investments is measured at fair market value of the unrestricted investments, and the portion of the account deferred to restricted stock units and company-matching restricted stock units is measured at a 200-day average of the Company’s stock price. The account will be converted to and settled in cash payable to participants upon retirement or a termination of their service to the Company.

The following table provides the number of restricted stock units credited to active participant accounts and the payments made with respect to restricted stock units issued under the MSPP during the three months ended March 31,:
20212020
Restricted stock units credited 24,085 52,411 
Share-based liabilities paid (in thousands)$3,510 $4,433 


(11)    DISCONTINUED OPERATIONS

On February 23, 2021, the Company sold the stock of its Industrial business which had been classified as held for sale and reported as a discontinued operation in the Company’s consolidated financial statements for the year ended December 31, 2020. Net proceeds of $38 million, consisting of cash and a $13 million seller note, resulted in an estimated pre-tax loss of $30 million, subject to working capital and other adjustments, of which $29.6 million was recorded when the assets of the Industrial business were written down to fair market value during the fourth quarter of 2020.

The results of operations and financial position of the Industrial business have been presented as a discontinued operation in the Company's consolidated financial statements for all periods presented. The Company allocates interest to its discontinued operations in accordance with ASC Subtopic 205-20, “Presentation of Financial Statements – Discontinued Operations.” Interest was allocated based on the amount of net assets held by the discontinued operation in comparison to consolidated net assets.

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The following carrying amounts of the major classes of assets and liabilities included in discontinued operations related to the Industrial business has been segregated from the Company's continuing operations and are reported as assets and liabilities of discontinued operations, respectively, in the consolidated balance sheet at December 31, 2020 (in thousands):
December 31, 2020
Assets
Accounts receivable, net$11,261 
Inventories, net13,041 
Prepaid expenses and other current assets21,310 
Total current assets (1)45,612 
Property, plant, and equipment, net16,999 
Operating lease assets6,470 
Goodwill22,475 
Acquired intangibles15,482 
Loss recognized on classification as held for sale(29,600)
Total noncurrent assets (1)31,826 
Total assets classified as held for sale$77,438 
Liabilities
Accounts payable$10,708 
Accrued expenses9,274 
Total current liabilities (1)19,982 
Deferred income taxes24,657 
Non-current operating lease liabilities4,639 
Other non-current liabilities17 
Total noncurrent liabilities (1)29,313 
Total liabilities classified as held for sale$49,295 

(1) The assets and liabilities of the discontinued operations were classified as current on the December 31, 2020 consolidated balance sheet, as it was probable that the sale would occur and proceeds will be collected within one year.

Components of income from discontinued operations before taxes, including the interest allocated to discontinued operations, for the three months ended March 31 are as follows (in thousands):
20212020
Net sales$20,391 $34,038 
Operating expenses17,493 31,202 
Adjustment to loss on disposal328  
Interest expense allocation 6 
Income from discontinued operations before taxes$2,570 $2,830 


(12)    EXIT ACTIVITY COSTS AND ASSET IMPAIRMENTS

The Company has incurred exit activity costs and asset impairment charges as a result of its 80/20 simplification and portfolio management initiatives. These initiatives have resulted in the identification of low-volume, low margin, internally-produced products which have been or will be outsourced or discontinued, the simplification of processes, the sale and exiting of less profitable businesses or product lines, and a reduction in our manufacturing footprint.


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Exit activity costs were incurred during the three months ended March 31, 2021 which related to moving and closing costs, contract terminations, and severance, along with asset impairment charges related to the write-down of inventory and impairment of machinery and equipment associated with discontinued product lines, as a result of process simplification initiatives. In conjunction with these initiatives, the Company closed two facilities during the three months ended March 31, 2021. Exit activity costs were incurred from the above initiatives for the three months ended March 31, 2020. No facilities were closed as a result of these initiatives during the three months ended March 31, 2020.

The following tables set forth the asset impairment charges and exit activity costs incurred by segment during the three months ended March 31, related to the restructuring activities described above (in thousands):
Three months ended March 31,
20212020
Asset impairment chargesExit activity costs (recoveries), netTotalAsset impairment chargesExit activity costsTotal
Renewables$1,193 $3,778 $4,971 $ $18 $18 
Residential 65 65  221 221 
Agtech