Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Dec. 31, 2022 | Jan. 30, 2023 | |
Document Information [Line Items] | ||
Document Period End Date | Dec. 31, 2022 | |
Entity Registrant Name | TRIUMPH GROUP, INC. | |
Entity Central Index Key | 0001021162 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 65,010,631 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 51-0347963 | |
Entity File Number | 1-12235 | |
Entity Address, Address Line One | 899 Cassatt Road | |
Entity Address, Address Line Two | Suite 210 | |
Entity Address, City or Town | Berwyn | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 19312 | |
City Area Code | 610 | |
Local Phone Number | 251-1000 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Common Stock [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common Stock, par value $.001 per share | |
Trading Symbol | TGI | |
Security Exchange Name | NYSE | |
Purchase Rights [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Purchase Rights | |
No Trading Symbol Flag | true | |
Security Exchange Name | NYSE |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Mar. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 116,409 | $ 240,878 |
Trade and other receivables, less allowance for credit losses of $7,564 and $7,940 | 179,371 | 178,663 |
Contract assets | 108,646 | 101,828 |
Inventory, net | 400,467 | 361,692 |
Prepaid expenses and other current assets | 18,449 | 19,903 |
Assets held for sale | 60,104 | |
Total current assets | 823,342 | 963,068 |
Property and equipment, net | 162,278 | 169,050 |
Goodwill | 507,714 | 513,722 |
Intangible assets, net | 76,503 | 84,850 |
Other, net | 27,455 | 30,476 |
Total assets | 1,597,292 | 1,761,166 |
Current liabilities: | ||
Current portion of long-term debt | 3,108 | 3,268 |
Accounts payable | 166,501 | 161,534 |
Contract liabilities | 40,492 | 171,763 |
Accrued expenses | 160,014 | 208,059 |
Liabilities related to assets held for sale | 57,519 | |
Total current liabilities | 370,115 | 602,143 |
Long-term debt, less current portion | 1,605,069 | 1,586,222 |
Accrued pension and other postretirement benefits | 259,671 | 301,303 |
Deferred income taxes | 7,444 | 7,213 |
Other noncurrent liabilities | 43,056 | 51,708 |
Stockholders' deficit: | ||
Common stock, $.001 par value, 100,000,000 shares authorized, 64,995,466 and 64,629,279 shares issued; 64,995,466 and 64,614,382 | 65 | 64 |
Capital in excess of par value | 957,093 | 973,112 |
Treasury stock, at cost, 0 and 14,897 shares | (96) | |
Accumulated other comprehensive loss | (455,208) | (463,354) |
Accumulated deficit | (1,190,013) | (1,297,149) |
Total stockholders' deficit | (688,063) | (787,423) |
Total liabilities and stockholders' deficit | $ 1,597,292 | $ 1,761,166 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2022 | Mar. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Allowance for credit losses | $ 7,564 | $ 7,940 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 64,995,466 | 64,629,279 |
Common stock, shares outstanding | 64,995,466 | 64,614,382 |
Treasury stock, shares | 0 | 14,897 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | ||||
Net sales | $ 328,855 | $ 319,249 | $ 985,839 | $ 1,073,291 |
Operating costs and expenses: | ||||
Cost of sales (exclusive of depreciation shown separately below) | 240,201 | 232,328 | 720,663 | 788,341 |
Selling, general and administrative | 44,269 | 42,416 | 156,432 | 152,775 |
Depreciation and amortization | 8,624 | 11,659 | 27,115 | 40,035 |
Restructuring | 4,649 | 2,851 | 13,031 | |
(Gain) loss on sale of assets and businesses | 720 | (103,163) | 13,629 | |
Operating Expenses | 293,814 | 291,052 | 803,898 | 1,007,811 |
Operating income | 35,041 | 28,197 | 181,941 | 65,480 |
Non-service defined benefit income | (8,576) | (14,400) | (25,725) | (23,127) |
Debt extinguishment loss | 1,441 | 1,935 | 1,441 | 11,624 |
Warrant remeasurement gain, net | (5,537) | (5,537) | ||
Interest expense and other, net | 36,361 | 32,319 | 100,726 | 105,060 |
Income (loss) from continuing operations before income taxes | 11,352 | 8,343 | 111,036 | (28,077) |
Income tax expense | 400 | 1,105 | 3,900 | 4,106 |
Net income (loss) | $ 10,952 | $ 7,238 | $ 107,136 | $ (32,183) |
Earnings (loss) per share - basic | ||||
Net income (loss) | $ 0.17 | $ 0.11 | $ 1.65 | $ (0.50) |
Weighted average common shares outstanding—basic | 65,066 | 64,621 | 64,969 | 64,486 |
Earnings (loss) per share - diluted | ||||
Net income (loss) | $ 0.08 | $ 0.11 | $ 1.53 | $ (0.50) |
Weighted average common shares outstanding—diluted | 68,454 | 65,096 | 66,346 | 64,486 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 10,952 | $ 7,238 | $ 107,136 | $ (32,183) |
Other comprehensive income: | ||||
Foreign currency translation adjustment | 14,050 | (776) | (8,765) | (3,719) |
Amounts arising during the period - net of tax expense | ||||
Actuarial gain, net of taxes of $0, $0, $0, and $0, respectively | 10,440 | |||
Reclassification to net income (loss) - net of expense | ||||
Amortization of net loss, net of taxes of $0, $0, $0, and $0, respectively | 6,574 | 8,514 | 19,722 | 25,525 |
Recognized prior service (credits) cost, net of taxes of $0, $0, $0, and $0, respectively | (1,251) | (1,250) | (3,752) | 3,134 |
Total defined benefit pension plans and other postretirement benefits, net of taxes | 5,323 | 7,264 | 15,970 | 39,099 |
Cash flow hedges: | ||||
Unrealized gain (loss) arising during the period, net of tax expense of $0, $0, $0, and $0, respectively | 2,374 | 662 | 2,110 | (2,670) |
Reclassification of (loss) gain included in net earnings, net of tax expense of $0, $0, $0, and $0, respectively | (222) | (251) | (1,169) | 1,176 |
Net unrealized gain (loss) on cash flow hedges, net of tax | 2,152 | 411 | 941 | (1,494) |
Total other comprehensive income | 21,525 | 6,899 | 8,146 | 33,886 |
Total comprehensive income | $ 32,477 | $ 14,137 | $ 115,282 | $ 1,703 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||||
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net Unamortized Gain (Loss) Arising During the Period, Tax | $ 0 | $ 0 | $ 0 | $ 0 |
Other Comprehensive (Income) Loss, Reclassification Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, for Net (Gain) Loss, Tax | 0 | 0 | 0 | 0 |
Other Comprehensive Income (Loss), Amortization Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, for Net Prior Service (Cost) Credit, Tax | 0 | 0 | 0 | 0 |
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax | 0 | 0 | 0 | 0 |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax | $ 0 | $ 0 | $ 0 | $ 0 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Stockholders' Deficit - USD ($) $ in Thousands | Total | Common Stock [Member] | Capital in Excess of Par Value [Member] | Treasury Stock [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Deficit [Member] | |
Balance at Mar. 31, 2021 | $ (818,853) | $ 64 | $ 978,272 | $ (12,606) | $ (530,192) | [1] | $ (1,254,391) |
Balance (in shares) at Mar. 31, 2021 | 64,185,001 | ||||||
Net income (loss) | (30,351) | (30,351) | |||||
Foreign currency translation adjustment | 2,749 | 2,749 | |||||
Pension liability adjustment, net of income taxes | 20,629 | 20,629 | |||||
Change in fair value of foreign currency hedges, net of income taxes | (706) | (706) | |||||
Share-based compensation | 2,470 | (11,505) | 13,975 | ||||
Share-based compensation, shares | 355,821 | ||||||
Repurchase of shares for share-based compensation minimum tax obligation | (2,336) | (2,336) | |||||
Repurchase of shares for share-based compensation minimum tax obligation, shares | (116,796) | ||||||
Employee stock purchase plan | 172 | (235) | 407 | ||||
Employee stock purchase plan, shares | 9,794 | ||||||
Balance at Jun. 30, 2021 | (826,226) | $ 64 | 966,532 | (560) | (507,520) | (1,284,742) | |
Balance (in shares) at Jun. 30, 2021 | 64,433,820 | ||||||
Balance at Mar. 31, 2021 | (818,853) | $ 64 | 978,272 | (12,606) | (530,192) | [1] | (1,254,391) |
Balance (in shares) at Mar. 31, 2021 | 64,185,001 | ||||||
Foreign currency translation adjustment | (3,719) | ||||||
Balance at Dec. 31, 2021 | (812,038) | $ 65 | 970,787 | (10) | (496,306) | [1] | (1,286,574) |
Balance (in shares) at Dec. 31, 2021 | 64,613,232 | ||||||
Balance at Jun. 30, 2021 | (826,226) | $ 64 | 966,532 | (560) | (507,520) | (1,284,742) | |
Balance (in shares) at Jun. 30, 2021 | 64,433,820 | ||||||
Net income (loss) | (9,070) | (9,070) | |||||
Foreign currency translation adjustment | (5,692) | (5,692) | |||||
Pension liability adjustment, net of income taxes | 11,206 | 11,206 | |||||
Change in fair value of foreign currency hedges, net of income taxes | (1,199) | (1,199) | |||||
Share-based compensation | 2,737 | $ 1 | 1,480 | 1,256 | |||
Share-based compensation, shares | 196,674 | ||||||
Repurchase of shares for share-based compensation minimum tax obligation | (782) | (782) | |||||
Repurchase of shares for share-based compensation minimum tax obligation, shares | (36,824) | ||||||
Employee stock purchase plan | 157 | 78 | 79 | ||||
Employee stock purchase plan, shares | 7,683 | ||||||
Balance at Sep. 30, 2021 | (828,869) | $ 65 | 968,090 | (7) | (503,205) | [1] | (1,293,812) |
Balance (in shares) at Sep. 30, 2021 | 64,601,353 | ||||||
Net income (loss) | 7,238 | 7,238 | |||||
Foreign currency translation adjustment | (776) | (776) | |||||
Pension liability adjustment, net of income taxes | 7,264 | 7,264 | |||||
Change in fair value of foreign currency hedges, net of income taxes | 411 | 411 | |||||
Share-based compensation | 2,544 | 2,537 | 7 | ||||
Share-based compensation, shares | 2,749 | ||||||
Repurchase of shares for share-based compensation minimum tax obligation | (17) | (17) | |||||
Repurchase of shares for share-based compensation minimum tax obligation, shares | (855) | ||||||
Employee stock purchase plan | 167 | 160 | 7 | ||||
Employee stock purchase plan, shares | 9,985 | ||||||
Balance at Dec. 31, 2021 | (812,038) | $ 65 | 970,787 | (10) | (496,306) | [1] | (1,286,574) |
Balance (in shares) at Dec. 31, 2021 | 64,613,232 | ||||||
Balance at Mar. 31, 2022 | (787,423) | $ 64 | 973,112 | (96) | (463,354) | [1] | (1,297,149) |
Balance (in shares) at Mar. 31, 2022 | 64,614,382 | ||||||
Net income (loss) | (10,342) | (10,342) | |||||
Foreign currency translation adjustment | (10,382) | (10,382) | |||||
Pension liability adjustment, net of income taxes | 5,323 | 5,323 | |||||
Change in fair value of foreign currency hedges, net of income taxes | (838) | (838) | |||||
Share-based compensation | 1,657 | $ 1 | 1,656 | ||||
Share-based compensation, shares | 471,676 | ||||||
Repurchase of shares for share-based compensation minimum tax obligation | (3,442) | (3,442) | |||||
Repurchase of shares for share-based compensation minimum tax obligation, shares | (172,282) | ||||||
Retirement of treasury shares | (3,538) | 3,538 | |||||
Employee stock purchase plan | 160 | 160 | |||||
Employee stock purchase plan, shares | 6,605 | ||||||
Balance at Jun. 30, 2022 | (805,287) | $ 65 | 971,390 | (469,251) | (1,307,491) | ||
Balance (in shares) at Jun. 30, 2022 | 64,920,381 | ||||||
Balance at Mar. 31, 2022 | (787,423) | $ 64 | 973,112 | (96) | (463,354) | [1] | (1,297,149) |
Balance (in shares) at Mar. 31, 2022 | 64,614,382 | ||||||
Foreign currency translation adjustment | (8,765) | ||||||
Balance at Dec. 31, 2022 | (688,063) | $ 65 | 957,093 | (455,208) | [1] | (1,190,013) | |
Balance (in shares) at Dec. 31, 2022 | 64,995,466 | ||||||
Balance at Jun. 30, 2022 | (805,287) | $ 65 | 971,390 | (469,251) | (1,307,491) | ||
Balance (in shares) at Jun. 30, 2022 | 64,920,381 | ||||||
Net income (loss) | 106,526 | 106,526 | |||||
Foreign currency translation adjustment | (12,433) | (12,433) | |||||
Pension liability adjustment, net of income taxes | 5,324 | 5,324 | |||||
Change in fair value of foreign currency hedges, net of income taxes | (373) | (373) | |||||
Share-based compensation | 3,970 | 3,970 | |||||
Share-based compensation, shares | 51,426 | ||||||
Repurchase of shares for share-based compensation minimum tax obligation | (48) | (48) | |||||
Repurchase of shares for share-based compensation minimum tax obligation, shares | (4,022) | ||||||
Retirement of treasury shares | 48 | $ 48 | |||||
Employee stock purchase plan | 170 | 170 | |||||
Employee stock purchase plan, shares | 12,698 | ||||||
Balance at Sep. 30, 2022 | (702,103) | $ 65 | 975,530 | (476,733) | [1] | (1,200,965) | |
Balance (in shares) at Sep. 30, 2022 | 64,980,483 | ||||||
Net income (loss) | 10,952 | 10,952 | |||||
Foreign currency translation adjustment | 14,050 | 14,050 | |||||
Pension liability adjustment, net of income taxes | 5,323 | 5,323 | |||||
Change in fair value of foreign currency hedges, net of income taxes | 2,152 | 2,152 | |||||
Issuance of warrants on common shares | (19,500) | (19,500) | |||||
Share-based compensation | 890 | 890 | |||||
Employee stock purchase plan | 173 | 173 | |||||
Employee stock purchase plan, shares | 14,983 | ||||||
Balance at Dec. 31, 2022 | $ (688,063) | $ 65 | $ 957,093 | $ (455,208) | [1] | $ (1,190,013) | |
Balance (in shares) at Dec. 31, 2022 | 64,995,466 | ||||||
[1] Net of tax |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Stockholders' Deficit (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |||||
Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | |
Statement Of Stockholders Equity Parenthetical [Abstract] | ||||||
Other comprehensive (income) loss, defined benefit plan, after reclassification adjustment, tax | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Other comprehensive income (loss), tax | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
Condensed Consolidated Statem_6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Operating Activities | |||
Net income (loss) | $ 10,952 | $ 107,136 | $ (32,183) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 8,624 | 27,115 | 40,035 |
Amortization of acquired contract liability | (442) | (1,832) | (3,645) |
(Gain) loss on sale of assets and businesses | 720 | (103,163) | 13,629 |
Curtailments, settlements, and special termination benefits loss, net | 20,046 | ||
Other amortization included in interest expense | 4,857 | 7,502 | |
Provision for credit losses | 495 | 247 | |
Warrants remeasurement gain | (6,435) | (6,435) | |
Share-based compensation | 6,420 | 7,664 | |
Changes in other assets and liabilities, excluding the effects of acquisitions and divestitures: | |||
Trade and other receivables | (8,579) | 30,060 | |
Contract assets | (14,667) | (7,538) | |
Inventories | (39,829) | (5,165) | |
Prepaid expenses and other current assets | 839 | 3,716 | |
Accounts payable, accrued expenses, and contract liabilities | (63,014) | (201,476) | |
Accrued pension and other postretirement benefits | (25,647) | (42,195) | |
Other, net | 4,013 | (678) | |
Net cash used in operating activities | (112,291) | (169,981) | |
Investing Activities | |||
Capital expenditures | (5,107) | (12,274) | (15,817) |
(Payments on) proceeds from sale of assets and businesses | (6,160) | 220,550 | |
Investment in joint venture | (2,101) | ||
Purchase of facility related to divested businesses | (21,550) | ||
Net cash (used in) provided by investing activities | (18,434) | 181,082 | |
Financing Activities | |||
Proceeds from issuance of long-term debt | 35,000 | 107 | |
Retirement of debt and finance lease obligations | (21,877) | (379,021) | |
Payment of deferred financing costs | (400) | ||
Premium on redemption of first lien notes | (1,287) | (9,108) | |
Repurchase of shares for share-based compensation minimum tax obligation | (3,490) | (3,135) | |
Net cash provided by (used in) financing activities | 8,346 | (391,557) | |
Effect of exchange rate changes on cash | (2,090) | (3,287) | |
Net change in cash and cash equivalents | (124,469) | (383,743) | |
Cash and cash equivalents at beginning of period | 240,878 | 589,882 | |
Cash and cash equivalents at end of period | $ 116,409 | $ 116,409 | $ 206,139 |
Background and Basis of Present
Background and Basis of Presentation | 9 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Background and Basis of Presentation | 1. BACKGROUND AND BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements of Triumph Group, Inc. ("Triumph") have been prepared in conformity with accounting principles generally accepted in the United States ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, the interim financial information includes all adjustments of a normal recurring nature necessary for a fair presentation of the results of operations, financial position, and cash flows. The results of operations for the three and nine months ended December 31, 2022 and 2021, are not necessarily indicative of results that may be expected for the year ending March 31, 2023. The accompanying condensed consolidated financial statements are unaudited and should be read in conjunction with the fiscal 2022 audited consolidated financial statements and notes thereto included in the Company's Form 10-K for the fiscal year ended March 31, 2022, filed with the Securities and Exchange Commission (the "SEC") on May 23, 2022. Triumph is a Delaware corporation that, through its operating subsidiaries, designs, engineers, manufactures, and sells products for global aerospace original equipment manufacturers ("OEMs") of aircraft and aircraft components and repairs and overhauls aircraft components and accessories for commercial airline, air cargo carrier, and military customers on a worldwide basis. Triumph and its subsidiaries (collectively, the "Company") are organized based on the products and services that they provide. The Company has two reportable segments: Systems & Support and Aerospace Structures. Systems & Support consists of the Company’s operations that provide integrated solutions, including design; development; and support of proprietary components, subsystems and systems, as well as production of complex assemblies using external designs. Capabilities include hydraulic, mechanical and electromechanical actuation, power and control; a complete suite of aerospace gearbox solutions, including engine accessory gearboxes and helicopter transmissions; active and passive heat exchange technology; fuel pumps, fuel metering units, and Full Authority Digital Electronic Control fuel systems; and hydromechanical and electromechanical primary and secondary flight controls. Systems & Support also provides full life cycle solutions for commercial, regional, and military aircraft. The Company’s extensive product and service offerings include full post-delivery value chain services that simplify the maintenance, repair, and overhaul (“MRO”) supply chain. Through its ground support equipment maintenance, component MRO, and post-production supply chain activities, Systems & Support is positioned to provide integrated planeside repair solutions globally. Capabilities include repair services for metallic and composite aircraft structures; nacelles; thrust reversers; interiors; auxiliary power units; and a wide variety of pneumatic, hydraulic, fuel, and mechanical accessories. Repair services generally involve the replacement and/or remanufacturing of parts, which is similar to the original manufacture of the part. The processes that the Company performs related to repair and overhaul services are essentially the repair of wear parts or the replacement of parts that are beyond economic repair. The repair service generally involves remanufacturing a complete part or a component of a part. Aerospace Structures consists of the Company’s operations that supply commercial, business, and regional manufacturers with large metallic and composite structures and aircraft interior systems, including air ducting and thermal acoustic insulations systems. Products include wings; wing boxes; fuselage panels; horizontal and vertical tails; subassemblies such as floor grids; and aircraft interior systems, including air ducting and thermal acoustic insulation systems. Aerospace Structures also has the capability to engineer detailed structural designs in metal and composites. Capabilities include advanced composite and interior structures, joining processes such as welding, and conventional mechanical fasteners. Subsequent to the divestitures disclosed in Note 3, the remaining operations of Aerospace Structures are those that supply commercial and regional manufacturers with aircraft interior systems. The accompanying condensed consolidated financial statements include the accounts of Triumph and its wholly-owned subsidiaries. Intercompany accounts and transactions have been eliminated from the accompanying condensed consolidated financial statements. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Revenue Recognition and Contract Balances The Company's revenue is principally from contracts with customers to provide design, development, manufacturing, and support services associated with specific customer programs. The Company regularly enters into long-term master supply agreements that establish general terms and conditions and may define specific program requirements. Many agreements include clauses that provide sole supplier status to the Company for the duration of the program’s life. Purchase orders (or authorizations to proceed) are issued pursuant to the master supply agreements. Additionally, a majority of the Company’s agreements with customers include options for future purchases. Such options primarily reduce the administrative effort of issuing subsequent purchase orders and do not represent material rights granted to customers. The Company generally enters into agreements directly with its customers and is the principal in all current contracts. The identification of a contract with a customer for purposes of accounting and financial reporting requires an evaluation of the terms and conditions of agreements to determine whether presently enforceable rights and obligations exist. Management considers a number of factors when making this evaluation that include, but are not limited to, the nature and substance of the business exchange, the specific contractual terms and conditions, the promised products and services, the termination provisions in the contract, as well as the nature and execution of the customer’s ordering process and how the Company is authorized to perform work. Generally, presently enforceable rights and obligations are not created until a purchase order is issued by a customer for a specified number of units of product or services. Therefore, the issuance of a purchase order is generally the point at which a contract is identified for accounting and financial reporting purposes. Management identifies the promises to the customer. Promises are generally explicitly stated in each contract, but management also evaluates whether any promises are implied based on the terms of the agreement, past business practice, or other facts and circumstances. Each promise is evaluated to determine if it is a performance obligation. A performance obligation is a promise in a contract to transfer a distinct good or service. The Company considers a number of factors when determining whether a promise is a distinct performance obligation, including whether the customer can benefit from the good or service on its own or together with other resources that are readily available to the customer, whether the Company provides a significant service of integrating goods or services to deliver a combined output to the customer, or whether the goods or services are highly interdependent. The Company’s performance obligations consist of a wide range of engineering design services and manufactured components, as well as spare parts and repairs for OEMs. The transaction price for a contract reflects the consideration the Company expects to receive for fully satisfying the performance obligations in the contract. Typically, the transaction price consists solely of fixed consideration but may include variable consideration for contractual provisions such as unpriced contract modifications, cost-sharing provisions, and other receipts or payments to customers. The Company identifies and estimates variable consideration, typically at the most likely amount the Company expects to receive from its customers. Variable consideration is only included in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized for the contract will not occur, or when the uncertainty associated with the variable consideration is resolved. Consideration paid or payable to a customer is reflected as a reduction in net revenues when the amounts paid are not related to a distinct good or service at the later of when the related revenue is recognized or when the Company pays or promises to pay the consideration to the customer. The Company's contracts with customers generally require payment under normal commercial terms after delivery with payment typically required within 30 to 120 days of delivery. The Company generally is not subject to collecting sales tax and has made an accounting policy election to exclude from the transaction price any sales and other similar taxes collected from customers. As a result, any such collections are accounted for on a net basis. The total transaction price is allocated to each of the identified performance obligations using the relative stand-alone selling price. The objective of the allocation is to reflect the consideration that the Company expects to receive in exchange for the products or services associated with each performance obligation. Stand-alone selling price is the price at which the Company would sell a promised good or service separately to a customer. Stand-alone selling prices are established at contract inception, and subsequent changes in transaction price are allocated on the same basis as at contract inception. When stand-alone selling prices for the Company’s products and services are not observable, the Company uses either the “Expected Cost Plus a Margin” or "Adjusted Market Assessment" approaches to estimate stand-alone selling price. Expected costs are typically derived from the available periodic forecast information. Revenue is recognized when or as control of promised products or services transfers to a customer and is recognized at the amount allocated to each performance obligation associated with the transferred products or services. Service sales, principally representing repair, maintenance, and engineering activities are recognized over the contractual period or as services are rendered. Sales under long-term contracts with performance obligations satisfied over time are recognized using either an input or output method. The Company recognizes revenue over time as it performs on these contracts because of the continuous transfer of control to the customer as represented by contractual terms that entitle the Company to the reimbursement of costs plus a reasonable profit for work performed to manufacture products for which the Company has no alternate use or for work performed on a customer-owned asset. With control transferring over time, revenue is recognized based on the extent of progress toward completion of the performance obligation. The Company generally uses the cost-to-cost input method of progress for its contracts because it best depicts the transfer of control to the customer that occurs as work progresses. Under the cost-to-cost method, the extent of progress toward completion is measured based on the proportion of costs incurred to date to the total estimated costs at completion of the performance obligation. The Company reviews its cost estimates on contracts on a periodic basis, or when circumstances change and warrant a modification to a previous estimate. Cost estimates are largely based on negotiated or estimated purchase contract terms, historical performance trends, and other economic projections. Significant factors that influence these estimates include inflationary trends, technical and schedule risk, internal and subcontractor performance trends, business volume assumptions, asset utilization, and anticipated labor agreements. Revenue and cost estimates are regularly monitored and revised based on changes in circumstances. Impacts from changes in estimates of net sales and cost of sales are recognized on a cumulative catch-up basis, which recognizes in the current period the cumulative effect of the changes on current and prior periods based on a performance obligation’s percentage of completion. Forward loss reserves for anticipated losses on long-term contracts are recorded in full when such losses become evident, to the extent required, and are included in contract liabilities on the accompanying condensed consolidated balance sheets. The Company believes that the accounting estimates and assumptions made by management are appropriate given the increased uncertainties surrounding the severity and duration of the impacts of the COVID-19 pandemic; however, actual results could differ materially from those estimates. For the three months ended December 31, 2022, cumulative catch-up adjustments resulting from changes in contract values and estimated costs that arose during the fiscal year increased net sales, operating income, net income, and earnings per diluted share by approximately $ 1,459 , $ 748 , $ 748 , and $ 0.01 , respectively. For the three months ended December 31, 2021, cumulative catch-up adjustments resulting from changes in estimates decreased revenue by approximately ($ 1,791 ) and increased operating loss, net loss, and loss per share by approximately ($ 4,599 ) , ($ 4,599 ) , and ($ 0.07 ) , respectively. For the nine months ended December 31, 2022, cumulative catch-up adjustments resulting from changes in contract values and estimated costs that arose during the fiscal year increased net sales, operating income, net income, and earnings per diluted share by approximately $ 13,360 , $ 20,151 , $ 20,151 , and $ 0.30 , respectively. For the nine months ended December 31, 2021, cumulative catch-up adjustments resulting from changes in estimates increased revenue by approximately $ 5,340 , and decreased operating loss, net loss, and loss per share by approximately $ 13,115 , $ 13,115 , and $ 0.20 , respectively. Revenues for performance obligations that are not recognized over time are recognized at the point in time when control transfers to the customer. For performance obligations that are satisfied at a point in time, the Company evaluates the point in time when the customer can direct the use of and obtain the benefits from the products and services. Generally, the shipping terms determine the point in time when control transfers to customers. Shipping and handling activities are not considered performance obligations and related costs are included in cost of sales as incurred. Differences in the timing of revenue recognition and contractual billing and payment terms result in the recognition contract assets and liabilities. Refer to Note 4 for further discussion. Concentration of Credit Risk The Company’s trade and other accounts receivable are exposed to credit risk. However, the risk is limited due to the diversity of the customer base and the customer base’s wide geographical area. Trade accounts receivable from The Boeing Company ("Boeing") (representing commercial, military, and space) represented approximately 15 % and 17 % of total trade accounts receivable as of December 31, 2022 and March 31, 2022, respectively. Trade and other accounts receivable from Daher Aerospace Inc. ("Daher") include receivables that largely correspond with payables associated with transition services and represented approximately 17 % as of December 31, 2022. Trade and other accounts receivable from Daher were not significant as of March 31, 2022. The Company had no other concentrations of credit risk of more than 10%. Sales to Boeing for the nine months ended December 31, 2022, were $ 265,817 , or 27 % of net sales, of which $ 137,356 and $ 128,460 were from Systems & Support and Aerospace Structures, respectively. Sales to Boeing for the nine months ended December 31, 2021, were $ 376,413 , or 35 % of net sales, of which $ 121,057 and $ 255,357 were from Systems & Support and Aerospace Structures, respectively. No other single customer accounted for more than 10% of the Company’s net sales. However, the loss of any significant customer, including Boeing, could have a material adverse effect on the Company and its operating subsidiaries. Warrants On December 1, 2022, the Company’s board of directors declared a distribution to holders of the Company’s shares of common stock in the form of warrants to purchase shares of common stock (the “Warrants”). Holders of common stock received three Warrants for every ten shares of common stock held as of December 12, 2022 (the "Record Date") (rounded down for any fractional warrant). The Company issued approximately 19.5 million Warrants on December 19, 2022, to holders of record of common stock as of the close of business on the Record Date. The Warrants trade on the over-the-counter market. Each Warrant represents the right to purchase initially one share of common stock, subject to certain anti-dilution adjustments (“Warrant Shares Per Warrant”), at an exercise price of $ 12.35 per Warrant (the “Exercise Price”), subject to certain anti-dilution adjustments (the “Implied Per Share Exercise Price”). Payment for shares of common stock on exercise of Warrants may be in (i) cash or (ii) under certain circumstances, Designated Notes (as defined below). In the event Designated Notes are used to pay for the exercise of the Warrants, accrued interest (in addition to the stated aggregate principal amount) will be forfeited upon exercise, unless exercise occurs after a record date for the payment of interest and before the resulting scheduled payment date (in which case note holders will receive the scheduled interest payment). If all Warrants were exercised and settled as of December 31, 2022, the Company would be required to issue approximately 19.5 million shares (assuming no over-exercise options, as described below, were exercised). The closing price of the Company’s shares of common stock was $ 10.52 as of December 31, 2022. “Designated Notes” means, collectively, any of the issued and outstanding notes of the Company as designated or undesignated by the Company from time to time; provided that any designation by the Company of a particular series of notes as “Designated Notes” shall retain such designation for a minimum of 20 consecutive business days from (and including) the date of publication of notice of the same by press release. The Company also has the right, but not obligation, to remove one or more series of its notes from being “Designated Notes,” but such redesignation shall only be effective 20 consecutive business days from (and including) the date of publication of notice of the same by press release. The Company initially designated the following notes as “Designated Notes,” each as defined in Note 6: the First Lien Notes, the 2024 Notes, and the 2025 Notes. Pursuant to the terms of the Warrant Agreement, a holder may elect to pay an additional amount equal to $ 1.8525 (being 0.15 multiplied by the Exercise Price) in exchange for an additional number of shares of common stock equal to the product of 0.15 and the Warrant Shares Per Warrant applicable to the relevant exercise on the terms specified in the Warrant Agreement. If all Warrants were exercised and each holder were to elect to pay the additional $ 1.8525 to receive additional shares, the Company would be required to issue an additional approximately 2.9 million shares in settlement of the incremental exercise price received. The Warrants expire on December 19, 2023 , subject to (i) the right of the Company to redeem the Warrants on not less than 20 calendar days’ notice (any such date of redemption, the “Redemption Date” and any such date of notice a “Redemption Notice”) at a price of 1/10 of $ 0.01 per Warrant and (ii) the automatic acceleration of the Expiration Date following the Price Condition Date, as defined and described below. Unless the Company has previously issued a Redemption Notice with respect to the Warrants, then following the last day of the first 30 consecutive trading day period to occur in which daily volume weighted average prices of the shares of Common Stock has been at least equal to the then applicable Implied Per Share Exercise Price on each of 20 trading days (whether or not consecutive) (the “Price Condition”), the Expiration Date will automatically accelerate to the date that is the 5th business day following the Price Condition Date; provided that the Company may, at its sole option, elect a later Expiration Date by providing public notice no later than the Price Condition Date. The “Price Condition Date” is the first business day following the last Trading Day of the period in which the Price Condition is met. Any holder that exercises any Warrants from and after (a) 5:00 p.m. New York city time on the earlier of (x) a Price Condition Date and (y) the date that the Company issues a Redemption Notice until (b) 5:00 p.m. New York City time on, as applicable, (x) the Expiration Date and (y) the business day immediately preceding the Redemption Date (the last day of such period, the “Over-Subscription Deadline”), may, subject to the terms of the Warrant Agreement, elect to subscribe for any or all of the shares of Common Stock issuable pursuant to any outstanding but unexercised Warrants as of the Over-Subscription Deadline (the “Over-Subscription Privilege”). To exercise the Over-Subscription Privilege, a holder must deliver an amount in cash equal to the elected over-subscription shares multiplied by the then applicable Implied Per Share Exercise Price (such amount, the “Elected Over-Subscription Shares Amount”) at the same time as the basic warrant exercise right is exercised. Any excess payments received will be returned, without interest, promptly following the settlement date. An ownership limitation is in place such that a holder of Warrants is not permitted to exercise Warrants for any shares of common stock if following such exercise the holder will have beneficial ownership of common stock in excess of 4.9 % of the then issued and outstanding common stock (excluding shares held by subsidiaries); provided, that a holder of Common Stock in excess of 4.9 % of the issued and outstanding common stock as of 5:00 p.m. New York City time on December 1, 2022 will be entitled to exercise Warrants received in the Warrant Distribution, but only to the extent such holder’s receipt of such common stock is permitted by a waiver in effect at such time that constitutes “Prior Approval of the Company” under the Tax Benefit Preservation Plan, dated March 11, 2022, between the Company and Computershare Trust Company, N.A., as rights agent. The Exercise Price and the number of shares of common stock issuable upon exercise are subject to certain anti-dilution adjustments, including for share dividends, splits, subdivisions, spin-offs, consolidations, reclassifications, combinations, noncash distributions, and cash dividends. The common stock warrants are accounted for as derivative liabilities in accordance with ASC 815-40 and included within accrued liabilities on the accompanying condensed consolidated balance sheets. The Company measured the Warrants at fair value as of the issuance date using a Monte Carlo pricing model, a Level 3 fair value measurement (as described below), due to the level of market activity. Inherent in the option pricing simulation are assumptions related to expected stock-price volatility, expected life and risk-free interest rate. The Company estimates the volatility of the Warrants based on implied and historical volatility of the Company’s common stock. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the grant date for a maturity similar to the expected remaining life of the Warrants. The expected life of the Warrants is based on the Company’s ability to redeem the Warrants, subject to a 20 calendar-day notice period, as well as the automatic acceleration of the Expiration Date following the Price Condition Date. During the three months ended December 31, 2022, due to increased trading volume, the Company began remeasuring outstanding Warrants using the Warrants trading price, a Level 1 fair value measurement (as described below). The Warrants are remeasured at each balance sheet date. Warrants remeasurement adjustments are recognized in warrants remeasurement gain, net on the accompanying condensed consolidated statements of operations. At distribution, the fair value of the Warrants was $ 19,500 . At December 31, 2022, the fair value of the Warrants was approximately $ 13,065 and $ 6,435 of warrants remeasurement gain h as been recognized in the three months ended December 31, 2022. No warrants were exercised following the issuance on December 19, 2022, through December 31, 2022. Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. When determining fair value measurements for assets and liabilities required to be recorded or disclosed at fair value, the Company considers the principal or most advantageous market in which it would transact and also considers assumptions that market participants would use when pricing an asset or liability. The fair value hierarchy has three levels of inputs that may be used to measure fair value: Level 1—Unadjusted quoted prices in active markets for identical assets or liabilities; Level 2—Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability; and Level 3—Unobservable inputs for the asset or liability. The Company has applied fair value measurements when measuring the warrants (see above), comparing the carrying value of assets held for sale with the related fair value less cost to sell (see Note 3), when disclosing the fair value of its long-term debt not recorded at fair value (see Note 6), and to its pension and postretirement plan assets (see Note 9). Supplemental Cash Flow Information In November 2021, the Company entered into an agreement with the DOT under the AMJP for a grant of up to $ 21,259 . The receipt of the full award was primarily conditioned upon the Company committing to not furlough or lay off a defined group of employees during the six-month period of performance between November 2021 and May 2022. The Company received approximately $ 19,400 under the agreement, and, in July, received a letter from the DOT confirming that the Company had satisfied the reporting requirements under the AMJP. In the nine months ended December 31, 2022 and 2021, the Company recognized as a reduction in cost of sales approximately $ 5,300 and $ 2,700 , respectively, the former representing the final balance of the earned grant benefit. For the nine months ended December 31, 2022, the Company paid $ 3,838 for income taxes, net of income tax refunds received. For the nine months ended December 31, 2021, the Company paid $ 3,065 for income taxes, net of income tax refunds received. |
Divested Operations and Assets
Divested Operations and Assets Held For Sale | 9 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Divested Operations and Assets Held For Sale | 3. DIVESTED OPERATIONS AND ASSETS HELD FOR SALE Fiscal 2023 Divestitures In January 2022, the Company’s Board of Directors committed to a plan to sell its manufacturing operations located in Stuart, Florida. In February 2022, the Company entered into a definitive agreement with the buyer of these manufacturing operations. This transaction closed in July 2022. Upon the completion of the sale of the Stuart manufacturing operations, the Company recognized a gain of approximately $ 99,200 , net of transaction costs. The purchase price included the assumption of certain liabilities of the Company; no cash proceeds were received in the transaction. The operating results of the Stuart, Florida, manufacturing operations are included within the Aerospace Structures reportable segment through the date of divestiture. In the nine months ended December 31, 2022, the Company recognized a gain of approximately $ 4,500 from working capital settlements related to the fiscal 2022 divestitures described below. Fiscal 2022 Divestitures In May 2020, the Company’s Board of Directors committed to a plan to sell its composites manufacturing operations located in Milledgeville, Georgia and Rayong, Thailand. In August 2020, the Company entered into a definitive agreement with the buyer of the composites manufacturing operations in Georgia and Thailand. In February 2021, the Company entered into a definitive agreement to sell its large structure manufacturing operations in Red Oak, Texas, to the same buyer of the Milledgeville and Rayong composites manufacturing operations. These transactions closed in May 2021. Upon the completion of the sale of the composites and large structure manufacturing operations, the Company received proceeds of approximately $ 155,000 net of the purchase of a facility related to the divestiture and other transaction costs and recognized an additional loss of approximat ely $ 6,000 , which is presented on the accompanying condensed consolidated statements of operations within loss on sale of assets and businesses for the three months ended June 30, 2021. The loss was primarily the result of changes in the working capital balances of the disposal group from March 31, 2021, to the date of divestiture. The operating results of these related operations are included within the Aerospace Structures reportable segment through the date of divestiture. As a result of the completed sale of these manufacturing operations, the Company recognized a pension curtailment charge of approximately $ 16,000 during the three months ended June 30, 2021. In August 2021, the Company's Board of Directors committed to a plan to sell and license certain legacy product lines of the Company's Staverton, United Kingdom operations. The transaction includes the existing facility and select product lines associated with the site. The transaction closed in October 2021 for net proceeds of approximately $ 34,000 , and the effect on earnings was insignificant. The operating results of the Staverton, United Kingdom, manufacturing operations were included within the Systems & Support reportable segment through the date of divestiture. As a result of the fiscal 2022 divestitures described above, including routine closing working capital adjustments, the Company recognized losses of approximately $ 8,000 in the three months ended September 30, 2021. |
Revenue Recognition and Contrac
Revenue Recognition and Contracts with Customers | 9 Months Ended |
Dec. 31, 2022 | |
Change in Contract with Customer, Asset and Liability [Abstract] | |
Revenue Recognition and Contracts with Customers | 4. REVENUE RECOGNITION AND CONTRACTS WITH CUSTOMERS Disaggregation of Revenue The Company disaggregates revenue based on the method of measuring satisfaction of the performance obligation either over time or at a point in time. Additionally, the Company disaggregates revenue based upon the end market where products and services are transferred to the customer. The Company’s principal operating segments and related revenue are discussed in Note 11, Segments. The following table shows disaggregated net sales satisfied overtime and at a point in time (excluding intercompany sales) for the three and nine months ended December 31, 2022 and 2021: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Systems & Support Satisfied over time $ 135,181 $ 108,343 $ 383,648 $ 342,007 Satisfied at a point in time 149,648 127,000 428,632 397,804 Revenue from contracts with customers 284,829 235,343 812,280 739,811 Amortization of acquired contract liabilities 442 938 1,832 3,633 Total revenue 285,271 236,281 814,112 743,444 Aerospace Structures Satisfied over time $ 37,692 $ 81,511 $ 155,740 $ 308,667 Satisfied at a point in time 5,892 1,457 15,987 21,168 Revenue from contracts with customers 43,584 82,968 171,727 329,835 Amortization of acquired contract liabilities — — — 12 Total revenue 43,584 82,968 171,727 329,847 $ 328,855 $ 319,249 $ 985,839 $ 1,073,291 The following table shows disaggregated net sales by end market (excluding intercompany sales) for the three and nine months ended December 31, 2022 and 2021: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Systems & Support OEM Commercial $ 77,221 $ 65,585 $ 232,806 $ 175,567 OEM Military 60,040 58,844 174,525 $ 203,383 MRO Commercial 83,301 51,706 230,591 $ 170,504 MRO Military 52,373 53,014 145,275 $ 168,789 Non-aviation 11,894 6,194 29,083 21,568 Revenue from contracts with customers 284,829 235,343 812,280 739,811 Amortization of acquired contract liabilities 442 938 1,832 3,633 Total revenue $ 285,271 $ 236,281 $ 814,112 $ 743,444 Aerospace Structures OEM Commercial $ 42,992 $ 79,229 $ 163,877 $ 305,383 OEM Military — 454 — 14,315 MRO Commercial 437 3,017 2,808 8,799 MRO Military — — — 1,052 Non-aviation 155 268 5,042 286 Revenue from contracts with customers 43,584 82,968 171,727 329,835 Amortization of acquired contract liabilities — — — 12 Total revenue 43,584 82,968 171,727 329,847 $ 328,855 $ 319,249 $ 985,839 $ 1,073,291 Contract Assets and Liabilities Contract assets primarily represent revenues recognized for performance obligations that have been satisfied or partially satisfied but for which amounts have not been billed. This typically occurs when revenue is recognized over time but the Company's contractual right to bill the customer and receive payment is conditional upon the satisfaction of additional performance obligations in the contract, such as final delivery of the product. Contract assets are typically derecognized when billed in accordance with the terms of the contract. The Company pools contract assets that share underlying risk characteristics and records an allowance for expected credit losses based on a combination of prior experience, current economic conditions and management’s expectations of future economic conditions, and specific collectibility matters when they arise. Contract assets are presented net of this reserve on the condensed consolidated balance sheets. For the three and nine months ended December 31, 2022 and 2021, credit loss expense and write-offs related to contract assets were immaterial. Contract liabilities are recorded when customers remit contractual cash payments in advance of the Company satisfying performance obligations under contractual arrangements, including those with performance obligations to be satisfied over a period of time. Contract liabilities other than those pertaining to forward loss reserves are derecognized when or as revenue is recognized. Contract modifications can also impact contract asset and liability balances. When contracts are modified to account for changes in contract specifications and requirements, the Company considers whether the modification either creates new or changes the existing enforceable rights and obligations. Contract modifications that are for goods or services that are not distinct from the existing contract, due to the significant integration with the original good or service provided, are accounted for as if they were part of that existing contract. The effect of a contract modification to an existing contract on the transaction price and the Company's measure of progress for the performance obligation to which it relates, is recognized as an adjustment to revenue (either as an increase in or a reduction of revenue) on a cumulative catch-up basis. When the modifications include additional performance obligations that are distinct and at relative stand-alone selling price, they are accounted for as a new contract and performance obligation and are recognized prospectively. Contract balances are classified as assets or liabilities on a contract-by-contract basis at the end of each reporting period. The following table summarizes the Company's contract assets and liabilities balances: December 31, 2022 March 31, 2022 Change Contract assets $ 108,646 $ 101,893 $ 6,753 Contract liabilities ( 41,139 ) ( 172,862 ) 131,723 Net contract asset (liability) $ 67,507 $ ( 70,969 ) $ 138,476 During the nine months ended December 31, 2022, the Company recognized revenue due to changes in estimates associated with performance obligations satisfied or partially satisfied in previous periods of $ 13,360 . The change in contract assets was not significant in the nine months ended December 31, 2022 . The change in contract liabilities is the result of revenue recognized in excess of the receipt of additional customer advances as well as the extinguishment of approximately $ 103,803 of customer advance repayment obligations that were assumed by the buyer of the Stuart, Florida, manufacturing operations. For the nine months ended December 31, 2022, the Company recognized $ 43,823 of revenue that was included in the contract liability balance at the beginning of the period. Performance Obligations Customers generally contract with the Company for requirements in a segment relating to a specific program, and the Company’s performance obligations consist of a wide range of engineering design services and manufactured components, as well as spare parts and repairs for OEMs. A single contract may contain multiple performance obligations consisting of both recurring and nonrecurring elements. As of December 31, 2022, the Company has the following unsatisfied, or partially unsatisfied, performance obligations that are expected to be recognized in the future as noted in the table below. The Company expects options to be exercised in addition to the amounts presented below. Total Less than 1 year 1 - 3 years 4 - 5 years More than 5 Unsatisfied performance obligations $ 1,336,674 $ 859,518 $ 445,179 $ 27,982 $ 3,995 |
Inventories
Inventories | 9 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | 5. INVENTORIES Inventories are stated at the lower of cost (average-cost or specific-identification methods) or market. The components of inventories are as follows: December 31, March 31, 2022 Raw materials $ 52,218 $ 44,841 Work-in-process, including manufactured and purchased components 302,964 269,368 Finished goods 21,278 19,472 Rotable assets 24,007 28,011 Total inventories $ 400,467 $ 361,692 |
Long-term Debt
Long-term Debt | 9 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 6. LONG-TERM DEBT Long-term debt consists of the following: December 31, March 31, 2022 2022 Receivable securitization facility 35,000 — Finance leases 14,813 16,492 Senior secured first lien notes due 2024 543,831 563,171 Senior secured notes due 2024 525,000 525,000 Senior notes due 2025 500,000 500,000 Less: debt issuance costs ( 10,467 ) ( 15,173 ) 1,608,177 1,589,490 Less: current portion 3,108 3,268 $ 1,605,069 $ 1,586,222 Receivables Securitization Program In connection with the Company's receivables securitization facility (the "Securitization Facility"), the Company sells on a revolving basis certain eligible accounts receivable to Triumph Receivables, LLC, a wholly-owned special-purpose entity, which in turn sells a percentage ownership interest in the receivables to commercial paper conduits sponsored by financial institutions. The Company is the servicer of the trade accounts receivable under the Securitization Facility. Interest rates are based on the Bloomberg Short Term Bank Yield Index ("BSBY"), plus a 2.25 % fee on the drawn portion and a fee ranging from 0.45 % to 0.50 % on the undrawn portion of the Securitization Facility. The drawn fee may be reduced to 2.00 % depending on the credit rating of the Company. Collateralized letters of credit incur fees at a rate of 0.125 %. The Company secures its trade accounts receivable, which are generally non-interest-bearing, in transactions that are accounted for as borrowings pursuant to ASC 860, Transfers and Servicing . The Company has established a letter of credit facility under the Securitization Facility. Under the provisions of the letter of credit facility, the Company may request the Securitization Facility’s administrator to issue one or more letters of credit that will expire no later than 12 months after the date of issuance, extension or renewal, as applicable. As of December 31, 2022 , the maximum amount available under the Securitization Facility was $ 100,000 . The actual amount available under the Securitization Facility at any point in time is dependent upon the balance of eligible accounts receivable as well as the amount of letters of credit outstanding. At December 31, 2022, there were $ 35,000 in borrowings and $ 21,295 in letters of credit outstanding under the Securitization Agreement, primarily to support insurance policies. The Securitization Facility expires in November 2024 . The agreements governing the Securitization Facility contain restrictions and covenants, including limitations on the making of certain restricted payments; creation of certain liens; and certain corporate acts such as mergers, consolidations and the sale of all or substantially all the Company's assets. Senior Secured First Lien Notes due 2024 On August 17, 2020, the Company issued $ 700,000 principal amount of 8.875 % Senior Secured First Lien Notes due June 1, 2024 (the “First Lien Notes”). The First Lien Notes were sold at 100 % of the principal amount and have an effective interest yield of 8.875 %. Interest is payable semiannually in cash in arrears on June 1 and December 1 of each year. The First Lien Notes are first lien secured obligations of the Company. The First Lien Notes are guaranteed on a full, senior secured, joint and several basis by each of the Company’s domestic restricted subsidiaries that guarantees either of the Company’s 2024 Notes and 2025 Notes, as defined below (the “Guarantor Subsidiaries”). In the future, each of the Company’s domestic restricted subsidiaries (other than any domestic restricted subsidiary that is a receivable subsidiary) that (1) is not an immaterial subsidiary, (2) becomes a borrower under any of its material debt facilities or (3) guarantees (a) any of the Company’s indebtedness or (b) any indebtedness of the Company’s domestic restricted subsidiaries, in the case of either (a) or (b), incurred under any of the Company’s material debt facilities, will guarantee the First Lien Notes. Under certain circumstances, the guarantees may be released without action by, or consent of, any holder of the First Lien Notes. The Company may redeem the First Lien Notes, in whole or in part, at any time or from time to time on or after February 1, 2023, at specified redemption prices, plus accrued and unpaid interest, if any, to the redemption date. At any time or from time to time prior to February 1, 2023, the Company may redeem the First Lien Notes, in whole or in part, at a redemption price equal to 100 % of their principal amount plus a make whole premium, together with accrued and unpaid interest, if any, to the redemption date. In addition, the Company may redeem up to 40 % of the aggregate principal amount of the outstanding First Lien Notes prior to June 1, 2023, with the net cash proceeds from certain equity offerings at a redemption price equal to 108.875 % of their principal amount, together with accrued and unpaid interest, if any, to the redemption date. If the Company experiences specific kinds of changes of control, the Company is required to offer to purchase all of the First Lien Notes at a purchase price of 101 % of their principal amount, plus accrued and unpaid interest, if any, to the date of purchase. The First Lien Notes Indenture contains covenants that, among other things, limit the ability of the Company and its restricted subsidiaries to: (i) incur additional indebtedness; (ii) pay dividends or make other distributions; (iii) make other restricted payments and investments; (iv) create liens; (v) incur restrictions on the ability of restricted subsidiaries to pay dividends or make certain other payments; (vi) sell assets, including capital stock of restricted subsidiaries; (vii) enter into sale and leaseback transactions; (viii) merge or consolidate with other entities; and (ix) enter into transactions with affiliates. In addition, the First Lien Notes Indenture requires, among other things, the Company to provide financial and current reports to holders of the First Lien Notes or file such reports electronically with the SEC. Furthermore, the First Lien Notes Indenture requires that the future net proceeds from certain asset sales will be required to repay the First Lien Notes at a premium of 106.656 %, until the aggregate principal amount of Notes outstanding is $ 350,000 or less, provided that the Company may retain the first $ 100,000 of such net proceeds (subject to compliance with the asset sale covenants in the Company’s other outstanding indentures) or use it for certain other permitted purposes. These covenants are subject to a number of exceptions, limitations and qualifications set forth in the Indenture, as well as suspension periods in certain circumstances. Upon the completion of the sale of the composites and large structure manufacturing operations as disclosed in Note 3, the Company surpassed the $ 100,000 threshold of net proceeds from certain asset sales resulting in a required redemption of $ 112,511 of the outstanding principal balance and a premium of approximately $ 7,489 in the three months ended June 30, 2021. As a result of the completion of the sale and license of certain legacy product lines of the Company's Staverton, United Kingdom operations, the Company was required to pay an additional required redemption of $ 24,318 of the outstanding principal balance and a premium of approximately $ 1,619 in the three months ended December, 31, 2021. In the nine months ended December 31, 2022 , the Company sold intellectual property that required redemption of $ 19,340 of the outstanding principal balance and payment of a premium of approximately $ 1,287 . Senior Secured Notes Due 2024 On September 23, 2019, the Company issued $ 525,000 principal amount of 6.250 % Senior Secured Notes due September 15, 2024 (the "2024 Notes"). The 2024 Notes were sold at 100 % of principal amount and have an effective interest yield of 6.250 %. Interest on the 2024 Notes is payable semiannually in cash in arrears on March 15 and September 15 of each year. The 2024 Notes are secured by second-priority liens on all of the Company's and the Guarantor Subsidiaries' assets that secure all of the indebtedness under the First Lien Notes and certain hedging and cash management obligations. The Company has the ability to incur additional first and/or second lien debt under certain circumstances. Senior Notes Due 2025 On August 17, 2017, the Company issued $ 500,000 principal amount of 7.750 % Senior Notes due August 15, 2025 (the "2025 Notes"). The 2025 Notes were sold at 100 % of principal amount and have an effective interest yield of 7.750 %. Interest on the 2025 Notes accrues at the rate of 7.750 % per annum and is payable semiannually in cash in arrears on February 15 and August 15 of each year. Financial Instruments Not Recorded at Fair Value Carrying amounts and the related estimated fair values of the Company's long-term debt not recorded at fair value in the consolidated financial statements are as follows: December 31, 2022 March 31, 2022 Carrying Fair Carrying Fair $ 1,608,177 $ 1,529,544 $ 1,589,490 $ 1,639,248 The fair value of the long-term debt was calculated based on either interest rates available for debt with terms and maturities similar to the Company's existing debt arrangements or broker quotes on the Company's existing debt (Level 2 inputs). Interest paid on indebtedness during the nine months ended December 31, 2022 and 2021, amounted to $ 89,225 and $ 110,488 , respectively. The interest paid during the nine months ended December 31, 2022 and 2021 included the redemption premiums on the First Lien Notes amounted to $ 1,287 and $ 9,108 , respectively. |
Earnings per Share
Earnings per Share | 9 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings per Share | 7. EARNINGS PER SHARE The calculation of basic earnings per share is based on the weighted average number of common shares considered outstanding during the periods. The calculation of diluted earnings per share reflects the effect of all potentially dilutive securities (principally outstanding warrants and outstanding restricted stock units). As disclosed in Note 2, the warrants permit the tendering of Designated Notes in payment of the exercise price. In computing diluted EPS, the Company applies the if-converted method to the warrants and such warrants are assumed to be exercised and the Designated Notes are assumed to be tendered unless tendering cash would be more advantageous to the warrant holder. Interest (net of tax) on any Designated Notes assumed to be tendered is added back as an adjustment to the numerator. The numerator also is adjusted for any nondiscretionary adjustments based on income (net of tax) including, for example, warrant remeasurement gains and losses recognized in the period. If cash exercise is more advantageous, the Company applies the treasury stock method to the warrants when calculating diluted EPS. The following is a reconciliation between the weighted average outstanding shares used in the calculation of basic and diluted earnings per share: Three Months Ended December 31, Nine Months Ended December 31, (in thousands, except per share amounts) 2022 2021 2022 2021 Numerator: Numerator for basic earnings per share: Net income (loss) $ 10,952 $ 7,238 $ 107,136 $ ( 32,183 ) Effect of Dilutive Securities: Warrants ( 5,730 ) — ( 5,730 ) — Numerator for diluted earnings per share: Income available to common stockholders after assumed conversions $ 5,222 $ 7,238 $ 101,406 $ ( 32,183 ) Denominator: Denominator for basic earnings per share Weighted average common shares outstanding - basic 65,066 64,621 64,969 64,486 Effect of Dilutive Securities: Warrants 3,169 — 1,056 — Restricted stock units 219 475 321 — Dilutive potential common shares 3,388 475 1,377 — Denominator for basic earnings per share Weighted average common shares outstanding - diluted 68,454 65,096 66,346 64,486 Earnings (loss) per share: Basic earnings per share $ 0.17 $ 0.11 $ 1.65 $ ( 0.50 ) Diluted earnings per share $ 0.08 $ 0.11 $ 1.53 $ ( 0.50 ) (1) For the three and nine months ended December 31, 2022 and 2021 , the shares that could potentially dilute earnings per share in the future but were not included in diluted weighted average common shares outstanding because to do so would have been anti-dilutive were immaterial. |
Income Taxes
Income Taxes | 9 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. INCOME TAXES The Company follows the Income Taxe s topic of ASC 740, which prescribes a recognition threshold and measurement attribute criteria for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return, as well as guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. The Company's policy is to release the tax effects from accumulated other comprehensive income when all of the related assets or liabilities that gave rise to the accumulated other comprehensive income have been derecognized. The Company has classified uncertain tax positions as noncurrent income tax liabilities unless expected to be paid in one year. Penalties and tax-related interest expense are reported as a component of income tax expense and are not significant. As of December 31, 2022 and March 31, 2022, the total amount of unrecognized tax benefits was $ 11,981 and $ 11,800 , respectively, most of which would impact the effective rate, if recognized. The Company does not anticipate that total unrecognized tax benefits will be reduced in the next 12 months. As of December 31, 2022, the Company has a valuation allowance against principally all of its net deferred tax assets given insufficient positive evidence to support the realization of the Company’s deferred tax assets. The Company intends to continue maintaining a valuation allowance on its deferred tax assets until there is sufficient positive evidence to support the reversal of all or some portion of this allowance. A reduction in the valuation allowance could result in a significant decrease in income tax expense in the period that the release is recorded. However, the exact timing and amount of the reduction in its valuation allowance is unknown at this time and will be subject to the earnings level the Company achieves during fiscal 2023 and future periods. The effective income tax rate for the three months ended December 31, 2022, was 3.5 % as compared with 13.2 % for the three months ended December 31, 2021. The effective income tax rate for the nine months ended December 31, 2022, was 3.5 % as compared with ( 14.6 )% for the nine months ended December 31, 2021. For the three and nine months ended December 31, 2022, the effective income tax rate reflected a limitation on the recognition of tax benefits due to the full valuation allowance. With few exceptions, the Company is no longer subject to U.S. federal, state, or local income tax examinations for fiscal years ended before March 31, 2014, or foreign income tax examinations by tax authorities for fiscal years ended before March 31, 2013. As of December 31, 2022 , the Company settled its only foreign income tax examination. The Company believes appropriate provisions for all outstanding issues have been made for all jurisdictions and all open years. |
Pension and Other Postretiremen
Pension and Other Postretirement Benefit Plans | 9 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
Pension and Other Postretirement Benefit Plans | 9. PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS The Company sponsors several defined benefit pension plans covering some of its employees. Most employees are ineligible to participate in the plans or have ceased to accrue additional benefits under the plans based upon their service to the Company or years of service accrued under the defined benefit pension plans. Benefits under the defined benefit plans are based on years of service and, for most non-represented employees, on average compensation for certain years. It is the Company’s policy to fund at least the minimum amount required for all qualified plans, using actuarial cost methods and assumptions acceptable under U.S. Government regulations (and for non-U.S. plans, acceptable under local regulations), by making payments into a separate trust. In addition to the defined benefit pension plans, the Company provides certain healthcare benefits for eligible retired employees. Such benefits are unfunded. No active employees are eligible for these benefits. The vast majority of eligible retirees receive a fixed-dollar benefit they can use to purchase healthcare services. A small number of eligible retirees receive traditional retiree medical benefits for which the company pays all premiums. All retirees who are eligible for these traditional benefits are Medicare-eligible. Current plan documents reserve the right to amend or terminate the plans at any time, subject to applicable collective bargaining requirements for represented employees. In accordance with the Compensation – Retirement Benefits topic of ASC 715, the Company has recognized the funded status of the benefit obligation as of the date of the last re-measurement, on the accompanying condensed consolidated balance sheets. The funded status is measured as the difference between the fair value of the plan’s assets and the pension benefit obligation or accumulated postretirement benefit obligation, of the plan. In order to recognize the funded status, the Company determined the fair value of the plan assets. The majority of the plan assets are publicly traded investments, which were valued based on the market price as of the date of re-measurement. Investments that are not publicly traded were valued based on the estimated fair value of those investments based on the Company's evaluation of data from fund managers and comparable market data. Net Periodic Benefit Plan Costs The components of net periodic benefit income for the Company's postretirement benefit plans are shown in the following table: Pension Benefits Three Months Ended December 31, Nine Months Ended December 31, 2022 2021 2022 2021 Components of net periodic benefit income: Service cost $ 169 $ 183 $ 511 $ 562 Interest cost 16,290 11,695 48,869 35,207 Expected return on plan assets ( 30,326 ) ( 33,361 ) ( 90,973 ) ( 100,188 ) Amortization of prior service credits 26 26 77 93 Amortization of net loss 7,725 9,614 23,174 28,803 Curtailment loss — — — 16,024 Settlement loss — — — 3,826 Special termination benefits — — — 196 Net periodic benefit income $ ( 6,116 ) $ ( 11,843 ) $ ( 18,342 ) $ ( 15,477 ) The Company recognized net periodic benefit income from its other postretirement benefits plan of approximately $ 2,291 and $ 6,872 for the three and nine months ended December 31, 2022 , respectively, and approximately $ 2,349 and $ 7,047 for the three and nine months ended December 31, 2021. |
Stockholders' Deficit
Stockholders' Deficit | 9 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Stockholders' Deficit | 10. STOCKHOLDERS' DEFICIT Accumulated Other Comprehensive Loss Changes in accumulated other comprehensive loss ("AOCI") by component for the three and nine months ended December 31, 2022 and 2021, were as follows: Currency Unrealized Gains Defined Benefit Total (1) September 30, 2022 $ ( 70,748 ) $ ( 1,481 ) $ ( 404,504 ) $ ( 476,733 ) Other comprehensive (loss) income before reclassifications 14,050 2,374 — 16,424 Amounts reclassified from AOCI — ( 222 ) 5,323 (2) 5,101 Net current period OCI 14,050 2,152 5,323 21,525 December 31, 2022 $ ( 56,698 ) $ 671 $ ( 399,181 ) $ ( 455,208 ) September 30, 2021 $ ( 45,104 ) $ ( 890 ) $ ( 457,211 ) $ ( 503,205 ) Other comprehensive income before reclassifications ( 776 ) 662 — ( 114 ) Amounts reclassified from AOCI — ( 251 ) 7,264 (2) 7,013 Net current period OCI ( 776 ) 411 7,264 6,899 December 31, 2021 $ ( 45,880 ) $ ( 479 ) $ ( 449,947 ) $ ( 496,306 ) March 31, 2022 $ ( 47,933 ) $ ( 270 ) $ ( 415,151 ) $ ( 463,354 ) Other comprehensive (loss) income before reclassifications ( 8,765 ) 2,110 — ( 6,655 ) Amounts reclassified from AOCI — ( 1,169 ) 15,970 (2) 14,801 Net current period OCI ( 8,765 ) 941 15,970 8,146 December 31, 2022 $ ( 56,698 ) $ 671 $ ( 399,181 ) $ ( 455,208 ) March 31, 2021 $ ( 42,161 ) $ 1,015 $ ( 489,046 ) $ ( 530,192 ) Other comprehensive income before reclassifications ( 3,719 ) ( 2,670 ) 10,440 4,051 Amounts reclassified from AOCI — 1,176 28,659 (2) 29,835 Net current period OCI ( 3,719 ) ( 1,494 ) 39,099 33,886 December 31, 2021 $ ( 45,880 ) $ ( 479 ) $ ( 449,947 ) $ ( 496,306 ) (1) Net of tax . (2) Includes amortization of actuarial losses and recognized prior service costs, which are included in net periodic pension income. Refer to Note 9 for additional disclosure regarding the Company's postretirement benefit plans. |
Segments
Segments | 9 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Segments | 11. SEGMENTS The Company reports financial performance based on the following two reportable segments: Systems & Support and Aerospace Structures. The Company’s reportable segments are aligned with how the business is managed, and the Company's views of the markets it serves. The Chief Operating Decision Maker (the "CODM") evaluates performance and allocates resources based upon review of segment information. The CODM utilizes earnings before interest, income taxes, depreciation and amortization, and pension (“Adjusted EBITDAP”) as a primary measure of segment profitability to evaluate performance of its segments and allocate resources. Segment Adjusted EBITDAP is total segment revenue reduced by operating expenses (less depreciation and amortization) identifiable with that segment. Corporate includes general corporate administrative costs and any other costs not identifiable with one of the Company’s segments. The Company does not accumulate net sales information by product or service or groups of similar products and services, and therefore the Company does not disclose net sales by product or service because to do so would be impracticable. Selected financial information for each reportable segment is as follows: Three Months Ended December 31, 2022 Total Corporate & Systems & Aerospace Net sales to external customers $ 328,855 $ — $ 285,271 $ 43,584 Intersegment sales (eliminated in consolidation) — ( 29 ) 7 22 Segment profit and reconciliation to consolidated income before income taxes: Adjusted EBITDAP 55,684 — 49,971 5,713 Reconciliation of segment profit to income before income taxes Depreciation and amortization ( 8,624 ) ( 514 ) ( 7,419 ) ( 691 ) Interest expense and other, net ( 36,361 ) Corporate expenses ( 10,851 ) Share-based compensation expense ( 890 ) Loss on sale of assets and businesses ( 720 ) Amortization of acquired contract liabilities 442 Non-service defined benefit income 8,576 Debt extinguishment loss ( 1,441 ) Warrant remeasurement gain, net 5,537 Income before income taxes 11,352 Total capital expenditures $ 5,107 $ 81 $ 4,459 $ 567 Total assets $ 1,597,292 $ 86,534 $ 1,382,952 $ 127,806 Three Months Ended December 31, 2021 Total Corporate & Systems & Aerospace Net sales to external customers $ 319,249 $ — $ 236,281 $ 82,968 Segment profit and reconciliation to consolidated income before income taxes: Adjusted EBITDAP 47,043 — 47,450 ( 407 ) Reconciliation of segment profit to income before income taxes Depreciation and amortization ( 11,659 ) ( 733 ) ( 7,821 ) ( 3,105 ) Interest expense and other, net ( 32,319 ) Corporate expenses ( 5,533 ) Share-based compensation expense ( 2,592 ) Amortization of acquired contract liabilities 938 Non-service defined benefit income 14,400 Debt extinguishment loss ( 1,935 ) Income before income taxes 8,343 Total capital expenditures $ 8,336 $ 4 $ 7,984 $ 348 Nine Months Ended December 31, 2022 Total Corporate & Systems & Aerospace Net sales to external customers $ 985,839 $ — $ 814,112 $ 171,727 Intersegment sales (eliminated in consolidation) — ( 49 ) 7 42 Segment profit and reconciliation to consolidated income before income taxes: Adjusted EBITDAP 169,061 — 140,172 28,889 Reconciliation of segment profit to income before income taxes Depreciation and amortization ( 27,115 ) ( 1,609 ) ( 22,447 ) ( 3,059 ) Interest expense and other, net ( 100,726 ) Corporate expenses ( 41,395 ) Share-based compensation expense ( 6,420 ) Gain on sale of assets and businesses 103,163 Amortization of acquired contract liabilities 1,832 Non-service defined benefit income 25,725 Consideration payable to customer related to divestiture ( 17,185 ) Debt extinguishment loss ( 1,441 ) Warrant remeasurement gain, net 5,537 Income before income taxes 111,036 Total capital expenditures $ 12,274 $ 190 $ 11,046 $ 1,038 Nine Months Ended December 31, 2021 Total Corporate & Systems & Aerospace Net sales to external customers $ 1,073,291 $ — $ 743,444 $ 329,847 Intersegment sales (eliminated in consolidation) — ( 47 ) 31 16 Segment profit and reconciliation to consolidated income before income taxes: Adjusted EBITDAP 159,327 — 135,345 23,982 Reconciliation of segment profit to loss before income taxes Depreciation and amortization ( 40,035 ) ( 2,592 ) ( 24,765 ) ( 12,678 ) Interest expense and other, net ( 105,060 ) Corporate expenses ( 36,164 ) Share-based compensation expense ( 7,664 ) Loss on sale of assets and businesses ( 13,629 ) Amortization of acquired contract liabilities 3,645 Non-service defined benefit income 23,127 Debt extinguishment loss ( 11,624 ) Loss before income taxes ( 28,077 ) Total capital expenditures $ 15,817 $ 518 $ 11,741 $ 3,558 During the three months ended December 31, 2022 and 2021, the Company had foreign sales of $ 77,626 and $ 73,093 , respectively. During the nine months ended December 31, 2022 and 2021, the Company had foreign sales of $ 221,034 and $ 231,136 , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Dec. 31, 2022 | |
Commitments And Contingencies [Abstract] | |
Commitments and Contingencies | 12. COMMITMENTS AND CONTINGENCIES In the ordinary course of business, the Company is involved in disputes; claims; and lawsuits with employees, suppliers, and customers; as well as governmental and regulatory inquiries. Some may involve claims or potential claims of substantial damages, fines, penalties, or injunctive relief. While the Company cannot predict the outcome of any pending or future litigation or proceeding and no assurances can be given, the Company does not believe that any pending matter will have a material effect, individually or in the aggregate, on its financial position or results of operations. As the Company completes the disposal of certain facilities, it may be exposed to additional costs such as environmental remediation obligations, lease termination costs, or customer or supplier claims which may have a material effect on its financial position or results of operations when such matters arise and a reasonable estimate of the costs can be made. For example, in the nine months ended December 31, 2022, the Company withdrew from a multiemployer pension plan for the benefit of certain represented employees as part of its exit of the Spokane, Washington, composites manufacturing operations. Under the terms of the multiemployer pension plan, it is reasonably possible that the Company may trigger a withdrawal liability related to the exit of the related facilities and termination of the affected employees. The amount of this potential liability is determined based on the funded status of the plan as of the last day of the plan year immediately preceding the date of the withdrawal. The funded status of the plan is measured by estimating the value of the plan's assets and liabilities, and these values can change significantly based on market conditions and changes in actuarial assumptions made by the plan sponsor. If a withdrawal liability is triggered, the obligati on would likely be satisfied through annual payments over a period of at least ten years . |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates. |
Revenue Recognition and Contract Balances | Revenue Recognition and Contract Balances The Company's revenue is principally from contracts with customers to provide design, development, manufacturing, and support services associated with specific customer programs. The Company regularly enters into long-term master supply agreements that establish general terms and conditions and may define specific program requirements. Many agreements include clauses that provide sole supplier status to the Company for the duration of the program’s life. Purchase orders (or authorizations to proceed) are issued pursuant to the master supply agreements. Additionally, a majority of the Company’s agreements with customers include options for future purchases. Such options primarily reduce the administrative effort of issuing subsequent purchase orders and do not represent material rights granted to customers. The Company generally enters into agreements directly with its customers and is the principal in all current contracts. The identification of a contract with a customer for purposes of accounting and financial reporting requires an evaluation of the terms and conditions of agreements to determine whether presently enforceable rights and obligations exist. Management considers a number of factors when making this evaluation that include, but are not limited to, the nature and substance of the business exchange, the specific contractual terms and conditions, the promised products and services, the termination provisions in the contract, as well as the nature and execution of the customer’s ordering process and how the Company is authorized to perform work. Generally, presently enforceable rights and obligations are not created until a purchase order is issued by a customer for a specified number of units of product or services. Therefore, the issuance of a purchase order is generally the point at which a contract is identified for accounting and financial reporting purposes. Management identifies the promises to the customer. Promises are generally explicitly stated in each contract, but management also evaluates whether any promises are implied based on the terms of the agreement, past business practice, or other facts and circumstances. Each promise is evaluated to determine if it is a performance obligation. A performance obligation is a promise in a contract to transfer a distinct good or service. The Company considers a number of factors when determining whether a promise is a distinct performance obligation, including whether the customer can benefit from the good or service on its own or together with other resources that are readily available to the customer, whether the Company provides a significant service of integrating goods or services to deliver a combined output to the customer, or whether the goods or services are highly interdependent. The Company’s performance obligations consist of a wide range of engineering design services and manufactured components, as well as spare parts and repairs for OEMs. The transaction price for a contract reflects the consideration the Company expects to receive for fully satisfying the performance obligations in the contract. Typically, the transaction price consists solely of fixed consideration but may include variable consideration for contractual provisions such as unpriced contract modifications, cost-sharing provisions, and other receipts or payments to customers. The Company identifies and estimates variable consideration, typically at the most likely amount the Company expects to receive from its customers. Variable consideration is only included in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized for the contract will not occur, or when the uncertainty associated with the variable consideration is resolved. Consideration paid or payable to a customer is reflected as a reduction in net revenues when the amounts paid are not related to a distinct good or service at the later of when the related revenue is recognized or when the Company pays or promises to pay the consideration to the customer. The Company's contracts with customers generally require payment under normal commercial terms after delivery with payment typically required within 30 to 120 days of delivery. The Company generally is not subject to collecting sales tax and has made an accounting policy election to exclude from the transaction price any sales and other similar taxes collected from customers. As a result, any such collections are accounted for on a net basis. The total transaction price is allocated to each of the identified performance obligations using the relative stand-alone selling price. The objective of the allocation is to reflect the consideration that the Company expects to receive in exchange for the products or services associated with each performance obligation. Stand-alone selling price is the price at which the Company would sell a promised good or service separately to a customer. Stand-alone selling prices are established at contract inception, and subsequent changes in transaction price are allocated on the same basis as at contract inception. When stand-alone selling prices for the Company’s products and services are not observable, the Company uses either the “Expected Cost Plus a Margin” or "Adjusted Market Assessment" approaches to estimate stand-alone selling price. Expected costs are typically derived from the available periodic forecast information. Revenue is recognized when or as control of promised products or services transfers to a customer and is recognized at the amount allocated to each performance obligation associated with the transferred products or services. Service sales, principally representing repair, maintenance, and engineering activities are recognized over the contractual period or as services are rendered. Sales under long-term contracts with performance obligations satisfied over time are recognized using either an input or output method. The Company recognizes revenue over time as it performs on these contracts because of the continuous transfer of control to the customer as represented by contractual terms that entitle the Company to the reimbursement of costs plus a reasonable profit for work performed to manufacture products for which the Company has no alternate use or for work performed on a customer-owned asset. With control transferring over time, revenue is recognized based on the extent of progress toward completion of the performance obligation. The Company generally uses the cost-to-cost input method of progress for its contracts because it best depicts the transfer of control to the customer that occurs as work progresses. Under the cost-to-cost method, the extent of progress toward completion is measured based on the proportion of costs incurred to date to the total estimated costs at completion of the performance obligation. The Company reviews its cost estimates on contracts on a periodic basis, or when circumstances change and warrant a modification to a previous estimate. Cost estimates are largely based on negotiated or estimated purchase contract terms, historical performance trends, and other economic projections. Significant factors that influence these estimates include inflationary trends, technical and schedule risk, internal and subcontractor performance trends, business volume assumptions, asset utilization, and anticipated labor agreements. Revenue and cost estimates are regularly monitored and revised based on changes in circumstances. Impacts from changes in estimates of net sales and cost of sales are recognized on a cumulative catch-up basis, which recognizes in the current period the cumulative effect of the changes on current and prior periods based on a performance obligation’s percentage of completion. Forward loss reserves for anticipated losses on long-term contracts are recorded in full when such losses become evident, to the extent required, and are included in contract liabilities on the accompanying condensed consolidated balance sheets. The Company believes that the accounting estimates and assumptions made by management are appropriate given the increased uncertainties surrounding the severity and duration of the impacts of the COVID-19 pandemic; however, actual results could differ materially from those estimates. For the three months ended December 31, 2022, cumulative catch-up adjustments resulting from changes in contract values and estimated costs that arose during the fiscal year increased net sales, operating income, net income, and earnings per diluted share by approximately $ 1,459 , $ 748 , $ 748 , and $ 0.01 , respectively. For the three months ended December 31, 2021, cumulative catch-up adjustments resulting from changes in estimates decreased revenue by approximately ($ 1,791 ) and increased operating loss, net loss, and loss per share by approximately ($ 4,599 ) , ($ 4,599 ) , and ($ 0.07 ) , respectively. For the nine months ended December 31, 2022, cumulative catch-up adjustments resulting from changes in contract values and estimated costs that arose during the fiscal year increased net sales, operating income, net income, and earnings per diluted share by approximately $ 13,360 , $ 20,151 , $ 20,151 , and $ 0.30 , respectively. For the nine months ended December 31, 2021, cumulative catch-up adjustments resulting from changes in estimates increased revenue by approximately $ 5,340 , and decreased operating loss, net loss, and loss per share by approximately $ 13,115 , $ 13,115 , and $ 0.20 , respectively. Revenues for performance obligations that are not recognized over time are recognized at the point in time when control transfers to the customer. For performance obligations that are satisfied at a point in time, the Company evaluates the point in time when the customer can direct the use of and obtain the benefits from the products and services. Generally, the shipping terms determine the point in time when control transfers to customers. Shipping and handling activities are not considered performance obligations and related costs are included in cost of sales as incurred. Differences in the timing of revenue recognition and contractual billing and payment terms result in the recognition contract assets and liabilities. Refer to Note 4 for further discussion. |
Concentration of Credit Risk | Concentration of Credit Risk The Company’s trade and other accounts receivable are exposed to credit risk. However, the risk is limited due to the diversity of the customer base and the customer base’s wide geographical area. Trade accounts receivable from The Boeing Company ("Boeing") (representing commercial, military, and space) represented approximately 15 % and 17 % of total trade accounts receivable as of December 31, 2022 and March 31, 2022, respectively. Trade and other accounts receivable from Daher Aerospace Inc. ("Daher") include receivables that largely correspond with payables associated with transition services and represented approximately 17 % as of December 31, 2022. Trade and other accounts receivable from Daher were not significant as of March 31, 2022. The Company had no other concentrations of credit risk of more than 10%. Sales to Boeing for the nine months ended December 31, 2022, were $ 265,817 , or 27 % of net sales, of which $ 137,356 and $ 128,460 were from Systems & Support and Aerospace Structures, respectively. Sales to Boeing for the nine months ended December 31, 2021, were $ 376,413 , or 35 % of net sales, of which $ 121,057 and $ 255,357 were from Systems & Support and Aerospace Structures, respectively. No other single customer accounted for more than 10% of the Company’s net sales. However, the loss of any significant customer, including Boeing, could have a material adverse effect on the Company and its operating subsidiaries. |
Warrants | Warrants On December 1, 2022, the Company’s board of directors declared a distribution to holders of the Company’s shares of common stock in the form of warrants to purchase shares of common stock (the “Warrants”). Holders of common stock received three Warrants for every ten shares of common stock held as of December 12, 2022 (the "Record Date") (rounded down for any fractional warrant). The Company issued approximately 19.5 million Warrants on December 19, 2022, to holders of record of common stock as of the close of business on the Record Date. The Warrants trade on the over-the-counter market. Each Warrant represents the right to purchase initially one share of common stock, subject to certain anti-dilution adjustments (“Warrant Shares Per Warrant”), at an exercise price of $ 12.35 per Warrant (the “Exercise Price”), subject to certain anti-dilution adjustments (the “Implied Per Share Exercise Price”). Payment for shares of common stock on exercise of Warrants may be in (i) cash or (ii) under certain circumstances, Designated Notes (as defined below). In the event Designated Notes are used to pay for the exercise of the Warrants, accrued interest (in addition to the stated aggregate principal amount) will be forfeited upon exercise, unless exercise occurs after a record date for the payment of interest and before the resulting scheduled payment date (in which case note holders will receive the scheduled interest payment). If all Warrants were exercised and settled as of December 31, 2022, the Company would be required to issue approximately 19.5 million shares (assuming no over-exercise options, as described below, were exercised). The closing price of the Company’s shares of common stock was $ 10.52 as of December 31, 2022. “Designated Notes” means, collectively, any of the issued and outstanding notes of the Company as designated or undesignated by the Company from time to time; provided that any designation by the Company of a particular series of notes as “Designated Notes” shall retain such designation for a minimum of 20 consecutive business days from (and including) the date of publication of notice of the same by press release. The Company also has the right, but not obligation, to remove one or more series of its notes from being “Designated Notes,” but such redesignation shall only be effective 20 consecutive business days from (and including) the date of publication of notice of the same by press release. The Company initially designated the following notes as “Designated Notes,” each as defined in Note 6: the First Lien Notes, the 2024 Notes, and the 2025 Notes. Pursuant to the terms of the Warrant Agreement, a holder may elect to pay an additional amount equal to $ 1.8525 (being 0.15 multiplied by the Exercise Price) in exchange for an additional number of shares of common stock equal to the product of 0.15 and the Warrant Shares Per Warrant applicable to the relevant exercise on the terms specified in the Warrant Agreement. If all Warrants were exercised and each holder were to elect to pay the additional $ 1.8525 to receive additional shares, the Company would be required to issue an additional approximately 2.9 million shares in settlement of the incremental exercise price received. The Warrants expire on December 19, 2023 , subject to (i) the right of the Company to redeem the Warrants on not less than 20 calendar days’ notice (any such date of redemption, the “Redemption Date” and any such date of notice a “Redemption Notice”) at a price of 1/10 of $ 0.01 per Warrant and (ii) the automatic acceleration of the Expiration Date following the Price Condition Date, as defined and described below. Unless the Company has previously issued a Redemption Notice with respect to the Warrants, then following the last day of the first 30 consecutive trading day period to occur in which daily volume weighted average prices of the shares of Common Stock has been at least equal to the then applicable Implied Per Share Exercise Price on each of 20 trading days (whether or not consecutive) (the “Price Condition”), the Expiration Date will automatically accelerate to the date that is the 5th business day following the Price Condition Date; provided that the Company may, at its sole option, elect a later Expiration Date by providing public notice no later than the Price Condition Date. The “Price Condition Date” is the first business day following the last Trading Day of the period in which the Price Condition is met. Any holder that exercises any Warrants from and after (a) 5:00 p.m. New York city time on the earlier of (x) a Price Condition Date and (y) the date that the Company issues a Redemption Notice until (b) 5:00 p.m. New York City time on, as applicable, (x) the Expiration Date and (y) the business day immediately preceding the Redemption Date (the last day of such period, the “Over-Subscription Deadline”), may, subject to the terms of the Warrant Agreement, elect to subscribe for any or all of the shares of Common Stock issuable pursuant to any outstanding but unexercised Warrants as of the Over-Subscription Deadline (the “Over-Subscription Privilege”). To exercise the Over-Subscription Privilege, a holder must deliver an amount in cash equal to the elected over-subscription shares multiplied by the then applicable Implied Per Share Exercise Price (such amount, the “Elected Over-Subscription Shares Amount”) at the same time as the basic warrant exercise right is exercised. Any excess payments received will be returned, without interest, promptly following the settlement date. An ownership limitation is in place such that a holder of Warrants is not permitted to exercise Warrants for any shares of common stock if following such exercise the holder will have beneficial ownership of common stock in excess of 4.9 % of the then issued and outstanding common stock (excluding shares held by subsidiaries); provided, that a holder of Common Stock in excess of 4.9 % of the issued and outstanding common stock as of 5:00 p.m. New York City time on December 1, 2022 will be entitled to exercise Warrants received in the Warrant Distribution, but only to the extent such holder’s receipt of such common stock is permitted by a waiver in effect at such time that constitutes “Prior Approval of the Company” under the Tax Benefit Preservation Plan, dated March 11, 2022, between the Company and Computershare Trust Company, N.A., as rights agent. The Exercise Price and the number of shares of common stock issuable upon exercise are subject to certain anti-dilution adjustments, including for share dividends, splits, subdivisions, spin-offs, consolidations, reclassifications, combinations, noncash distributions, and cash dividends. The common stock warrants are accounted for as derivative liabilities in accordance with ASC 815-40 and included within accrued liabilities on the accompanying condensed consolidated balance sheets. The Company measured the Warrants at fair value as of the issuance date using a Monte Carlo pricing model, a Level 3 fair value measurement (as described below), due to the level of market activity. Inherent in the option pricing simulation are assumptions related to expected stock-price volatility, expected life and risk-free interest rate. The Company estimates the volatility of the Warrants based on implied and historical volatility of the Company’s common stock. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the grant date for a maturity similar to the expected remaining life of the Warrants. The expected life of the Warrants is based on the Company’s ability to redeem the Warrants, subject to a 20 calendar-day notice period, as well as the automatic acceleration of the Expiration Date following the Price Condition Date. During the three months ended December 31, 2022, due to increased trading volume, the Company began remeasuring outstanding Warrants using the Warrants trading price, a Level 1 fair value measurement (as described below). The Warrants are remeasured at each balance sheet date. Warrants remeasurement adjustments are recognized in warrants remeasurement gain, net on the accompanying condensed consolidated statements of operations. At distribution, the fair value of the Warrants was $ 19,500 . At December 31, 2022, the fair value of the Warrants was approximately $ 13,065 and $ 6,435 of warrants remeasurement gain h as been recognized in the three months ended December 31, 2022. No warrants were exercised following the issuance on December 19, 2022, through December 31, 2022. |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. When determining fair value measurements for assets and liabilities required to be recorded or disclosed at fair value, the Company considers the principal or most advantageous market in which it would transact and also considers assumptions that market participants would use when pricing an asset or liability. The fair value hierarchy has three levels of inputs that may be used to measure fair value: Level 1—Unadjusted quoted prices in active markets for identical assets or liabilities; Level 2—Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability; and Level 3—Unobservable inputs for the asset or liability. The Company has applied fair value measurements when measuring the warrants (see above), comparing the carrying value of assets held for sale with the related fair value less cost to sell (see Note 3), when disclosing the fair value of its long-term debt not recorded at fair value (see Note 6), and to its pension and postretirement plan assets (see Note 9). |
Supplemental Cash Flow Information | Supplemental Cash Flow Information In November 2021, the Company entered into an agreement with the DOT under the AMJP for a grant of up to $ 21,259 . The receipt of the full award was primarily conditioned upon the Company committing to not furlough or lay off a defined group of employees during the six-month period of performance between November 2021 and May 2022. The Company received approximately $ 19,400 under the agreement, and, in July, received a letter from the DOT confirming that the Company had satisfied the reporting requirements under the AMJP. In the nine months ended December 31, 2022 and 2021, the Company recognized as a reduction in cost of sales approximately $ 5,300 and $ 2,700 , respectively, the former representing the final balance of the earned grant benefit. For the nine months ended December 31, 2022, the Company paid $ 3,838 for income taxes, net of income tax refunds received. For the nine months ended December 31, 2021, the Company paid $ 3,065 for income taxes, net of income tax refunds received. |
Revenue Recognition and Contr_2
Revenue Recognition and Contracts with Customers (Tables) | 9 Months Ended |
Dec. 31, 2022 | |
Change in Contract with Customer, Asset and Liability [Abstract] | |
Disaggregation of Revenue | The following table shows disaggregated net sales satisfied overtime and at a point in time (excluding intercompany sales) for the three and nine months ended December 31, 2022 and 2021: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Systems & Support Satisfied over time $ 135,181 $ 108,343 $ 383,648 $ 342,007 Satisfied at a point in time 149,648 127,000 428,632 397,804 Revenue from contracts with customers 284,829 235,343 812,280 739,811 Amortization of acquired contract liabilities 442 938 1,832 3,633 Total revenue 285,271 236,281 814,112 743,444 Aerospace Structures Satisfied over time $ 37,692 $ 81,511 $ 155,740 $ 308,667 Satisfied at a point in time 5,892 1,457 15,987 21,168 Revenue from contracts with customers 43,584 82,968 171,727 329,835 Amortization of acquired contract liabilities — — — 12 Total revenue 43,584 82,968 171,727 329,847 $ 328,855 $ 319,249 $ 985,839 $ 1,073,291 The following table shows disaggregated net sales by end market (excluding intercompany sales) for the three and nine months ended December 31, 2022 and 2021: Three Months Ended Nine Months Ended 2022 2021 2022 2021 Systems & Support OEM Commercial $ 77,221 $ 65,585 $ 232,806 $ 175,567 OEM Military 60,040 58,844 174,525 $ 203,383 MRO Commercial 83,301 51,706 230,591 $ 170,504 MRO Military 52,373 53,014 145,275 $ 168,789 Non-aviation 11,894 6,194 29,083 21,568 Revenue from contracts with customers 284,829 235,343 812,280 739,811 Amortization of acquired contract liabilities 442 938 1,832 3,633 Total revenue $ 285,271 $ 236,281 $ 814,112 $ 743,444 Aerospace Structures OEM Commercial $ 42,992 $ 79,229 $ 163,877 $ 305,383 OEM Military — 454 — 14,315 MRO Commercial 437 3,017 2,808 8,799 MRO Military — — — 1,052 Non-aviation 155 268 5,042 286 Revenue from contracts with customers 43,584 82,968 171,727 329,835 Amortization of acquired contract liabilities — — — 12 Total revenue 43,584 82,968 171,727 329,847 $ 328,855 $ 319,249 $ 985,839 $ 1,073,291 |
Summary of Contract Assets and Liabilities Balances | Contract balances are classified as assets or liabilities on a contract-by-contract basis at the end of each reporting period. The following table summarizes the Company's contract assets and liabilities balances: December 31, 2022 March 31, 2022 Change Contract assets $ 108,646 $ 101,893 $ 6,753 Contract liabilities ( 41,139 ) ( 172,862 ) 131,723 Net contract asset (liability) $ 67,507 $ ( 70,969 ) $ 138,476 |
Schedule of Performance Obligations that are Expected to Be Recognized in Future | As of December 31, 2022, the Company has the following unsatisfied, or partially unsatisfied, performance obligations that are expected to be recognized in the future as noted in the table below. The Company expects options to be exercised in addition to the amounts presented below. Total Less than 1 year 1 - 3 years 4 - 5 years More than 5 Unsatisfied performance obligations $ 1,336,674 $ 859,518 $ 445,179 $ 27,982 $ 3,995 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of components of inventories | Inventories are stated at the lower of cost (average-cost or specific-identification methods) or market. The components of inventories are as follows: December 31, March 31, 2022 Raw materials $ 52,218 $ 44,841 Work-in-process, including manufactured and purchased components 302,964 269,368 Finished goods 21,278 19,472 Rotable assets 24,007 28,011 Total inventories $ 400,467 $ 361,692 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 9 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Long-term debt consists of the following: December 31, March 31, 2022 2022 Receivable securitization facility 35,000 — Finance leases 14,813 16,492 Senior secured first lien notes due 2024 543,831 563,171 Senior secured notes due 2024 525,000 525,000 Senior notes due 2025 500,000 500,000 Less: debt issuance costs ( 10,467 ) ( 15,173 ) 1,608,177 1,589,490 Less: current portion 3,108 3,268 $ 1,605,069 $ 1,586,222 |
Schedule of Carrying Amounts and Estimated Fair Values of Long-term Debt | Carrying amounts and the related estimated fair values of the Company's long-term debt not recorded at fair value in the consolidated financial statements are as follows: December 31, 2022 March 31, 2022 Carrying Fair Carrying Fair $ 1,608,177 $ 1,529,544 $ 1,589,490 $ 1,639,248 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 9 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Summary of Reconciliation between Weighted-average Common Shares Outstanding used in Calculation of Basis and Diluted Earnings Per Share | The following is a reconciliation between the weighted average outstanding shares used in the calculation of basic and diluted earnings per share: Three Months Ended December 31, Nine Months Ended December 31, (in thousands, except per share amounts) 2022 2021 2022 2021 Numerator: Numerator for basic earnings per share: Net income (loss) $ 10,952 $ 7,238 $ 107,136 $ ( 32,183 ) Effect of Dilutive Securities: Warrants ( 5,730 ) — ( 5,730 ) — Numerator for diluted earnings per share: Income available to common stockholders after assumed conversions $ 5,222 $ 7,238 $ 101,406 $ ( 32,183 ) Denominator: Denominator for basic earnings per share Weighted average common shares outstanding - basic 65,066 64,621 64,969 64,486 Effect of Dilutive Securities: Warrants 3,169 — 1,056 — Restricted stock units 219 475 321 — Dilutive potential common shares 3,388 475 1,377 — Denominator for basic earnings per share Weighted average common shares outstanding - diluted 68,454 65,096 66,346 64,486 Earnings (loss) per share: Basic earnings per share $ 0.17 $ 0.11 $ 1.65 $ ( 0.50 ) Diluted earnings per share $ 0.08 $ 0.11 $ 1.53 $ ( 0.50 ) (1) For the three and nine months ended December 31, 2022 and 2021 , the shares that could potentially dilute earnings per share in the future but were not included in diluted weighted average common shares outstanding because to do so would have been anti-dilutive were immaterial. |
Pension and Other Postretirem_2
Pension and Other Postretirement Benefit Plans (Tables) | 9 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
Schedule of Components of Net Periodic Benefit Income | The components of net periodic benefit income for the Company's postretirement benefit plans are shown in the following table: Pension Benefits Three Months Ended December 31, Nine Months Ended December 31, 2022 2021 2022 2021 Components of net periodic benefit income: Service cost $ 169 $ 183 $ 511 $ 562 Interest cost 16,290 11,695 48,869 35,207 Expected return on plan assets ( 30,326 ) ( 33,361 ) ( 90,973 ) ( 100,188 ) Amortization of prior service credits 26 26 77 93 Amortization of net loss 7,725 9,614 23,174 28,803 Curtailment loss — — — 16,024 Settlement loss — — — 3,826 Special termination benefits — — — 196 Net periodic benefit income $ ( 6,116 ) $ ( 11,843 ) $ ( 18,342 ) $ ( 15,477 ) |
Stockholders' Deficit (Tables)
Stockholders' Deficit (Tables) | 9 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Loss | Changes in accumulated other comprehensive loss ("AOCI") by component for the three and nine months ended December 31, 2022 and 2021, were as follows: Currency Unrealized Gains Defined Benefit Total (1) September 30, 2022 $ ( 70,748 ) $ ( 1,481 ) $ ( 404,504 ) $ ( 476,733 ) Other comprehensive (loss) income before reclassifications 14,050 2,374 — 16,424 Amounts reclassified from AOCI — ( 222 ) 5,323 (2) 5,101 Net current period OCI 14,050 2,152 5,323 21,525 December 31, 2022 $ ( 56,698 ) $ 671 $ ( 399,181 ) $ ( 455,208 ) September 30, 2021 $ ( 45,104 ) $ ( 890 ) $ ( 457,211 ) $ ( 503,205 ) Other comprehensive income before reclassifications ( 776 ) 662 — ( 114 ) Amounts reclassified from AOCI — ( 251 ) 7,264 (2) 7,013 Net current period OCI ( 776 ) 411 7,264 6,899 December 31, 2021 $ ( 45,880 ) $ ( 479 ) $ ( 449,947 ) $ ( 496,306 ) March 31, 2022 $ ( 47,933 ) $ ( 270 ) $ ( 415,151 ) $ ( 463,354 ) Other comprehensive (loss) income before reclassifications ( 8,765 ) 2,110 — ( 6,655 ) Amounts reclassified from AOCI — ( 1,169 ) 15,970 (2) 14,801 Net current period OCI ( 8,765 ) 941 15,970 8,146 December 31, 2022 $ ( 56,698 ) $ 671 $ ( 399,181 ) $ ( 455,208 ) March 31, 2021 $ ( 42,161 ) $ 1,015 $ ( 489,046 ) $ ( 530,192 ) Other comprehensive income before reclassifications ( 3,719 ) ( 2,670 ) 10,440 4,051 Amounts reclassified from AOCI — 1,176 28,659 (2) 29,835 Net current period OCI ( 3,719 ) ( 1,494 ) 39,099 33,886 December 31, 2021 $ ( 45,880 ) $ ( 479 ) $ ( 449,947 ) $ ( 496,306 ) (1) Net of tax . (2) Includes amortization of actuarial losses and recognized prior service costs, which are included in net periodic pension income. Refer to Note 9 for additional disclosure regarding the Company's postretirement benefit plans. |
Segments (Tables)
Segments (Tables) | 9 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Selected Financial Information for Each Reportable Segment and Reconciliation of EBITDAP to Operating Income | Selected financial information for each reportable segment is as follows: Three Months Ended December 31, 2022 Total Corporate & Systems & Aerospace Net sales to external customers $ 328,855 $ — $ 285,271 $ 43,584 Intersegment sales (eliminated in consolidation) — ( 29 ) 7 22 Segment profit and reconciliation to consolidated income before income taxes: Adjusted EBITDAP 55,684 — 49,971 5,713 Reconciliation of segment profit to income before income taxes Depreciation and amortization ( 8,624 ) ( 514 ) ( 7,419 ) ( 691 ) Interest expense and other, net ( 36,361 ) Corporate expenses ( 10,851 ) Share-based compensation expense ( 890 ) Loss on sale of assets and businesses ( 720 ) Amortization of acquired contract liabilities 442 Non-service defined benefit income 8,576 Debt extinguishment loss ( 1,441 ) Warrant remeasurement gain, net 5,537 Income before income taxes 11,352 Total capital expenditures $ 5,107 $ 81 $ 4,459 $ 567 Total assets $ 1,597,292 $ 86,534 $ 1,382,952 $ 127,806 Three Months Ended December 31, 2021 Total Corporate & Systems & Aerospace Net sales to external customers $ 319,249 $ — $ 236,281 $ 82,968 Segment profit and reconciliation to consolidated income before income taxes: Adjusted EBITDAP 47,043 — 47,450 ( 407 ) Reconciliation of segment profit to income before income taxes Depreciation and amortization ( 11,659 ) ( 733 ) ( 7,821 ) ( 3,105 ) Interest expense and other, net ( 32,319 ) Corporate expenses ( 5,533 ) Share-based compensation expense ( 2,592 ) Amortization of acquired contract liabilities 938 Non-service defined benefit income 14,400 Debt extinguishment loss ( 1,935 ) Income before income taxes 8,343 Total capital expenditures $ 8,336 $ 4 $ 7,984 $ 348 Nine Months Ended December 31, 2022 Total Corporate & Systems & Aerospace Net sales to external customers $ 985,839 $ — $ 814,112 $ 171,727 Intersegment sales (eliminated in consolidation) — ( 49 ) 7 42 Segment profit and reconciliation to consolidated income before income taxes: Adjusted EBITDAP 169,061 — 140,172 28,889 Reconciliation of segment profit to income before income taxes Depreciation and amortization ( 27,115 ) ( 1,609 ) ( 22,447 ) ( 3,059 ) Interest expense and other, net ( 100,726 ) Corporate expenses ( 41,395 ) Share-based compensation expense ( 6,420 ) Gain on sale of assets and businesses 103,163 Amortization of acquired contract liabilities 1,832 Non-service defined benefit income 25,725 Consideration payable to customer related to divestiture ( 17,185 ) Debt extinguishment loss ( 1,441 ) Warrant remeasurement gain, net 5,537 Income before income taxes 111,036 Total capital expenditures $ 12,274 $ 190 $ 11,046 $ 1,038 Nine Months Ended December 31, 2021 Total Corporate & Systems & Aerospace Net sales to external customers $ 1,073,291 $ — $ 743,444 $ 329,847 Intersegment sales (eliminated in consolidation) — ( 47 ) 31 16 Segment profit and reconciliation to consolidated income before income taxes: Adjusted EBITDAP 159,327 — 135,345 23,982 Reconciliation of segment profit to loss before income taxes Depreciation and amortization ( 40,035 ) ( 2,592 ) ( 24,765 ) ( 12,678 ) Interest expense and other, net ( 105,060 ) Corporate expenses ( 36,164 ) Share-based compensation expense ( 7,664 ) Loss on sale of assets and businesses ( 13,629 ) Amortization of acquired contract liabilities 3,645 Non-service defined benefit income 23,127 Debt extinguishment loss ( 11,624 ) Loss before income taxes ( 28,077 ) Total capital expenditures $ 15,817 $ 518 $ 11,741 $ 3,558 |
Background and Basis of Prese_2
Background and Basis of Presentation - Additional Information (Details) - Segment | 9 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Background And Basis Of Presentation [Line Items] | ||
Number of reportable segments | 2 | 2 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Dec. 31, 2022 | Dec. 01, 2022 | Nov. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2022 | Dec. 19, 2022 | |
Change In Accounting Estimate [Line Items] | |||||||||
Operating income (loss) | $ 35,041 | $ 28,197 | $ 181,941 | $ 65,480 | |||||
Net income (loss) | $ 10,952 | $ 7,238 | $ 107,136 | $ (32,183) | |||||
Loss per share | $ 0.17 | $ 0.11 | $ 1.65 | $ (0.50) | |||||
Earnings per diluted share | $ 0.08 | $ 0.11 | $ 1.53 | $ (0.50) | |||||
Income taxes paid, net of refunds received | $ 3,838 | $ 3,065 | |||||||
Net sales | $ 328,855 | $ 319,249 | $ 985,839 | 1,073,291 | |||||
Number of warrants received by common stock holder | 3 | ||||||||
Number of common shares held to issue warrants | 10 | ||||||||
Number of warrants issued | 19,500,000 | ||||||||
Number of common stock purchased or issued for each warrant | 19,500,000 | 1 | 19,500,000 | 19,500,000 | |||||
Warrants exercise price | $ 12.35 | ||||||||
Closing price of common stock | $ 10.52 | $ 10.52 | $ 10.52 | ||||||
Warrants expiration date | Dec. 19, 2023 | ||||||||
Maximum warrants redemption calendar days notice | 20 days | ||||||||
Warrants redemption price per warrant | $ 0.01 | ||||||||
Limitation percentage of maximum beneficial ownership of common stock following exercise of warrants for warrants exercise | 4.90% | ||||||||
Percentage of common stock issued and outstanding | 4.90% | ||||||||
Fair value of warrants | $ 13,065 | $ 13,065 | $ 13,065 | $ 19,500 | |||||
Warrants remeasurement gain | 6,435 | 6,435 | |||||||
Number of warrants exercised | 0 | ||||||||
Changes in Estimates [Member] | |||||||||
Change In Accounting Estimate [Line Items] | |||||||||
Operating income (loss) | 748 | (4,599) | 20,151 | (13,115) | |||||
Net income (loss) | $ 748 | $ (4,599) | $ 20,151 | $ (13,115) | |||||
Loss per share | $ (0.07) | $ (0.20) | |||||||
Earnings per diluted share | $ 0.01 | $ 0.30 | |||||||
Net sales | $ 1,459 | $ (1,791) | $ 13,360 | $ 5,340 | |||||
Aviation Manufacturing Jobs Protection Program Agreement [Member] | |||||||||
Change In Accounting Estimate [Line Items] | |||||||||
Period of performance for employees | 6 months | ||||||||
Amount of grant received | $ 19,400 | ||||||||
Cost of sales recognized | $ 5,300 | $ 2,700 | |||||||
Warrant Agreement [Member] | |||||||||
Change In Accounting Estimate [Line Items] | |||||||||
Additional amount holder elect to pay in exchange for additional number of shares of common stock | $ 1.8525 | ||||||||
Multiplier by exercise price | $ 0.15 | ||||||||
Number of shares issued for incremental exercise price received | 2,900,000 | ||||||||
Boeing [Member] | Trade Accounts Receivable [Member] | Credit Concentration Risk [Member] | |||||||||
Change In Accounting Estimate [Line Items] | |||||||||
Concentration Risk, Percentage | 15% | 17% | |||||||
Boeing [Member] | Net sales [Member] | Customer Concentration Risk [Member] | |||||||||
Change In Accounting Estimate [Line Items] | |||||||||
Concentration Risk, Percentage | 27% | 35% | |||||||
Net sales | $ 265,817 | $ 376,413 | |||||||
Boeing [Member] | Net sales [Member] | Customer Concentration Risk [Member] | Systems & Support [Member] | |||||||||
Change In Accounting Estimate [Line Items] | |||||||||
Net sales | 137,356 | 121,057 | |||||||
Boeing [Member] | Net sales [Member] | Customer Concentration Risk [Member] | Aerospace Structures [Member] | |||||||||
Change In Accounting Estimate [Line Items] | |||||||||
Net sales | $ 128,460 | $ 255,357 | |||||||
Daher Aerospace Inc. [Member] | Trade Accounts Receivable [Member] | Credit Concentration Risk [Member] | |||||||||
Change In Accounting Estimate [Line Items] | |||||||||
Concentration Risk, Percentage | 17% | ||||||||
Minimum [Member] | |||||||||
Change In Accounting Estimate [Line Items] | |||||||||
Standard trade receivable, payment terms | 30 days | ||||||||
Maximum [Member] | |||||||||
Change In Accounting Estimate [Line Items] | |||||||||
Standard trade receivable, payment terms | 120 days | ||||||||
Amount of grant receivable upon agreement | $ 21,259 |
Divested Operations and Asset_2
Divested Operations and Assets Held For Sale - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Jul. 31, 2022 | Oct. 31, 2021 | May 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2022 | |
Product Lines of Staverton, United Kingdom operations [Member] | ||||||
Discontinued operations and assets held for sale | ||||||
Proceeds from divestiture of business | $ 34,000,000 | |||||
Stuart Manufacturing Operations [Member] | ||||||
Discontinued operations and assets held for sale | ||||||
Proceeds from divestiture of business | $ 0 | |||||
Gain (loss) on disposition of business | $ 99,200,000 | |||||
Assets Held for Sale Composites Manufacturing Operations [Member] | ||||||
Discontinued operations and assets held for sale | ||||||
Proceeds from divestiture of business | $ 155,000,000 | |||||
Gain (loss) on disposition of business | $ (8,000,000) | $ (6,000,000) | $ 4,500,000 | |||
Curtailment charge | $ 16,000,000 |
Revenue Recognition and Contr_3
Revenue Recognition and Contracts with Customers - Schedule of Disaggregated Net Sales Satisfied Overtime and at a Point in Time (Excluding Intercompany Sales) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation Of Revenue [Line Items] | ||||
Amortization of acquired contract liabilities | $ 442 | $ 938 | $ 1,832 | $ 3,645 |
Net sales | 328,855 | 319,249 | 985,839 | 1,073,291 |
Systems & Support [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 284,829 | 235,343 | 812,280 | 739,811 |
Amortization of acquired contract liabilities | 442 | 938 | 1,832 | 3,633 |
Revenues excluding intercompany sales | 285,271 | 236,281 | 814,112 | 743,444 |
Systems & Support [Member] | Transferred over Time [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 135,181 | 108,343 | 383,648 | 342,007 |
Systems & Support [Member] | Transferred at Point in Time [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 149,648 | 127,000 | 428,632 | 397,804 |
Aerospace Structures [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 43,584 | 82,968 | 171,727 | 329,835 |
Amortization of acquired contract liabilities | 0 | 0 | 0 | 12 |
Revenues excluding intercompany sales | 43,584 | 82,968 | 171,727 | 329,847 |
Aerospace Structures [Member] | Transferred over Time [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 37,692 | 81,511 | 155,740 | 308,667 |
Aerospace Structures [Member] | Transferred at Point in Time [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | $ 5,892 | $ 1,457 | $ 15,987 | $ 21,168 |
Revenue Recognition and Contr_4
Revenue Recognition and Contracts with Customers - Schedule of Disaggregated Net Sales by End Market (Excluding Intercompany Sales) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation Of Revenue [Line Items] | ||||
Amortization of acquired contract liabilities | $ 442 | $ 938 | $ 1,832 | $ 3,645 |
Net sales | 328,855 | 319,249 | 985,839 | 1,073,291 |
Systems & Support [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 284,829 | 235,343 | 812,280 | 739,811 |
Amortization of acquired contract liabilities | 442 | 938 | 1,832 | 3,633 |
Revenues excluding intercompany sales | 285,271 | 236,281 | 814,112 | 743,444 |
Systems & Support [Member] | OEM Commercial [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 77,221 | 65,585 | 232,806 | 175,567 |
Systems & Support [Member] | OEM Military [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 60,040 | 58,844 | 174,525 | 203,383 |
Systems & Support [Member] | MRO Commercial [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 83,301 | 51,706 | 230,591 | 170,504 |
Systems & Support [Member] | MRO Military [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 52,373 | 53,014 | 145,275 | 168,789 |
Systems & Support [Member] | Non-aviation [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 11,894 | 6,194 | 29,083 | 21,568 |
Aerospace Structures [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 43,584 | 82,968 | 171,727 | 329,835 |
Amortization of acquired contract liabilities | 0 | 0 | 0 | 12 |
Revenues excluding intercompany sales | 43,584 | 82,968 | 171,727 | 329,847 |
Aerospace Structures [Member] | OEM Commercial [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 42,992 | 79,229 | 163,877 | 305,383 |
Aerospace Structures [Member] | OEM Military [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 0 | 454 | 0 | 14,315 |
Aerospace Structures [Member] | MRO Commercial [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 437 | 3,017 | 2,808 | 8,799 |
Aerospace Structures [Member] | MRO Military [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | 0 | 0 | 0 | 1,052 |
Aerospace Structures [Member] | Non-aviation [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue from contracts with customers | $ 155 | $ 268 | $ 5,042 | $ 286 |
Revenue Recognition and Contr_5
Revenue Recognition and Contracts with Customers - Summary of Contract Assets and Liabilities Balances (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2022 | Mar. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | ||
Contract assets | $ 108,646 | $ 101,893 |
Contract liabilities | (41,139) | (172,862) |
Net contract asset (liability) | 67,507 | $ (70,969) |
Change in contract assets | 6,753 | |
Change in contract liabilities | 131,723 | |
Change in net contract asset (liability) | $ 138,476 |
Revenue Recognition and Contr_6
Revenue Recognition and Contracts with Customers - Additional Information (Details) $ in Thousands | 9 Months Ended |
Dec. 31, 2022 USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Revenue recognized due to changes in estimates associated with performance obligations | $ 13,360 |
Contract with Customer, Liability, Revenue Recognized | 43,823 |
Customer advance repayments obligations | $ 103,803 |
Revenue Recognition and Contr_7
Revenue Recognition and Contracts with Customers - Schedule of Performance Obligations that are Expected to Be Recognized in Future (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 1,336,674 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Unsatisfied performance obligations | 859,518 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Unsatisfied performance obligations | 445,179 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2027-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Unsatisfied performance obligations | 27,982 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2029-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 3,995 |
Maximum [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Maximum [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2026-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 3 years |
Maximum [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2028-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 5 years |
Minimum [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Minimum [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2027-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 4 years |
Minimum [Member] | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2029-01-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 5 years |
Revenue Recognition and Contr_8
Revenue Recognition and Contracts with Customers - Schedule of Performance Obligations that are Expected to Be Recognized in Future (Details 1) $ in Thousands | Dec. 31, 2022 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations | $ 1,336,674 |
Inventories - Schedule of Compo
Inventories - Schedule of Components of Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Mar. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 52,218 | $ 44,841 |
Work-in-process, including manufactured and purchased components | 302,964 | 269,368 |
Finished goods | 21,278 | 19,472 |
Rotable assets | 24,007 | 28,011 |
Total inventories | $ 400,467 | $ 361,692 |
Long-term Debt - Schedule of Lo
Long-term Debt - Schedule of Long-term Debt Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Mar. 31, 2022 |
Debt Instrument [Line Items] | ||
Less: debt issuance costs | $ (10,467) | $ (15,173) |
Long-term debt | 1,608,177 | 1,589,490 |
Current portion of long-term debt | 3,108 | 3,268 |
Long-term debt, less current portion | 1,605,069 | 1,586,222 |
Receivable Securitization Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 35,000 | |
Capital Lease Obligations [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 14,813 | 16,492 |
Senior Secured First Lien Notes Due 2024 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 543,831 | 563,171 |
Senior Notes Due 2024 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 525,000 | 525,000 |
Senior Notes Due 2025 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 500,000 | $ 500,000 |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||
Nov. 05, 2021 | Aug. 17, 2020 | Sep. 23, 2019 | Aug. 17, 2017 | Aug. 31, 2021 | May 31, 2021 | Dec. 31, 2021 | Jun. 30, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2022 | |
Debt Instrument [Line Items] | |||||||||||
Premium on redemption of first lien notes | $ 1,287,000 | $ 9,108,000 | |||||||||
Interest paid, including capitalized interest, operating and investing activities | 89,225,000 | $ 110,488,000 | |||||||||
Receivable Securitization Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Percentage of drawn fee | 2% | ||||||||||
Percentage of collateralized fee incurred | 0.125% | ||||||||||
Long-term debt | 35,000,000 | ||||||||||
Letters of credit outstanding, amount | 21,295,000 | ||||||||||
Receivable Securitization Facility [Member] | BSBY [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of credit facility, commitment fee percentage | 2.25% | ||||||||||
Receivable Securitization Facility [Member] | Minimum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.45% | ||||||||||
Receivable Securitization Facility [Member] | Maximum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of credit facility, maximum borrowing capacity | 100,000,000 | ||||||||||
Line of credit facility, unused capacity, commitment fee percentage | 0.50% | ||||||||||
Senior Secured First Lien Notes Due 2024 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 8.875% | ||||||||||
Long-term debt | $ 543,831,000 | $ 563,171,000 | |||||||||
Debt instrument, principal amount | $ 700,000,000 | ||||||||||
Proceeds from loan, percentage of principal (as a percent) | 100% | ||||||||||
Debt instrument, interest rate, effective percentage | 8.875% | ||||||||||
Debt instrument, interest payment terms | Interest is payable semiannually in cash in arrears on June 1 and December 1 of each year. | ||||||||||
Debt instrument, redemption price, percentage | 100% | ||||||||||
Debt instrument, redemption, description | 40% | ||||||||||
Debt instrument, redemption price, percentage - equity offering | 108.875% | ||||||||||
Debt instrument, redemption price, percentage - change of control | 101% | ||||||||||
Debt instrument repayment premium percentage | 106.656% | ||||||||||
Aggregate principal amount of Notes outstanding | $ 350,000,000 | ||||||||||
Available amount in asset sale covenants | $ 100,000,000 | ||||||||||
Premium on redemption of first lien notes | $ 1,619,000 | $ 7,489,000 | $ 1,287,000 | ||||||||
Repayments of Secured Debt | $ 24,318,000 | $ 112,511,000 | 19,340,000 | ||||||||
Senior Notes Due 2024 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 6.25% | ||||||||||
Long-term debt | $ 525,000,000 | 525,000,000 | |||||||||
Debt instrument, principal amount | $ 525,000,000 | ||||||||||
Debt instrument, interest rate, effective percentage | 6.25% | ||||||||||
Debt instrument, interest payment terms | Interest on the 2024 Notes is payable semiannually in cash in arrears on March 15 and September 15 of each year. | ||||||||||
Debt instrument, redemption price, percentage | 100% | ||||||||||
Debt instrument, due date | Sep. 15, 2024 | ||||||||||
Senior Notes Due 2025 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 7.75% | ||||||||||
Long-term debt | $ 500,000,000 | $ 500,000,000 | |||||||||
Debt instrument, principal amount | $ 500,000,000 | ||||||||||
Proceeds from loan, percentage of principal (as a percent) | 100% | ||||||||||
Debt instrument, interest rate, effective percentage | 7.75% | ||||||||||
Debt instrument, interest payment terms | Interest on the 2025 Notes accrues at the rate of 7.750% per annum and is payable semiannually in cash in arrears on February 15 and August 15 of each year. | ||||||||||
Debt instrument, due date | Aug. 15, 2025 | ||||||||||
Amended Receivable Securitization Facility [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Receivables securitization facility, expiration period | 2024-11 |
Long-term Debt - Schedule of Ca
Long-term Debt - Schedule of Carrying Amounts and Estimated Fair Values of Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Mar. 31, 2022 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,608,177 | $ 1,589,490 |
Reported Value Measurement [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 1,608,177 | 1,589,490 |
Estimate of Fair Value Measurement [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,529,544 | $ 1,639,248 |
Earnings per Share - Summary of
Earnings per Share - Summary of Reconciliation between Weighted-average Common Shares Outstanding used in Calculation of Basis and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Numerator for basic earnings per share: | ||||
Net income (loss) | $ 10,952 | $ 7,238 | $ 107,136 | $ (32,183) |
Effect of Dilutive Securities: | ||||
Warrants | (5,730) | (5,730) | ||
Numerator for diluted earnings per share: | ||||
Income available to common stockholders after assumed conversions | $ 5,222 | $ 7,238 | $ 101,406 | $ (32,183) |
Denominator for basic earnings per share | ||||
Weighted average common shares outstanding—basic | 65,066 | 64,621 | 64,969 | 64,486 |
Effect of Dilutive Securities: | ||||
Warrants | 3,169 | 1,056 | ||
Restricted stock units | 219 | 475 | 321 | |
Dilutive potential common shares | 3,388 | 475 | 1,377 | |
Denominator for basic earnings per share | ||||
Weighted average common shares outstanding—diluted | 68,454 | 65,096 | 66,346 | 64,486 |
Earnings (loss) per share: | ||||
Basic earnings per share | $ 0.17 | $ 0.11 | $ 1.65 | $ (0.50) |
Diluted earnings per share | $ 0.08 | $ 0.11 | $ 1.53 | $ (0.50) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2022 | |
Income Tax Contingency [Line Items] | |||||
Unrecognized tax benefits | $ 11,981 | $ 11,981 | $ 11,800 | ||
Effective income tax rate (as a percent) | 3.50% | 13.20% | 3.50% | (14.60%) |
Pension and Other Postretirem_3
Pension and Other Postretirement Benefit Plans - Schedule of Components of Net Periodic Benefit Income (Details) - Pension Plan [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 169 | $ 183 | $ 511 | $ 562 |
Interest cost | 16,290 | 11,695 | 48,869 | 35,207 |
Expected return on plan assets | (30,326) | (33,361) | (90,973) | (100,188) |
Amortization of prior service credits | 26 | 26 | 77 | 93 |
Amortization of net loss | 7,725 | 9,614 | 23,174 | 28,803 |
Curtailment loss | 16,024 | |||
Settlement loss | 3,826 | |||
Special termination benefits | 196 | |||
Net periodic benefit income | $ (6,116) | $ (11,843) | $ (18,342) | $ (15,477) |
Pension and Other Postretirem_4
Pension and Other Postretirement Benefit Plans - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Other postretirement [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Net periodic benefit income | $ 2,291 | $ 2,349 | $ 6,872 | $ 7,047 |
Stockholders' Deficit - Schedul
Stockholders' Deficit - Schedule of Changes in Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Balance | $ (702,103) | $ (828,869) | $ (787,423) | $ (818,853) | |
Total other comprehensive income | 21,525 | 6,899 | 8,146 | 33,886 | |
Balance | (688,063) | (812,038) | (688,063) | (812,038) | |
Currency Translation Adjustment [Member] | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Balance | (70,748) | (45,104) | (47,933) | (42,161) | |
Other comprehensive (loss) income before reclassifications | 14,050 | (776) | (8,765) | (3,719) | |
Total other comprehensive income | 14,050 | (776) | (8,765) | (3,719) | |
Balance | (56,698) | (45,880) | (56,698) | (45,880) | |
Unrealized Gains and Losses on Derivative Instruments [Member] | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Balance | (1,481) | (890) | (270) | 1,015 | |
Other comprehensive (loss) income before reclassifications | 2,374 | 662 | 2,110 | (2,670) | |
Amounts reclassified from AOCI | (222) | (251) | (1,169) | 1,176 | |
Total other comprehensive income | 2,152 | 411 | 941 | (1,494) | |
Balance | 671 | (479) | 671 | (479) | |
Defined Benefit Pension Plans and Other Postretirement Benefits [Member] | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Balance | (404,504) | (457,211) | (415,151) | (489,046) | |
Other comprehensive (loss) income before reclassifications | 10,440 | ||||
Amounts reclassified from AOCI | [1] | 5,323 | 7,264 | 15,970 | 28,659 |
Total other comprehensive income | 5,323 | 7,264 | 15,970 | 39,099 | |
Balance | (399,181) | (449,947) | (399,181) | (449,947) | |
Accumulated Other Comprehensive Income (Loss) [Member] | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Balance | [2] | (476,733) | (503,205) | (463,354) | (530,192) |
Other comprehensive (loss) income before reclassifications | [2] | 16,424 | (114) | (6,655) | 4,051 |
Amounts reclassified from AOCI | [2] | 5,101 | 7,013 | 14,801 | 29,835 |
Total other comprehensive income | [2] | 21,525 | 6,899 | 8,146 | 33,886 |
Balance | [2] | $ (455,208) | $ (496,306) | $ (455,208) | $ (496,306) |
[1] Includes amortization of actuarial losses and recognized prior service costs, which are included in net periodic pension income. Refer to Note 9 for additional disclosure regarding the Company's postretirement benefit plans. Net of tax |
Segments - Additional Informati
Segments - Additional Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2022 USD ($) Segment | Dec. 31, 2021 USD ($) Segment | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | Segment | 2 | 2 | ||
Net sales | $ 328,855 | $ 319,249 | $ 985,839 | $ 1,073,291 |
Foreign Sales [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | $ 77,626 | $ 73,093 | $ 221,034 | $ 231,136 |
Segments - Schedule of Selected
Segments - Schedule of Selected Financial Information for Each Reportable Segment and Reconciliation of EBITDAP to Operating Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2022 | |
Segment Reporting Information [Line Items] | |||||
Net sales to external customers | $ 328,855 | $ 319,249 | $ 985,839 | $ 1,073,291 | |
Intersegment sales (eliminated in consolidation) | 0 | ||||
Segment profit and reconciliation to consolidated income before income taxes: | |||||
Adjusted EBITDAP | 55,684 | 47,043 | 169,061 | 159,327 | |
Reconciliation of segment profit to income (loss) before income taxes | |||||
Depreciation and amortization | (8,624) | (11,659) | (27,115) | (40,035) | |
Interest expense and other, net | (36,361) | (32,319) | (100,726) | (105,060) | |
Corporate expenses | (10,851) | (5,533) | (41,395) | (36,164) | |
Share-based compensation expense | (890) | (2,592) | (6,420) | (7,664) | |
Gain (loss) on sale of assets and businesses | (720) | 103,163 | (13,629) | ||
Amortization of acquired contract liabilities | 442 | 938 | 1,832 | 3,645 | |
Non-service defined benefit income | 8,576 | 14,400 | 25,725 | 23,127 | |
Consideration payable to customer related to divestiture | (17,185) | ||||
Debt extinguishment loss | (1,441) | (1,935) | (1,441) | (11,624) | |
Warrant remeasurement gain, net | 5,537 | 5,537 | |||
Income (loss) from continuing operations before income taxes | 11,352 | 8,343 | 111,036 | (28,077) | |
Total capital expenditures | 5,107 | 8,336 | 12,274 | 15,817 | |
Total assets | 1,597,292 | 1,597,292 | $ 1,761,166 | ||
Systems & Support [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Intersegment sales (eliminated in consolidation) | 7 | 7 | 31 | ||
Reconciliation of segment profit to income (loss) before income taxes | |||||
Amortization of acquired contract liabilities | 442 | 938 | 1,832 | 3,633 | |
Aerospace Structures [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Intersegment sales (eliminated in consolidation) | 22 | 42 | 16 | ||
Reconciliation of segment profit to income (loss) before income taxes | |||||
Amortization of acquired contract liabilities | 0 | 0 | 0 | 12 | |
Corporate & Eliminations [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales to external customers | 0 | 0 | |||
Intersegment sales (eliminated in consolidation) | (29) | (49) | (47) | ||
Segment profit and reconciliation to consolidated income before income taxes: | |||||
Adjusted EBITDAP | 0 | ||||
Reconciliation of segment profit to income (loss) before income taxes | |||||
Depreciation and amortization | (514) | (733) | (1,609) | (2,592) | |
Total capital expenditures | 81 | 4 | 190 | 518 | |
Total assets | 86,534 | 86,534 | |||
Operating Segments [Member] | Systems & Support [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales to external customers | 285,271 | 236,281 | 814,112 | 743,444 | |
Segment profit and reconciliation to consolidated income before income taxes: | |||||
Adjusted EBITDAP | 49,971 | 47,450 | 140,172 | 135,345 | |
Reconciliation of segment profit to income (loss) before income taxes | |||||
Depreciation and amortization | (7,419) | (7,821) | (22,447) | (24,765) | |
Total capital expenditures | 4,459 | 7,984 | 11,046 | 11,741 | |
Total assets | 1,382,952 | 1,382,952 | |||
Operating Segments [Member] | Aerospace Structures [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales to external customers | 43,584 | 82,968 | 171,727 | 329,847 | |
Segment profit and reconciliation to consolidated income before income taxes: | |||||
Adjusted EBITDAP | 5,713 | (407) | 28,889 | 23,982 | |
Reconciliation of segment profit to income (loss) before income taxes | |||||
Depreciation and amortization | (691) | (3,105) | (3,059) | (12,678) | |
Total capital expenditures | 567 | $ 348 | 1,038 | $ 3,558 | |
Total assets | $ 127,806 | $ 127,806 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) | 9 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Annual payment period for withdrawal liability obligation | 10 years |
Restructuring - Additional Info
Restructuring - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Restructuring Cost And Reserve [Line Items] | |||
Restructuring | $ 4,649 | $ 2,851 | $ 13,031 |