Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Jul. 25, 2018 | |
Document and Entity Information | ||
Entity Registrant Name | VALMONT INDUSTRIES INC | |
Entity Central Index Key | 102,729 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-30 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 22,408,197 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jul. 01, 2017 | Jun. 30, 2018 | Jul. 01, 2017 | |
Net sales | $ 682,405 | $ 712,737 | $ 1,381,089 | $ 1,350,210 |
Total cost of sales | 507,406 | 529,457 | 1,036,850 | 1,002,325 |
Gross profit | 174,999 | 183,280 | 344,239 | 347,885 |
Selling, general and administrative expenses | 111,329 | 104,830 | 216,609 | 204,779 |
Operating income | 63,670 | 78,450 | 127,630 | 143,106 |
Other income (expenses): | ||||
Interest expense | (11,791) | (10,818) | (22,865) | (22,122) |
Interest income | 1,446 | 967 | 2,713 | 1,894 |
Loss from divestiture of grinding media business | (6,084) | 0 | (6,084) | 0 |
Other | 1,844 | (192) | 703 | 853 |
Total other income (expenses) | (14,585) | (10,043) | (25,533) | (19,375) |
Earnings before income taxes | 49,085 | 68,407 | 102,097 | 123,731 |
Income tax expense (benefit): | ||||
Current | 16,724 | 27,803 | 24,437 | 29,101 |
Deferred | (2,319) | (6,718) | 2,500 | 7,347 |
Total income tax expense (benefit) | 14,405 | 21,085 | 26,937 | 36,448 |
Earnings before equity in earnings of nonconsolidated subsidiaries | 34,680 | 47,322 | 75,160 | 87,283 |
Equity in earnings of nonconsolidated subsidiaries | 0 | 0 | 0 | 0 |
Net earnings | 34,680 | 47,322 | 75,160 | 87,283 |
Less: Earnings attributable to noncontrolling interests | (1,720) | (1,658) | (2,919) | (2,640) |
Net earnings attributable to Valmont Industries, Inc. | $ 32,960 | $ 45,664 | $ 72,241 | $ 84,643 |
Earnings per share: | ||||
Basic (in dollars per share) | $ 1.47 | $ 2.03 | $ 3.21 | $ 3.76 |
Diluted (in dollars per share) | 1.46 | 2.01 | 3.18 | 3.73 |
Cash dividends declared per share (in dollars per share) | $ 0.375 | $ 0.375 | $ 0.75 | $ 0.75 |
Weighted average number of shares of common stock outstanding - Basic (in shares) | 22,438 | 22,517 | 22,523 | 22,494 |
Weighted average number of shares of common stock outstanding - Diluted (in shares) | 22,573 | 22,740 | 22,684 | 22,700 |
Product sales | ||||
Net sales | $ 598,642 | $ 632,507 | $ 1,219,128 | $ 1,205,459 |
Total cost of sales | 453,021 | 477,174 | 929,285 | 904,021 |
Services sales | ||||
Net sales | 83,763 | 80,230 | 161,961 | 144,751 |
Total cost of sales | $ 54,385 | $ 52,283 | $ 107,565 | $ 98,304 |
CONDENSED CONSOLIDATED STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jul. 01, 2017 | Jun. 30, 2018 | Jul. 01, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings | $ 34,680 | $ 47,322 | $ 75,160 | $ 87,283 |
Foreign currency translation adjustments: | ||||
Unrealized translation gain (loss) | (46,953) | 21,551 | (40,149) | 40,941 |
Realized loss on divestiture of grinding media business recorded in earnings | 9,203 | 0 | 9,203 | 0 |
Gain (loss) on hedging activities: | ||||
Net investment hedges | 2,396 | (550) | 1,607 | (1,076) |
Realized loss on net investment hedge for grinding media business recorded in earnings | 1,215 | 0 | 1,215 | 0 |
Amortization cost included in interest expense | 25 | 18 | 44 | 37 |
Loss (deferred) on interest rate hedges | (2,467) | 0 | (2,467) | 0 |
Commodity hedges | 1,438 | 0 | 1,345 | 0 |
Other comprehensive income (loss) | (35,143) | 21,019 | (29,202) | 39,902 |
Comprehensive income | (463) | 68,341 | 45,958 | 127,185 |
Comprehensive loss (income) attributable to noncontrolling interests | (1,114) | (2,223) | (5,861) | (1,982) |
Comprehensive income attributable to Valmont Industries, Inc. | $ (1,577) | $ 66,118 | $ 40,097 | $ 125,203 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 30, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 722,588 | $ 492,805 |
Receivables, net | 472,849 | 503,677 |
Inventories | 381,971 | 420,948 |
Prepaid expenses and other assets | 127,843 | 43,643 |
Refundable income taxes | 9,841 | 11,492 |
Total current assets | 1,715,092 | 1,472,565 |
Property, plant and equipment, at cost | 1,132,074 | 1,165,687 |
Less accumulated depreciation and amortization | 639,386 | 646,759 |
Net property, plant and equipment | 492,688 | 518,928 |
Goodwill | 321,362 | 337,720 |
Other intangible assets, net | 124,549 | 138,599 |
Other assets | 125,670 | 134,438 |
Total assets | 2,779,361 | 2,602,250 |
Current liabilities: | ||
Current installments of long-term debt | 253,081 | 966 |
Notes payable to banks | 271 | 161 |
Accounts payable | 193,612 | 227,906 |
Accrued employee compensation and benefits | 71,813 | 84,426 |
Accrued expenses | 79,363 | 81,029 |
Liabilities held for sale | 8,412 | 8,510 |
Dividends Payable, Current | 8,412 | 8,510 |
Total current liabilities | 606,552 | 402,998 |
Deferred income taxes | 34,492 | 34,906 |
Long-term debt, excluding current installments | 736,302 | 753,888 |
Defined benefit pension liability | 183,688 | 189,552 |
Deferred compensation | 48,118 | 48,526 |
Other noncurrent liabilities | 20,385 | 20,585 |
Shareholders’ equity: | ||
Preferred stock of $1 par value - Authorized 500,000 shares; none issued | 0 | 0 |
Common stock of $1 par value - Authorized 75,000,000 shares; issued 27,900,000 issued | 27,900 | 27,900 |
Retained earnings | 2,023,919 | 1,954,344 |
Accumulated other comprehensive loss | (311,166) | (279,022) |
Treasury stock | (628,487) | (590,386) |
Total Valmont Industries, Inc. shareholders’ equity | 1,112,166 | 1,112,836 |
Noncontrolling interest in consolidated subsidiaries | 37,658 | 38,959 |
Total shareholders’ equity | 1,149,824 | 1,151,795 |
Total liabilities and shareholders’ equity | $ 2,779,361 | $ 2,602,250 |
CONDENSED CONSOLIDATED BALANCE5
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2018 | Dec. 30, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, authorized shares (in shares) | 500,000 | 500,000 |
Preferred stock, issued shares (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
Common stock, authorized shares (in shares) | 75,000,000 | 75,000,000 |
Common stock, issued shares (in shares) | 27,900,000 | 27,900,000 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jul. 01, 2017 | |
Statement of Cash Flows [Abstract] | ||
Payments of Debt Issuance Costs | $ (2,322) | $ 0 |
Cash flows from operating activities: | ||
Net earnings | 75,160 | 87,283 |
Adjustments to reconcile net earnings to net cash flows from operations: | ||
Depreciation and amortization | 41,657 | 41,754 |
Noncash loss on trading securities | 229 | 188 |
Stock-based compensation | 5,374 | 4,590 |
Defined benefit pension plan expense (benefit) | (1,159) | 314 |
Contribution to defined benefit pension plan | (731) | (25,379) |
(Gain)/loss on sale of property, plant and equipment | (287) | (64) |
Equity in earnings of nonconsolidated subsidiaries | 0 | 0 |
Deferred income taxes | 2,500 | 7,347 |
Changes in assets and liabilities: | ||
Receivables | 10,664 | (49,416) |
Inventories | (20,592) | (24,963) |
Prepaid expenses and other assets | (34,096) | (5,892) |
Accounts payable | (18,645) | 10,715 |
Accrued expenses | (10,523) | 5,252 |
Other noncurrent liabilities | (480) | 1,973 |
Income taxes refundable | (4,288) | 2,028 |
Net cash flows from operating activities | 53,658 | 55,730 |
Cash flows from investing activities: | ||
Purchase of property, plant and equipment | (31,816) | (26,183) |
Proceeds from sale of assets | 64,393 | 890 |
Payments to Acquire Businesses, Net of Cash Acquired | (9,300) | 0 |
Settlement of net investment hedges | (1,621) | 5,123 |
Other, net | 2,404 | (2,467) |
Net cash flows from investing activities | 24,060 | (22,637) |
Cash flows from financing activities: | ||
Proceeds/(payments) under short-term agreements | 130 | (369) |
Principal payments on long-term borrowings | (495) | (434) |
Dividends paid | (17,003) | (16,913) |
Dividends to noncontrolling interest | (4,852) | (2,889) |
Purchase of noncontrolling interest | (5,510) | 0 |
Purchase of treasury shares | (43,999) | 0 |
Proceeds from exercises under stock plans | 5,711 | 10,168 |
Purchase of common treasury shares—stock plan exercises | (1,769) | (3,056) |
Net cash flows from financing activities | 165,065 | (13,493) |
Effect of exchange rate changes on cash and cash equivalents | (13,000) | 16,106 |
Net change in cash and cash equivalents | 229,783 | 35,706 |
Cash, cash equivalents, and restricted cash—beginning of year | 492,805 | 412,516 |
Cash, cash equivalents, and restricted cash—end of period | 722,588 | 448,222 |
Restructuring Costs | 2,791 | 0 |
Asset Impairment Charges | $ 6,084 | $ 0 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common stock | Additional paid-in capital | Retained earnings | Accumulated other comprehensive income (loss) | Treasury stock | Noncontrolling interest in consolidated subsidiaries |
Beginning balance at Dec. 31, 2016 | $ 982,586 | $ 27,900 | $ 0 | $ 1,874,722 | $ (346,359) | $ (612,781) | $ 39,104 |
Increase (Decrease) in Shareholders' Equity | |||||||
Net earnings | 87,283 | 84,643 | 2,640 | ||||
Other comprehensive income (loss) | 39,902 | 40,560 | (658) | ||||
Cash dividends declared | (16,939) | (16,939) | 0 | ||||
Dividends to noncontrolling interests | (2,889) | (2,889) | |||||
Stock plan exercises | (3,056) | (3,056) | |||||
Stock options exercised | 10,168 | (4,590) | 3,448 | 11,310 | |||
Stock option expense | 2,578 | 2,578 | |||||
Stock awards | 2,813 | 2,012 | 801 | ||||
Ending balance at Jul. 01, 2017 | 1,102,446 | 27,900 | 0 | 1,945,874 | (305,799) | (603,726) | 38,197 |
Increase (Decrease) in Shareholders' Equity | |||||||
Cumulative impact of ASC 606 adoption | Accounting Standards Update 2014-09 | 9,771 | 9,771 | |||||
Cumulative impact of ASC 606 adoption | Accounting Standards Update 2016-16 | 1,038 | 1,038 | |||||
Beginning balance at Dec. 30, 2017 | 1,151,795 | 27,900 | 0 | 1,954,344 | (279,022) | (590,386) | 38,959 |
Increase (Decrease) in Shareholders' Equity | |||||||
Net earnings | 75,160 | 72,241 | 2,919 | ||||
Other comprehensive income (loss) | (29,202) | (32,144) | 2,942 | ||||
Cash dividends declared | (16,893) | (16,893) | 0 | ||||
Dividends to noncontrolling interests | (4,852) | (4,852) | |||||
Purchase of noncontrolling interests | 5,510 | 0 | 5,510 | ||||
Addition of noncontrolling interest | 3,200 | 3,200 | |||||
Purchase of treasury shares | (43,999) | (43,999) | |||||
Stock plan exercises | (1,769) | (1,769) | |||||
Stock options exercised | 5,711 | (4,459) | 3,418 | 6,752 | |||
Stock option expense | 2,151 | 2,151 | |||||
Stock awards | 3,223 | 2,308 | 915 | ||||
Ending balance at Jun. 30, 2018 | $ 1,149,824 | $ 27,900 | $ 0 | $ 2,023,919 | $ (311,166) | $ (628,487) | $ 37,658 |
CONDENSED CONSOLIDATED STATEME8
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - shares | 6 Months Ended | |
Jun. 30, 2018 | Jul. 01, 2017 | |
Statement of Stockholders' Equity [Abstract] | ||
Purchase of treasury shares, shares acquired (in shares) | 384,622 | |
Stock plan exercises; shares acquired (in shares) | 19,086 | |
Stock options exercised; shares issued (in shares) | 84,432 | |
Stock awards; shares issued (in shares) | 5,677 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Condensed Consolidated Financial Statements The Condensed Consolidated Balance Sheet as of June 30, 2018 , the Condensed Consolidated Statements of Earnings and Comprehensive Income for the thirteen and twenty-six weeks ended June 30, 2018 and July 1, 2017 , and the Condensed Consolidated Statements of Cash Flows and Shareholders' Equity for the twenty-six week periods then ended have been prepared by the Company, without audit. In the opinion of management, all necessary adjustments (which include normal recurring adjustments) have been made to present fairly the financial statements as of June 30, 2018 and for all periods presented. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. These Condensed Consolidated Financial Statements should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 30, 2017 . The accounting policies and methods of computation followed in these interim financial statements are the same as those followed in the financial statements for the year ended December 30, 2017 with the exception of the revenue recognition accounting policy which changed from adopting ASU 2014-09 and is discussed later within this footnote. The results of operations for the period ended June 30, 2018 are not necessarily indicative of the operating results for the full year. Inventories Approximately 37% and 37% of inventory is valued at the lower of cost, determined on the last-in, first-out (LIFO) method, or market as of June 30, 2018 and December 30, 2017 . All other inventory is valued at the lower of cost, determined on the first-in, first-out (FIFO) method or market. Finished goods and manufactured goods inventories include the costs of acquired raw materials and related factory labor and overhead charges required to convert raw materials to manufactured and finished goods. The excess of replacement cost of inventories over the LIFO value is approximately $46,459 and $43,727 at June 30, 2018 and December 30, 2017 , respectively. Inventories consisted of the following: June 30, December 30, Raw materials and purchased parts $ 191,918 $ 183,029 Work-in-process 19,500 30,671 Finished goods and manufactured goods 217,012 250,975 Subtotal 428,430 464,675 Less: LIFO reserve 46,459 43,727 $ 381,971 $ 420,948 (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Income Taxes Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries for the thirteen and twenty-six weeks ended June 30, 2018 and July 1, 2017 , were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2018 2017 2018 2017 United States $ 42,336 $ 50,773 $ 84,101 $ 86,197 Foreign 6,749 17,634 17,996 37,534 $ 49,085 $ 68,407 $ 102,097 $ 123,731 The Company estimated and recognized provisional amounts at December 30, 2017 for the following aspect of the 2017 Tax Act: • Deemed Repatriation transition tax : The Deemed Repatriation transition tax (“Transition Tax”) is a tax on unremitted foreign earnings of certain foreign subsidiaries, which subjected the Company's unremitted foreign earnings of approximately $400,000 to tax at certain specified rates less associated foreign tax credits. The Company recorded a provisional Transition Tax obligation of $9,890 . • Indefinite reinvestment assertion : The Company's position is that unremitted foreign earnings subject to the Transition Tax are not indefinitely reinvested. The Company recorded a provisional amount of the deferred income taxes for foreign withholding taxes and U.S. state income taxes of $10,373 and $1,300 , respectively. The Company also continues to gather additional information to determine its permanently reinvested position with respect to future foreign earnings. • No adjustments to these 2017 Tax Act amounts were recognized during the first half of 2018. However, the Company may adjust these provisional amounts in future quarters of 2018 after assessing additional implementation guidance as it becomes available. Pension Benefits The Company incurs expenses in connection with the Delta Pension Plan ("DPP"). The DPP was acquired as part of the Delta plc acquisition in fiscal 2010 and has no members that are active employees. In order to measure expense and the related benefit obligation, various assumptions are made including discount rates used to value the obligation, expected return on plan assets used to fund these expenses and estimated future inflation rates. These assumptions are based on historical experience as well as current facts and circumstances. An actuarial analysis is used to measure the expense and liability associated with pension benefits. The components of the net periodic pension (benefit) expense for the thirteen and twenty-six weeks ended June 30, 2018 and July 1, 2017 were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended Net periodic (benefit) expense: 2018 2017 2018 2017 Interest cost $ 4,486 $ 4,478 $ 9,202 $ 8,799 Expected return on plan assets (5,815 ) (5,054 ) (11,929 ) (9,931 ) Amortization of actuarial loss 764 736 1,568 1,446 Net periodic expense (benefit) $ (565 ) $ 160 $ (1,159 ) $ 314 (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Stock Plans The Company maintains stock‑based compensation plans approved by the shareholders, which provide that the Human Resource Committee of the Board of Directors may grant incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock awards, restricted stock units, and bonuses of common stock. At June 30, 2018 , 1,700,000 shares of common stock remained available for issuance under the plans. Under the plans, the exercise price of each option equals the closing market price at the date of the grant. Options vest beginning on the first anniversary of the grant in equal amounts over three to six years or on the grant's fifth anniversary. Expiration of grants is from seven to ten years from the date of grant. Restricted stock units and awards generally vest in equal installments over three years beginning on the first anniversary of the grant. The Company's compensation expense (included in selling, general and administrative expenses) and associated income tax benefits related to stock options and restricted stock for the thirteen and twenty-six weeks ended June 30, 2018 and July 1, 2017 , respectively, were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2018 2017 2018 2017 Compensation expense $ 2,599 $ 2,096 $ 5,374 $ 4,590 Income tax benefits 650 807 1,344 1,767 Fair Value The Company applies the provisions of Accounting Standards Codification 820, Fair Value Measurements (“ASC 820”) which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. The provisions of ASC 820 apply to other accounting pronouncements that require or permit fair value measurements. As defined in ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a three‑level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Financial assets and liabilities carried at fair value will be classified and disclosed in one of the following three categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. The categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Following is a description of the valuation methodologies used for assets and liabilities measured at fair value. Trading Securities: The assets and liabilities recorded for the investments held in the Valmont Deferred Compensation Plan of $39,508 ( $39,091 at December 30, 2017) represent mutual funds, invested in debt and equity securities, classified as trading securities in accordance with Accounting Standards Codification 320, Accounting for Certain (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Investments in Debt and Equity Securities , considering the employee's ability to change investment allocation of their deferred compensation at any time. The Company's ownership of shares in Delta EMD Pty. Ltd. (JSE:DTA) is also classified as trading securities. The shares are valued at $1,686 and $1,951 as of June 30, 2018 and December 30, 2017, respectively, which is the estimated fair value. Quoted market prices are available for these securities in an active market and therefore categorized as a Level 1 input. Fair Value Measurement Using: Carrying Value Quoted Prices in Significant Other Significant Assets: Trading Securities $ 41,194 $ 41,194 $ — $ — Fair Value Measurement Using: Carrying Value Quoted Prices in Significant Other Significant Assets: Trading Securities $ 41,042 $ 41,042 $ — $ — Comprehensive Income Comprehensive income includes net earnings, currency translation adjustments, certain derivative-related activity and changes in net actuarial gains/losses from a pension plan. Results of operations for foreign subsidiaries are translated using the average exchange rates during the period. Assets and liabilities are translated at the exchange rates in effect on the balance sheet dates. Accumulated other comprehensive income (loss) consisted of the following at June 30, 2018 and December 30, 2017: Foreign Currency Translation Adjustments Gain/(Loss) on Hedging Activities Defined Benefit Pension Plan Accumulated Other Comprehensive Loss Balance at December 30, 2017 $ (171,399 ) $ 6,357 $ (113,980 ) $ (279,022 ) Current-period comprehensive income (loss) (43,091 ) 529 — (42,562 ) Divestiture of grinding media business 9,203 1,215 — 10,418 Balance at June 30, 2018 $ (205,287 ) $ 8,101 $ (113,980 ) $ (311,166 ) Revenue Recognition On December 31, 2017, the Company adopted Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers (Topic 606) . The Company elected to use the modified retrospective approach for the adoption of the new revenue standard. The cumulative effect of initially applying the new revenue standard was recorded as an adjustment to the opening balance of retained earnings, which impacted the Condensed Consolidated Balance Sheet as follows: (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Balance Sheet December 30, ASC 606 Adjustments December 31, Assets Inventories $ 420,948 $ (36,243 ) $ 384,705 Prepaid expenses and other current assets 43,643 51,507 95,150 Liabilities and shareholders' equity Accrued expenses 81,029 2,043 83,072 Deferred income taxes 34,906 3,450 38,356 Retained earnings 1,954,344 9,771 1,964,115 The adoption of ASC 606 had the following impact on the Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Earnings for the thirteen weeks and twenty-six weeks ended June 30, 2018 : Balance Sheet As Reported Balance Excluding ASC 606 Effects Change Assets Inventories $ 381,971 $ 436,414 $ (54,443 ) Prepaid expenses and other assets 127,843 53,829 74,014 Liabilities and shareholders' equity Accrued expenses 79,363 75,060 4,303 Deferred income taxes 34,492 30,535 3,957 Retained earnings 2,023,919 2,012,608 11,311 Thirteen Weeks Ended June 30, 2018 Twenty-six Weeks Ended June 30, 2018 Statement of Earnings As Reported Balance Excluding ASC 606 Effects Change As Reported Balance Excluding ASC 606 Effects Change Net Sales $ 682,405 $ 687,953 $ (5,548 ) $ 1,381,089 $ 1,358,827 $ 22,262 Operating Income $ 63,670 $ 66,707 $ (3,037 ) $ 127,630 $ 125,592 $ 2,038 The Company determines the appropriate revenue recognition for our contracts by analyzing the type, terms and conditions of each contract or arrangement with a customer. Contracts with customers for all businesses are fixed-price with sales tax excluded from revenue, and do not include variable consideration. Discounts included in contracts with customers, typically early pay discounts, are recorded as a reduction of net sales in the period in which the sale is recognized. Contract revenues are classified as product when the performance obligation is related to the manufacturing of goods. Contract revenues are classified as service when the performance obligation is the performance of a service. Service revenue is primarily related to the Coatings segment. Customer acceptance provisions exist only in the design stage of our products and acceptance of the design by the customer is required before the project is manufactured and delivered to the customer. The Company is not entitled to any compensation solely based on design of the product and does not recognize revenue associated with the design stage. There is one performance obligation for revenue recognition. No general rights of return exist for customers once the product has been delivered and the Company establishes provisions for estimated warranties. The Company does not sell extended warranties for any of its products. (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Shipping and handling costs associated with sales are recorded as cost of goods sold. The Company elected to use the practical expedient of treating freight as a fulfillment obligation instead of a separate performance obligation and ratably recognize freight expense as the structure is being manufactured, when the revenue from the associated customer contract is being recognized over time. With the exception of the Utility segment and the wireless communication structures product line, the Company’s inventory is interchangeable for a variety of each segment’s customers. The Company elected the practical expedient to not disclose the partially satisfied performance obligation at the end of the period when the contract has an original expected duration of one year or less. In addition, the Company elected the practical expedient to not adjust the amount of consideration to be received in a contract for any significant financing component if payment is expected within twelve months of transfer of control of goods or services; the Company expects all consideration to be received in one year or less at contract inception. Segment and Product Line Revenue Recognition The global Utility segment revenues are derived from manufactured steel and concrete structures for the North America utility industry and offshore and other complex structures used in energy generation and distribution outside of the United States. Steel and concrete utility structures are engineered to customer specifications resulting in limited ability to sell the structure to a different customer if an order is canceled after production commences. The continuous transfer of control to the customer is evidenced either by contractual termination clauses or by our rights to payment for work performed to-date plus a reasonable profit as the products do not have an alternative use to the Company. Since control is transferring over time, revenue is recognized based on the extent of progress towards completion of the performance obligation. The selection of the method to measure progress towards completion requires judgment. For our steel and concrete utility and wireless communication structure product lines, we generally recognize revenue on an inputs basis, using total production hours incurred to-date for each order as a percentage of total hours estimated to produce the order. The completion percentage is applied to the order’s total revenue and total estimated costs to determine reported revenue, cost of goods sold and gross profit. Production of an order, once started, is typically completed within three months. Revenue from the offshore and other complex structures business is also recognized using an inputs method, based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. External sales agents are used in certain sales of steel and concrete structures; the Company has chosen to use the practical expedient to expense estimated commissions owed to third parties by recognizing them proportionately as the goods are manufactured. The global ESS segment revenues are derived from the manufacture and distribution of engineered metal, composite structures and components for lighting and traffic and roadway safety, engineered access systems, and wireless communication. For the lighting and traffic and roadway safety product lines, revenue is recognized upon shipment or delivery of goods to the customer depending on contract terms, which is the same point in time that the customer is billed. For Access Systems, revenue is generally recognized upon delivery of goods to the customer which is the same point in time that the customer is billed. The wireless communication product line has large regional customers who have unique product specifications for communication structures. When the customer contract includes a cancellation clause that would require them to pay for work completed plus a reasonable margin if an order was canceled, revenue is recognized over time based on hours worked as a percent of total estimated hours to complete production. For the remaining wireless communication product line customers which do not provide a contractual right to bill for work completed on a canceled order, revenue is recognized upon shipment or delivery of the goods to the customer which is the same point in time that the customer is billed. The global Coatings segment revenues are derived by providing coating services to customers’ products, which include galvanizing, anodizing, and powder coating. Revenue is recognized once the coating service has been performed and the goods are ready to be picked up or delivered to the customer which is the same time that the customer is billed. The global Irrigation segment revenues are derived from the manufacture of agricultural irrigation equipment and related parts and services for the agricultural industry and tubular products for industrial customers. Revenue recognition for the irrigation segment is generally upon shipment of the goods to the customer which is the same point in time that the customer is billed. The remote monitoring subscription services are primarily billed annually and revenue is recognized on a straight-line basis over the subsequent twelve months. (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Disaggregation of revenue by product line is disclosed in the Segment footnote. A breakdown by segment of revenue recognized over time and revenue recognized at a point in time for the thirteen and twenty-six weeks ended June 30, 2018 is as follows: Point in Time Over Time Point in Time Over Time Thirteen weeks ended June 30, 2018 Thirteen weeks ended June 30, 2018 Twenty-six weeks ended June 30, 2018 Twenty-six weeks ended June 30, 2018 Utility Support Structures $ — $ 196,531 $ — $ 406,390 Engineered Support Structures 237,720 8,321 444,914 17,043 Coatings 74,539 — 142,997 — Irrigation 157,800 2,813 341,034 5,631 Other 4,681 — 23,080 — Total $ 474,740 $ 207,665 $ 952,025 $ 429,064 The Company's contract asset as of June 30, 2018 is $92,585 . This amount is included within prepaid expenses and other assets line item within current assets. The contract assets attributable to the cumulative effect from the adoption of the new revenue recognition guidance was $51,507 ; the contract asset at December 30, 2017, attributable to the offshore and other complex structures product line, was $16,165 . Both steel and concrete utility customers are generally invoiced upon shipment or delivery of the goods to the customer's specified location and there are normally no up-front or progress payments. The offshore and complex steel structures business invoices customers a number of ways including advanced billings, progress billings, and billings upon shipment. At June 30, 2018 and December 30, 2017, the contract liability for revenue recognized over time was $4,669 and $7,368 . The contract liability is included in Accrued Expenses on the Condensed Consolidated Balance Sheets. During the twenty-six weeks ended June 30, 2018, the Company recognized $4,456 of revenue that was included in the liability as of December 30, 2017. The revenue recognized was due to applying advance payments received for projects completed during the period. Hedging Activities The Company manages interest rate risk, commodity price risk, and foreign currency risk related to foreign currency denominated transactions and investments in foreign subsidiaries. Depending on the circumstances, the Company may manage these risks by utilizing derivative financial instruments. Some derivative financial instruments are marked to market and recorded in the Company's consolidated statements of earnings, while others may be accounted for as fair value, cash flow, or net investment hedges. Derivative financial instruments have credit and market risk. The Company manages these risks of derivative instruments by monitoring limits as to the types and degree of risk that can be taken, and by entering into transactions with counterparties who are recognized, stable multinational banks. Fair value of derivative instruments at June 30, 2018 and December 30, 2017 are as follows: Derivatives designated as hedging instruments: Balance sheet location June 30, 2018 December 30, 2017 Commodity forward contracts Prepaid expenses and other assets $ 1,345 $ — Foreign currency forward contracts Prepaid expenses and other assets 2,005 — Foreign currency forward contracts Accrued expenses — (826 ) $ 3,350 $ (826 ) (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) In the second quarter of 2016, the Company entered into a one-year foreign currency forward contract which qualified as a net investment hedge, in order to mitigate foreign currency risk on a portion of our investments denominated in British pounds. The forward contract had a notional amount to sell British pounds and receive $44,000 , and matured in May 2017. The realized gain of $5,123 ( $3,150 after tax) has been deferred in other comprehensive income (OCI) where it will remain until the Company's net investments in its British subsidiaries are divested. In the third quarter of 2017, the Company entered into two six -month foreign currency forward contracts which qualified as net investment hedges, in order to mitigate foreign currency risk on the grinding media business that is denominated in both Australian dollars and British pounds. The Company announced its intention to divest of this business in August 2017 and finalized the sale in the second quarter. The forward contracts had a maturity date of January 2018 and a notional amount to sell British pounds and Australian dollars to receive $24,059 and $21,222 , respectively. As regulatory approval was still pending at maturity of the contracts, the Company chose to extend the Australian dollar contract through April 2018 which was the planned date of divestiture. Due to the sale of the grinding media business in the second quarter of 2018, the Company reclassified the net investment hedge loss of $1,621 ( $1,215 after tax) from OCI to Loss from divestiture of grinding media business in the Statements of Earnings. In the first quarter of 2018, the Company entered into a steel hot rolled coil forward contract which qualified as a cash flow hedge of the variability in the cash flows attributable to future steel purchases. The forward contract has a notional amount of $7,142 for the purchase of 1,500 short tons for each month from July 2018 to December 2018. During the second quarter of 2018, the Company entered into an additional steel hot rolled coil forward contract with a notional amount of $7,185 for an additional 2,000 short tons for each month from July to September 2018 and 1,000 short tons for each month from October to December 2018. The unrealized gain on the hedges of $1,345 is recorded in OCI. The gain/(loss) upon settlement will be recognized in earnings based on average inventory turns. In the second quarter of 2018, the Company entered into a two foreign currency forward contracts which qualified as net investment hedges, each for a two year term, to mitigate foreign currency risk of the Company's investment in its Australian dollar and euro denominated businesses. The forward contracts have a maturity date of May 2020 and notional amounts to sell Australian dollars and euro to receive $100,000 and $50,000 , respectively. The unrealized gain recorded in OCI for the Australian dollar and euro net investment hedges at June 30, 2018 are $857 and $1,148 , respectively. On June 19, 2018, the Company issued and sold $ 200,000 aggregate principal amount of the Company’s 5.00% senior notes due 2044 and $ 55,000 aggregate principal amount of the Company’s 5.25% senior notes due 2054. During the second quarter of 2018, the Company executed a contract to lock in the interest rate related to the issuance of the 2044 Notes and an additional contract to lock in the interest rate on the 2054 Notes. These contracts, with a combined notional amount of $175,000 , were executed to hedge the risk of potential fluctuations in the treasury rates which would change the amount of net proceeds received from the debt offering. On June 8, 2018, these contracts were settled with the Company paying $2,467 to the counterparties which was recorded in OCI and will be amortized as an increase to interest expense over the term of the debt. (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Recently Adopted Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-9, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in Accounting Standards Codification ("ASC") 605, Revenue Recognition . Effective December 31, 2017, the Company adopted Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers (Topic 606). The Company elected the modified retrospective approach for the adoption of the new revenue standard, resulting in a credit to retained earnings being recognized for $9,771 . The Company calculated the cumulative effect on revenue of approximately $51,507 with $13,121 of pre-tax operating income; these were customer orders for the steel utility, concrete utility, and wireless communication structures product lines at various stages of production at December 30, 2017. In March 2017, the FASB issued ASU 2017-07, Presentation of Net Periodic Benefit Cost Related to Defined Benefit Plans, which amends the income statement presentation requirements for the components of net periodic benefit cost for an entity's defined benefit pension and post-retirement plans. The Company adopted this ASU in the first quarter of 2018, recognizing the DPP net periodic pension expense within Other income (expense). The Company also reclassified $160 and $314 of DPP net periodic pension expense for second quarter and first half of 2017 out of selling, general, and administrative expense and into Other expense. In December 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash , which requires amounts generally described as restricted cash and restricted cash equivalents to be included within cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown in the statement of cash flows. The Company adopted the ASU in the first quarter of 2018, recasting the beginning-of-period and end-of-period total cash and cash equivalent amounts on the statement of cash flows to include the £10,000 restricted cash account for the pension plan at December 31, 2016, thus reducing cash flows from operating activities by $12,568 in 2017. The Company did not have any restricted cash at June 30, 2018 or December 30, 2017. |
ACQUISITIONS
ACQUISITIONS | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS On January 26, 2018, the Company acquired 60% of the assets of Torrent Engineering and Equipment ("Torrent") for $4,800 in cash. Torrent operates in Indiana and is an integrator of prefabricated pump stations that involves designing high pressure water and compressed air process systems. Torrent has annual sales of approximately $9,000 . In the purchase price allocation, goodwill of $3,922 and $4,020 of customer relationships and other intangible assets were recorded. A portion of the goodwill is deductible for tax purposes. Torrent is included in the Irrigation segment and was acquired to expand the Company's water management capabilities. The purchase price allocation was finalized in the second quarter of 2018. Proforma disclosures were omitted as this business does not have a significant impact on the Company's financial results. On July 31, 2017, the Company purchased Aircon Guardrails Private Limited ("Aircon") for $5,362 in cash, net of cash acquired, plus assumed liabilities. Aircon produces highway safety systems including guardrails, structural metal products, and solar structural products in India with annual sales of approximately $10,000 . In the purchase price allocation, goodwill of $3,327 and $2,109 of customer relationships and other intangible assets were recorded. Goodwill is not deductible for tax purposes. This business is included in the Engineered Support Structures segment and was acquired to expand the Company's geographic presence in the Asia-Pacific region. The purchase price allocation was finalized in the fourth quarter of 2017. Proforma disclosures were omitted as this business does not have a significant impact on the Company's financial results. Acquisitions of Noncontrolling Interests In March 2018, the Company acquired the remaining 10% of Valmont Industria e Commercio Ltda. that it did not own for $5,510 . As this transaction was for the acquisition of all of the remaining shares of a consolidated subsidiary with no change in control, it was recorded within shareholders' equity and as a financing activity in the Consolidated Statements of Cash Flows. |
DIVESTITURE
DIVESTITURE | 6 Months Ended |
Jun. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DIVESTITURE | On April 30, 2018, the Company completed the sale of Donhad, its grinding media business in Australia, reported in the Other segment. The business was sold because it did not fit the long-term strategic plans for the Company. The grinding media business historical annual sales, operating profit, and net assets are not significant for discontinued operations presentation. The grinding media business had operating income/(loss) of ($334) and ($913) for the thirteen and twenty-six weeks ended June 30, 2018, and $1,859 and $3,945 for the thirteen and twenty-six weeks ended July 1, 2017. The Company received Australian $82,500 (U.S. $62,518 ) but is subject to a working capital target settlement with the buyer that is expected to be finalized before the end of fiscal 2018. The assets and liabilities of the grinding media business at closing on April 30, 2018 were as follows: Receivables, net $ 9,848 Inventories 15,945 Net property, plant, and equipment 13,815 Goodwill and intangible assets 27,153 Other assets 1,388 Total assets $ 68,149 Accounts payable $ 7,125 Accrued expenses 2,484 Deferred income taxes 2,187 Total liabilities $ 11,796 Net assets $ 56,353 The pre-tax loss from the divestiture is reported in other income (expense). The loss is comprised of the proceeds from buyer, less deal-related costs, less the net assets of the business which resulted in a gain of $4,334 . Offsetting this amount is a $ (10,418) realized loss on foreign exchange translation adjustments and net investment hedges previously reported in shareholders' equity. Pre-tax gain from divestiture, before recognition of currency translation loss $ 4,334 Recognition of cumulative currency translation loss and hedges (out of OCI) (10,418 ) Net pre-tax loss from divestiture of the grinding media business $ (6,084 ) The transaction did not result in a taxable capital gain as the cash proceeds were less than the tax carrying value of the business. There is an insignificant tax benefit from the tax deductibility of deal related expenses. |
RESTRUCTURING ACTIVITIES
RESTRUCTURING ACTIVITIES | 6 Months Ended |
Jun. 30, 2018 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING ACTIVITIES | RESTRUCTURING ACTIVITIES In February 2018, the Company decided upon certain regional restructuring activities (the "2018 Plan") of approximately $ 20,000 , primarily in the ESS segment. The Company expects to incur $ 13,500 of pre-tax restructuring expenses in cost of sales and $ 6,500 of pre-tax restructuring expense in SG&A in 2018. Within the $ 20,000 are expected pre-tax asset impairments of approximately $ 5,000 . The following pre-tax expense were recognized during the second quarter of 2018: ESS Utility Corporate Total Severance $ 1,603 $ 515 $ — $ 2,118 Other cash restructuring expenses 152 959 — 1,111 Asset impairments/net loss on disposals 1,261 — — 1,261 Total cost of sales 3,016 1,474 — 4,490 Severance 1,533 — — 1,533 Other cash restructuring expenses 485 — 126 611 Asset impairments/net loss on disposals 385 — — 385 Total selling, general and administrative expenses 2,403 — 126 2,529 Consolidated total $ 5,419 $ 1,474 $ 126 $ 7,019 In the first half of 2018, the Company recognized the following pre-tax restructuring expenses: ESS Utility Corporate Total Severance $ 2,026 $ 515 $ — $ 2,541 Other cash restructuring expenses 152 1,731 — 1,883 Asset impairments/net loss on disposals 2,406 — — 2,406 Total cost of sales 4,584 2,246 — 6,830 Severance 3,511 — — 3,511 Other cash restructuring expenses 567 — 126 693 Asset impairments/net loss on disposals 385 — — 385 Total selling, general and administrative expenses 4,463 — 126 4,589 Consolidated total $ 9,047 $ 2,246 $ 126 $ 11,419 Liabilities recorded for the restructuring plans and changes therein for the first half of 2018 were as follows: Balance at December 30, 2017 Recognized Restructuring Expense Costs Paid or Otherwise Settled Balance at June 30, 2018 Severance $ — $ 6,052 $ (6,052 ) $ — Other cash restructuring expenses 1,216 2,576 (2,609 ) 1,183 Total $ 1,216 $ 8,628 $ (8,661 ) $ 1,183 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 6 Months Ended |
Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS Amortized Intangible Assets The components of amortized intangible assets at June 30, 2018 and December 30, 2017 were as follows: June 30, 2018 Gross Accumulated Weighted Customer Relationships $ 188,767 $ 126,904 13 years Proprietary Software & Database 3,589 3,075 8 years Patents & Proprietary Technology 7,225 4,238 11 years Other 4,496 3,789 3 years $ 204,077 $ 138,006 December 30, 2017 Gross Accumulated Weighted Customer Relationships $ 200,810 $ 131,062 13 years Proprietary Software & Database 3,671 3,107 8 years Patents & Proprietary Technology 6,693 3,999 11 years Other 4,861 4,121 3 years $ 216,035 $ 142,289 Amortization expense for intangible assets for the thirteen and twenty-six weeks ended June 30, 2018 and July 1, 2017 , respectively was as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2018 2017 2018 2017 3,572 3,903 7,455 7,767 Estimated annual amortization expense related to finite‑lived intangible assets is as follows: Estimated 2018 $ 14,187 2019 12,903 2020 11,804 2021 9,748 2022 7,573 The useful lives assigned to finite‑lived intangible assets included consideration of factors such as the Company’s past and expected experience related to customer retention rates, the remaining legal or contractual life of the underlying arrangement that resulted in the recognition of the intangible asset and the Company’s expected use of the intangible asset. (5) GOODWILL AND INTANGIBLE ASSETS (Continued) Non-amortized intangible assets Intangible assets with indefinite lives are not amortized. The carrying values of trade names at June 30, 2018 and December 30, 2017 were as follows: June 30, December 30, Year Acquired Newmark $ 11,111 $ 11,111 2004 Valmont SM 9,717 9,973 2014 Webforge 9,230 9,432 2010 Ingal EPS/Ingal Civil Products 7,526 7,690 2010 Shakespeare 4,000 4,000 2014 Other 16,894 22,647 $ 58,478 $ 64,853 In its determination of these intangible assets as indefinite‑lived, the Company considered such factors as its expected future use of the intangible asset, legal, regulatory, technological and competitive factors that may impact the useful life or value of the intangible asset and the expected costs to maintain the value of the intangible asset. The Company expects that these intangible assets will maintain their value indefinitely. Accordingly, these assets are not amortized. The Company’s trade names were tested for impairment in the third quarter of 2017. The values of each trade name was determined using the relief-from-royalty method. Based on this evaluation, no trade names were determined to be impaired. Goodwill The carrying amount of goodwill by segment as of June 30, 2018 and December 30, 2017 was as follows: Engineered Utility Coatings Irrigation Other Total Gross Balance at December 30, 2017 $ 170,076 $ 90,248 $ 76,696 $ 19,778 $ 15,814 $ 372,612 Accumulated impairment losses (18,670 ) — (16,222 ) — — (34,892 ) Balance at December 30, 2017 $ 151,406 $ 90,248 $ 60,474 $ 19,778 $ 15,814 $ 337,720 Acquisitions — — — 3,922 — 3,922 Divestiture of grinding media — — — — (15,814 ) (15,814 ) Foreign currency translation (3,443 ) (380 ) (527 ) (116 ) — (4,466 ) Balance at June 30, 2018 $ 147,963 $ 89,868 $ 59,947 $ 23,584 $ — $ 321,362 The Company’s annual impairment test of goodwill was performed during the third quarter of 2017. As a result of that testing, the Company determined that its goodwill was not impaired, as the valuation of the reporting units exceeded their respective carrying values. The Company's offshore and other complex steel structures reporting unit with $14,464 of goodwill, is the reporting unit that did not have a substantial excess of estimated fair value over its carrying value. The Company continues to monitor changes in global market conditions, including commodity prices, which could impact future results of any of its reporting units. |
CASH FLOW SUPPLEMENTARY INFORMA
CASH FLOW SUPPLEMENTARY INFORMATION | 6 Months Ended |
Jun. 30, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
CASH FLOW SUPPLEMENTARY INFORMATION | CASH FLOW SUPPLEMENTARY INFORMATION The Company considers all highly liquid temporary cash investments purchased with an original maturity of three months or less at the time of purchase to be cash equivalents. Cash payments for interest and income taxes (net of refunds) for the twenty-six weeks ended June 30, 2018 and July 1, 2017 were as follows: 2018 2017 Interest $ 19,448 $ 22,113 Income taxes 22,796 26,966 |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE The following table provides a reconciliation between Basic and Diluted earnings per share (EPS): Basic EPS Dilutive Diluted EPS Thirteen weeks ended June 30, 2018: Net earnings attributable to Valmont Industries, Inc. $ 32,960 $ — $ 32,960 Shares outstanding (000 omitted) 22,438 135 22,573 Per share amount $ 1.47 $ (0.01 ) $ 1.46 Thirteen weeks ended July 1, 2017: Net earnings attributable to Valmont Industries, Inc. $ 45,664 $ — $ 45,664 Shares outstanding (000 omitted) 22,517 223 22,740 Per share amount $ 2.03 $ (0.02 ) $ 2.01 Twenty-six weeks ended June 30, 2018: Net earnings attributable to Valmont Industries, Inc. $ 72,241 $ — $ 72,241 Shares outstanding (000 omitted) 22,523 161 22,684 Per share amount $ 3.21 $ (0.03 ) $ 3.18 Twenty-six weeks ended July 1, 2017: Net earnings attributable to Valmont Industries, Inc. $ 84,643 $ — $ 84,643 Shares outstanding (000 omitted) 22,494 206 22,700 Per share amount $ 3.76 $ (0.03 ) $ 3.73 Basic and diluted earnings per share in the second quarter and first half of 2018 were impacted by the 2018 Restructuring Plan costs of $6,295 , after-tax ( $0.28 per share) and $9,620 , after-tax ( $0.43 per share), respectively. In addition, the Company divested of its grinding media business in the second quarter of 2018 resulting in a loss of $5,455 , after-tax ( $0.24 per share). At June 30, 2018 and July 1, 2017, there were 145,105 and 84,712 outstanding stock options with exercise prices exceeding the market price of common stock that were excluded from the computation of diluted earnings per share, respectively. |
BUSINESS SEGMENTS
BUSINESS SEGMENTS | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
BUSINESS SEGMENTS | BUSINESS SEGMENTS In the fourth quarter of 2017, the Company's management structure and reporting was changed to reflect management's expectations of the future growth of certain product lines and to take into consideration the expected divestiture of the grinding media business which historically was reported in the Energy and Mining segment. Grinding media is reported in "Other" and was sold in the second quarter of 2018. The access systems applications product line is now part of the Engineered Support Structures ("ESS") segment and the offshore and other complex structures product line is now part of the Utility segment. The segment financial information have been accordingly reclassified in this report to reflect these changes, for all periods presented. The Company has four reportable segments based on its management structure. Each segment is global in nature with a manager responsible for segment operational performance and the allocation of capital within the segment. Net corporate expense is net of certain service‑related expenses that are allocated to business units generally on the basis of employee headcounts. Reportable segments are as follows: ENGINEERED SUPPORT STRUCTURES: This segment consists of the manufacture of engineered metal and composite structures and components for lighting, traffic, and wireless communication markets, engineered access systems, integrated solutions for smart cities, and highway safety products; UTILITY SUPPORT STRUCTURES: This segment consists of the manufacture of engineered steel and concrete structures for the global utility transmission, distribution, and generation applications and on and offshore and other complex steel structures used in energy generation and distribution outside of North America, and inspection services; COATINGS: This segment consists of galvanizing, painting, and anodizing services; and IRRIGATION: This segment consists of the manufacture of agricultural irrigation equipment, parts, services, tubular products, water management solutions, and technology for precision agriculture. In addition to these four reportable segments, the Company had other businesses and activities that individually are not more than 10% of consolidated sales, operating income or assets. This includes the manufacture of forged steel grinding media for the mining industry and is reported in the "Other" category. The Company evaluates the performance of its business segments based upon operating income and invested capital. The Company does not allocate LIFO expense, interest expense, non-operating income and deductions, or income taxes to its business segments. (9) BUSINESS SEGMENTS (Continued) Summary by Business Thirteen Weeks Ended Twenty-six Weeks Ended June 30, July 1, June 30, July 1, SALES: Engineered Support Structures segment: Lighting, Traffic, and Highway Safety Products $ 178,930 $ 161,474 $ 339,374 $ 302,276 Communication Products 39,592 43,813 73,705 75,289 Access Systems 32,189 31,516 62,586 64,187 Engineered Support Structures segment 250,711 236,803 475,665 441,752 Utility Support Structures segment: Steel 146,117 163,079 310,100 311,433 Concrete 30,185 22,906 53,847 49,110 Offshore and Other Complex Steel Structures 21,417 24,619 43,634 50,326 Utility Support Structures segment 197,719 210,604 407,581 410,869 Coatings segment 91,572 79,781 176,519 153,249 Irrigation segment 162,936 188,287 350,889 355,511 Other 4,681 21,072 23,080 40,666 Total 707,619 736,547 1,433,734 1,402,047 INTERSEGMENT SALES: Engineered Support Structures segment 4,670 5,525 13,708 17,398 Utility Support Structures segment 1,188 982 1,191 1,217 Coatings segment 17,033 15,181 33,522 29,317 Irrigation segment 2,323 2,122 4,224 3,905 Other — — — — Total 25,214 23,810 52,645 51,837 NET SALES: Engineered Support Structures segment 246,041 231,278 461,957 424,354 Utility Support Structures segment 196,531 209,622 406,390 409,652 Coatings segment 74,539 64,600 142,997 123,932 Irrigation segment 160,613 186,165 346,665 351,606 Other 4,681 21,072 23,080 40,666 Total $ 682,405 $ 712,737 $ 1,381,089 $ 1,350,210 OPERATING INCOME: Engineered Support Structures segment $ 12,965 $ 20,288 $ 19,912 $ 29,752 Utility Support Structures segment 20,841 22,394 44,208 46,601 Coatings segment 14,868 12,108 26,735 21,514 Irrigation segment 27,728 34,670 61,615 64,961 Other (334 ) 1,859 (913 ) 3,945 Adjustment to LIFO inventory valuation method (1,651 ) (434 ) (2,732 ) (1,213 ) Corporate (10,747 ) (12,435 ) (21,195 ) (22,454 ) Total $ 63,670 $ 78,450 $ 127,630 $ 143,106 |
GUARANTOR_NON-GUARANTOR FINANCI
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION | 6 Months Ended |
Jun. 30, 2018 | |
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION | |
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION | GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION The Company had three tranches of senior unsecured notes at June 30, 2018. One of the tranches of senior unsecured notes was subsequently redeemed in the third quarter of 2018. All of the senior notes are guaranteed, jointly, severally, fully and unconditionally (subject to certain customary release provisions, including sale of the subsidiary guarantor, or sale of all or substantially all of its assets) by certain of the Company’s current and future direct and indirect domestic and foreign subsidiaries (collectively the “Guarantors”), excluding its other current domestic and foreign subsidiaries which do not guarantee the debt (collectively referred to as the “Non-Guarantors”). All Guarantors are 100% owned by the parent company. Consolidated financial information for the Company ("Parent"), the Guarantor subsidiaries and the Non-Guarantor subsidiaries is as follows: CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Thirteen weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net sales $ 297,916 $ 133,563 $ 315,499 $ (64,573 ) $ 682,405 Cost of sales 220,677 98,649 252,185 (64,105 ) 507,406 Gross profit 77,239 34,914 63,314 (468 ) 174,999 Selling, general and administrative expenses 50,259 12,535 48,535 — 111,329 Operating income 26,980 22,379 14,779 (468 ) 63,670 Other income (expense): Interest expense (11,396 ) (3,749 ) (395 ) 3,749 (11,791 ) Interest income 305 5 4,885 (3,749 ) 1,446 Loss from divestiture of grinding media business (2,518 ) — (3,566 ) — (6,084 ) Other 616 14 1,214 — 1,844 (12,993 ) (3,730 ) 2,138 — (14,585 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 13,987 18,649 16,917 (468 ) 49,085 Income tax expense (benefit): Current 4,566 4,851 7,356 (49 ) 16,724 Deferred (2,248 ) — (71 ) — (2,319 ) 2,318 4,851 7,285 (49 ) 14,405 Earnings before equity in earnings of nonconsolidated subsidiaries 11,669 13,798 9,632 (419 ) 34,680 Equity in earnings of nonconsolidated subsidiaries 21,291 31,169 — (52,460 ) — Net earnings 32,960 44,967 9,632 (52,879 ) 34,680 Less: Earnings attributable to noncontrolling interests — — (1,720 ) — (1,720 ) Net earnings attributable to Valmont Industries, Inc. $ 32,960 $ 44,967 $ 7,912 $ (52,879 ) $ 32,960 (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Twenty-six weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net sales $ 613,908 $ 254,734 $ 647,635 $ (135,188 ) $ 1,381,089 Cost of sales 456,273 193,108 523,901 (136,432 ) 1,036,850 Gross profit 157,635 61,626 123,734 1,244 344,239 Selling, general and administrative expenses 96,790 24,452 95,367 — 216,609 Operating income 60,845 37,174 28,367 1,244 127,630 Other income (expense): Interest expense (22,277 ) (7,629 ) (588 ) 7,629 (22,865 ) Interest income 481 15 9,846 (7,629 ) 2,713 Loss from divestiture of grinding media business (2,518 ) — (3,566 ) — (6,084 ) Other 510 26 167 — 703 (23,804 ) (7,588 ) 5,859 — (25,533 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 37,041 29,586 34,226 1,244 102,097 Income tax expense (benefit): Current 7,335 5,737 11,277 88 24,437 Deferred 3,343 1,791 (2,634 ) — 2,500 10,678 7,528 8,643 88 26,937 Earnings before equity in earnings of nonconsolidated subsidiaries 26,363 22,058 25,583 1,156 75,160 Equity in earnings of nonconsolidated subsidiaries 45,878 33,898 — (79,776 ) — Net earnings 72,241 55,956 25,583 (78,620 ) 75,160 Less: Earnings attributable to noncontrolling interests — — (2,919 ) — (2,919 ) Net earnings attributable to Valmont Industries, Inc. $ 72,241 $ 55,956 $ 22,664 $ (78,620 ) $ 72,241 (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Thirteen weeks ended July 1, 2017 Parent Guarantors Non- Eliminations Total Net sales $ 316,185 $ 122,359 $ 328,016 $ (53,823 ) $ 712,737 Cost of sales 233,535 91,374 259,158 (54,610 ) 529,457 Gross profit 82,650 30,985 68,858 787 183,280 Selling, general and administrative expenses 46,922 11,849 46,059 — 104,830 Operating income 35,728 19,136 22,799 787 78,450 Other income (expense): Interest expense (10,646 ) (3,785 ) (172 ) 3,785 (10,818 ) Interest income 144 10 4,598 (3,785 ) 967 Other 1,167 15 (1,374 ) — (192 ) (9,335 ) (3,760 ) 3,052 — (10,043 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 26,393 15,376 25,851 787 68,407 Income tax expense (benefit): Current 15,344 4,782 7,444 233 27,803 Deferred (5,788 ) — (930 ) — (6,718 ) 9,556 4,782 6,514 233 21,085 Earnings before equity in earnings of nonconsolidated subsidiaries 16,837 10,594 19,337 554 47,322 Equity in earnings of nonconsolidated subsidiaries 28,827 6,296 — (35,123 ) — Net earnings 45,664 16,890 19,337 (34,569 ) 47,322 Less: Earnings attributable to noncontrolling interests — — (1,658 ) — (1,658 ) Net earnings attributable to Valmont Industries, Inc. $ 45,664 $ 16,890 $ 17,679 $ (34,569 ) $ 45,664 (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Twenty-six weeks ended July 1, 2017 Parent Guarantors Non- Eliminations Total Net sales $ 609,450 $ 239,584 $ 623,312 $ (122,136 ) $ 1,350,210 Cost of sales 450,021 182,863 491,648 (122,207 ) 1,002,325 Gross profit 159,429 56,721 131,664 71 347,885 Selling, general and administrative expenses 97,139 23,509 84,131 — 204,779 Operating income 62,290 33,212 47,533 71 143,106 Other income (expense): Interest expense (21,788 ) (6,051 ) (334 ) 6,051 (22,122 ) Interest income 295 24 7,626 (6,051 ) 1,894 Other 2,521 31 (1,699 ) — 853 (18,972 ) (5,996 ) 5,593 — (19,375 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 43,318 27,216 53,126 71 123,731 Income tax expense (benefit): Current 10,457 10,102 8,553 (11 ) 29,101 Deferred 5,539 — 1,808 — 7,347 15,996 10,102 10,361 (11 ) 36,448 Earnings before equity in earnings of nonconsolidated subsidiaries 27,322 17,114 42,765 82 87,283 Equity in earnings of nonconsolidated subsidiaries 57,321 5,316 — (62,637 ) — Net earnings 84,643 22,430 42,765 (62,555 ) 87,283 Less: Earnings attributable to noncontrolling interests — — (2,640 ) — (2,640 ) Net earnings attributable to Valmont Industries, Inc. $ 84,643 $ 22,430 $ 40,125 $ (62,555 ) $ 84,643 (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Thirteen weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net earnings $ 32,960 $ 44,967 $ 9,632 $ (52,879 ) $ 34,680 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — 6,513 (53,466 ) — (46,953 ) Realized loss on divestiture of grinding media business recorded in earnings — — 9,203 — 9,203 Gain (loss) on hedging activities: Net investment hedges 2,396 — — — 2,396 Loss on net investment hedge for grinding media business recorded in earnings 1,215 — — — 1,215 Amortization cost included in interest expense 25 — — — 25 Loss (deferred) on interest rate hedges (2,467 ) — — — (2,467 ) Commodity hedges 1,438 — — — 1,438 Equity in other comprehensive income (37,144 ) — — 37,144 — Other comprehensive income (loss) (34,537 ) 6,513 (44,263 ) 37,144 (35,143 ) Comprehensive income (loss) (1,577 ) 51,480 (34,631 ) (15,735 ) (463 ) Comprehensive income attributable to noncontrolling interests — — (1,114 ) — (1,114 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ (1,577 ) $ 51,480 $ (35,745 ) $ (15,735 ) $ (1,577 ) (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Twenty-six weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net earnings $ 72,241 $ 55,956 $ 25,583 $ (78,620 ) $ 75,160 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — (2,167 ) (37,982 ) — (40,149 ) Realized loss on divestiture of grinding media business recorded in earnings — — 9,203 — 9,203 Gain (loss) on hedging activities: Net investment hedges 1,607 — — — 1,607 Loss on net investment hedge for grinding media business recorded in earnings 1,215 — — — 1,215 Amortization cost included in interest expense 44 — — — 44 Loss (deferred) on interest rate hedges (2,467 ) — — — (2,467 ) Commodity hedges 1,345 — — — 1,345 Equity in other comprehensive income (33,888 ) — — 33,888 — Other comprehensive income (loss) (32,144 ) (2,167 ) (28,779 ) 33,888 (29,202 ) Comprehensive income (loss) 40,097 53,789 (3,196 ) (44,732 ) 45,958 Comprehensive income attributable to noncontrolling interests — — (5,861 ) — (5,861 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 40,097 $ 53,789 $ (9,057 ) $ (44,732 ) $ 40,097 (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Thirteen weeks ended July 1, 2017 Parent Guarantors Non- Eliminations Total Net earnings $ 45,664 $ 16,890 $ 19,337 $ (34,569 ) $ 47,322 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — (1,359 ) 22,910 — 21,551 Gain (loss) on hedging activities: Net investment hedges (550 ) — — — (550 ) Amortization cost included in interest expense 18 — — — 18 Equity in other comprehensive income 20,986 — — (20,986 ) — Other comprehensive income (loss) 20,454 (1,359 ) 22,910 (20,986 ) 21,019 Comprehensive income (loss) 66,118 15,531 42,247 (55,555 ) 68,341 Comprehensive income attributable to noncontrolling interests — — (2,223 ) — (2,223 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 66,118 $ 15,531 $ 40,024 $ (55,555 ) $ 66,118 (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Twenty-six weeks ended July 1, 2017 Parent Guarantors Non- Eliminations Total Net earnings $ 84,643 $ 22,430 $ 42,765 $ (62,555 ) $ 87,283 Other comprehensive income (loss), net of tax: — Foreign currency translation adjustments: — Unrealized translation gain (loss) — 68,024 (27,083 ) — 40,941 Gain (loss) on hedging activities: Net investment hedges (1,076 ) — — — (1,076 ) Amortization cost included in interest expense 37 — — — 37 Equity in other comprehensive income 41,599 — — (41,599 ) — Other comprehensive income (loss) 40,560 68,024 (27,083 ) (41,599 ) 39,902 Comprehensive income (loss) 125,203 90,454 15,682 (104,154 ) 127,185 Comprehensive income attributable to noncontrolling interests — — (1,982 ) — (1,982 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 125,203 $ 90,454 $ 13,700 $ (104,154 ) $ 125,203 (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED BALANCE SHEETS June 30, 2018 Parent Guarantors Non- Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 349,906 $ 12,698 $ 359,984 $ — $ 722,588 Receivables, net 135,850 86,036 250,963 — 472,849 Inventories 140,600 38,888 205,410 (2,927 ) 381,971 Prepaid expenses and other assets 49,748 39,066 39,029 — 127,843 Refundable income taxes 9,841 — — — 9,841 Total current assets 685,945 176,688 855,386 (2,927 ) 1,715,092 Property, plant and equipment, at cost 566,962 166,690 398,422 — 1,132,074 Less accumulated depreciation and amortization 380,864 89,134 169,388 — 639,386 Net property, plant and equipment 186,098 77,556 229,034 — 492,688 Goodwill 20,108 110,562 190,692 — 321,362 Other intangible assets 103 29,164 95,282 — 124,549 Investment in subsidiaries and intercompany accounts 1,342,466 1,118,506 990,137 (3,451,109 ) — Other assets 50,346 — 75,324 — 125,670 Total assets $ 2,285,066 $ 1,512,476 $ 2,435,855 $ (3,454,036 ) $ 2,779,361 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Current installments of long-term debt $ 252,218 $ — $ 863 $ — $ 253,081 Notes payable to banks — — 271 — 271 Accounts payable 55,865 12,342 125,405 — 193,612 Accrued employee compensation and benefits 37,484 5,888 28,441 — 71,813 Accrued expenses 31,803 5,963 41,597 — 79,363 Dividends payable 8,412 — — — 8,412 Total current liabilities 385,782 24,193 196,577 — 606,552 Deferred income taxes (1,652 ) 16,883 19,261 — 34,492 Long-term debt, excluding current installments 733,709 175,549 9,012 (181,968 ) 736,302 Defined benefit pension liability — — 183,688 — 183,688 Deferred compensation 43,413 — 4,705 — 48,118 Other noncurrent liabilities 11,648 5 8,732 — 20,385 Shareholders’ equity: Common stock of $1 par value 27,900 457,950 648,682 (1,106,632 ) 27,900 Additional paid-in capital — 162,906 1,107,536 (1,270,442 ) — Retained earnings 2,023,919 602,675 552,173 (1,154,848 ) 2,023,919 Accumulated other comprehensive income (loss) (311,166 ) 72,315 (332,169 ) 259,854 (311,166 ) Treasury stock (628,487 ) — — — (628,487 ) Total Valmont Industries, Inc. shareholders’ equity 1,112,166 1,295,846 1,976,222 (3,272,068 ) 1,112,166 Noncontrolling interest in consolidated subsidiaries — — 37,658 — 37,658 Total shareholders’ equity 1,112,166 1,295,846 2,013,880 (3,272,068 ) 1,149,824 Total liabilities and shareholders’ equity $ 2,285,066 $ 1,512,476 $ 2,435,855 $ (3,454,036 ) $ 2,779,361 (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED BALANCE SHEETS December 30, 2017 Parent Guarantors Non- Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 83,329 $ 5,304 $ 404,172 $ — $ 492,805 Receivables, net 149,221 82,995 271,461 — 503,677 Inventories 160,444 46,801 217,551 (3,848 ) 420,948 Prepaid expenses and other assets 8,607 970 34,066 — 43,643 Refundable income taxes 11,492 — — — 11,492 Total current assets 413,093 136,070 927,250 (3,848 ) 1,472,565 Property, plant and equipment, at cost 557,371 160,767 447,549 — 1,165,687 Less accumulated depreciation and amortization 368,668 84,508 193,583 — 646,759 Net property, plant and equipment 188,703 76,259 253,966 — 518,928 Goodwill 20,108 110,562 207,050 — 337,720 Other intangible assets 130 30,955 107,514 — 138,599 Investment in subsidiaries and intercompany accounts 1,416,446 1,181,537 927,179 (3,525,162 ) — Other assets 50,773 — 83,665 — 134,438 Total assets $ 2,089,253 $ 1,535,383 $ 2,506,624 $ (3,529,010 ) $ 2,602,250 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Current installments of long-term debt $ — $ — $ 966 $ — $ 966 Notes payable to banks — — 161 — 161 Accounts payable 69,915 18,039 139,952 — 227,906 Accrued employee compensation and benefits 44,086 8,749 31,591 — 84,426 Accrued expenses 28,198 9,621 43,210 — 81,029 Dividends payable 8,510 — — — 8,510 Total current liabilities 150,709 36,409 215,880 — 402,998 Deferred income taxes 20,885 — 14,021 — 34,906 Long-term debt, excluding current installments 750,821 185,078 9,836 (191,847 ) 753,888 Defined benefit pension liability — — 189,552 — 189,552 Deferred compensation 42,928 — 5,598 — 48,526 Other noncurrent liabilities 11,074 6 9,505 — 20,585 Shareholders’ equity: Common stock of $1 par value 27,900 457,950 648,682 (1,106,632 ) 27,900 Additional paid-in capital — 159,414 1,107,536 (1,266,950 ) — Retained earnings 1,954,344 622,044 619,622 (1,241,666 ) 1,954,344 Accumulated other comprehensive income (279,022 ) 74,482 (352,567 ) 278,085 (279,022 ) Treasury stock (590,386 ) — — — (590,386 ) Total Valmont Industries, Inc. shareholders’ equity 1,112,836 1,313,890 2,023,273 (3,337,163 ) 1,112,836 Noncontrolling interest in consolidated subsidiaries — — 38,959 — 38,959 Total shareholders’ equity 1,112,836 1,313,890 2,062,232 (3,337,163 ) 1,151,795 Total liabilities and shareholders’ equity $ 2,089,253 $ 1,535,383 $ 2,506,624 $ (3,529,010 ) $ 2,602,250 (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Twenty-six Weeks Ended June 30, 2018 Parent Guarantors Non- Eliminations Total Cash flows from operating activities: Net earnings $ 72,241 $ 55,956 $ 25,583 $ (78,620 ) $ 75,160 Adjustments to reconcile net earnings to net cash flows from operations: Depreciation and amortization 12,871 7,063 21,723 — 41,657 Noncash loss on trading securities — — 229 — 229 Impairment of property, plant and equipment — — 2,791 — 2,791 Loss on divestiture of grinding media business 2,518 — 3,566 — 6,084 Stock-based compensation 5,374 — — — 5,374 Defined benefit pension plan expense — — (1,159 ) — (1,159 ) Contribution to defined benefit pension plan — — (731 ) — (731 ) Loss (gain) on sale of property, plant and equipment 10 (7 ) (290 ) — (287 ) Equity in earnings in nonconsolidated subsidiaries (45,878 ) (33,898 ) — 79,776 — Deferred income taxes 3,343 1,791 (2,634 ) — 2,500 Changes in assets and liabilities: Net working capital (15,781 ) (43,990 ) (12,177 ) (1,244 ) (73,192 ) Other noncurrent liabilities 640 — (1,120 ) — (480 ) Income taxes payable (refundable) (11,054 ) (843 ) 7,609 — (4,288 ) Net cash flows from operating activities 24,284 (13,928 ) 43,390 (88 ) 53,658 Cash flows from investing activities: Purchase of property, plant and equipment (10,051 ) (6,770 ) (14,995 ) — (31,816 ) Proceeds from sale of assets 5 209 64,179 — 64,393 Acquisitions, net of cash acquired — — (9,300 ) — (9,300 ) Settlement of net investment hedge (1,621 ) — — — (1,621 ) Other, net 6,335 13,752 (17,771 ) 88 2,404 Net cash flows from investing activities (5,332 ) 7,191 22,113 88 24,060 Cash flows from financing activities: Proceeds from short-term agreements — — 130 — 130 Proceeds from long-term borrowings 237,641 — — — 237,641 Principal payments on long-term borrowings — — (495 ) — (495 ) Settlement of financial derivative (2,467 ) — — — (2,467 ) Debt issuance costs (2,322 ) — — — (2,322 ) Dividends paid (17,003 ) — — — (17,003 ) Dividends to noncontrolling interest — — (4,852 ) — (4,852 ) Intercompany dividends 75,325 11,296 (86,621 ) — — Purchase of noncontrolling interest — — (5,510 ) — (5,510 ) Intercompany capital contribution (3,492 ) 3,492 — — — Purchase of treasury shares (43,999 ) — — — (43,999 ) Proceeds from exercises under stock plans 5,711 — — — 5,711 Purchase of common treasury shares - stock plan exercises (1,769 ) — — — (1,769 ) Net cash flows from financing activities 247,625 14,788 (97,348 ) — 165,065 Effect of exchange rate changes on cash and cash equivalents — (657 ) (12,343 ) — (13,000 ) Net change in cash and cash equivalents 266,577 7,394 (44,188 ) — 229,783 Cash and cash equivalents—beginning of year 83,329 5,304 404,172 — 492,805 Cash and cash equivalents—end of period $ 349,906 $ 12,698 $ 359,984 $ — $ 722,588 (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Twenty-six Weeks Ended July 1, 2017 Parent Guarantors Non- Eliminations Total Cash flows from operating activities: Net earnings $ 84,643 $ 22,430 $ 42,765 $ (62,555 ) $ 87,283 Adjustments to reconcile net earnings to net cash flows from operations: Depreciation and amortization 13,048 7,113 21,593 — 41,754 Noncash loss on trading securities — — 188 — 188 Stock-based compensation 4,590 — — — 4,590 Defined benefit pension plan expense — — 314 — 314 Contribution to defined benefit pension plan — — (25,379 ) — (25,379 ) Loss (gain) on sale of property, plant and equipment (20 ) — (44 ) — (64 ) Equity in earnings in nonconsolidated subsidiaries (57,321 ) (5,316 ) — 62,637 — Deferred income taxes 5,539 — 1,808 — 7,347 Changes in assets and liabilities: Net working capital (14,523 ) (28,010 ) (21,840 ) 69 (64,304 ) Other noncurrent liabilities 874 — 1,099 — 1,973 Income taxes payable (refundable) (7,737 ) 542 9,223 — 2,028 Net cash flows from operating activities 29,093 (3,241 ) 29,727 151 55,730 Cash flows from investing activities: Purchase of property, plant and equipment (8,126 ) (3,351 ) (14,706 ) — (26,183 ) Proceeds from sale of assets 21 11 858 — 890 Settlement of net investment hedge 5,123 — — — 5,123 Other, net (8,313 ) 6,604 (607 ) (151 ) (2,467 ) Net cash flows from investing activities (11,295 ) 3,264 (14,455 ) (151 ) (22,637 ) Cash flows from financing activities: Payments under short-term agreements — — (369 ) — (369 ) Principal payments on long-term borrowings — — (434 ) — (434 ) Dividends paid (16,913 ) — — — (16,913 ) Dividends to noncontrolling interest — — (2,889 ) — (2,889 ) Intercompany dividends 22,662 — (22,662 ) — — Intercompany interest on long-term note — (5,669 ) 5,669 — — Intercompany capital contribution (3,785 ) 3,785 — — — Proceeds from exercises under stock plans 10,168 — — — 10,168 Purchase of common treasury shares - stock plan exercises (3,056 ) — — — (3,056 ) Net cash flows from financing activities 9,076 (1,884 ) (20,685 ) — (13,493 ) Effect of exchange rate changes on cash and cash equivalents — 212 15,894 — 16,106 Net change in cash and cash equivalents 26,874 (1,649 ) 10,481 — 35,706 Cash and cash equivalents—beginning of year 67,225 6,071 339,220 — 412,516 Cash and cash equivalents—end of period $ 94,099 $ 4,422 $ 349,701 $ — $ 448,222 |
LONG-TERM DEBT
LONG-TERM DEBT | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT On June 19, 2018, the Company issued and sold $200,000 aggregate principal amount of the Company’s 5.00% senior notes due 2044 and $55,000 aggregate principal amount of the Company’s 5.25% senior notes due 2054. Long-term debt is as follows: June 30, December 30, 5.00% senior unsecured notes due 2044(a) $ 450,000 $ 250,000 5.25% senior unsecured notes due 2054(b) 305,000 250,000 Unamortized discount on 5.00% and 5.25% senior unsecured notes (a)(b) (21,624 ) (4,312 ) 6.625% senior unsecured notes due 2020(c) 250,200 250,200 Unamortized premium on 6.625 senior unsecured notes (c) 2,018 2,545 Revolving credit agreement (d) — — IDR Bonds(e) 8,500 8,500 Other notes 3,456 4,033 Debt issuance costs (8,167 ) (6,112 ) Long-term debt 989,383 754,854 Less current installments of long-term debt 253,081 966 Long-term debt, excluding current installments $ 736,302 $ 753,888 (a) The 5.00% senior unsecured notes due 2044 include an aggregate principal amount of $450,000 on which interest is paid and an unamortized discount balance of $14,053 at June 30, 2018. The notes bear interest at 5.000% per annum and are due on October 1, 2044. The discount is amortized and recognized as interest expense as interest payments are made over the term of the notes. The notes may be repurchased prior to maturity in whole, or in part, at any time at 100% of their principal amount plus a make-whole premium and accrued and unpaid interest. These notes are guaranteed by certain subsidiaries of the Company. (b) The 5.25% senior unsecured notes due 2054 include an aggregate principal amount of $305,000 on which interest is paid and an unamortized discount balance of $7,571 at June 30, 2018. The notes bear interest at 5.250% per annum and are due on October 1, 2054. The discount is amortized and recognized as interest expense as interest payments are made over the term of the notes. The notes may be repurchased prior to maturity in whole, or in part, at any time at 100% of their principal amount plus a make-whole premium and accrued and unpaid interest. These notes are guaranteed by certain subsidiaries of the Company. (c) The 6.625% senior unsecured notes due 2020, following a partial tender offer in September 2014, include a remaining aggregate principal amount of $250,200 on which interest is paid and an unamortized premium balance of $2,018 at June 30, 2018. The notes bear interest at 6.625% per annum and are due on April 1, 2020. The remaining premium will be amortized against interest expense as interest payments are made over the term of the notes. The notes may be redeemed prior to maturity in whole, or in part, at any time at 100% of their principal amount plus a make-whole premium and accrued and unpaid interest. These notes are guaranteed by certain subsidiaries of the Company. On June 11, 2018, the Company notified the holders of the 2020 bonds of its plan to redeem all of these bonds. On July 9, 2018, the Company redeemed all $250,200 of the 2020 bonds at a make-whole redemption price equal to approximately $266,000 plus approximately $3,600 of accrued and unpaid interest on the notes from April 20, 2018 (8) LONG-TERM DEBT (Continued) to July 8, 2018. The Company recognized approximately $14,800 of redemption related expenses, including the recognition of the unamortized premium, in the third quarter of 2018. (d) On October 18, 2017, the Company amended and restated its revolving credit facility with JP Morgan Chase Bank, N.A., as Administrative Agent, and the other lenders party thereto. The credit facility provides for $600,000 of committed unsecured revolving credit loans. The Company may increase the credit facility by up to an additional $200,000 at any time, subject to lenders increasing the amount of their commitments. This amendment extends the maturity date of the credit facility from October 17, 2019 to October 18, 2022 and increases the available borrowings in foreign currencies from $200 million to $400 million . The interest rate on the borrowings will be, at the Company's option, either: (i) LIBOR (based on a 1, 2, 3 or 6 month interest period, as selected by the Company) plus 100 to 162.5 basis points, depending on the credit rating of the Company's senior debt published by Standard & Poor's Rating Services and Moody's Investors Service, Inc., or; (ii) the higher of • the prime lending rate , • the Federal Funds rate plus 50 basis points, and • LIBOR (based on a 1 month interest period) plus 100 basis points, plus, in each case, 0 to 62.5 basis points, depending on the credit rating of the Company's senior debt published by Standard & Poor's Rating Services and Mood's Investors Service, Inc. At June 30, 2018, the Company had no outstanding borrowings under the revolving credit facility. The revolving credit facility has a maturity date of October 18, 2022 and contains certain financial covenants that may limit additional borrowing capability under the agreement. At June 30, 2018, the Company had the ability to borrow $585,350 under this facility, after consideration of standby letters of credit of $14,650 associated with certain insurance obligations. We also maintain certain short-term bank lines of credit totaling $110,940 , $110,670 of which was unused at June 30, 2018. (e) The Industrial Development Revenue Bonds were issued to finance the construction of a manufacturing facility in Jasper, Tennessee. Variable interest is payable until final maturity on June 1, 2025. The effective interest rates at June 30, 2018 and December 30, 2017 were 2.96% and 2.00% , respectively. The lending agreements include certain maintenance covenants, including financial leverage and interest coverage. The Company was in compliance with all financial debt covenants at June 30, 2018. The minimum aggregate maturities of long-term debt for 2018 is $250,685 and each of the five years following 2018 are: $820 , $824 , $829 , $499 and $0 . The obligations arising under the 5.00% senior unsecured notes due 2044, the 5.25% senior unsecured notes due 2054, the 6.625% senior unsecured notes due 2020, and the revolving credit facility are guaranteed by the Company and its wholly-owned subsidiaries PiRod, Inc., Valmont Coatings, Inc., Valmont Newmark, Inc., and Valmont Queensland Pty. Ltd. |
SUMMARY OF SIGNIFICANT ACCOUN19
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Condensed Consolidated Financial Statements | Condensed Consolidated Financial Statements The Condensed Consolidated Balance Sheet as of June 30, 2018 , the Condensed Consolidated Statements of Earnings and Comprehensive Income for the thirteen and twenty-six weeks ended June 30, 2018 and July 1, 2017 , and the Condensed Consolidated Statements of Cash Flows and Shareholders' Equity for the twenty-six week periods then ended have been prepared by the Company, without audit. In the opinion of management, all necessary adjustments (which include normal recurring adjustments) have been made to present fairly the financial statements as of June 30, 2018 and for all periods presented. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. These Condensed Consolidated Financial Statements should be read in conjunction with the financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 30, 2017 . The accounting policies and methods of computation followed in these interim financial statements are the same as those followed in the financial statements for the year ended December 30, 2017 with the exception of the revenue recognition accounting policy which changed from adopting ASU 2014-09 and is discussed later within this footnote. The results of operations for the period ended June 30, 2018 are not necessarily indicative of the operating results for the full year. |
Inventories | Inventories Approximately 37% and 37% of inventory is valued at the lower of cost, determined on the last-in, first-out (LIFO) method, or market as of June 30, 2018 and December 30, 2017 . All other inventory is valued at the lower of cost, determined on the first-in, first-out (FIFO) method or market. Finished goods and manufactured goods inventories include the costs of acquired raw materials and related factory labor and overhead charges required to convert raw materials to manufactured and finished goods. |
Income Taxes | Income Taxes Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries for the thirteen and twenty-six weeks ended June 30, 2018 and July 1, 2017 , were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2018 2017 2018 2017 United States $ 42,336 $ 50,773 $ 84,101 $ 86,197 Foreign 6,749 17,634 17,996 37,534 $ 49,085 $ 68,407 $ 102,097 $ 123,731 |
Pension Benefits | Pension Benefits The Company incurs expenses in connection with the Delta Pension Plan ("DPP"). The DPP was acquired as part of the Delta plc acquisition in fiscal 2010 and has no members that are active employees. In order to measure expense and the related benefit obligation, various assumptions are made including discount rates used to value the obligation, expected return on plan assets used to fund these expenses and estimated future inflation rates. These assumptions are based on historical experience as well as current facts and circumstances. An actuarial analysis is used to measure the expense and liability associated with pension benefits. |
Stock Plans | Stock Plans The Company maintains stock‑based compensation plans approved by the shareholders, which provide that the Human Resource Committee of the Board of Directors may grant incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock awards, restricted stock units, and bonuses of common stock. At June 30, 2018 , 1,700,000 shares of common stock remained available for issuance under the plans. Under the plans, the exercise price of each option equals the closing market price at the date of the grant. Options vest beginning on the first anniversary of the grant in equal amounts over three to six years or on the grant's fifth anniversary. Expiration of grants is from seven to ten years from the date of grant. Restricted stock units and awards generally vest in equal installments over three years beginning on the first anniversary of the grant. |
Fair Value | Fair Value The Company applies the provisions of Accounting Standards Codification 820, Fair Value Measurements (“ASC 820”) which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. The provisions of ASC 820 apply to other accounting pronouncements that require or permit fair value measurements. As defined in ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a three‑level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. Inputs refer broadly to the assumptions that market participants would use in pricing the asset or liability, including assumptions about risk. Financial assets and liabilities carried at fair value will be classified and disclosed in one of the following three categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. The categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. |
Comprehensive Income | Comprehensive Income Comprehensive income includes net earnings, currency translation adjustments, certain derivative-related activity and changes in net actuarial gains/losses from a pension plan. Results of operations for foreign subsidiaries are translated using the average exchange rates during the period. Assets and liabilities are translated at the exchange rates in effect on the balance sheet dates. |
Subsequent Events | |
Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-9, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in Accounting Standards Codification ("ASC") 605, Revenue Recognition . Effective December 31, 2017, the Company adopted Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers (Topic 606). The Company elected the modified retrospective approach for the adoption of the new revenue standard, resulting in a credit to retained earnings being recognized for $9,771 . The Company calculated the cumulative effect on revenue of approximately $51,507 with $13,121 of pre-tax operating income; these were customer orders for the steel utility, concrete utility, and wireless communication structures product lines at various stages of production at December 30, 2017. In March 2017, the FASB issued ASU 2017-07, Presentation of Net Periodic Benefit Cost Related to Defined Benefit Plans, which amends the income statement presentation requirements for the components of net periodic benefit cost for an entity's defined benefit pension and post-retirement plans. The Company adopted this ASU in the first quarter of 2018, recognizing the DPP net periodic pension expense within Other income (expense). The Company also reclassified $160 and $314 of DPP net periodic pension expense for second quarter and first half of 2017 out of selling, general, and administrative expense and into Other expense. In December 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash , which requires amounts generally described as restricted cash and restricted cash equivalents to be included within cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown in the statement of cash flows. The Company adopted the ASU in the first quarter of 2018, recasting the beginning-of-period and end-of-period total cash and cash equivalent amounts on the statement of cash flows to include the £10,000 restricted cash account for the pension plan at December 31, 2016, thus reducing cash flows from operating activities by $12,568 in 2017. The Company did not have any restricted cash at June 30, 2018 or December 30, 2017. |
SUMMARY OF SIGNIFICANT ACCOUN20
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Components of inventories | Inventories consisted of the following: June 30, December 30, Raw materials and purchased parts $ 191,918 $ 183,029 Work-in-process 19,500 30,671 Finished goods and manufactured goods 217,012 250,975 Subtotal 428,430 464,675 Less: LIFO reserve 46,459 43,727 $ 381,971 $ 420,948 |
Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries | Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries for the thirteen and twenty-six weeks ended June 30, 2018 and July 1, 2017 , were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2018 2017 2018 2017 United States $ 42,336 $ 50,773 $ 84,101 $ 86,197 Foreign 6,749 17,634 17,996 37,534 $ 49,085 $ 68,407 $ 102,097 $ 123,731 |
Schedule of components of the net periodic pension (benefit) expense | The components of the net periodic pension (benefit) expense for the thirteen and twenty-six weeks ended June 30, 2018 and July 1, 2017 were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended Net periodic (benefit) expense: 2018 2017 2018 2017 Interest cost $ 4,486 $ 4,478 $ 9,202 $ 8,799 Expected return on plan assets (5,815 ) (5,054 ) (11,929 ) (9,931 ) Amortization of actuarial loss 764 736 1,568 1,446 Net periodic expense (benefit) $ (565 ) $ 160 $ (1,159 ) $ 314 |
Compensation expense (included in selling, general and administrative expenses) and associated income tax benefits related to stock options | The Company's compensation expense (included in selling, general and administrative expenses) and associated income tax benefits related to stock options and restricted stock for the thirteen and twenty-six weeks ended June 30, 2018 and July 1, 2017 , respectively, were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2018 2017 2018 2017 Compensation expense $ 2,599 $ 2,096 $ 5,374 $ 4,590 Income tax benefits 650 807 1,344 1,767 |
Valuation methodologies used for assets and liabilities measured at fair value | Fair Value Measurement Using: Carrying Value Quoted Prices in Significant Other Significant Assets: Trading Securities $ 41,194 $ 41,194 $ — $ — Fair Value Measurement Using: Carrying Value Quoted Prices in Significant Other Significant Assets: Trading Securities $ 41,042 $ 41,042 $ — $ — |
Components of accumulated other comprehensive income (loss) | Accumulated other comprehensive income (loss) consisted of the following at June 30, 2018 and December 30, 2017: Foreign Currency Translation Adjustments Gain/(Loss) on Hedging Activities Defined Benefit Pension Plan Accumulated Other Comprehensive Loss Balance at December 30, 2017 $ (171,399 ) $ 6,357 $ (113,980 ) $ (279,022 ) Current-period comprehensive income (loss) (43,091 ) 529 — (42,562 ) Divestiture of grinding media business 9,203 1,215 — 10,418 Balance at June 30, 2018 $ (205,287 ) $ 8,101 $ (113,980 ) $ (311,166 ) |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] | The cumulative effect of initially applying the new revenue standard was recorded as an adjustment to the opening balance of retained earnings, which impacted the Condensed Consolidated Balance Sheet as follows: (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Balance Sheet December 30, ASC 606 Adjustments December 31, Assets Inventories $ 420,948 $ (36,243 ) $ 384,705 Prepaid expenses and other current assets 43,643 51,507 95,150 Liabilities and shareholders' equity Accrued expenses 81,029 2,043 83,072 Deferred income taxes 34,906 3,450 38,356 Retained earnings 1,954,344 9,771 1,964,115 Balance Sheet As Reported Balance Excluding ASC 606 Effects Change Assets Inventories $ 381,971 $ 436,414 $ (54,443 ) Prepaid expenses and other assets 127,843 53,829 74,014 Liabilities and shareholders' equity Accrued expenses 79,363 75,060 4,303 Deferred income taxes 34,492 30,535 3,957 Retained earnings 2,023,919 2,012,608 11,311 The adoption of ASC 606 had the following impact on the Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Earnings for the thirteen weeks and twenty-six weeks ended June 30, 2018 : Balance Sheet As Reported Balance Excluding ASC 606 Effects Change Assets Inventories $ 381,971 $ 436,414 $ (54,443 ) Prepaid expenses and other assets 127,843 53,829 74,014 Liabilities and shareholders' equity Accrued expenses 79,363 75,060 4,303 Deferred income taxes 34,492 30,535 3,957 Retained earnings 2,023,919 2,012,608 11,311 Thirteen Weeks Ended June 30, 2018 Twenty-six Weeks Ended June 30, 2018 Statement of Earnings As Reported Balance Excluding ASC 606 Effects Change As Reported Balance Excluding ASC 606 Effects Change Net Sales $ 682,405 $ 687,953 $ (5,548 ) $ 1,381,089 $ 1,358,827 $ 22,262 Operating Income $ 63,670 $ 66,707 $ (3,037 ) $ 127,630 $ 125,592 $ 2,038 |
Disaggregation of Revenue | evenue by product line is disclosed in the Segment footnote. A breakdown by segment of revenue recognized over time and revenue recognized at a point in time for the thirteen and twenty-six weeks ended June 30, 2018 is as follows: Point in Time Over Time Point in Time Over Time Thirteen weeks ended June 30, 2018 Thirteen weeks ended June 30, 2018 Twenty-six weeks ended June 30, 2018 Twenty-six weeks ended June 30, 2018 Utility Support Structures $ — $ 196,531 $ — $ 406,390 Engineered Support Structures 237,720 8,321 444,914 17,043 Coatings 74,539 — 142,997 — Irrigation 157,800 2,813 341,034 5,631 Other 4,681 — 23,080 — Total $ 474,740 $ 207,665 $ 952,025 $ 429,064 |
Schedule of fair value of derivative instruments | Fair value of derivative instruments at June 30, 2018 and December 30, 2017 are as follows: Derivatives designated as hedging instruments: Balance sheet location June 30, 2018 December 30, 2017 Commodity forward contracts Prepaid expenses and other assets $ 1,345 $ — Foreign currency forward contracts Prepaid expenses and other assets 2,005 — Foreign currency forward contracts Accrued expenses — (826 ) $ 3,350 $ (826 ) |
DIVESTITURE (Tables)
DIVESTITURE (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | Pre-tax gain from divestiture, before recognition of currency translation loss $ 4,334 Recognition of cumulative currency translation loss and hedges (out of OCI) (10,418 ) Net pre-tax loss from divestiture of the grinding media business $ (6,084 ) The assets and liabilities of the grinding media business at closing on April 30, 2018 were as follows: Receivables, net $ 9,848 Inventories 15,945 Net property, plant, and equipment 13,815 Goodwill and intangible assets 27,153 Other assets 1,388 Total assets $ 68,149 Accounts payable $ 7,125 Accrued expenses 2,484 Deferred income taxes 2,187 Total liabilities $ 11,796 Net assets $ 56,353 |
RESTRUCTURING ACTIVITIES (Table
RESTRUCTURING ACTIVITIES (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The following pre-tax expense were recognized during the second quarter of 2018: ESS Utility Corporate Total Severance $ 1,603 $ 515 $ — $ 2,118 Other cash restructuring expenses 152 959 — 1,111 Asset impairments/net loss on disposals 1,261 — — 1,261 Total cost of sales 3,016 1,474 — 4,490 Severance 1,533 — — 1,533 Other cash restructuring expenses 485 — 126 611 Asset impairments/net loss on disposals 385 — — 385 Total selling, general and administrative expenses 2,403 — 126 2,529 Consolidated total $ 5,419 $ 1,474 $ 126 $ 7,019 In the first half of 2018, the Company recognized the following pre-tax restructuring expenses: ESS Utility Corporate Total Severance $ 2,026 $ 515 $ — $ 2,541 Other cash restructuring expenses 152 1,731 — 1,883 Asset impairments/net loss on disposals 2,406 — — 2,406 Total cost of sales 4,584 2,246 — 6,830 Severance 3,511 — — 3,511 Other cash restructuring expenses 567 — 126 693 Asset impairments/net loss on disposals 385 — — 385 Total selling, general and administrative expenses 4,463 — 126 4,589 Consolidated total $ 9,047 $ 2,246 $ 126 $ 11,419 |
Schedule of liabilities recorded for the restructuring plan and changes | Liabilities recorded for the restructuring plans and changes therein for the first half of 2018 were as follows: Balance at December 30, 2017 Recognized Restructuring Expense Costs Paid or Otherwise Settled Balance at June 30, 2018 Severance $ — $ 6,052 $ (6,052 ) $ — Other cash restructuring expenses 1,216 2,576 (2,609 ) 1,183 Total $ 1,216 $ 8,628 $ (8,661 ) $ 1,183 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of components of amortized intangible assets | he components of amortized intangible assets at June 30, 2018 and December 30, 2017 were as follows: June 30, 2018 Gross Accumulated Weighted Customer Relationships $ 188,767 $ 126,904 13 years Proprietary Software & Database 3,589 3,075 8 years Patents & Proprietary Technology 7,225 4,238 11 years Other 4,496 3,789 3 years $ 204,077 $ 138,006 December 30, 2017 Gross Accumulated Weighted Customer Relationships $ 200,810 $ 131,062 13 years Proprietary Software & Database 3,671 3,107 8 years Patents & Proprietary Technology 6,693 3,999 11 years Other 4,861 4,121 3 years $ 216,035 $ 142,289 |
Schedule of amortization expense for intangible assets | Amortization expense for intangible assets for the thirteen and twenty-six weeks ended June 30, 2018 and July 1, 2017 , respectively was as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2018 2017 2018 2017 3,572 3,903 7,455 7,767 |
Schedule of future estimated amortization expense | Estimated annual amortization expense related to finite‑lived intangible assets is as follows: Estimated 2018 $ 14,187 2019 12,903 2020 11,804 2021 9,748 2022 7,573 |
Schedule of non-amortized intangible assets | The carrying values of trade names at June 30, 2018 and December 30, 2017 were as follows: June 30, December 30, Year Acquired Newmark $ 11,111 $ 11,111 2004 Valmont SM 9,717 9,973 2014 Webforge 9,230 9,432 2010 Ingal EPS/Ingal Civil Products 7,526 7,690 2010 Shakespeare 4,000 4,000 2014 Other 16,894 22,647 $ 58,478 $ 64,853 |
Schedule of carrying amount of goodwill | The carrying amount of goodwill by segment as of June 30, 2018 and December 30, 2017 was as follows: Engineered Utility Coatings Irrigation Other Total Gross Balance at December 30, 2017 $ 170,076 $ 90,248 $ 76,696 $ 19,778 $ 15,814 $ 372,612 Accumulated impairment losses (18,670 ) — (16,222 ) — — (34,892 ) Balance at December 30, 2017 $ 151,406 $ 90,248 $ 60,474 $ 19,778 $ 15,814 $ 337,720 Acquisitions — — — 3,922 — 3,922 Divestiture of grinding media — — — — (15,814 ) (15,814 ) Foreign currency translation (3,443 ) (380 ) (527 ) (116 ) — (4,466 ) Balance at June 30, 2018 $ 147,963 $ 89,868 $ 59,947 $ 23,584 $ — $ 321,362 |
CASH FLOW SUPPLEMENTARY INFOR24
CASH FLOW SUPPLEMENTARY INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Cash payments for interest and income taxes (net of refunds) | Cash payments for interest and income taxes (net of refunds) for the twenty-six weeks ended June 30, 2018 and July 1, 2017 were as follows: 2018 2017 Interest $ 19,448 $ 22,113 Income taxes 22,796 26,966 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Reconciliation of basic and diluted earnings per share (EPS) | The following table provides a reconciliation between Basic and Diluted earnings per share (EPS): Basic EPS Dilutive Diluted EPS Thirteen weeks ended June 30, 2018: Net earnings attributable to Valmont Industries, Inc. $ 32,960 $ — $ 32,960 Shares outstanding (000 omitted) 22,438 135 22,573 Per share amount $ 1.47 $ (0.01 ) $ 1.46 Thirteen weeks ended July 1, 2017: Net earnings attributable to Valmont Industries, Inc. $ 45,664 $ — $ 45,664 Shares outstanding (000 omitted) 22,517 223 22,740 Per share amount $ 2.03 $ (0.02 ) $ 2.01 Twenty-six weeks ended June 30, 2018: Net earnings attributable to Valmont Industries, Inc. $ 72,241 $ — $ 72,241 Shares outstanding (000 omitted) 22,523 161 22,684 Per share amount $ 3.21 $ (0.03 ) $ 3.18 Twenty-six weeks ended July 1, 2017: Net earnings attributable to Valmont Industries, Inc. $ 84,643 $ — $ 84,643 Shares outstanding (000 omitted) 22,494 206 22,700 Per share amount $ 3.76 $ (0.03 ) $ 3.73 |
BUSINESS SEGMENTS (Tables)
BUSINESS SEGMENTS (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment reporting information of sales and operating income | (9) BUSINESS SEGMENTS (Continued) Summary by Business Thirteen Weeks Ended Twenty-six Weeks Ended June 30, July 1, June 30, July 1, SALES: Engineered Support Structures segment: Lighting, Traffic, and Highway Safety Products $ 178,930 $ 161,474 $ 339,374 $ 302,276 Communication Products 39,592 43,813 73,705 75,289 Access Systems 32,189 31,516 62,586 64,187 Engineered Support Structures segment 250,711 236,803 475,665 441,752 Utility Support Structures segment: Steel 146,117 163,079 310,100 311,433 Concrete 30,185 22,906 53,847 49,110 Offshore and Other Complex Steel Structures 21,417 24,619 43,634 50,326 Utility Support Structures segment 197,719 210,604 407,581 410,869 Coatings segment 91,572 79,781 176,519 153,249 Irrigation segment 162,936 188,287 350,889 355,511 Other 4,681 21,072 23,080 40,666 Total 707,619 736,547 1,433,734 1,402,047 INTERSEGMENT SALES: Engineered Support Structures segment 4,670 5,525 13,708 17,398 Utility Support Structures segment 1,188 982 1,191 1,217 Coatings segment 17,033 15,181 33,522 29,317 Irrigation segment 2,323 2,122 4,224 3,905 Other — — — — Total 25,214 23,810 52,645 51,837 NET SALES: Engineered Support Structures segment 246,041 231,278 461,957 424,354 Utility Support Structures segment 196,531 209,622 406,390 409,652 Coatings segment 74,539 64,600 142,997 123,932 Irrigation segment 160,613 186,165 346,665 351,606 Other 4,681 21,072 23,080 40,666 Total $ 682,405 $ 712,737 $ 1,381,089 $ 1,350,210 OPERATING INCOME: Engineered Support Structures segment $ 12,965 $ 20,288 $ 19,912 $ 29,752 Utility Support Structures segment 20,841 22,394 44,208 46,601 Coatings segment 14,868 12,108 26,735 21,514 Irrigation segment 27,728 34,670 61,615 64,961 Other (334 ) 1,859 (913 ) 3,945 Adjustment to LIFO inventory valuation method (1,651 ) (434 ) (2,732 ) (1,213 ) Corporate (10,747 ) (12,435 ) (21,195 ) (22,454 ) Total $ 63,670 $ 78,450 $ 127,630 $ 143,106 |
GUARANTOR_NON-GUARANTOR FINAN27
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION | |
Condensed Consolidated Statements of Earnings | CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Thirteen weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net sales $ 297,916 $ 133,563 $ 315,499 $ (64,573 ) $ 682,405 Cost of sales 220,677 98,649 252,185 (64,105 ) 507,406 Gross profit 77,239 34,914 63,314 (468 ) 174,999 Selling, general and administrative expenses 50,259 12,535 48,535 — 111,329 Operating income 26,980 22,379 14,779 (468 ) 63,670 Other income (expense): Interest expense (11,396 ) (3,749 ) (395 ) 3,749 (11,791 ) Interest income 305 5 4,885 (3,749 ) 1,446 Loss from divestiture of grinding media business (2,518 ) — (3,566 ) — (6,084 ) Other 616 14 1,214 — 1,844 (12,993 ) (3,730 ) 2,138 — (14,585 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 13,987 18,649 16,917 (468 ) 49,085 Income tax expense (benefit): Current 4,566 4,851 7,356 (49 ) 16,724 Deferred (2,248 ) — (71 ) — (2,319 ) 2,318 4,851 7,285 (49 ) 14,405 Earnings before equity in earnings of nonconsolidated subsidiaries 11,669 13,798 9,632 (419 ) 34,680 Equity in earnings of nonconsolidated subsidiaries 21,291 31,169 — (52,460 ) — Net earnings 32,960 44,967 9,632 (52,879 ) 34,680 Less: Earnings attributable to noncontrolling interests — — (1,720 ) — (1,720 ) Net earnings attributable to Valmont Industries, Inc. $ 32,960 $ 44,967 $ 7,912 $ (52,879 ) $ 32,960 (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Twenty-six weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net sales $ 613,908 $ 254,734 $ 647,635 $ (135,188 ) $ 1,381,089 Cost of sales 456,273 193,108 523,901 (136,432 ) 1,036,850 Gross profit 157,635 61,626 123,734 1,244 344,239 Selling, general and administrative expenses 96,790 24,452 95,367 — 216,609 Operating income 60,845 37,174 28,367 1,244 127,630 Other income (expense): Interest expense (22,277 ) (7,629 ) (588 ) 7,629 (22,865 ) Interest income 481 15 9,846 (7,629 ) 2,713 Loss from divestiture of grinding media business (2,518 ) — (3,566 ) — (6,084 ) Other 510 26 167 — 703 (23,804 ) (7,588 ) 5,859 — (25,533 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 37,041 29,586 34,226 1,244 102,097 Income tax expense (benefit): Current 7,335 5,737 11,277 88 24,437 Deferred 3,343 1,791 (2,634 ) — 2,500 10,678 7,528 8,643 88 26,937 Earnings before equity in earnings of nonconsolidated subsidiaries 26,363 22,058 25,583 1,156 75,160 Equity in earnings of nonconsolidated subsidiaries 45,878 33,898 — (79,776 ) — Net earnings 72,241 55,956 25,583 (78,620 ) 75,160 Less: Earnings attributable to noncontrolling interests — — (2,919 ) — (2,919 ) Net earnings attributable to Valmont Industries, Inc. $ 72,241 $ 55,956 $ 22,664 $ (78,620 ) $ 72,241 |
Condensed Consolidated Statements of Comprehensive Income | CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Thirteen weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net earnings $ 32,960 $ 44,967 $ 9,632 $ (52,879 ) $ 34,680 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — 6,513 (53,466 ) — (46,953 ) Realized loss on divestiture of grinding media business recorded in earnings — — 9,203 — 9,203 Gain (loss) on hedging activities: Net investment hedges 2,396 — — — 2,396 Loss on net investment hedge for grinding media business recorded in earnings 1,215 — — — 1,215 Amortization cost included in interest expense 25 — — — 25 Loss (deferred) on interest rate hedges (2,467 ) — — — (2,467 ) Commodity hedges 1,438 — — — 1,438 Equity in other comprehensive income (37,144 ) — — 37,144 — Other comprehensive income (loss) (34,537 ) 6,513 (44,263 ) 37,144 (35,143 ) Comprehensive income (loss) (1,577 ) 51,480 (34,631 ) (15,735 ) (463 ) Comprehensive income attributable to noncontrolling interests — — (1,114 ) — (1,114 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ (1,577 ) $ 51,480 $ (35,745 ) $ (15,735 ) $ (1,577 ) (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Twenty-six weeks ended June 30, 2018 Parent Guarantors Non- Eliminations Total Net earnings $ 72,241 $ 55,956 $ 25,583 $ (78,620 ) $ 75,160 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — (2,167 ) (37,982 ) — (40,149 ) Realized loss on divestiture of grinding media business recorded in earnings — — 9,203 — 9,203 Gain (loss) on hedging activities: Net investment hedges 1,607 — — — 1,607 Loss on net investment hedge for grinding media business recorded in earnings 1,215 — — — 1,215 Amortization cost included in interest expense 44 — — — 44 Loss (deferred) on interest rate hedges (2,467 ) — — — (2,467 ) Commodity hedges 1,345 — — — 1,345 Equity in other comprehensive income (33,888 ) — — 33,888 — Other comprehensive income (loss) (32,144 ) (2,167 ) (28,779 ) 33,888 (29,202 ) Comprehensive income (loss) 40,097 53,789 (3,196 ) (44,732 ) 45,958 Comprehensive income attributable to noncontrolling interests — — (5,861 ) — (5,861 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 40,097 $ 53,789 $ (9,057 ) $ (44,732 ) $ 40,097 (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Thirteen weeks ended July 1, 2017 Parent Guarantors Non- Eliminations Total Net earnings $ 45,664 $ 16,890 $ 19,337 $ (34,569 ) $ 47,322 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — (1,359 ) 22,910 — 21,551 Gain (loss) on hedging activities: Net investment hedges (550 ) — — — (550 ) Amortization cost included in interest expense 18 — — — 18 Equity in other comprehensive income 20,986 — — (20,986 ) — Other comprehensive income (loss) 20,454 (1,359 ) 22,910 (20,986 ) 21,019 Comprehensive income (loss) 66,118 15,531 42,247 (55,555 ) 68,341 Comprehensive income attributable to noncontrolling interests — — (2,223 ) — (2,223 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 66,118 $ 15,531 $ 40,024 $ (55,555 ) $ 66,118 (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Twenty-six weeks ended July 1, 2017 Parent Guarantors Non- Eliminations Total Net earnings $ 84,643 $ 22,430 $ 42,765 $ (62,555 ) $ 87,283 Other comprehensive income (loss), net of tax: — Foreign currency translation adjustments: — Unrealized translation gain (loss) — 68,024 (27,083 ) — 40,941 Gain (loss) on hedging activities: Net investment hedges (1,076 ) — — — (1,076 ) Amortization cost included in interest expense 37 — — — 37 Equity in other comprehensive income 41,599 — — (41,599 ) — Other comprehensive income (loss) 40,560 68,024 (27,083 ) (41,599 ) 39,902 Comprehensive income (loss) 125,203 90,454 15,682 (104,154 ) 127,185 Comprehensive income attributable to noncontrolling interests — — (1,982 ) — (1,982 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 125,203 $ 90,454 $ 13,700 $ (104,154 ) $ 125,203 |
Condensed Consolidated Balance Sheets | CONDENSED CONSOLIDATED BALANCE SHEETS June 30, 2018 Parent Guarantors Non- Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 349,906 $ 12,698 $ 359,984 $ — $ 722,588 Receivables, net 135,850 86,036 250,963 — 472,849 Inventories 140,600 38,888 205,410 (2,927 ) 381,971 Prepaid expenses and other assets 49,748 39,066 39,029 — 127,843 Refundable income taxes 9,841 — — — 9,841 Total current assets 685,945 176,688 855,386 (2,927 ) 1,715,092 Property, plant and equipment, at cost 566,962 166,690 398,422 — 1,132,074 Less accumulated depreciation and amortization 380,864 89,134 169,388 — 639,386 Net property, plant and equipment 186,098 77,556 229,034 — 492,688 Goodwill 20,108 110,562 190,692 — 321,362 Other intangible assets 103 29,164 95,282 — 124,549 Investment in subsidiaries and intercompany accounts 1,342,466 1,118,506 990,137 (3,451,109 ) — Other assets 50,346 — 75,324 — 125,670 Total assets $ 2,285,066 $ 1,512,476 $ 2,435,855 $ (3,454,036 ) $ 2,779,361 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Current installments of long-term debt $ 252,218 $ — $ 863 $ — $ 253,081 Notes payable to banks — — 271 — 271 Accounts payable 55,865 12,342 125,405 — 193,612 Accrued employee compensation and benefits 37,484 5,888 28,441 — 71,813 Accrued expenses 31,803 5,963 41,597 — 79,363 Dividends payable 8,412 — — — 8,412 Total current liabilities 385,782 24,193 196,577 — 606,552 Deferred income taxes (1,652 ) 16,883 19,261 — 34,492 Long-term debt, excluding current installments 733,709 175,549 9,012 (181,968 ) 736,302 Defined benefit pension liability — — 183,688 — 183,688 Deferred compensation 43,413 — 4,705 — 48,118 Other noncurrent liabilities 11,648 5 8,732 — 20,385 Shareholders’ equity: Common stock of $1 par value 27,900 457,950 648,682 (1,106,632 ) 27,900 Additional paid-in capital — 162,906 1,107,536 (1,270,442 ) — Retained earnings 2,023,919 602,675 552,173 (1,154,848 ) 2,023,919 Accumulated other comprehensive income (loss) (311,166 ) 72,315 (332,169 ) 259,854 (311,166 ) Treasury stock (628,487 ) — — — (628,487 ) Total Valmont Industries, Inc. shareholders’ equity 1,112,166 1,295,846 1,976,222 (3,272,068 ) 1,112,166 Noncontrolling interest in consolidated subsidiaries — — 37,658 — 37,658 Total shareholders’ equity 1,112,166 1,295,846 2,013,880 (3,272,068 ) 1,149,824 Total liabilities and shareholders’ equity $ 2,285,066 $ 1,512,476 $ 2,435,855 $ (3,454,036 ) $ 2,779,361 (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED BALANCE SHEETS December 30, 2017 Parent Guarantors Non- Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 83,329 $ 5,304 $ 404,172 $ — $ 492,805 Receivables, net 149,221 82,995 271,461 — 503,677 Inventories 160,444 46,801 217,551 (3,848 ) 420,948 Prepaid expenses and other assets 8,607 970 34,066 — 43,643 Refundable income taxes 11,492 — — — 11,492 Total current assets 413,093 136,070 927,250 (3,848 ) 1,472,565 Property, plant and equipment, at cost 557,371 160,767 447,549 — 1,165,687 Less accumulated depreciation and amortization 368,668 84,508 193,583 — 646,759 Net property, plant and equipment 188,703 76,259 253,966 — 518,928 Goodwill 20,108 110,562 207,050 — 337,720 Other intangible assets 130 30,955 107,514 — 138,599 Investment in subsidiaries and intercompany accounts 1,416,446 1,181,537 927,179 (3,525,162 ) — Other assets 50,773 — 83,665 — 134,438 Total assets $ 2,089,253 $ 1,535,383 $ 2,506,624 $ (3,529,010 ) $ 2,602,250 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Current installments of long-term debt $ — $ — $ 966 $ — $ 966 Notes payable to banks — — 161 — 161 Accounts payable 69,915 18,039 139,952 — 227,906 Accrued employee compensation and benefits 44,086 8,749 31,591 — 84,426 Accrued expenses 28,198 9,621 43,210 — 81,029 Dividends payable 8,510 — — — 8,510 Total current liabilities 150,709 36,409 215,880 — 402,998 Deferred income taxes 20,885 — 14,021 — 34,906 Long-term debt, excluding current installments 750,821 185,078 9,836 (191,847 ) 753,888 Defined benefit pension liability — — 189,552 — 189,552 Deferred compensation 42,928 — 5,598 — 48,526 Other noncurrent liabilities 11,074 6 9,505 — 20,585 Shareholders’ equity: Common stock of $1 par value 27,900 457,950 648,682 (1,106,632 ) 27,900 Additional paid-in capital — 159,414 1,107,536 (1,266,950 ) — Retained earnings 1,954,344 622,044 619,622 (1,241,666 ) 1,954,344 Accumulated other comprehensive income (279,022 ) 74,482 (352,567 ) 278,085 (279,022 ) Treasury stock (590,386 ) — — — (590,386 ) Total Valmont Industries, Inc. shareholders’ equity 1,112,836 1,313,890 2,023,273 (3,337,163 ) 1,112,836 Noncontrolling interest in consolidated subsidiaries — — 38,959 — 38,959 Total shareholders’ equity 1,112,836 1,313,890 2,062,232 (3,337,163 ) 1,151,795 Total liabilities and shareholders’ equity $ 2,089,253 $ 1,535,383 $ 2,506,624 $ (3,529,010 ) $ 2,602,250 |
Condensed Consolidated Statements of Cash Flows | CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Twenty-six Weeks Ended June 30, 2018 Parent Guarantors Non- Eliminations Total Cash flows from operating activities: Net earnings $ 72,241 $ 55,956 $ 25,583 $ (78,620 ) $ 75,160 Adjustments to reconcile net earnings to net cash flows from operations: Depreciation and amortization 12,871 7,063 21,723 — 41,657 Noncash loss on trading securities — — 229 — 229 Impairment of property, plant and equipment — — 2,791 — 2,791 Loss on divestiture of grinding media business 2,518 — 3,566 — 6,084 Stock-based compensation 5,374 — — — 5,374 Defined benefit pension plan expense — — (1,159 ) — (1,159 ) Contribution to defined benefit pension plan — — (731 ) — (731 ) Loss (gain) on sale of property, plant and equipment 10 (7 ) (290 ) — (287 ) Equity in earnings in nonconsolidated subsidiaries (45,878 ) (33,898 ) — 79,776 — Deferred income taxes 3,343 1,791 (2,634 ) — 2,500 Changes in assets and liabilities: Net working capital (15,781 ) (43,990 ) (12,177 ) (1,244 ) (73,192 ) Other noncurrent liabilities 640 — (1,120 ) — (480 ) Income taxes payable (refundable) (11,054 ) (843 ) 7,609 — (4,288 ) Net cash flows from operating activities 24,284 (13,928 ) 43,390 (88 ) 53,658 Cash flows from investing activities: Purchase of property, plant and equipment (10,051 ) (6,770 ) (14,995 ) — (31,816 ) Proceeds from sale of assets 5 209 64,179 — 64,393 Acquisitions, net of cash acquired — — (9,300 ) — (9,300 ) Settlement of net investment hedge (1,621 ) — — — (1,621 ) Other, net 6,335 13,752 (17,771 ) 88 2,404 Net cash flows from investing activities (5,332 ) 7,191 22,113 88 24,060 Cash flows from financing activities: Proceeds from short-term agreements — — 130 — 130 Proceeds from long-term borrowings 237,641 — — — 237,641 Principal payments on long-term borrowings — — (495 ) — (495 ) Settlement of financial derivative (2,467 ) — — — (2,467 ) Debt issuance costs (2,322 ) — — — (2,322 ) Dividends paid (17,003 ) — — — (17,003 ) Dividends to noncontrolling interest — — (4,852 ) — (4,852 ) Intercompany dividends 75,325 11,296 (86,621 ) — — Purchase of noncontrolling interest — — (5,510 ) — (5,510 ) Intercompany capital contribution (3,492 ) 3,492 — — — Purchase of treasury shares (43,999 ) — — — (43,999 ) Proceeds from exercises under stock plans 5,711 — — — 5,711 Purchase of common treasury shares - stock plan exercises (1,769 ) — — — (1,769 ) Net cash flows from financing activities 247,625 14,788 (97,348 ) — 165,065 Effect of exchange rate changes on cash and cash equivalents — (657 ) (12,343 ) — (13,000 ) Net change in cash and cash equivalents 266,577 7,394 (44,188 ) — 229,783 Cash and cash equivalents—beginning of year 83,329 5,304 404,172 — 492,805 Cash and cash equivalents—end of period $ 349,906 $ 12,698 $ 359,984 $ — $ 722,588 (10) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Twenty-six Weeks Ended July 1, 2017 Parent Guarantors Non- Eliminations Total Cash flows from operating activities: Net earnings $ 84,643 $ 22,430 $ 42,765 $ (62,555 ) $ 87,283 Adjustments to reconcile net earnings to net cash flows from operations: Depreciation and amortization 13,048 7,113 21,593 — 41,754 Noncash loss on trading securities — — 188 — 188 Stock-based compensation 4,590 — — — 4,590 Defined benefit pension plan expense — — 314 — 314 Contribution to defined benefit pension plan — — (25,379 ) — (25,379 ) Loss (gain) on sale of property, plant and equipment (20 ) — (44 ) — (64 ) Equity in earnings in nonconsolidated subsidiaries (57,321 ) (5,316 ) — 62,637 — Deferred income taxes 5,539 — 1,808 — 7,347 Changes in assets and liabilities: Net working capital (14,523 ) (28,010 ) (21,840 ) 69 (64,304 ) Other noncurrent liabilities 874 — 1,099 — 1,973 Income taxes payable (refundable) (7,737 ) 542 9,223 — 2,028 Net cash flows from operating activities 29,093 (3,241 ) 29,727 151 55,730 Cash flows from investing activities: Purchase of property, plant and equipment (8,126 ) (3,351 ) (14,706 ) — (26,183 ) Proceeds from sale of assets 21 11 858 — 890 Settlement of net investment hedge 5,123 — — — 5,123 Other, net (8,313 ) 6,604 (607 ) (151 ) (2,467 ) Net cash flows from investing activities (11,295 ) 3,264 (14,455 ) (151 ) (22,637 ) Cash flows from financing activities: Payments under short-term agreements — — (369 ) — (369 ) Principal payments on long-term borrowings — — (434 ) — (434 ) Dividends paid (16,913 ) — — — (16,913 ) Dividends to noncontrolling interest — — (2,889 ) — (2,889 ) Intercompany dividends 22,662 — (22,662 ) — — Intercompany interest on long-term note — (5,669 ) 5,669 — — Intercompany capital contribution (3,785 ) 3,785 — — — Proceeds from exercises under stock plans 10,168 — — — 10,168 Purchase of common treasury shares - stock plan exercises (3,056 ) — — — (3,056 ) Net cash flows from financing activities 9,076 (1,884 ) (20,685 ) — (13,493 ) Effect of exchange rate changes on cash and cash equivalents — 212 15,894 — 16,106 Net change in cash and cash equivalents 26,874 (1,649 ) 10,481 — 35,706 Cash and cash equivalents—beginning of year 67,225 6,071 339,220 — 412,516 Cash and cash equivalents—end of period $ 94,099 $ 4,422 $ 349,701 $ — $ 448,222 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Summary of Long-term Debt | Long-term debt is as follows: June 30, December 30, 5.00% senior unsecured notes due 2044(a) $ 450,000 $ 250,000 5.25% senior unsecured notes due 2054(b) 305,000 250,000 Unamortized discount on 5.00% and 5.25% senior unsecured notes (a)(b) (21,624 ) (4,312 ) 6.625% senior unsecured notes due 2020(c) 250,200 250,200 Unamortized premium on 6.625 senior unsecured notes (c) 2,018 2,545 Revolving credit agreement (d) — — IDR Bonds(e) 8,500 8,500 Other notes 3,456 4,033 Debt issuance costs (8,167 ) (6,112 ) Long-term debt 989,383 754,854 Less current installments of long-term debt 253,081 966 Long-term debt, excluding current installments $ 736,302 $ 753,888 (a) The 5.00% senior unsecured notes due 2044 include an aggregate principal amount of $450,000 on which interest is paid and an unamortized discount balance of $14,053 at June 30, 2018. The notes bear interest at 5.000% per annum and are due on October 1, 2044. The discount is amortized and recognized as interest expense as interest payments are made over the term of the notes. The notes may be repurchased prior to maturity in whole, or in part, at any time at 100% of their principal amount plus a make-whole premium and accrued and unpaid interest. These notes are guaranteed by certain subsidiaries of the Company. (b) The 5.25% senior unsecured notes due 2054 include an aggregate principal amount of $305,000 on which interest is paid and an unamortized discount balance of $7,571 at June 30, 2018. The notes bear interest at 5.250% per annum and are due on October 1, 2054. The discount is amortized and recognized as interest expense as interest payments are made over the term of the notes. The notes may be repurchased prior to maturity in whole, or in part, at any time at 100% of their principal amount plus a make-whole premium and accrued and unpaid interest. These notes are guaranteed by certain subsidiaries of the Company. (c) The 6.625% senior unsecured notes due 2020, following a partial tender offer in September 2014, include a remaining aggregate principal amount of $250,200 on which interest is paid and an unamortized premium balance of $2,018 at June 30, 2018. The notes bear interest at 6.625% per annum and are due on April 1, 2020. The remaining premium will be amortized against interest expense as interest payments are made over the term of the notes. The notes may be redeemed prior to maturity in whole, or in part, at any time at 100% of their principal amount plus a make-whole premium and accrued and unpaid interest. These notes are guaranteed by certain subsidiaries of the Company. On June 11, 2018, the Company notified the holders of the 2020 bonds of its plan to redeem all of these bonds. On July 9, 2018, the Company redeemed all $250,200 of the 2020 bonds at a make-whole redemption price equal to approximately $266,000 plus approximately $3,600 of accrued and unpaid interest on the notes from April 20, 2018 (8) LONG-TERM DEBT (Continued) to July 8, 2018. The Company recognized approximately $14,800 of redemption related expenses, including the recognition of the unamortized premium, in the third quarter of 2018. (d) On October 18, 2017, the Company amended and restated its revolving credit facility with JP Morgan Chase Bank, N.A., as Administrative Agent, and the other lenders party thereto. The credit facility provides for $600,000 of committed unsecured revolving credit loans. The Company may increase the credit facility by up to an additional $200,000 at any time, subject to lenders increasing the amount of their commitments. This amendment extends the maturity date of the credit facility from October 17, 2019 to October 18, 2022 and increases the available borrowings in foreign currencies from $200 million to $400 million . The interest rate on the borrowings will be, at the Company's option, either: (i) LIBOR (based on a 1, 2, 3 or 6 month interest period, as selected by the Company) plus 100 to 162.5 basis points, depending on the credit rating of the Company's senior debt published by Standard & Poor's Rating Services and Moody's Investors Service, Inc., or; (ii) the higher of • the prime lending rate , • the Federal Funds rate plus 50 basis points, and • LIBOR (based on a 1 month interest period) plus 100 basis points, plus, in each case, 0 to 62.5 basis points, depending on the credit rating of the Company's senior debt published by Standard & Poor's Rating Services and Mood's Investors Service, Inc. At June 30, 2018, the Company had no outstanding borrowings under the revolving credit facility. The revolving credit facility has a maturity date of October 18, 2022 and contains certain financial covenants that may limit additional borrowing capability under the agreement. At June 30, 2018, the Company had the ability to borrow $585,350 under this facility, after consideration of standby letters of credit of $14,650 associated with certain insurance obligations. We also maintain certain short-term bank lines of credit totaling $110,940 , $110,670 of which was unused at June 30, 2018. (e) The Industrial Development Revenue Bonds were issued to finance the construction of a manufacturing facility in Jasper, Tennessee. Variable interest is payable until final maturity on June 1, 2025. The effective interest rates at June 30, 2018 and December 30, 2017 were 2.96% and 2.00% , respectively. |
SUMMARY OF SIGNIFICANT ACCOUN29
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | Dec. 30, 2017 |
Accounting Policies [Abstract] | |||
Inventory valued at the lower of cost, determined on the last-in, first-out (LIFO) method, or market (as a percent) | 37.00% | 37.00% | |
Excess of replacement cost of inventories over the LIFO value | $ 46,459 | $ 43,727 | |
Inventory, Net [Abstract] | |||
Raw materials and purchased parts | 191,918 | 183,029 | |
Work-in-process | 19,500 | 30,671 | |
Finished goods and manufactured goods | 217,012 | 250,975 | |
Subtotal | 428,430 | 464,675 | |
Less: LIFO reserve | 46,459 | 43,727 | |
Net inventory | $ 381,971 | $ 384,705 | $ 420,948 |
SUMMARY OF SIGNIFICANT ACCOUN30
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Income Taxes (Details) - USD ($) $ in Thousands | Dec. 30, 2017 | Jun. 30, 2018 | Jul. 01, 2017 | Jun. 30, 2018 | Jul. 01, 2017 |
Income Tax Contingency [Line Items] | |||||
United States | $ 42,336 | $ 50,773 | $ 84,101 | $ 86,197 | |
Foreign | 6,749 | 17,634 | 17,996 | 37,534 | |
Earnings before income taxes | $ 49,085 | $ 68,407 | $ 102,097 | $ 123,731 | |
Unremitted foreign earnings | $ 400,000 | ||||
Tax Cuts and Jobs Act, Incomplete Accounting, Transition Tax for Accumulated Foreign Earnings, Provisional Liability | 9,890 | ||||
Federal | |||||
Income Tax Contingency [Line Items] | |||||
Tax Cuts and Jobs Act of 2017, Incomplete Accounting, Transition Tax for Accumulated Foreign Earnings, Provisional Income Tax Expense | 10,373 | ||||
State | |||||
Income Tax Contingency [Line Items] | |||||
Tax Cuts and Jobs Act of 2017, Incomplete Accounting, Transition Tax for Accumulated Foreign Earnings, Provisional Income Tax Expense | $ 1,300 |
SUMMARY OF SIGNIFICANT ACCOUN31
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Pension Benefits (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jul. 01, 2017 | Jun. 30, 2018 | Jul. 01, 2017 | |
Net periodic (benefit) expense: | ||||
Interest cost | $ 4,486 | $ 4,478 | $ 9,202 | $ 8,799 |
Expected return on plan assets | (5,815) | (5,054) | (11,929) | (9,931) |
Amortization of actuarial loss | 764 | 736 | 1,568 | 1,446 |
Net periodic expense (benefit) | $ (565) | $ 160 | $ (1,159) | $ 314 |
SUMMARY OF SIGNIFICANT ACCOUN32
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Stock Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jul. 01, 2017 | Jun. 30, 2018 | Jul. 01, 2017 | |
Stock Option Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Shares of common stock available for issuance (in shares) | 1,700,000 | 1,700,000 | ||
Compensation expense | $ 2,599 | $ 2,096 | $ 5,374 | $ 4,590 |
Income tax benefits | $ 650 | $ 807 | $ 1,344 | $ 1,767 |
Stock Option Plans | Minimum | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Vesting period of options | 3 years | |||
Expiration period of grant | 6 years | |||
Stock Option Plans | Maximum | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Vesting period of options | 7 years | |||
Expiration period of grant | 10 years | |||
Restricted Stock Units (RSUs) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Vesting period of options | 3 years |
SUMMARY OF SIGNIFICANT ACCOUN33
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 30, 2017 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading Securities | $ 41,194 | $ 41,042 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading Securities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading Securities | 0 | 0 |
Carrying Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading Securities | 41,194 | 41,042 |
Delta E M D Pty Ltd | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of remaining ownership | 1,686 | 1,951 |
Valmont Deferred Compensation Plan | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets recorded for the investments held | $ 39,508 | $ 39,091 |
SUMMARY OF SIGNIFICANT ACCOUN34
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Comprehensive Income (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Balance at the beginning of the period | $ (279,022) |
Balance at the end of the period | (311,166) |
Foreign Currency Translation Adjustments | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Balance at the beginning of the period | (171,399) |
Current-period comprehensive income (loss) | (43,091) |
Divestiture of grinding media business | 9,203 |
Balance at the end of the period | (205,287) |
Gain/(Loss) on Hedging Activities | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Balance at the beginning of the period | 6,357 |
Current-period comprehensive income (loss) | 529 |
Divestiture of grinding media business | 1,215 |
Balance at the end of the period | 8,101 |
Defined Benefit Pension Plan | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Balance at the beginning of the period | (113,980) |
Current-period comprehensive income (loss) | 0 |
Divestiture of grinding media business | 0 |
Balance at the end of the period | (113,980) |
Accumulated Other Comprehensive Loss | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Balance at the beginning of the period | (279,022) |
Current-period comprehensive income (loss) | (42,562) |
Divestiture of grinding media business | 10,418 |
Balance at the end of the period | $ (311,166) |
SUMMARY OF SIGNIFICANT ACCOUN35
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Schedule of Effects of Topic 606 (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018 | Dec. 30, 2017 | Jul. 01, 2017 | Jun. 30, 2018 | Jul. 01, 2017 | Dec. 31, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||
Inventories | $ 381,971 | $ 420,948 | $ 381,971 | $ 384,705 | ||
Prepaid expenses and other assets | 127,843 | 43,643 | 127,843 | 95,150 | ||
Accrued expenses | 79,363 | 81,029 | 79,363 | 83,072 | ||
Deferred income taxes | 34,492 | 34,906 | 34,492 | 38,356 | ||
Retained earnings | 2,023,919 | 1,954,344 | 2,023,919 | 1,964,115 | ||
Net sales | 682,405 | $ 712,737 | 1,381,089 | $ 1,350,210 | ||
Operating income | 63,670 | $ 78,450 | 127,630 | $ 143,106 | ||
Calculated Under Revenue Guidance In Effect Before Topic 606 | ||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||
Inventories | 436,414 | 420,948 | 436,414 | |||
Prepaid expenses and other assets | 53,829 | 43,643 | 53,829 | |||
Accrued expenses | 75,060 | 81,029 | 75,060 | |||
Deferred income taxes | 30,535 | 34,906 | 30,535 | |||
Retained earnings | 2,012,608 | 1,954,344 | 2,012,608 | |||
Net sales | 687,953 | 1,358,827 | ||||
Operating income | 66,707 | 125,592 | ||||
Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | ||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||||||
Inventories | (54,443) | (54,443) | (36,243) | |||
Prepaid expenses and other assets | 74,014 | 74,014 | 51,507 | |||
Accrued expenses | 4,303 | 4,303 | 2,043 | |||
Deferred income taxes | 3,957 | 3,957 | 3,450 | |||
Retained earnings | 11,311 | 9,771 | 11,311 | $ 9,771 | ||
Net sales | (5,548) | 22,262 | ||||
Operating income | $ (3,037) | $ 13,121 | $ 2,038 |
SUMMARY OF SIGNIFICANT ACCOUN36
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenues (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018 | Jul. 01, 2017 | Jun. 30, 2018 | Jul. 01, 2017 | Dec. 31, 2017 | Dec. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | $ 682,405,000 | $ 712,737,000 | $ 1,381,089,000 | $ 1,350,210,000 | ||
Contract asset, current | 92,585,000 | 92,585,000 | $ 51,507,000 | |||
Contract with customer, liability, current | 4,669 | 4,669 | $ 7,368 | |||
Revenue recognized from contract liability | 4,000 | |||||
Transferred at Point in Time | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | 474,740,000 | 952,025,000 | ||||
Transferred over Time | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | 207,665,000 | 429,064,000 | ||||
Offshore and Other Complex Steel Structures | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Contract asset, current | $ 16,165,000 | |||||
Utility Support Structures Segment | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | 196,531,000 | 209,622,000 | 406,390,000 | 409,652,000 | ||
Utility Support Structures Segment | Transferred at Point in Time | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | 0 | 0 | ||||
Utility Support Structures Segment | Transferred over Time | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | 196,531,000 | 406,390,000 | ||||
Engineered Support Structures Segment | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | 246,041,000 | 231,278,000 | 461,957,000 | 424,354,000 | ||
Engineered Support Structures Segment | Transferred at Point in Time | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | 237,720,000 | 444,914,000 | ||||
Engineered Support Structures Segment | Transferred over Time | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | 8,321,000 | 17,043,000 | ||||
Coatings Segment | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | 74,539,000 | 64,600,000 | 142,997,000 | 123,932,000 | ||
Coatings Segment | Transferred at Point in Time | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | 74,539,000 | 142,997,000 | ||||
Coatings Segment | Transferred over Time | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | 0 | 0 | ||||
Irrigation Segment | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | 160,613,000 | $ 186,165,000 | 346,665,000 | $ 351,606,000 | ||
Irrigation Segment | Transferred at Point in Time | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | 157,800,000 | 341,034,000 | ||||
Irrigation Segment | Transferred over Time | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | 2,813,000 | 5,631,000 | ||||
Other Segments | Transferred at Point in Time | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | 4,681,000 | 23,080,000 | ||||
Other Segments | Transferred over Time | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Revenue from contract with customer | $ 0 | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUN37
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Hedging Activities (Details) $ in Thousands | Jun. 19, 2018USD ($) | Sep. 29, 2018USD ($) | Jun. 30, 2018USD ($)derivativeT | Mar. 31, 2018USD ($)T | Sep. 30, 2017USD ($)derivative | Jul. 01, 2017USD ($) | Jun. 30, 2018USD ($) | Jul. 01, 2017USD ($) | Dec. 30, 2017USD ($) |
Derivative [Line Items] | |||||||||
Derivative asset (liabilities) | $ 3,350 | $ 3,350 | $ (826) | ||||||
Gain (Loss) on Derivative Used in Net Investment Hedge, Before Tax | 5,123 | ||||||||
Realized gain on net investment hedge, net of tax | 3,150 | ||||||||
Derivatives used in Net Investment Hedge, Net of Tax, Period Increase (Decrease) | (2,396) | $ 550 | (1,607) | $ 1,076 | |||||
Realized loss on net investment hedge for grinding media business recorded in earnings | 1,215 | 0 | 1,215 | 0 | |||||
Loss (deferred) on interest rate hedges | (2,467) | 0 | (2,467) | 0 | |||||
Commodity forward contracts | |||||||||
Derivative [Line Items] | |||||||||
Derivative, notional amount | $ 7,185 | $ 7,142 | 7,185 | ||||||
Derivative, Nonmonetary Notional Amount, Mass | T | 1,500 | ||||||||
Derivatives used in Net Investment Hedge, Net of Tax, Period Increase (Decrease) | $ 1,345 | ||||||||
July - September | |||||||||
Derivative [Line Items] | |||||||||
Derivative, Nonmonetary Notional Amount, Mass | T | 2,000 | ||||||||
October - December | |||||||||
Derivative [Line Items] | |||||||||
Derivative, Nonmonetary Notional Amount, Mass | T | 1,000 | ||||||||
Foreign Currency Forward Contract | |||||||||
Derivative [Line Items] | |||||||||
Derivative, notional amount | $ 44,000 | $ 44,000 | |||||||
Derivative, Number Of Instrument Entered | derivative | 2 | 2 | |||||||
Derivative, Term of Contract | 2 years | 6 months | |||||||
Other Comprehensive Income (Loss), Net Investment Hedge, Gain (Loss), before Reclassification and Tax | $ 1,621 | ||||||||
Realized loss on net investment hedge for grinding media business recorded in earnings | $ 1,215 | ||||||||
Interest Rate Contract [Member] | |||||||||
Derivative [Line Items] | |||||||||
Derivative, notional amount | $ 175,000 | ||||||||
Prepaid expenses and other assets | Commodity forward contracts | |||||||||
Derivative [Line Items] | |||||||||
Derivative asset (liabilities) | 1,345 | 1,345 | 0 | ||||||
Prepaid expenses and other assets | Foreign Currency Forward Contract | |||||||||
Derivative [Line Items] | |||||||||
Derivative asset (liabilities) | 2,005 | 2,005 | 0 | ||||||
Accrued expenses | Foreign Currency Forward Contract | |||||||||
Derivative [Line Items] | |||||||||
Derivative asset (liabilities) | $ 0 | $ 0 | $ (826) | ||||||
Senior Unsecured Notes | Senior Unsecured Notes 5.00% Due 2044 | |||||||||
Derivative [Line Items] | |||||||||
Proceeds from Notes Payable | 200,000 | ||||||||
Stated rate | 5.00% | 5.00% | |||||||
Senior Unsecured Notes | Senior Unsecured Notes 5.25% Due 2054 | |||||||||
Derivative [Line Items] | |||||||||
Proceeds from Notes Payable | $ 55,000 | ||||||||
Stated rate | 5.25% | 5.25% | |||||||
Australia, Dollars | Foreign Currency Forward Contract | |||||||||
Derivative [Line Items] | |||||||||
Derivative, notional amount | $ 100,000 | $ 24,059 | $ 100,000 | ||||||
Derivatives used in Net Investment Hedge, Net of Tax, Period Increase (Decrease) | 857 | ||||||||
United Kingdom, Pounds | Foreign Currency Forward Contract | |||||||||
Derivative [Line Items] | |||||||||
Derivative, notional amount | $ 21,222 | ||||||||
Euro Member Countries, Euro | Foreign Currency Forward Contract | |||||||||
Derivative [Line Items] | |||||||||
Derivative, notional amount | 50 | $ 50 | |||||||
Derivatives used in Net Investment Hedge, Net of Tax, Period Increase (Decrease) | $ 1,148 |
SUMMARY OF SIGNIFICANT ACCOUN38
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Recently Adopted Accounting Changes (Details) £ in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2018USD ($) | Dec. 30, 2017USD ($) | Jul. 01, 2017USD ($) | Jun. 30, 2018USD ($) | Jul. 01, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016GBP (£) | Dec. 31, 2016USD ($) | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Retained earnings | $ 2,023,919 | $ 1,954,344 | $ 2,023,919 | $ 1,964,115 | ||||
Adjustments to operating income (loss) | 63,670 | $ 78,450 | 127,630 | $ 143,106 | ||||
Other Nonoperating Income (Expense) | 1,844 | (192) | 703 | 853 | ||||
Adjustments to selling, general, and administrative expense | (111,329) | (104,830) | (216,609) | (204,779) | ||||
Adjustments to beginning and ending cash balance | 722,588 | 492,805 | 448,222 | 722,588 | 448,222 | $ 412,516 | ||
Adjustments to cash provided by (used in) operating activities | (53,658) | (55,730) | ||||||
Accounting Standards Update 2014-09 | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Cumulative impact of ASC 606 adoption | 9,771 | |||||||
Accounting Standards Update 2017-07 | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Other Nonoperating Income (Expense) | 160 | $ 314 | ||||||
Adjustments to selling, general, and administrative expense | 154 | |||||||
Accounting Standards Update 2016-18 | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Adjustments to beginning and ending cash balance | £ | £ 10,000 | |||||||
Adjustments to cash provided by (used in) operating activities | $ 12,568 | |||||||
Accounting Standards Update 2016-16 | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Cumulative impact of ASC 606 adoption | 1,038 | |||||||
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Retained earnings | 11,311 | 9,771 | 11,311 | $ 9,771 | ||||
Net sales | 51,507 | |||||||
Adjustments to operating income (loss) | $ (3,037) | 13,121 | $ 2,038 | |||||
Retained earnings | Accounting Standards Update 2014-09 | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Cumulative impact of ASC 606 adoption | 9,771 | |||||||
Retained earnings | Accounting Standards Update 2016-16 | ||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||
Cumulative impact of ASC 606 adoption | $ 1,038 |
ACQUISITIONS - Narrative (Detai
ACQUISITIONS - Narrative (Details) - USD ($) $ in Thousands | Jan. 26, 2018 | Jul. 31, 2017 | Apr. 30, 2016 | Jun. 30, 2018 | Dec. 30, 2017 |
Acquisitions | |||||
Goodwill | $ 321,362 | $ 337,720 | |||
Torrent Engineering and Equipment | |||||
Acquisitions | |||||
Percentage acquired | 60.00% | ||||
Consideration transfered | $ 4,800 | ||||
Annual revenue of acquiree | 9,000 | ||||
Goodwill | 3,922 | ||||
Customer relationships and other intangible assets | $ 4,020 | ||||
IGC Galvanizing Industries (M) Sdn Bhd | |||||
Acquisitions | |||||
Percentage acquired | 10.00% | ||||
Consideration transfered | $ 5,510 | ||||
Aircon | |||||
Acquisitions | |||||
Consideration transfered | $ 5,362 | ||||
Annual revenue of acquiree | 10,000 | ||||
Goodwill | $ 3,327 | ||||
Customer relationships and other intangible assets | $ 2,109 |
DIVESTITURE - Narrative (Detail
DIVESTITURE - Narrative (Details) - Donhad $ in Thousands, $ in Thousands | Apr. 30, 2018AUD ($) | Apr. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Jul. 01, 2017USD ($) | Jun. 30, 2018USD ($) | Jul. 01, 2017USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Pre-tax income/(loss) | $ (334) | $ 1,859 | $ (913) | $ 3,945 | ||
Disposed by sale | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Proceeds from divestiture | $ 82,500 | $ 62,518 | ||||
Pre-tax gain from divestiture, before recognition of currency translation loss | 4,334 | |||||
Recognition of cumulative currency translation loss and hedges (out of OCI) | $ (10,418) |
DIVESTITURE - Summary of Assets
DIVESTITURE - Summary of Assets and Liabilities of Divestiture (Details) - Donhad - Disposed by sale $ in Thousands | Apr. 30, 2018USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Receivables, net | $ 9,848 |
Inventories | 15,945 |
Net property, plant, and equipment | 13,815 |
Goodwill and intangible assets | 27,153 |
Other assets | 1,388 |
Total assets | 68,149 |
Accounts payable | 7,125 |
Accrued expenses | 2,484 |
Deferred income taxes | 2,187 |
Total liabilities | 11,796 |
Net assets | $ 56,353 |
DIVESTITURE - Summary of Gain (
DIVESTITURE - Summary of Gain (Loss) on Divestiture (Details) - USD ($) $ in Thousands | Apr. 30, 2018 | Jun. 30, 2018 | Jul. 01, 2017 | Jun. 30, 2018 | Jul. 01, 2017 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Net loss from divestiture of the grinding media business | $ (6,084) | $ 0 | $ (6,084) | $ 0 | |
Donhad | Disposed by sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Pre-tax gain from divestiture, before recognition of currency translation loss | $ 4,334 | ||||
Recognition of cumulative currency translation loss and hedges (out of OCI) | (10,418) | ||||
Net loss from divestiture of the grinding media business | $ (6,084) |
RESTRUCTURING ACTIVITIES - Narr
RESTRUCTURING ACTIVITIES - Narrative (Details) - ESS $ in Thousands | Feb. 28, 2018USD ($) |
Restructuring Cost and Reserve [Line Items] | |
Expected restructuring costs | $ 20,000 |
Restructuring asset impairment | |
Restructuring Cost and Reserve [Line Items] | |
Expected restructuring costs | 5,000 |
Total cost of sales | |
Restructuring Cost and Reserve [Line Items] | |
Expected restructuring costs | 13,500 |
Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Expected restructuring costs | $ 6,500 |
RESTRUCTURING ACTIVITIES - Rest
RESTRUCTURING ACTIVITIES - Restructuring Activities - Restruciting Expenses and Related Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2018 | Jun. 30, 2018 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 7,019 | $ 11,419 |
ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 5,419 | 9,047 |
Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,474 | 2,246 |
Corporate Segment [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 126 | 126 |
Total cost of sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 4,490 | 6,830 |
Total cost of sales | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 3,016 | 4,584 |
Total cost of sales | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,474 | 2,246 |
Total cost of sales | Corporate Segment [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | 0 |
Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 2,529 | 4,589 |
Selling, General and Administrative Expenses | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 2,403 | 4,463 |
Selling, General and Administrative Expenses | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | 0 |
Selling, General and Administrative Expenses | Corporate Segment [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 126 | 126 |
Severance | Total cost of sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 2,118 | 2,541 |
Severance | Total cost of sales | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,603 | 2,026 |
Severance | Total cost of sales | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 515 | 515 |
Severance | Total cost of sales | Corporate Segment [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | 0 |
Severance | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,533 | 3,511 |
Severance | Selling, General and Administrative Expenses | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,533 | 3,511 |
Severance | Selling, General and Administrative Expenses | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | 0 |
Severance | Selling, General and Administrative Expenses | Corporate Segment [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | 0 |
Other cash restructuring expenses | Total cost of sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,111 | 1,883 |
Other cash restructuring expenses | Total cost of sales | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 152 | 152 |
Other cash restructuring expenses | Total cost of sales | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 959 | 1,731 |
Other cash restructuring expenses | Total cost of sales | Corporate Segment [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | 0 |
Other cash restructuring expenses | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 611 | 693 |
Other cash restructuring expenses | Selling, General and Administrative Expenses | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 485 | 567 |
Other cash restructuring expenses | Selling, General and Administrative Expenses | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | 0 |
Other cash restructuring expenses | Selling, General and Administrative Expenses | Corporate Segment [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 126 | 126 |
Asset impairments/net loss on disposals | Total cost of sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,261 | 2,406 |
Asset impairments/net loss on disposals | Total cost of sales | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 1,261 | 2,406 |
Asset impairments/net loss on disposals | Total cost of sales | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | 0 |
Asset impairments/net loss on disposals | Total cost of sales | Corporate Segment [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | 0 |
Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 385 | 385 |
Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 385 | 385 |
Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | 0 |
Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | Corporate Segment [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 0 | $ 0 |
RESTRUCTURING ACTIVITIES - Liab
RESTRUCTURING ACTIVITIES - Liabilities Recorded For The Restructuring Plan (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Restructuring Cost and Reserve [Roll Forward] | |
Beginning balance | $ 1,216 |
Recognized Restructuring Expense | 8,628 |
Costs Paid or Otherwise Settled | (8,661) |
Ending balance | 1,183 |
Severance | |
Restructuring Cost and Reserve [Roll Forward] | |
Beginning balance | 0 |
Recognized Restructuring Expense | 6,052 |
Costs Paid or Otherwise Settled | (6,052) |
Ending balance | 0 |
Other cash restructuring expenses | |
Restructuring Cost and Reserve [Roll Forward] | |
Beginning balance | 1,216 |
Recognized Restructuring Expense | 2,576 |
Costs Paid or Otherwise Settled | (2,609) |
Ending balance | $ 1,183 |
GOODWILL AND INTANGIBLE ASSET46
GOODWILL AND INTANGIBLE ASSETS - Amortized Intangible Assets - (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2018 | Jul. 01, 2017 | Jun. 30, 2018 | Dec. 30, 2017 | |
Components of amortized intangible assets | ||||
Gross Carrying Amount | $ 204,077 | $ 204,077 | $ 216,035 | |
Accumulated Amortization | 138,006 | 138,006 | 142,289 | |
Amortization expense for intangible assets | 3,572 | $ 3,903 | 7,767 | |
Estimated amortization expense | ||||
2,015 | 14,187 | 14,187 | ||
2,016 | 12,903 | 12,903 | ||
2,017 | 11,804 | 11,804 | ||
2,018 | 9,748 | 9,748 | ||
2,019 | 7,573 | 7,573 | ||
Customer Relationships | ||||
Components of amortized intangible assets | ||||
Gross Carrying Amount | 188,767 | 188,767 | 200,810 | |
Accumulated Amortization | 126,904 | $ 126,904 | $ 131,062 | |
Weighted Average Life | 13 years | 13 years | ||
Proprietary Software & Database | ||||
Components of amortized intangible assets | ||||
Gross Carrying Amount | 3,589 | $ 3,589 | $ 3,671 | |
Accumulated Amortization | 3,075 | $ 3,075 | $ 3,107 | |
Weighted Average Life | 8 years | 8 years | ||
Patents & Proprietary Technology | ||||
Components of amortized intangible assets | ||||
Gross Carrying Amount | 7,225 | $ 7,225 | $ 6,693 | |
Accumulated Amortization | 4,238 | $ 4,238 | $ 3,999 | |
Weighted Average Life | 11 years | 11 years | ||
Other | ||||
Components of amortized intangible assets | ||||
Gross Carrying Amount | 4,496 | $ 4,496 | $ 4,861 | |
Accumulated Amortization | $ 3,789 | $ 3,789 | $ 4,121 | |
Weighted Average Life | 3 years | 3 years |
GOODWILL AND INTANGIBLE ASSET47
GOODWILL AND INTANGIBLE ASSETS - Carrying Values of Trade Names - (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 30, 2017 |
Valmont SM | ||
Non-amortized intangible assets | ||
Carrying value of trade names | $ 9,717 | $ 9,973 |
Webforge | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 9,230 | 9,432 |
Ingal EPS/Ingal Civil Products | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 7,526 | 7,690 |
Shakespeare | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 4,000 | 4,000 |
Other | ||
Non-amortized intangible assets | ||
Carrying value of trade names | $ 16,894 | $ 22,647 |
GOODWILL AND INTANGIBLE ASSET48
GOODWILL AND INTANGIBLE ASSETS - Impairment (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 30, 2017 |
Indefinite-lived Intangible Assets [Line Items] | ||
Goodwill | $ 321,362 | $ 337,720 |
ESS | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Goodwill | 147,963 | 151,406 |
Coatings Segment | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Goodwill | $ 59,947 | $ 60,474 |
GOODWILL AND INTANGIBLE ASSET49
GOODWILL AND INTANGIBLE ASSETS - Carrying Amount of Goodwill by Segment (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Dec. 30, 2017 | |
Goodwill | ||
Goodwill, Gross | $ 372,612,000 | |
Accumulated impairment losses | (34,892,000) | |
Carrying amount of goodwill | ||
Balance at the beginning of the period | $ 337,720,000 | |
Acquisitions | (3,922,000) | |
Divestiture of grinding media | (15,814,000) | |
Foreign currency translation | (4,466,000) | |
Balance at the end of the period | 321,362,000 | |
Engineered Support Structures Segment | ||
Goodwill | ||
Goodwill, Gross | 170,076,000 | |
Accumulated impairment losses | (18,670,000) | |
Carrying amount of goodwill | ||
Balance at the beginning of the period | 151,406,000 | |
Acquisitions | 0 | |
Divestiture of grinding media | 0 | |
Foreign currency translation | (3,443,000) | |
Balance at the end of the period | 147,963,000 | |
Utility Support Structures Segment | ||
Goodwill | ||
Goodwill, Gross | 90,248,000 | |
Accumulated impairment losses | 0 | |
Carrying amount of goodwill | ||
Balance at the beginning of the period | 90,248,000 | |
Acquisitions | 0 | |
Divestiture of grinding media | 0 | |
Foreign currency translation | (380,000) | |
Balance at the end of the period | 89,868,000 | |
Coatings Segment | ||
Goodwill | ||
Goodwill, Gross | 76,696,000 | |
Accumulated impairment losses | (16,222,000) | |
Carrying amount of goodwill | ||
Balance at the beginning of the period | 60,474,000 | |
Acquisitions | 0 | |
Divestiture of grinding media | 0 | |
Foreign currency translation | (527,000) | |
Balance at the end of the period | 59,947,000 | |
Irrigation Segment | ||
Goodwill | ||
Goodwill, Gross | 19,778,000 | |
Accumulated impairment losses | 0 | |
Carrying amount of goodwill | ||
Balance at the beginning of the period | 19,778,000 | |
Acquisitions | (3,922,000) | |
Divestiture of grinding media | 0 | |
Foreign currency translation | (116,000) | |
Balance at the end of the period | 23,584,000 | |
Other Segments | ||
Goodwill | ||
Goodwill, Gross | 15,814,000 | |
Accumulated impairment losses | $ 0 | |
Carrying amount of goodwill | ||
Balance at the beginning of the period | 15,814,000 | |
Acquisitions | 0 | |
Divestiture of grinding media | (15,814,000) | |
Foreign currency translation | 0 | |
Balance at the end of the period | 0 | |
Valmont SM | ||
Carrying amount of goodwill | ||
Balance at the end of the period | $ 14,464,000 |
CASH FLOW SUPPLEMENTARY INFOR50
CASH FLOW SUPPLEMENTARY INFORMATION (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jul. 01, 2017 | |
Supplemental Cash Flow Elements [Abstract] | ||
Purchase of treasury shares | $ (43,999) | $ 0 |
Supplemental Cash Flow Information [Abstract] | ||
Interest | 19,448 | 22,113 |
Income taxes | $ 22,796 | $ 26,966 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jul. 01, 2017 | Jun. 30, 2018 | Jul. 01, 2017 | |
Basic EPS | ||||
Net earnings attributable to Valmont Industries, Inc. | $ (32,960,000) | $ (45,664,000) | $ (72,241,000) | $ (84,643,000) |
Shares outstanding basic (in shares) | 22,438,000 | 22,517,000 | 22,523,000 | 22,494,000 |
Per share amount basic (in dollars per share) | $ 1.47 | $ 2.03 | $ 3.21 | $ 3.76 |
Dilutive Effect of Stock Options | ||||
Dilutive Effect of Stock Options | $ 0 | $ 0 | $ 0 | $ 0 |
Dilutive effect of stock options number of shares (in shares) | 135,000 | 223,000 | 161,000 | 206,000 |
Dilutive effect of stock options (in dollars per share) | $ (0.01) | $ (0.02) | $ (0.03) | $ (0.03) |
Diluted EPS | ||||
Diluted EPS | $ 32,960,000 | $ 45,664,000 | $ 72,241,000 | $ 84,643,000 |
Shares outstanding dilutive (in shares) | 22,573,000 | 22,740,000 | 22,684,000 | 22,700,000 |
Per share amount diluted (in dollars per share) | $ 1.46 | $ 2.01 | $ 3.18 | $ 3.73 |
Antidilutive Securities | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Outstanding Options | 145,105 | 84,712 | 145,105 | 84,712 |
2018 Restructuring Plan | ||||
Basic EPS | ||||
Net earnings attributable to Valmont Industries, Inc. | $ 6,295,000 | $ 9,620,000 | ||
Per share amount basic (in dollars per share) | $ (0.28) | $ (0.43) | ||
Diluted EPS | ||||
Diluted EPS | $ 6,345,000 | $ 9,620,000 | ||
Per share amount diluted (in dollars per share) | $ 0.28 | $ 0.43 | ||
Donhad | Disposed by sale | ||||
Basic EPS | ||||
Net earnings attributable to Valmont Industries, Inc. | $ (5,455,000) | |||
Per share amount basic (in dollars per share) | $ 0.24 | |||
Diluted EPS | ||||
Diluted EPS | $ 5,455,000 | |||
Per share amount diluted (in dollars per share) | $ 0.24 |
BUSINESS SEGMENTS (Details)
BUSINESS SEGMENTS (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018USD ($) | Jul. 01, 2017USD ($) | Jun. 30, 2018USD ($) | Jul. 01, 2017USD ($) | Dec. 30, 2017segment | |
Business Segments | |||||
Number of Reportable Segments | segment | 4 | ||||
Percentage of Sales to Total Consolidated Sales of Other Business Activities, Aggregated as Other, Maximum | 10.00% | ||||
Net sales | $ 682,405 | $ 712,737 | $ 1,381,089 | $ 1,350,210 | |
Operating income | 63,670 | 78,450 | 127,630 | 143,106 | |
Inventory Valuation [Member] | |||||
Business Segments | |||||
Operating income | (1,651) | (434) | (2,732) | (1,213) | |
Engineered Support Structures Segment | |||||
Business Segments | |||||
Net sales | 246,041 | 231,278 | 461,957 | 424,354 | |
Operating income | 12,965 | 20,288 | 19,912 | 29,752 | |
Utility Support Structures Segment | |||||
Business Segments | |||||
Net sales | 196,531 | 209,622 | 406,390 | 409,652 | |
Operating income | 20,841 | 22,394 | 44,208 | 46,601 | |
Coatings Segment | |||||
Business Segments | |||||
Net sales | 74,539 | 64,600 | 142,997 | 123,932 | |
Operating income | 14,868 | 12,108 | 26,735 | 21,514 | |
Irrigation Segment | |||||
Business Segments | |||||
Net sales | 160,613 | 186,165 | 346,665 | 351,606 | |
Operating income | 27,728 | 34,670 | 61,615 | 64,961 | |
Other Segments | |||||
Business Segments | |||||
Operating income | (334) | 1,859 | (913) | 3,945 | |
Corporate | |||||
Business Segments | |||||
Operating income | (10,747) | (12,435) | (21,195) | (22,454) | |
Operating Segment | |||||
Business Segments | |||||
Sales | 707,619 | 736,547 | 1,433,734 | 1,402,047 | |
Operating Segment | Engineered Support Structures Segment | |||||
Business Segments | |||||
Sales | 250,711 | 236,803 | 475,665 | 441,752 | |
Operating Segment | Engineered Support Structures Segment | Lighting, Traffic, and Highway Safety Products | |||||
Business Segments | |||||
Sales | 178,930 | 161,474 | 339,374 | 302,276 | |
Operating Segment | Engineered Support Structures Segment | Communication Products | |||||
Business Segments | |||||
Sales | 39,592 | 43,813 | 73,705 | 75,289 | |
Operating Segment | Engineered Support Structures Segment | Access Systems | |||||
Business Segments | |||||
Sales | 32,189 | 31,516 | 62,586 | 64,187 | |
Operating Segment | Utility Support Structures Segment | |||||
Business Segments | |||||
Sales | 197,719 | 210,604 | 407,581 | 410,869 | |
Operating Segment | Utility Support Structures Segment | Steel | |||||
Business Segments | |||||
Sales | 146,117 | 163,079 | 310,100 | 311,433 | |
Operating Segment | Utility Support Structures Segment | Concrete | |||||
Business Segments | |||||
Sales | 30,185 | 22,906 | 53,847 | 49,110 | |
Operating Segment | Utility Support Structures Segment | Offshore and Other Complex Steel Structures | |||||
Business Segments | |||||
Sales | 21,417 | 24,619 | 43,634 | 50,326 | |
Operating Segment | Coatings Segment | |||||
Business Segments | |||||
Sales | 91,572 | 79,781 | 176,519 | 153,249 | |
Operating Segment | Irrigation Segment | |||||
Business Segments | |||||
Sales | 162,936 | 188,287 | 350,889 | 355,511 | |
Corporate | |||||
Business Segments | |||||
Sales | 4,681 | 21,072 | 23,080 | 40,666 | |
Net sales | 4,681 | 21,072 | 23,080 | 40,666 | |
Intersegment | |||||
Business Segments | |||||
Sales | 25,214 | 23,810 | 52,645 | 51,837 | |
Intersegment | Engineered Support Structures Segment | |||||
Business Segments | |||||
Sales | 4,670 | 5,525 | 13,708 | 17,398 | |
Intersegment | Utility Support Structures Segment | |||||
Business Segments | |||||
Sales | 1,188 | 982 | 1,191 | 1,217 | |
Intersegment | Coatings Segment | |||||
Business Segments | |||||
Sales | 17,033 | 15,181 | 33,522 | 29,317 | |
Intersegment | Irrigation Segment | |||||
Business Segments | |||||
Sales | 2,323 | 2,122 | 4,224 | 3,905 | |
Intersegment | Other Segments | |||||
Business Segments | |||||
Sales | $ 0 | $ 0 | $ 0 | $ 0 |
GUARANTOR_NON-GUARANTOR FINAN53
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION - Condensed Consolidated Statements of Earnings (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jul. 01, 2017 | Jun. 30, 2018 | Jul. 01, 2017 | |
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION | ||||
Parent company's percentage ownership of Guarantors | 100.00% | 100.00% | ||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net sales | $ 682,405 | $ 712,737 | $ 1,381,089 | $ 1,350,210 |
Cost of sales | 507,406 | 529,457 | 1,036,850 | 1,002,325 |
Gross profit | 174,999 | 183,280 | 344,239 | 347,885 |
Selling, general and administrative expenses | 111,329 | 104,830 | 216,609 | 204,779 |
Operating income | 63,670 | 78,450 | 127,630 | 143,106 |
Other income (expense): | ||||
Interest expense | (11,791) | (10,818) | (22,865) | (22,122) |
Interest income | 1,446 | 967 | 2,713 | 1,894 |
Loss from divestiture of grinding media business | (6,084) | 0 | (6,084) | 0 |
Other | 1,844 | (192) | 703 | 853 |
Total other income (expenses) | (14,585) | (10,043) | (25,533) | (19,375) |
Earnings before income taxes | 49,085 | 68,407 | 102,097 | 123,731 |
Income tax expense (benefit): | ||||
Current | 16,724 | 27,803 | 24,437 | 29,101 |
Deferred income taxes | (2,319) | (6,718) | 2,500 | 7,347 |
Total income tax expense (benefit) | 14,405 | 21,085 | 26,937 | 36,448 |
Earnings before equity in earnings of nonconsolidated subsidiaries | 34,680 | 47,322 | 75,160 | 87,283 |
Equity in earnings of nonconsolidated subsidiaries | 0 | 0 | 0 | 0 |
Net earnings | 34,680 | 47,322 | 75,160 | 87,283 |
Less: Earnings attributable to noncontrolling interests | (1,720) | (1,658) | (2,919) | (2,640) |
Net earnings attributable to Valmont Industries, Inc. | 32,960 | 45,664 | 72,241 | 84,643 |
Eliminations | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net sales | (64,573) | (53,823) | (135,188) | (122,136) |
Cost of sales | (64,105) | (54,610) | (136,432) | (122,207) |
Gross profit | (468) | 787 | 1,244 | 71 |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Operating income | (468) | 787 | 1,244 | 71 |
Other income (expense): | ||||
Interest expense | 3,749 | 3,785 | 7,629 | 6,051 |
Interest income | (3,749) | (3,785) | (7,629) | (6,051) |
Loss from divestiture of grinding media business | 0 | 0 | ||
Other | 0 | 0 | 0 | 0 |
Total other income (expenses) | 0 | 0 | 0 | 0 |
Earnings before income taxes | (468) | 787 | 1,244 | 71 |
Income tax expense (benefit): | ||||
Current | (49) | 233 | 88 | (11) |
Deferred income taxes | 0 | 0 | 0 | 0 |
Total income tax expense (benefit) | (49) | 233 | 88 | (11) |
Earnings before equity in earnings of nonconsolidated subsidiaries | (419) | 554 | 1,156 | 82 |
Equity in earnings of nonconsolidated subsidiaries | (52,460) | (35,123) | (79,776) | (62,637) |
Net earnings | (52,879) | (34,569) | (78,620) | (62,555) |
Less: Earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to Valmont Industries, Inc. | (52,879) | (34,569) | (78,620) | (62,555) |
Parent | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net sales | 297,916 | 316,185 | 613,908 | 609,450 |
Cost of sales | 220,677 | 233,535 | 456,273 | 450,021 |
Gross profit | 77,239 | 82,650 | 157,635 | 159,429 |
Selling, general and administrative expenses | 50,259 | 46,922 | 96,790 | 97,139 |
Operating income | 26,980 | 35,728 | 60,845 | 62,290 |
Other income (expense): | ||||
Interest expense | (11,396) | (10,646) | (22,277) | (21,788) |
Interest income | 305 | 144 | 481 | 295 |
Loss from divestiture of grinding media business | (2,518) | (2,518) | ||
Other | 616 | 1,167 | 510 | 2,521 |
Total other income (expenses) | (12,993) | (9,335) | (23,804) | (18,972) |
Earnings before income taxes | 13,987 | 26,393 | 37,041 | 43,318 |
Income tax expense (benefit): | ||||
Current | 4,566 | 15,344 | 7,335 | 10,457 |
Deferred income taxes | (2,248) | (5,788) | 3,343 | 5,539 |
Total income tax expense (benefit) | 2,318 | 9,556 | 10,678 | 15,996 |
Earnings before equity in earnings of nonconsolidated subsidiaries | 11,669 | 16,837 | 26,363 | 27,322 |
Equity in earnings of nonconsolidated subsidiaries | 21,291 | 28,827 | 45,878 | 57,321 |
Net earnings | 32,960 | 45,664 | 72,241 | 84,643 |
Less: Earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to Valmont Industries, Inc. | 32,960 | 45,664 | 72,241 | 84,643 |
Guarantors | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net sales | 133,563 | 122,359 | 254,734 | 239,584 |
Cost of sales | 98,649 | 91,374 | 193,108 | 182,863 |
Gross profit | 34,914 | 30,985 | 61,626 | 56,721 |
Selling, general and administrative expenses | 12,535 | 11,849 | 24,452 | 23,509 |
Operating income | 22,379 | 19,136 | 37,174 | 33,212 |
Other income (expense): | ||||
Interest expense | (3,749) | (3,785) | (7,629) | (6,051) |
Interest income | 5 | 10 | 15 | 24 |
Loss from divestiture of grinding media business | 0 | 0 | ||
Other | 14 | 15 | 26 | 31 |
Total other income (expenses) | (3,730) | (3,760) | (7,588) | (5,996) |
Earnings before income taxes | 18,649 | 15,376 | 29,586 | 27,216 |
Income tax expense (benefit): | ||||
Current | 4,851 | 4,782 | 5,737 | 10,102 |
Deferred income taxes | 0 | 0 | 1,791 | 0 |
Total income tax expense (benefit) | 4,851 | 4,782 | 7,528 | 10,102 |
Earnings before equity in earnings of nonconsolidated subsidiaries | 13,798 | 10,594 | 22,058 | 17,114 |
Equity in earnings of nonconsolidated subsidiaries | 31,169 | 6,296 | 33,898 | 5,316 |
Net earnings | 44,967 | 16,890 | 55,956 | 22,430 |
Less: Earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to Valmont Industries, Inc. | 44,967 | 16,890 | 55,956 | 22,430 |
Non- Guarantors | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net sales | 315,499 | 328,016 | 647,635 | 623,312 |
Cost of sales | 252,185 | 259,158 | 523,901 | 491,648 |
Gross profit | 63,314 | 68,858 | 123,734 | 131,664 |
Selling, general and administrative expenses | 48,535 | 46,059 | 95,367 | 84,131 |
Operating income | 14,779 | 22,799 | 28,367 | 47,533 |
Other income (expense): | ||||
Interest expense | (395) | (172) | (588) | (334) |
Interest income | 4,885 | 4,598 | 9,846 | 7,626 |
Loss from divestiture of grinding media business | (3,566) | (3,566) | ||
Other | 1,214 | (1,374) | 167 | (1,699) |
Total other income (expenses) | 2,138 | 3,052 | 5,859 | 5,593 |
Earnings before income taxes | 16,917 | 25,851 | 34,226 | 53,126 |
Income tax expense (benefit): | ||||
Current | 7,356 | 7,444 | 11,277 | 8,553 |
Deferred income taxes | (71) | (930) | (2,634) | 1,808 |
Total income tax expense (benefit) | 7,285 | 6,514 | 8,643 | 10,361 |
Earnings before equity in earnings of nonconsolidated subsidiaries | 9,632 | 19,337 | 25,583 | 42,765 |
Equity in earnings of nonconsolidated subsidiaries | 0 | 0 | 0 | 0 |
Net earnings | 9,632 | 19,337 | 25,583 | 42,765 |
Less: Earnings attributable to noncontrolling interests | (1,720) | (1,658) | (2,919) | (2,640) |
Net earnings attributable to Valmont Industries, Inc. | $ 7,912 | $ 17,679 | $ 22,664 | $ 40,125 |
GUARANTOR_NON-GUARANTOR FINAN54
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION - Condensed Consolidated Statements of Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jul. 01, 2017 | Jun. 30, 2018 | Jul. 01, 2017 | |
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net earnings | $ 34,680 | $ 47,322 | $ 75,160 | $ 87,283 |
Foreign currency translation adjustments: | ||||
Unrealized translation gain (loss) | (46,953) | 21,551 | (40,149) | 40,941 |
Realized loss on divestiture of grinding media business recorded in earnings | 9,203 | 0 | 9,203 | 0 |
Gain (loss) on hedging activities: | ||||
Net investment hedges | 2,396 | (550) | 1,607 | (1,076) |
Realized loss on net investment hedge for grinding media business recorded in earnings | 1,215 | 0 | 1,215 | 0 |
Amortization cost included in interest expense | 25 | 18 | 44 | 37 |
Loss (deferred) on interest rate hedges | (2,467) | 0 | (2,467) | 0 |
Commodity hedges | 1,438 | 0 | 1,345 | 0 |
Equity in other comprehensive income | 0 | 0 | 0 | 0 |
Other comprehensive income (loss) | (35,143) | 21,019 | (29,202) | 39,902 |
Comprehensive income | (463) | 68,341 | 45,958 | 127,185 |
Comprehensive loss (income) attributable to noncontrolling interests | (1,114) | (2,223) | (5,861) | (1,982) |
Comprehensive income attributable to Valmont Industries, Inc. | (1,577) | 66,118 | 40,097 | 125,203 |
Consolidation, Eliminations [Member] | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net earnings | (52,879) | (34,569) | (78,620) | (62,555) |
Foreign currency translation adjustments: | ||||
Unrealized translation gain (loss) | 0 | 0 | 0 | 0 |
Realized loss on divestiture of grinding media business recorded in earnings | 0 | 0 | ||
Gain (loss) on hedging activities: | ||||
Net investment hedges | 0 | 0 | 0 | 0 |
Realized loss on net investment hedge for grinding media business recorded in earnings | 0 | 0 | ||
Amortization cost included in interest expense | 0 | 0 | 0 | 0 |
Loss (deferred) on interest rate hedges | 0 | 0 | ||
Commodity hedges | 0 | 0 | ||
Equity in other comprehensive income | 37,144 | (20,986) | 33,888 | (41,599) |
Other comprehensive income (loss) | 37,144 | (20,986) | 33,888 | (41,599) |
Comprehensive income | (15,735) | (55,555) | (44,732) | (104,154) |
Comprehensive loss (income) attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to Valmont Industries, Inc. | (15,735) | (55,555) | (44,732) | (104,154) |
Parent | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net earnings | 32,960 | 45,664 | 72,241 | 84,643 |
Foreign currency translation adjustments: | ||||
Unrealized translation gain (loss) | 0 | 0 | 0 | 0 |
Realized loss on divestiture of grinding media business recorded in earnings | 0 | 0 | ||
Gain (loss) on hedging activities: | ||||
Net investment hedges | 2,396 | (550) | 1,607 | (1,076) |
Realized loss on net investment hedge for grinding media business recorded in earnings | 1,215 | 1,215 | ||
Amortization cost included in interest expense | 25 | 18 | 44 | 37 |
Loss (deferred) on interest rate hedges | (2,467) | (2,467) | ||
Commodity hedges | 1,438 | 1,345 | ||
Equity in other comprehensive income | (37,144) | 20,986 | (33,888) | 41,599 |
Other comprehensive income (loss) | (34,537) | 20,454 | (32,144) | 40,560 |
Comprehensive income | (1,577) | 66,118 | 40,097 | 125,203 |
Comprehensive loss (income) attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to Valmont Industries, Inc. | (1,577) | 66,118 | 40,097 | 125,203 |
Guarantors | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net earnings | 44,967 | 16,890 | 55,956 | 22,430 |
Foreign currency translation adjustments: | ||||
Unrealized translation gain (loss) | 6,513 | (1,359) | (2,167) | 68,024 |
Realized loss on divestiture of grinding media business recorded in earnings | 0 | 0 | ||
Gain (loss) on hedging activities: | ||||
Net investment hedges | 0 | 0 | 0 | 0 |
Realized loss on net investment hedge for grinding media business recorded in earnings | 0 | 0 | ||
Amortization cost included in interest expense | 0 | 0 | 0 | 0 |
Loss (deferred) on interest rate hedges | 0 | 0 | ||
Commodity hedges | 0 | 0 | ||
Equity in other comprehensive income | 0 | 0 | 0 | 0 |
Other comprehensive income (loss) | 6,513 | (1,359) | (2,167) | 68,024 |
Comprehensive income | 51,480 | 15,531 | 53,789 | 90,454 |
Comprehensive loss (income) attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to Valmont Industries, Inc. | 51,480 | 15,531 | 53,789 | 90,454 |
Non- Guarantors | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net earnings | 9,632 | 19,337 | 25,583 | 42,765 |
Foreign currency translation adjustments: | ||||
Unrealized translation gain (loss) | (53,466) | 22,910 | (37,982) | (27,083) |
Realized loss on divestiture of grinding media business recorded in earnings | 9,203 | 9,203 | ||
Gain (loss) on hedging activities: | ||||
Net investment hedges | 0 | 0 | 0 | 0 |
Realized loss on net investment hedge for grinding media business recorded in earnings | 0 | 0 | ||
Amortization cost included in interest expense | 0 | 0 | 0 | 0 |
Loss (deferred) on interest rate hedges | 0 | 0 | ||
Commodity hedges | 0 | 0 | ||
Equity in other comprehensive income | 0 | 0 | 0 | 0 |
Other comprehensive income (loss) | (44,263) | 22,910 | (28,779) | (27,083) |
Comprehensive income | (34,631) | 42,247 | (3,196) | 15,682 |
Comprehensive loss (income) attributable to noncontrolling interests | (1,114) | (2,223) | (5,861) | (1,982) |
Comprehensive income attributable to Valmont Industries, Inc. | $ (35,745) | $ 40,024 | $ (9,057) | $ 13,700 |
GUARANTOR_NON-GUARANTOR FINAN55
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION - Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | 6 Months Ended | ||||
Jun. 30, 2018 | Jul. 01, 2017 | Dec. 31, 2017 | Dec. 30, 2017 | Dec. 31, 2016 | |
Current assets: | |||||
Cash and cash equivalents | $ 722,588 | $ 448,222 | $ 492,805 | $ 412,516 | |
Receivables, net | 472,849 | 503,677 | |||
Inventories | 381,971 | $ 384,705 | 420,948 | ||
Prepaid expenses and other assets | 127,843 | 95,150 | 43,643 | ||
Refundable income taxes | 9,841 | 11,492 | |||
Assets held for sale | 11,492 | ||||
Total current assets | 1,715,092 | 1,472,565 | |||
Property, plant and equipment, at cost | 1,132,074 | 1,165,687 | |||
Less accumulated depreciation and amortization | 639,386 | 646,759 | |||
Net property, plant and equipment | 492,688 | 518,928 | |||
Goodwill | 321,362 | 337,720 | |||
Other intangible assets | 124,549 | 138,599 | |||
Investment in subsidiaries and intercompany accounts | 0 | 0 | |||
Other assets | 125,670 | 134,438 | |||
Total assets | 2,779,361 | 2,602,250 | |||
Current liabilities: | |||||
Current installments of long-term debt | 253,081 | 966 | |||
Notes payable to banks | 271 | 161 | |||
Accounts payable | 193,612 | 227,906 | |||
Accrued employee compensation and benefits | 71,813 | 84,426 | |||
Accrued expenses | 79,363 | 83,072 | 81,029 | ||
Payments of Ordinary Dividends, Common Stock | 17,003 | 16,913 | |||
Liabilities held for sale | 8,412 | 8,510 | |||
Total current liabilities | (606,552) | (402,998) | |||
Deferred income taxes | 34,492 | 38,356 | 34,906 | ||
Long-term debt, excluding current installments | 736,302 | 753,888 | |||
Defined benefit pension liability | 183,688 | 189,552 | |||
Deferred compensation | 48,118 | 48,526 | |||
Other noncurrent liabilities | 20,385 | 20,585 | |||
Shareholders’ equity: | |||||
Common stock of $1 par value | 27,900 | 27,900 | |||
Additional paid-in capital | 0 | 0 | |||
Retained earnings | 2,023,919 | $ 1,964,115 | 1,954,344 | ||
Accumulated other comprehensive loss | (311,166) | (279,022) | |||
Treasury stock | (628,487) | (590,386) | |||
Total Valmont Industries, Inc. shareholders’ equity | 1,112,166 | 1,112,836 | |||
Noncontrolling interest in consolidated subsidiaries | 37,658 | 38,959 | |||
Total shareholders’ equity | 1,149,824 | 1,102,446 | 1,151,795 | 982,586 | |
Total liabilities and shareholders’ equity | 2,779,361 | 2,602,250 | |||
Eliminations | |||||
Current assets: | |||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | |
Receivables, net | 0 | 0 | |||
Inventories | (2,927) | (3,848) | |||
Prepaid expenses and other assets | 0 | 0 | |||
Refundable income taxes | 0 | ||||
Assets held for sale | 0 | ||||
Total current assets | (2,927) | (3,848) | |||
Property, plant and equipment, at cost | 0 | 0 | |||
Less accumulated depreciation and amortization | 0 | 0 | |||
Net property, plant and equipment | 0 | 0 | |||
Goodwill | 0 | 0 | |||
Other intangible assets | 0 | 0 | |||
Investment in subsidiaries and intercompany accounts | (3,451,109) | (3,525,162) | |||
Other assets | 0 | 0 | |||
Total assets | (3,454,036) | (3,529,010) | |||
Current liabilities: | |||||
Current installments of long-term debt | 0 | 0 | |||
Notes payable to banks | 0 | 0 | |||
Accounts payable | 0 | 0 | |||
Accrued employee compensation and benefits | 0 | 0 | |||
Accrued expenses | 0 | 0 | |||
Payments of Ordinary Dividends, Common Stock | 0 | 0 | |||
Liabilities held for sale | 0 | 0 | |||
Total current liabilities | 0 | 0 | |||
Deferred income taxes | 0 | 0 | |||
Long-term debt, excluding current installments | (181,968) | (191,847) | |||
Defined benefit pension liability | 0 | 0 | |||
Deferred compensation | 0 | 0 | |||
Other noncurrent liabilities | 0 | 0 | |||
Shareholders’ equity: | |||||
Common stock of $1 par value | (1,106,632) | (1,106,632) | |||
Additional paid-in capital | (1,270,442) | (1,266,950) | |||
Retained earnings | (1,154,848) | (1,241,666) | |||
Accumulated other comprehensive loss | 259,854 | 278,085 | |||
Treasury stock | 0 | 0 | |||
Total Valmont Industries, Inc. shareholders’ equity | (3,272,068) | (3,337,163) | |||
Noncontrolling interest in consolidated subsidiaries | 0 | 0 | |||
Total shareholders’ equity | (3,272,068) | (3,337,163) | |||
Total liabilities and shareholders’ equity | (3,454,036) | (3,529,010) | |||
Parent | |||||
Current assets: | |||||
Cash and cash equivalents | 349,906 | 94,099 | 83,329 | 67,225 | |
Receivables, net | 135,850 | 149,221 | |||
Inventories | 140,600 | 160,444 | |||
Prepaid expenses and other assets | 49,748 | 8,607 | |||
Refundable income taxes | 9,841 | ||||
Assets held for sale | 11,492 | ||||
Total current assets | 685,945 | 413,093 | |||
Property, plant and equipment, at cost | 566,962 | 557,371 | |||
Less accumulated depreciation and amortization | 380,864 | 368,668 | |||
Net property, plant and equipment | 186,098 | 188,703 | |||
Goodwill | 20,108 | 20,108 | |||
Other intangible assets | 103 | 130 | |||
Investment in subsidiaries and intercompany accounts | 1,342,466 | 1,416,446 | |||
Other assets | 50,346 | 50,773 | |||
Total assets | 2,285,066 | 2,089,253 | |||
Current liabilities: | |||||
Current installments of long-term debt | 252,218 | 0 | |||
Notes payable to banks | 0 | 0 | |||
Accounts payable | 55,865 | 69,915 | |||
Accrued employee compensation and benefits | 37,484 | 44,086 | |||
Accrued expenses | 31,803 | 28,198 | |||
Payments of Ordinary Dividends, Common Stock | 17,003 | 16,913 | |||
Liabilities held for sale | 8,412 | 8,510 | |||
Total current liabilities | (385,782) | (150,709) | |||
Deferred income taxes | (1,652) | 20,885 | |||
Long-term debt, excluding current installments | 733,709 | 750,821 | |||
Defined benefit pension liability | 0 | 0 | |||
Deferred compensation | 43,413 | 42,928 | |||
Other noncurrent liabilities | 11,648 | 11,074 | |||
Shareholders’ equity: | |||||
Common stock of $1 par value | 27,900 | 27,900 | |||
Additional paid-in capital | 0 | 0 | |||
Retained earnings | 2,023,919 | 1,954,344 | |||
Accumulated other comprehensive loss | (311,166) | (279,022) | |||
Treasury stock | (628,487) | (590,386) | |||
Total Valmont Industries, Inc. shareholders’ equity | 1,112,166 | 1,112,836 | |||
Noncontrolling interest in consolidated subsidiaries | 0 | 0 | |||
Total shareholders’ equity | 1,112,166 | 1,112,836 | |||
Total liabilities and shareholders’ equity | 2,285,066 | 2,089,253 | |||
Guarantors | |||||
Current assets: | |||||
Cash and cash equivalents | 12,698 | 4,422 | 5,304 | 6,071 | |
Receivables, net | 86,036 | 82,995 | |||
Inventories | 38,888 | 46,801 | |||
Prepaid expenses and other assets | 39,066 | 970 | |||
Refundable income taxes | 0 | ||||
Assets held for sale | 0 | ||||
Total current assets | 176,688 | 136,070 | |||
Property, plant and equipment, at cost | 166,690 | 160,767 | |||
Less accumulated depreciation and amortization | 89,134 | 84,508 | |||
Net property, plant and equipment | 77,556 | 76,259 | |||
Goodwill | 110,562 | 110,562 | |||
Other intangible assets | 29,164 | 30,955 | |||
Investment in subsidiaries and intercompany accounts | 1,118,506 | 1,181,537 | |||
Other assets | 0 | 0 | |||
Total assets | 1,512,476 | 1,535,383 | |||
Current liabilities: | |||||
Current installments of long-term debt | 0 | 0 | |||
Notes payable to banks | 0 | 0 | |||
Accounts payable | 12,342 | 18,039 | |||
Accrued employee compensation and benefits | 5,888 | 8,749 | |||
Accrued expenses | 5,963 | 9,621 | |||
Payments of Ordinary Dividends, Common Stock | 0 | 0 | |||
Liabilities held for sale | 0 | 0 | |||
Total current liabilities | (24,193) | (36,409) | |||
Deferred income taxes | 16,883 | 0 | |||
Long-term debt, excluding current installments | 175,549 | 185,078 | |||
Defined benefit pension liability | 0 | 0 | |||
Deferred compensation | 0 | 0 | |||
Other noncurrent liabilities | 5 | 6 | |||
Shareholders’ equity: | |||||
Common stock of $1 par value | 457,950 | 457,950 | |||
Additional paid-in capital | 162,906 | 159,414 | |||
Retained earnings | 602,675 | 622,044 | |||
Accumulated other comprehensive loss | 72,315 | 74,482 | |||
Treasury stock | 0 | 0 | |||
Total Valmont Industries, Inc. shareholders’ equity | 1,295,846 | 1,313,890 | |||
Noncontrolling interest in consolidated subsidiaries | 0 | 0 | |||
Total shareholders’ equity | 1,295,846 | 1,313,890 | |||
Total liabilities and shareholders’ equity | 1,512,476 | 1,535,383 | |||
Non- Guarantors | |||||
Current assets: | |||||
Cash and cash equivalents | 359,984 | 349,701 | 404,172 | $ 339,220 | |
Receivables, net | 250,963 | 271,461 | |||
Inventories | 205,410 | 217,551 | |||
Prepaid expenses and other assets | 39,029 | 34,066 | |||
Refundable income taxes | 0 | ||||
Assets held for sale | 0 | ||||
Total current assets | 855,386 | 927,250 | |||
Property, plant and equipment, at cost | 398,422 | 447,549 | |||
Less accumulated depreciation and amortization | 169,388 | 193,583 | |||
Net property, plant and equipment | 229,034 | 253,966 | |||
Goodwill | 190,692 | 207,050 | |||
Other intangible assets | 95,282 | 107,514 | |||
Investment in subsidiaries and intercompany accounts | 990,137 | 927,179 | |||
Other assets | 75,324 | 83,665 | |||
Total assets | 2,435,855 | 2,506,624 | |||
Current liabilities: | |||||
Current installments of long-term debt | 863 | 966 | |||
Notes payable to banks | 271 | 161 | |||
Accounts payable | 125,405 | 139,952 | |||
Accrued employee compensation and benefits | 28,441 | 31,591 | |||
Accrued expenses | 41,597 | 43,210 | |||
Payments of Ordinary Dividends, Common Stock | 0 | $ 0 | |||
Liabilities held for sale | 0 | 0 | |||
Total current liabilities | (196,577) | (215,880) | |||
Deferred income taxes | 19,261 | 14,021 | |||
Long-term debt, excluding current installments | 9,012 | 9,836 | |||
Defined benefit pension liability | 183,688 | 189,552 | |||
Deferred compensation | 4,705 | 5,598 | |||
Other noncurrent liabilities | 8,732 | 9,505 | |||
Shareholders’ equity: | |||||
Common stock of $1 par value | 648,682 | 648,682 | |||
Additional paid-in capital | 1,107,536 | 1,107,536 | |||
Retained earnings | 552,173 | 619,622 | |||
Accumulated other comprehensive loss | (332,169) | (352,567) | |||
Treasury stock | 0 | 0 | |||
Total Valmont Industries, Inc. shareholders’ equity | 1,976,222 | 2,023,273 | |||
Noncontrolling interest in consolidated subsidiaries | 37,658 | 38,959 | |||
Total shareholders’ equity | 2,013,880 | 2,062,232 | |||
Total liabilities and shareholders’ equity | $ 2,435,855 | $ 2,506,624 |
GUARANTOR_NON-GUARANTOR FINAN56
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION - Condensed Consolidated Balance Sheets - Additional Information (Details) - $ / shares | Jun. 30, 2018 | Dec. 30, 2017 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
GUARANTOR_NON-GUARANTOR FINAN57
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION - Condensed Consolidated Statements of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jul. 01, 2017 | Jun. 30, 2018 | Jul. 01, 2017 | |
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Proceeds from exercises under stock plans | $ 5,711 | $ 10,168 | ||
Cash flows from operating activities: | ||||
Net earnings | $ 34,680 | $ 47,322 | 75,160 | 87,283 |
Adjustments to reconcile net earnings to net cash flows from operations: | ||||
Depreciation and amortization | 41,657 | 41,754 | ||
Noncash loss on trading securities | 229 | 188 | ||
Stock-based compensation | 5,374 | 4,590 | ||
Defined benefit pension plan expense | (1,159) | 314 | ||
Contribution to defined benefit pension plan | (731) | (25,379) | ||
(Gain)/loss on sale of property, plant and equipment | (287) | (64) | ||
Equity in earnings in nonconsolidated subsidiaries | 0 | 0 | 0 | 0 |
Deferred income taxes | (2,319) | (6,718) | 2,500 | 7,347 |
Changes in assets and liabilities: | ||||
Receivables | (73,192) | (64,304) | ||
Inventories | (20,592) | (24,963) | ||
Prepaid expenses and other assets | (34,096) | (5,892) | ||
Accounts payable | (18,645) | 10,715 | ||
Accrued expenses | (10,523) | 5,252 | ||
Other noncurrent liabilities | (480) | 1,973 | ||
Income taxes payable (refundable) | (4,288) | 2,028 | ||
Net cash flows from operating activities | 53,658 | 55,730 | ||
Cash flows from investing activities: | ||||
Purchase of property, plant and equipment | (31,816) | (26,183) | ||
Proceeds from sale of assets | 64,393 | 890 | ||
Payments to Acquire Businesses, Net of Cash Acquired | (9,300) | 0 | ||
Proceeds from settlement of net investment hedge | (1,621) | 5,123 | ||
Other, net | 2,404 | (2,467) | ||
Net cash flows from investing activities | 24,060 | (22,637) | ||
Cash flows from financing activities: | ||||
Proceeds/(payments) under short-term agreements | 130 | (369) | ||
Proceeds from Issuance of Long-term Debt | 237,641 | 0 | ||
Principal payments on long-term borrowings | (495) | (434) | ||
Proceeds from Derivative Instrument, Financing Activities | (2,467) | 0 | ||
Payments of Debt Issuance Costs | (2,322) | 0 | ||
Dividends paid | (17,003) | (16,913) | ||
Intercompany Interest On Long-term Note | (2,889) | |||
Intercompany capital contribution | 0 | 0 | ||
Dividends to noncontrolling interest | (4,852) | (2,889) | ||
Purchase of noncontrolling interest | (5,510) | 0 | ||
Intercompany dividends | 0 | 0 | ||
Payments to Acquire Additional Interest in Subsidiaries | (5,510) | |||
Purchase of common treasury shares - stock plan exercises | (1,769) | (3,056) | ||
Net cash flows from financing activities | 165,065 | (13,493) | ||
Effect of exchange rate changes on cash and cash equivalents | (13,000) | 16,106 | ||
Net change in cash and cash equivalents | 229,783 | 35,706 | ||
Cash, cash equivalents, and restricted cash—beginning of year | 492,805 | 412,516 | ||
Cash, cash equivalents, and restricted cash—end of period | 722,588 | 448,222 | 722,588 | 448,222 |
Restructuring Costs | 2,791 | 0 | ||
Asset Impairment Charges | 6,084 | 0 | ||
Purchase of treasury shares | (43,999) | 0 | ||
Eliminations | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Proceeds from exercises under stock plans | 0 | 0 | ||
Cash flows from operating activities: | ||||
Net earnings | (52,879) | (34,569) | (78,620) | (62,555) |
Adjustments to reconcile net earnings to net cash flows from operations: | ||||
Depreciation and amortization | 0 | 0 | ||
Noncash loss on trading securities | 0 | 0 | ||
Stock-based compensation | 0 | 0 | ||
Defined benefit pension plan expense | 0 | 0 | ||
Contribution to defined benefit pension plan | 0 | 0 | ||
(Gain)/loss on sale of property, plant and equipment | 0 | 0 | ||
Equity in earnings in nonconsolidated subsidiaries | 52,460 | 35,123 | 79,776 | 62,637 |
Deferred income taxes | 0 | 0 | 0 | 0 |
Changes in assets and liabilities: | ||||
Receivables | (1,244) | 69 | ||
Other noncurrent liabilities | 0 | 0 | ||
Income taxes payable (refundable) | 0 | 0 | ||
Net cash flows from operating activities | (88) | 151 | ||
Cash flows from investing activities: | ||||
Purchase of property, plant and equipment | 0 | 0 | ||
Proceeds from sale of assets | 0 | 0 | ||
Payments to Acquire Businesses, Net of Cash Acquired | 0 | |||
Proceeds from settlement of net investment hedge | 0 | 0 | ||
Other, net | 88 | (151) | ||
Net cash flows from investing activities | 88 | (151) | ||
Cash flows from financing activities: | ||||
Proceeds/(payments) under short-term agreements | 0 | 0 | ||
Proceeds from Issuance of Long-term Debt | 0 | |||
Principal payments on long-term borrowings | 0 | 0 | ||
Proceeds from Derivative Instrument, Financing Activities | 0 | |||
Payments of Debt Issuance Costs | 0 | |||
Dividends paid | 0 | 0 | ||
Intercompany Interest On Long-term Note | 0 | |||
Intercompany capital contribution | 0 | 0 | ||
Dividends to noncontrolling interest | 0 | |||
Purchase of noncontrolling interest | 0 | |||
Intercompany dividends | 0 | 0 | ||
Payments to Acquire Additional Interest in Subsidiaries | 0 | |||
Purchase of common treasury shares - stock plan exercises | 0 | 0 | ||
Net cash flows from financing activities | 0 | 0 | ||
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | ||
Net change in cash and cash equivalents | 0 | 0 | ||
Cash, cash equivalents, and restricted cash—beginning of year | 0 | 0 | ||
Cash, cash equivalents, and restricted cash—end of period | 0 | 0 | 0 | 0 |
Restructuring Costs | 0 | |||
Asset Impairment Charges | 0 | |||
Purchase of treasury shares | 0 | |||
Parent | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Proceeds from exercises under stock plans | 5,711 | 10,168 | ||
Cash flows from operating activities: | ||||
Net earnings | 32,960 | 45,664 | 72,241 | 84,643 |
Adjustments to reconcile net earnings to net cash flows from operations: | ||||
Depreciation and amortization | 12,871 | 13,048 | ||
Noncash loss on trading securities | 0 | 0 | ||
Stock-based compensation | 5,374 | 4,590 | ||
Defined benefit pension plan expense | 0 | 0 | ||
Contribution to defined benefit pension plan | 0 | 0 | ||
(Gain)/loss on sale of property, plant and equipment | 10 | (20) | ||
Equity in earnings in nonconsolidated subsidiaries | (21,291) | (28,827) | (45,878) | (57,321) |
Deferred income taxes | (2,248) | (5,788) | 3,343 | 5,539 |
Changes in assets and liabilities: | ||||
Receivables | (15,781) | (14,523) | ||
Other noncurrent liabilities | 640 | 874 | ||
Income taxes payable (refundable) | (11,054) | (7,737) | ||
Net cash flows from operating activities | 24,284 | 29,093 | ||
Cash flows from investing activities: | ||||
Purchase of property, plant and equipment | (10,051) | (8,126) | ||
Proceeds from sale of assets | 5 | 21 | ||
Payments to Acquire Businesses, Net of Cash Acquired | 0 | |||
Proceeds from settlement of net investment hedge | (1,621) | 5,123 | ||
Other, net | 6,335 | (8,313) | ||
Net cash flows from investing activities | (5,332) | (11,295) | ||
Cash flows from financing activities: | ||||
Proceeds/(payments) under short-term agreements | 0 | 0 | ||
Proceeds from Issuance of Long-term Debt | 237,641 | |||
Principal payments on long-term borrowings | 0 | 0 | ||
Proceeds from Derivative Instrument, Financing Activities | (2,467) | |||
Payments of Debt Issuance Costs | (2,322) | |||
Dividends paid | (17,003) | (16,913) | ||
Intercompany Interest On Long-term Note | 0 | |||
Intercompany capital contribution | (3,492) | (3,785) | ||
Dividends to noncontrolling interest | 0 | |||
Purchase of noncontrolling interest | 0 | |||
Intercompany dividends | (75,325) | (22,662) | ||
Payments to Acquire Additional Interest in Subsidiaries | 0 | |||
Purchase of common treasury shares - stock plan exercises | (1,769) | (3,056) | ||
Net cash flows from financing activities | 247,625 | 9,076 | ||
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | ||
Net change in cash and cash equivalents | 266,577 | 26,874 | ||
Cash, cash equivalents, and restricted cash—beginning of year | 83,329 | 67,225 | ||
Cash, cash equivalents, and restricted cash—end of period | 349,906 | 94,099 | 349,906 | 94,099 |
Restructuring Costs | 0 | |||
Asset Impairment Charges | 2,518 | |||
Purchase of treasury shares | (43,999) | |||
Guarantors | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Proceeds from exercises under stock plans | 0 | 0 | ||
Cash flows from operating activities: | ||||
Net earnings | 44,967 | 16,890 | 55,956 | 22,430 |
Adjustments to reconcile net earnings to net cash flows from operations: | ||||
Depreciation and amortization | 7,063 | 7,113 | ||
Noncash loss on trading securities | 0 | 0 | ||
Stock-based compensation | 0 | 0 | ||
Defined benefit pension plan expense | 0 | 0 | ||
Contribution to defined benefit pension plan | 0 | 0 | ||
(Gain)/loss on sale of property, plant and equipment | (7) | 0 | ||
Equity in earnings in nonconsolidated subsidiaries | (31,169) | (6,296) | (33,898) | (5,316) |
Deferred income taxes | 0 | 0 | 1,791 | 0 |
Changes in assets and liabilities: | ||||
Receivables | (43,990) | (28,010) | ||
Other noncurrent liabilities | 0 | 0 | ||
Income taxes payable (refundable) | (843) | 542 | ||
Net cash flows from operating activities | (13,928) | (3,241) | ||
Cash flows from investing activities: | ||||
Purchase of property, plant and equipment | (6,770) | (3,351) | ||
Proceeds from sale of assets | 209 | 11 | ||
Payments to Acquire Businesses, Net of Cash Acquired | 0 | |||
Proceeds from settlement of net investment hedge | 0 | 0 | ||
Other, net | 13,752 | 6,604 | ||
Net cash flows from investing activities | 7,191 | 3,264 | ||
Cash flows from financing activities: | ||||
Proceeds/(payments) under short-term agreements | 0 | 0 | ||
Proceeds from Issuance of Long-term Debt | 0 | |||
Principal payments on long-term borrowings | 0 | 0 | ||
Proceeds from Derivative Instrument, Financing Activities | 0 | |||
Payments of Debt Issuance Costs | 0 | |||
Dividends paid | 0 | 0 | ||
Intercompany Interest On Long-term Note | 0 | |||
Intercompany capital contribution | 3,492 | 3,785 | ||
Dividends to noncontrolling interest | 0 | |||
Purchase of noncontrolling interest | (5,669) | |||
Intercompany dividends | (11,296) | 0 | ||
Payments to Acquire Additional Interest in Subsidiaries | 0 | |||
Purchase of common treasury shares - stock plan exercises | 0 | 0 | ||
Net cash flows from financing activities | 14,788 | (1,884) | ||
Effect of exchange rate changes on cash and cash equivalents | (657) | 212 | ||
Net change in cash and cash equivalents | 7,394 | (1,649) | ||
Cash, cash equivalents, and restricted cash—beginning of year | 5,304 | 6,071 | ||
Cash, cash equivalents, and restricted cash—end of period | 12,698 | 4,422 | 12,698 | 4,422 |
Restructuring Costs | 0 | |||
Asset Impairment Charges | 0 | |||
Purchase of treasury shares | 0 | |||
Non- Guarantors | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Proceeds from exercises under stock plans | 0 | 0 | ||
Cash flows from operating activities: | ||||
Net earnings | 9,632 | 19,337 | 25,583 | 42,765 |
Adjustments to reconcile net earnings to net cash flows from operations: | ||||
Depreciation and amortization | 21,723 | 21,593 | ||
Noncash loss on trading securities | 229 | 188 | ||
Stock-based compensation | 0 | 0 | ||
Defined benefit pension plan expense | (1,159) | 314 | ||
Contribution to defined benefit pension plan | (731) | (25,379) | ||
(Gain)/loss on sale of property, plant and equipment | (290) | (44) | ||
Equity in earnings in nonconsolidated subsidiaries | 0 | 0 | 0 | 0 |
Deferred income taxes | (71) | (930) | (2,634) | 1,808 |
Changes in assets and liabilities: | ||||
Receivables | (12,177) | (21,840) | ||
Other noncurrent liabilities | (1,120) | 1,099 | ||
Income taxes payable (refundable) | 7,609 | 9,223 | ||
Net cash flows from operating activities | 43,390 | 29,727 | ||
Cash flows from investing activities: | ||||
Purchase of property, plant and equipment | (14,995) | (14,706) | ||
Proceeds from sale of assets | 64,179 | 858 | ||
Payments to Acquire Businesses, Net of Cash Acquired | (9,300) | |||
Proceeds from settlement of net investment hedge | 0 | 0 | ||
Other, net | (17,771) | (607) | ||
Net cash flows from investing activities | 22,113 | (14,455) | ||
Cash flows from financing activities: | ||||
Proceeds/(payments) under short-term agreements | 130 | (369) | ||
Proceeds from Issuance of Long-term Debt | 0 | |||
Principal payments on long-term borrowings | (495) | (434) | ||
Proceeds from Derivative Instrument, Financing Activities | 0 | |||
Payments of Debt Issuance Costs | 0 | |||
Dividends paid | 0 | 0 | ||
Intercompany Interest On Long-term Note | (2,889) | |||
Intercompany capital contribution | 0 | 0 | ||
Dividends to noncontrolling interest | (4,852) | |||
Purchase of noncontrolling interest | 5,669 | |||
Intercompany dividends | 86,621 | 22,662 | ||
Payments to Acquire Additional Interest in Subsidiaries | (5,510) | |||
Purchase of common treasury shares - stock plan exercises | 0 | 0 | ||
Net cash flows from financing activities | (97,348) | (20,685) | ||
Effect of exchange rate changes on cash and cash equivalents | (12,343) | 15,894 | ||
Net change in cash and cash equivalents | (44,188) | 10,481 | ||
Cash, cash equivalents, and restricted cash—beginning of year | 404,172 | 339,220 | ||
Cash, cash equivalents, and restricted cash—end of period | $ 359,984 | $ 349,701 | 359,984 | $ 349,701 |
Restructuring Costs | 2,791 | |||
Asset Impairment Charges | 3,566 | |||
Purchase of treasury shares | $ 0 |
LONG-TERM DEBT - Summary of Lon
LONG-TERM DEBT - Summary of Long-term Debt (Details) - USD ($) | Jun. 11, 2018 | Sep. 29, 2018 | Jun. 30, 2018 | Dec. 30, 2017 | Oct. 18, 2017 | Oct. 17, 2017 |
Debt Instrument [Line Items] | ||||||
Debt issuance costs | $ (8,167,000) | $ (6,112,000) | ||||
Long-term debt | 989,383,000 | 754,854,000 | ||||
Less current installments of long-term debt | 253,081,000 | 966,000 | ||||
Long-term debt, excluding current installments | $ 736,302,000 | 753,888,000 | ||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Redemption price, percent | 100.00% | |||||
Senior Unsecured Notes | ||||||
Debt Instrument [Line Items] | ||||||
Unamortized discount | $ (21,624,000) | (4,312,000) | ||||
Unamortized premium | 2,018,000 | 2,545,000 | ||||
Senior Unsecured Notes | Senior Unsecured Notes 5.00% Due 2044 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | 450,000,000 | 250,000,000 | ||||
Unamortized discount | $ (14,053,000) | |||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Stated rate | 5.00% | |||||
Redemption price, percent | 100.00% | |||||
Aggregate amount | $ 450,000,000 | |||||
Senior Unsecured Notes | Senior Unsecured Notes 5.25% Due 2054 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | 305,000,000 | 250,000,000 | ||||
Unamortized discount | $ (7,571,000) | |||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Stated rate | 5.25% | |||||
Redemption price, percent | 100.00% | |||||
Aggregate amount | $ 305,000,000 | |||||
Senior Unsecured Notes | Senior Unsecured Notes 6.625% Due 2020 | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | 250,200,000 | 250,200,000 | ||||
Unamortized premium | $ 2,018,000 | |||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Stated rate | 6.625% | |||||
Redemption of debt, amount | $ 250,200,000 | |||||
Repayments of debt | 266,000,000 | |||||
Repayments of debt, unpaid and accrued interest | $ 3,600,000 | |||||
Revolving Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | $ 0 | 0 | ||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Maximum borrowing capacity | 600,000,000 | |||||
Maximum borrowing capacity, additional | $ 200,000,000 | |||||
Revolving Credit Agreement | LIBOR | Minimum | ||||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Basis spread on variable rate | 1.00% | |||||
Revolving Credit Agreement | LIBOR | Maximum | ||||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Basis spread on variable rate | 1.625% | |||||
IDR Bonds | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | $ 8,500,000 | $ 8,500,000 | ||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Effective rate | 2.96% | 2.00% | ||||
Other Notes | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt, gross | $ 3,456,000 | $ 4,033,000 | ||||
Subsequent Event | Senior Unsecured Notes | Senior Unsecured Notes 6.625% Due 2020 | ||||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Redemption related expenses | $ 14,800,000 | |||||
Foreign Line of Credit | Revolving Credit Agreement | ||||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Maximum borrowing capacity | $ 400,000,000 | $ 200,000,000 | ||||
Letter of Credit | Revolving Credit Agreement | ||||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Remaining capacity | 585,350,000 | |||||
Outstanding balance | 14,650,000 | |||||
Line of Credit | Revolving Credit Agreement | ||||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Remaining capacity | 110,670,000 | |||||
Outstanding balance | $ 110,940,000 | |||||
Scenario One | Revolving Credit Agreement | Federal Funds Rate | ||||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Basis spread on variable rate | 0.50% | |||||
Scenario Two | Revolving Credit Agreement | 1-Month LIBOR Rate | ||||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Basis spread on variable rate | 1.00% | |||||
Scenario Three | Revolving Credit Agreement | Minimum | ||||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Basis spread on variable rate | 0.00% | |||||
Scenario Three | Revolving Credit Agreement | Maximum | ||||||
Debt Disclosure, Footnotes [Abstract] | ||||||
Basis spread on variable rate | 0.625% |
LONG-TERM DEBT - Narrative (Det
LONG-TERM DEBT - Narrative (Details) - USD ($) $ in Thousands | Jun. 19, 2018 | Jun. 30, 2018 |
Debt Instrument [Line Items] | ||
Debt maturity, remainder of 2018 | $ 820 | |
Debt maturity, 2019 | 824 | |
Debt maturity, 2020 | 829 | |
Debt maturity, 2021 | 499 | |
Debt maturity, 2022 | $ 0 | |
Senior Unsecured Notes | Senior Unsecured Notes 5.00% Due 2044 | ||
Debt Instrument [Line Items] | ||
Issuance of senior unsecured notes | $ 200,000 | |
Stated rate | 5.00% | |
Senior Unsecured Notes | Senior Unsecured Notes 5.25% Due 2054 | ||
Debt Instrument [Line Items] | ||
Issuance of senior unsecured notes | $ 55,000 | |
Stated rate | 5.25% | |
Senior Unsecured Notes | Senior Unsecured Notes 6.625% Due 2020 | ||
Debt Instrument [Line Items] | ||
Stated rate | 6.625% |