Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 25, 2016 | Jul. 21, 2016 | |
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. 25, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-26 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 22,637,254 | |
Document Fiscal Year Focus | 2,016 | |
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. 25, 2016 | Jun. 27, 2015 | Jun. 25, 2016 | Jun. 27, 2015 | |
Income Statement [Abstract] | ||||
Product sales | $ 570,762 | $ 611,782 | $ 1,103,702 | $ 1,215,676 |
Services sales | 69,487 | 70,341 | 133,152 | 136,845 |
Net sales | 640,249 | 682,123 | 1,236,854 | 1,352,521 |
Product cost of sales | 418,072 | 461,173 | 811,564 | 920,714 |
Services cost of sales | 47,060 | 51,402 | 89,204 | 96,805 |
Total cost of sales | 465,132 | 512,575 | 900,768 | 1,017,519 |
Gross profit | 175,117 | 169,548 | 336,086 | 335,002 |
Selling, general and administrative expenses | 103,311 | 115,548 | 201,915 | 223,319 |
Operating income | 71,806 | 54,000 | 134,171 | 111,683 |
Other income (expenses): | ||||
Interest expense | (11,122) | (11,232) | (22,176) | (22,360) |
Interest income | 707 | 616 | 1,518 | 1,490 |
Other | 1,252 | (28) | (426) | 988 |
Total other income (expenses) | (9,163) | (10,644) | (21,084) | (19,882) |
Earnings before income taxes | 62,643 | 43,356 | 113,087 | 91,801 |
Income tax expense (benefit): | ||||
Current | 22,745 | 19,136 | 33,259 | 30,910 |
Deferred | (3,544) | (5,219) | 2,215 | (55) |
Total income tax expense (benefit) | 19,201 | 13,917 | 35,474 | 30,855 |
Earnings before equity in earnings of nonconsolidated subsidiaries | 43,442 | 29,439 | 77,613 | 60,946 |
Equity in earnings of nonconsolidated subsidiaries | 0 | 0 | 0 | 0 |
Net earnings | 43,442 | 29,439 | 77,613 | 60,946 |
Less: Earnings attributable to noncontrolling interests | (1,416) | (1,566) | (2,618) | (2,334) |
Net earnings attributable to Valmont Industries, Inc. | $ 42,026 | $ 27,873 | $ 74,995 | $ 58,612 |
Earnings per share: | ||||
Basic (in dollars per share) | $ 1.86 | $ 1.19 | $ 3.31 | $ 2.48 |
Diluted (in dollars per share) | 1.85 | 1.19 | 3.29 | 2.47 |
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) | 22,602 | 23,336 | 22,651 | 23,602 |
Weighted average number of shares of common stock outstanding - Diluted (in shares) | 22,749 | 23,450 | 22,782 | 23,716 |
CONDENSED CONSOLIDATED STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2016 | Jun. 27, 2015 | Jun. 25, 2016 | Jun. 27, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings | $ 43,442 | $ 29,439 | $ 77,613 | $ 60,946 |
Foreign currency translation adjustments: | ||||
Unrealized translation gain (loss) | (2,296) | 18,328 | 217 | (39,850) |
Unrealized gain/(loss) on cash flow hedge: | ||||
Amortization cost included in interest expense | 19 | 19 | 38 | 37 |
Gain on cash flow hedges | 0 | 751 | 0 | 1,045 |
Actuarial gain (loss) in defined benefit pension plan | 751 | 1,045 | ||
Other comprehensive income (loss) | (2,277) | 19,098 | 255 | (38,768) |
Comprehensive income | 41,165 | 48,537 | 77,868 | 22,178 |
Comprehensive loss (income) attributable to noncontrolling interests | (1,787) | (1,968) | (4,114) | (641) |
Comprehensive income attributable to Valmont Industries, Inc. | $ 39,378 | $ 46,569 | $ 73,754 | $ 21,537 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 25, 2016 | Dec. 26, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 344,346 | $ 349,074 |
Receivables, net | 466,749 | 466,443 |
Inventories | 372,106 | 340,672 |
Prepaid expenses, restricted cash, and other assets | 63,650 | 46,137 |
Refundable income taxes | 20,441 | 24,526 |
Total current assets | 1,267,292 | 1,226,852 |
Property, plant and equipment, at cost | 1,105,955 | 1,081,056 |
Less accumulated depreciation and amortization | 579,608 | 548,567 |
Net property, plant and equipment | 526,347 | 532,489 |
Goodwill | 331,603 | 336,916 |
Other intangible assets, net | 158,814 | 170,197 |
Other assets | 111,817 | 125,928 |
Total assets | 2,395,873 | 2,392,382 |
Current liabilities: | ||
Current installments of long-term debt | 889 | 1,077 |
Notes payable to banks | 3,735 | 976 |
Accounts payable | 183,126 | 179,983 |
Accrued employee compensation and benefits | 66,626 | 70,354 |
Accrued expenses | 95,158 | 105,593 |
Dividends payable | 8,505 | 8,571 |
Total current liabilities | 358,039 | 366,554 |
Deferred income taxes | 35,541 | 35,669 |
Long-term debt, excluding current installments | 756,543 | 756,918 |
Defined benefit pension liability | 164,329 | 179,323 |
Deferred compensation | 48,965 | 48,417 |
Other noncurrent liabilities | 38,285 | 40,290 |
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 | 1,790,120 | 1,729,679 |
Accumulated other comprehensive loss | (268,459) | (267,218) |
Treasury stock | (593,479) | (571,920) |
Total Valmont Industries, Inc. shareholders’ equity | 956,082 | 918,441 |
Noncontrolling interest in consolidated subsidiaries | 38,089 | 46,770 |
Total shareholders’ equity | 994,171 | 965,211 |
Total liabilities and shareholders’ equity | $ 2,395,873 | $ 2,392,382 |
CONDENSED CONSOLIDATED BALANCE5
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 25, 2016 | Dec. 26, 2015 |
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. 25, 2016 | Jun. 27, 2015 | |
Cash flows from operating activities: | ||
Net earnings | $ 77,613 | $ 60,946 |
Adjustments to reconcile net earnings to net cash flows from operations: | ||
Depreciation and amortization | 40,804 | 47,761 |
Noncash loss on trading securities | 1,035 | 4,582 |
Stock-based compensation | 4,201 | 3,513 |
Defined benefit pension plan expense (benefit) | 959 | (305) |
Contribution to defined benefit pension plan | (712) | (15,735) |
Increase in restricted cash - pension | (13,652) | 0 |
Gain on sale of property, plant and equipment | 1,074 | 542 |
Equity in earnings in nonconsolidated subsidiaries | 0 | 0 |
Deferred income taxes | 2,215 | (55) |
Changes in assets and liabilities: | ||
Receivables | 2,942 | 32,511 |
Inventories | (29,335) | (27,746) |
Prepaid expenses and other assets | (4,859) | (3,087) |
Accounts payable | 1,430 | (5,021) |
Accrued expenses | (13,636) | (6,431) |
Other noncurrent liabilities | 327 | 1,761 |
Income taxes refundable | 9,516 | 15,817 |
Net cash flows from operating activities | 79,922 | 118,345 |
Cash flows from investing activities: | ||
Purchase of property, plant and equipment | (26,019) | (24,758) |
Proceeds from sale of assets | 1,827 | 1,101 |
Other, net | (1,608) | 5,896 |
Net cash flows from investing activities | (25,800) | (17,761) |
Cash flows from financing activities: | ||
Net borrowings under short-term agreements | 2,593 | (5,890) |
Proceeds from Issuance of Long-term Debt | 0 | 33,000 |
Principal payments on long-term borrowings | (659) | (33,657) |
Dividends paid | (17,098) | (17,956) |
Dividends to noncontrolling interest | (1,923) | (1,669) |
Payments of Debt Issuance Costs | (11,009) | 0 |
Purchase of treasury shares | (28,621) | (121,020) |
Proceeds from exercises under stock plans | 5,975 | 9,454 |
Excess tax benefits from stock option exercises | 0 | 1,394 |
Purchase of common treasury shares—stock plan exercises | (1,453) | (10,490) |
Net cash flows from financing activities | (52,195) | (146,834) |
Effect of exchange rate changes on cash and cash equivalents | (6,655) | (7,806) |
Net change in cash and cash equivalents | (4,728) | (54,056) |
Cash and cash equivalents—beginning of year | 349,074 | 371,579 |
Cash and cash equivalents—end of period | 344,346 | 317,523 |
Restructuring Costs | $ 0 | $ 9,292 |
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. 27, 2014 | $ 1,250,405 | $ 27,900 | $ 0 | $ 1,718,662 | $ (134,433) | $ (410,296) | $ 48,572 |
Increase (Decrease) in Shareholders' Equity | |||||||
Net earnings | 60,946 | 58,612 | 2,334 | ||||
Other comprehensive income (loss) | (38,768) | (37,075) | (1,693) | ||||
Cash dividends declared | (17,603) | (17,603) | 0 | ||||
Dividends to noncontrolling interests | (1,669) | (1,669) | |||||
Purchase of treasury shares | (121,020) | (121,020) | |||||
Stock plan exercises | (10,490) | (10,490) | |||||
Stock options exercised | 9,454 | (8,860) | 2,863 | 15,451 | |||
Tax benefit from stock option exercises | 1,394 | 1,394 | |||||
Stock option expense | 2,653 | 2,653 | |||||
Stock awards | 5,291 | 4,813 | 478 | ||||
Ending balance at Jun. 27, 2015 | 1,140,593 | 27,900 | 0 | 1,762,534 | (171,508) | (525,877) | 47,544 |
Beginning balance at Dec. 26, 2015 | 965,211 | 27,900 | 0 | 1,729,679 | (267,218) | (571,920) | 46,770 |
Increase (Decrease) in Shareholders' Equity | |||||||
Net earnings | 77,613 | 74,995 | 2,618 | ||||
Other comprehensive income (loss) | 255 | (1,241) | 1,496 | ||||
Cash dividends declared | (17,027) | (17,027) | 0 | ||||
Dividends to noncontrolling interests | (1,923) | (1,923) | |||||
Purchase of treasury shares | (28,621) | (28,621) | |||||
Stock plan exercises | (1,453) | (1,453) | |||||
Stock options exercised | 5,975 | (4,064) | 2,473 | 7,566 | |||
Stock option expense | 2,959 | 2,959 | |||||
Stock awards | 2,191 | 1,242 | 949 | ||||
Ending balance at Jun. 25, 2016 | $ 994,171 | $ 27,900 | $ 0 | $ 1,790,120 | $ (268,459) | $ (593,479) | $ 38,089 |
CONDENSED CONSOLIDATED STATEME8
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - shares | 6 Months Ended | |
Jun. 25, 2016 | Jun. 27, 2015 | |
Statement of Stockholders' Equity [Abstract] | ||
Purchase of treasury shares, shares acquired (in shares) | 245,798 | 989,821 |
Stock plan exercises; shares acquired (in shares) | 10,747 | 82,989 |
Stock options exercised; shares issued (in shares) | 62,535 | 119,687 |
Stock awards; shares issued (in shares) | 6,976 | 4,846 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 25, 2016 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Condensed Consolidated Financial Statements The Condensed Consolidated Balance Sheet as of June 25, 2016 , the Condensed Consolidated Statements of Earnings and Comprehensive Income for the thirteen and twenty-six weeks ended June 25, 2016 and June 27, 2015 , 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 25, 2016 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 26, 2015 . 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 26, 2015 . The results of operations for the period ended June 25, 2016 are not necessarily indicative of the operating results for the full year. Inventories Approximately 38% and 39% of inventory is valued at the lower of cost, determined on the last-in, first-out (LIFO) method, or market as of June 25, 2016 and December 26, 2015 . 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 $36,201 and $35,075 at June 25, 2016 and December 26, 2015 , respectively. Inventories consisted of the following: June 25, December 26, Raw materials and purchased parts $ 170,973 $ 162,977 Work-in-process 24,762 25,644 Finished goods and manufactured goods 212,572 187,126 Subtotal 408,307 375,747 Less: LIFO reserve 36,201 35,075 $ 372,106 $ 340,672 (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 25, 2016 and June 27, 2015 , were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2016 2015 2016 2015 United States $ 44,240 $ 33,641 $ 83,840 $ 66,282 Foreign 18,403 9,715 29,247 25,519 $ 62,643 $ 43,356 $ 113,087 $ 91,801 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 25, 2016 and June 27, 2015 were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended Net periodic (benefit) expense: 2016 2015 2016 2015 Interest cost $ 6,659 $ 6,189 $ 13,042 $ 12,300 Expected return on plan assets (6,084 ) (6,344 ) (12,083 ) (12,605 ) Net periodic (benefit) expense $ 575 $ (155 ) $ 959 $ (305 ) 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, non-vested stock awards and bonuses of common stock. At June 25, 2016 , 874,352 shares of common stock remained available for issuance under the plans. Shares and options issued and available are subject to changes in capitalization. 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 fifth anniversary of the grant. (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Expiration of grants is from seven to ten years from the date of grant. The Company's compensation expense (included in selling, general and administrative expenses) and associated income tax benefits related to stock options for the thirteen and twenty-six weeks ended June 25, 2016 and June 27, 2015 , respectively, were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2016 2015 2016 2015 Compensation expense $ 1,468 $ 1,303 $ 2,959 $ 2,653 Income tax benefits 565 501 1,139 1,021 Equity Method Investments The Company has equity method investments in non-consolidated subsidiaries, which are recorded within "Other assets" on the Condensed Consolidated Balance Sheet. 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 $38,287 ( $37,963 at December 26, 2015) represent mutual funds, invested in debt and equity securities, classified as trading securities in accordance with Accounting Standards Codification 320, Accounting for Certain Investments in Debt and Equity Securities , considering the employee's ability to change investment allocation of their deferred compensation at any time. (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) The Company's ownership of shares in Delta EMD Pty. Ltd. (JSE:DTA) is also classified as trading securities. The shares are valued at $1,821 and $4,734 as of June 25, 2016 and December 26, 2015, respectively, which is the estimated fair value. During the first quarter of 2016, the Company received a dividend of $1,541 from Delta EMD Pty. Ltd and the market price of the shares were proportionately reduced accordingly. 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 $ 40,108 $ 40,108 $ — $ — Fair Value Measurement Using: Carrying Value Quoted Prices in Significant Other Significant Assets: Trading Securities $ 42,697 $ 42,697 $ — $ — 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 25, 2016 and December 26, 2015: Foreign Currency Translation Adjustments Unrealized Gain on Cash Flow Hedge Defined Benefit Pension Plan Accumulated Other Comprehensive Income Balance at December 26, 2015 $ (191,928 ) $ 3,678 $ (78,968 ) $ (267,218 ) Current-period comprehensive income (loss) (1,279 ) 38 — (1,241 ) Balance at June 25, 2016 $ (193,207 ) $ 3,716 $ (78,968 ) $ (268,459 ) Net Investment Hedge 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. No ineffectiveness resulted from the hedge and the balance is recorded in the Condensed Consolidated Statements of Other Comprehensive Income as a component of Foreign currency translation adjustments. The realized gain (loss) will be deferred in other comprehensive income where it will remain until the net investments in our British subsidiaries are divested. The unrealized gain recorded at June 25, 2016 was $2,925 and is included in Other Current Assets on the Condensed Consolidated Balance Sheets. (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Recently Issued 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 . The new revenue recognition standard requires entities to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-9 was to be effective for interim and annual reporting periods beginning after December 15, 2016 and is to be applied retrospectively. In August 2015, the FASB issued ASU 2015-14, Deferral of the Effective Date , which defers the effective date by one year to interim and annual reporting periods beginning after December 15, 2017 and is to be applied retrospectively. The Company is currently evaluating the effect that adopting this new accounting guidance will have on its consolidated results of operations and financial position. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory . Under this ASU, inventory will be measured at the “lower of cost and net realizable value” and options that currently exist for “market value” will be eliminated. The ASU defines net realizable value as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” No other changes were made to the current guidance on inventory measurement. ASU 2015-11 is effective for interim and annual periods beginning after December 15, 2016 and should be applied prospectively. The Company is evaluating the provisions of this statement, including which period to adopt, and has not determined what impact the adoption of ASU 2015-11 will have on the Company's financial position or results of operations. |
ACQUISITIONS
ACQUISITIONS | 6 Months Ended |
Jun. 25, 2016 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS On September 30, 2015, the Company purchased American Galvanizing for $12,778 in cash, net of cash acquired, plus assumed liabilities. American Galvanizing operates a custom galvanizing operation in New Jersey with annual sales of approximately $10,000 . In the purchase price allocation, goodwill of $3,019 and $2,178 of customer relationships, trade name and other intangible assets were recorded. Goodwill is not deductible for tax purposes. This business is included in the Coatings segment and was acquired to expand the Company's geographic presence in the Northeast United States. The purchase price allocation was finalized in the first quarter of 2016. Pro-forma disclosures were omitted as this business did not have a significant impact on the Company's 2015 or 2016 financial results. Acquisitions of Noncontrolling Interests In April 2016, the Company acquired the remaining 30% of IGC Galvanizing Industries (M) Sdn Bhd that it did not own for $5,841 . In June 2016, the Company acquired 5.2% of the remaining 10% of Valmont SM that it did not own for $5,168 . As these transactions were for acquisitions of part or all of the remaining shares of consolidated subsidiaries with no change in control, they were recorded within shareholders' equity and as a financing cash flow in the Consolidated Statements of Cash Flows. |
RESTRUCTURING ACTIVITIES
RESTRUCTURING ACTIVITIES | 6 Months Ended |
Jun. 25, 2016 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING ACTIVITIES | RESTRUCTURING ACTIVITIES In July 2016, the Company identified a restructuring plan in Australia/New Zealand (the "2016 Plan") focused primarily on closing and consolidating locations within the Energy and Mining and Coatings segments. During the remainder of 2016, the Company estimates it will incur the following pre-tax expenses from the 2016 Plan: Energy & Mining Coatings Other/ Corporate TOTAL Severance $ 365 $ 380 $ — $ 745 Other cash restructuring expenses 1,728 285 — 2,013 Asset impairments/net loss on disposals 815 — — 815 Total cost of sales 2,908 665 — 3,573 Severance 240 715 — 955 Other cash restructuring expenses — — 200 200 Total selling, general and administrative expenses 240 715 200 1,155 Consolidated total $ 3,148 $ 1,380 $ 200 $ 4,728 In April 2015, the Company's Board of Directors authorized a broad restructuring plan (the "Plan") to respond to the market environment in certain businesses. During fiscal 2015, the Company substantially completed this Plan and recognized $21,708 of pre-tax restructuring expenses in cost of sales and $18,144 of pre-tax restructuring expenses in selling, general, and administrative expenses. Within the total fiscal 2015 pre-tax restructuring expense of $39,852 were pre-tax asset impairments of $19,836 . The Company's utility segment recognized $380 of pre-tax restucturing expense during the first half of fiscal 2016. During the first quarter of fiscal 2015, the Company's recognized $785 of pre-tax expense for severance and other cash related expenses within the ESS and Energy and Mining segments. During the second quarter of fiscal 2015, the Company recognized the following pre-tax restructuring expenses: ESS Energy & Mining Utility Coatings Irrigation Other/ Corporate TOTAL Severance $ 32 $ 576 $ 1,380 $ 310 $ — $ — $ 2,298 Other cash restructuring expenses — 45 375 40 — — 460 Asset impairments/net loss on disposals 45 752 295 4,150 — — 5,242 Total cost of sales 77 1,373 2,050 4,500 — — 8,000 Severance 797 168 405 — 219 240 1,829 Other cash restructuring expenses 125 — — 269 — — 394 Asset impairments/net loss on disposals 2,030 — — — 130 1,890 4,050 Total selling, general and administrative expenses 2,952 168 405 269 349 2,130 6,273 Consolidated total $ 3,029 $ 1,541 $ 2,455 $ 4,769 $ 349 $ 2,130 $ 14,273 Liabilities recorded for the restructuring Plan and changes therein for the first half of fiscal 2016 were as follows: Balance at December 26, 2015 Recognized Restructuring Expense Costs Paid or Otherwise Settled Balance at June 25, 2016 Severance $ 1,307 $ — $ (1,188 ) $ 119 Other cash restructuring expenses 1,426 — (305 ) 1,121 Total $ 2,733 $ — $ (1,493 ) $ 1,240 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 6 Months Ended |
Jun. 25, 2016 | |
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 25, 2016 and December 26, 2015 were as follows: June 25, 2016 Gross Accumulated Weighted Customer Relationships $ 198,175 $ 107,359 13 years Proprietary Software & Database 3,632 3,031 8 years Patents & Proprietary Technology 6,922 3,687 11 years Other 3,856 3,790 3 years $ 212,585 $ 117,867 (4) GOODWILL AND INTANGIBLE ASSETS (Continued) December 26, 2015 Gross Accumulated Weighted Customer Relationships $ 201,801 $ 101,614 13 years Proprietary Software & Database 3,571 2,966 8 years Patents & Proprietary Technology 6,815 3,421 11 years Other 3,752 3,671 3 years $ 215,939 $ 111,672 Amortization expense for intangible assets for the thirteen and twenty-six weeks ended June 25, 2016 and June 27, 2015 , respectively was as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2016 2015 2016 2015 $ 4,078 $ 4,737 $ 8,073 $ 9,650 Estimated annual amortization expense related to finite‑lived intangible assets is as follows: Estimated 2016 $ 15,906 2017 15,624 2018 13,990 2019 13,209 2020 12,158 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. (4) 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 25, 2016 and December 26, 2015 were as follows: June 25, December 26, Year Acquired Webforge $ 9,545 $ 10,430 2010 Valmont SM 9,246 8,919 2014 Newmark 11,111 11,111 2004 Ingal EPS/Ingal Civil Products 7,781 8,504 2010 Donhad 5,870 6,415 2010 Shakespeare 4,000 4,000 2014 Industrial Galvanizers 2,436 2,662 2010 Other 14,107 13,889 $ 64,096 $ 65,930 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 2015. The values of the trade names were determined using the relief-from-royalty method. Based on this evaluation, the Company recorded a $5,000 impairment of the Webforge trade name (in Energy & Mining segment) and a $1,100 impairment of the Industrial Galvanizing trade name (in Coatings segment) during 2015. The lower price of oil and natural gas in the fourth quarter of 2015 was a qualitative event requiring the Company to re-assess the fair value of the Webforge trade name. As a result, the Company recognized an additional $830 impairment of that trade name. No other trade names were determined to be impaired during 2015 and no qualitative events were noted during the first half of 2016 requiring an interim test for potential impairment. Goodwill The carrying amount of goodwill by segment as of June 25, 2016 and December 26, 2015 was as follows: Engineered Energy & Mining Segment Utility Coatings Irrigation Total Gross goodwill at December 26, 2015 $ 101,275 $ 99,829 $ 75,404 $ 75,941 $ 19,359 $ 371,808 Accumulated impairment losses — (18,670 ) — (16,222 ) — (34,892 ) Balance at December 26, 2015 $ 101,275 $ 81,159 $ 75,404 $ 59,719 $ 19,359 $ 336,916 Foreign currency translation (2,589 ) (3,200 ) — 411 65 (5,313 ) Balance at June 25, 2016 $ 98,686 $ 77,959 $ 75,404 $ 60,130 $ 19,424 $ 331,603 The Company’s annual impairment test of goodwill was performed during the third quarter of 2015, using the discounted cash flow method. The APAC Coatings reporting unit failed step one in that the estimated fair value was lower than the carrying value. As a result, the Company recorded $9,100 impairment of goodwill on the APAC Coatings reporting unit. The Company finalized step two of the impairment analysis during the fourth quarter of 2015 recording an additional impairment of $7,122, which was the remaining goodwill on this reporting unit. The Company recorded an $18,670 impairment of Access System's goodwill in the fourth quarter of 2015 primarily driven by the depressed price of a barrel of oil. The Company continues to monitor changes in the global economy that could impact future operating results of its reporting units and no qualitative events were noted in the first half of 2016. If such conditions arise, the Company will test a given reporting unit for impairment during 2016 prior to the annual test. |
CASH FLOW SUPPLEMENTARY INFORMA
CASH FLOW SUPPLEMENTARY INFORMATION | 6 Months Ended |
Jun. 25, 2016 | |
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 25, 2016 and June 27, 2015 were as follows: 2016 2015 Interest $ 22,142 $ 22,898 Income taxes 28,791 14,280 Share Repurchase Programs On May 13, 2014, the Company announced a new capital allocation philosophy which increased the dividend by 50% and covered a share repurchase program of up to $500,000 of the Company's outstanding common stock to be acquired from time to time over twelve months at prevailing market prices, through open market or privately-negotiated transactions. On February 24, 2015, the Board of Directors authorized an additional purchase of up to $250,000 of the Company's outstanding common stock with no stated expiration date. As of June 25, 2016 , the Company has acquired 4,392,435 shares for approximately $592,600 under the share repurchase programs. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 25, 2016 | |
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 25, 2016: Net earnings attributable to Valmont Industries, Inc. $ 42,026 $ — $ 42,026 Shares outstanding (000 omitted) 22,602 147 22,749 Per share amount $ 1.86 $ (0.01 ) $ 1.85 Thirteen weeks ended June 27, 2015: Net earnings attributable to Valmont Industries, Inc. $ 27,873 $ — $ 27,873 Shares outstanding (000 omitted) 23,336 114 23,450 Per share amount $ 1.19 $ — $ 1.19 Twenty-six weeks ended June 25, 2016: Net earnings attributable to Valmont Industries, Inc. $ 74,995 $ — $ 74,995 Shares outstanding (000 omitted) 22,651 131 22,782 Per share amount $ 3.31 $ (0.02 ) $ 3.29 Twenty-six weeks ended June 27, 2015: Net earnings attributable to Valmont Industries, Inc. $ 58,612 $ — $ 58,612 Shares outstanding (000 omitted) 23,602 114 23,716 Per share amount $ 2.48 $ (0.01 ) $ 2.47 Earnings per share are computed independently for each of the quarters. Therefore, the sum of the quarterly earnings per share may not equal the total for the year primarily due to the share buyback program. At June 25, 2016 and June 27, 2015, there were 381,973 and 452,459 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. 25, 2016 | |
Segment Reporting [Abstract] | |
BUSINESS SEGMENTS | BUSINESS SEGMENTS In the fourth quarter of 2015, the Company changed its reportable segment structure to improve transparency. The Company now has five reportable segments and its management structure was changed to align with this new reporting structure. A new reportable segment, Energy & Mining, includes the businesses primarily serving the energy and mining end markets. This segment includes the access systems applications businesses and offshore structures business that was formerly part of the Engineered Infrastructure Products (EIP) segment, and the grinding media business that was formerly included in the "Other" category. The remaining businesses from the EIP segment was also renamed "Engineered Support Structures". The last change in the reporting structure was moving the tubing business from the "Other" category to the Irrigation segment. Prior year information in this footnote has been updated to match the new reportable segment structure. Reportable segments are as follows: ENGINEERED SUPPORT STRUCTURES: This segment consists of the manufacture of engineered metal structures and components for the global lighting and traffic, wireless communication, and roadway safety industries; ENERGY AND MINING: This segment, all outside of the United States, consists of the manufacture of access systems applications, forged steel grinding media, on and off shore oil, gas, and wind energy structures; UTILITY SUPPORT STRUCTURES: This segment consists of the manufacture of engineered steel and concrete structures for the global utility industry; COATINGS: This segment consists of galvanizing, anodizing and powder coating services on a global basis; and IRRIGATION: This segment consists of the manufacture of agricultural irrigation equipment and related parts and services for the global agricultural industry and tubular products for industrial customers. Due to the business reorganization and restructuring activities that occurred in 2015, there are no longer business operations included in Other for fiscal 2016. In 2015, the Company had other businesses and activities that individually were not more than 1% of consolidated sales. The accounting policies of the reportable segments are the same as those described in Note 1. The Company evaluates the performance of its business segments based upon operating income and invested capital. The Company does not allocate interest expense, non-operating income and deductions, or income taxes to its business segments. (7) BUSINESS SEGMENTS (Continued) Summary by Business Thirteen Weeks Ended Twenty-six Weeks Ended June 25, June 27, June 25, June 27, SALES: Engineered Support Structures segment: Lighting, Traffic, and Roadway Products $ 163,191 $ 154,821 $ 309,493 $ 300,169 Communication Products 40,725 45,935 71,394 78,491 Engineered Support Structures segment 203,916 200,756 380,887 378,660 Energy and Mining segment: Offshore and Other Complex Steel Structures 25,908 23,135 48,877 47,983 Grinding Media 21,018 25,856 40,508 53,347 Access Systems 33,766 37,311 63,756 73,033 Energy and Mining segment 80,692 86,302 153,141 174,363 Utility Support Structures segment: Steel 126,101 139,425 248,072 297,698 Concrete 25,144 23,504 47,693 41,572 Utility Support Structures segment 151,245 162,929 295,765 339,270 Coatings segment 75,298 76,093 143,879 150,453 Irrigation segment 152,252 173,303 310,766 347,880 Other — 2,342 — 4,511 Total 663,403 701,725 1,284,438 1,395,137 INTERSEGMENT SALES: Engineered Support Structures segment 8,114 4,133 19,126 11,239 Energy & Mining segment 1,409 52 3,067 101 Utility Support Structures segment 86 273 262 562 Coatings segment 11,886 12,178 21,699 24,725 Irrigation segment 1,659 1,758 3,430 3,482 Other — 1,208 — 2,507 Total 23,154 19,602 47,584 42,616 NET SALES: Engineered Support Structures segment 195,802 196,623 361,761 367,421 Energy & Mining segment 79,283 86,250 150,074 174,262 Utility Support Structures segment 151,159 162,656 295,503 338,708 Coatings segment 63,412 63,915 122,180 125,728 Irrigation segment 150,593 171,545 307,336 344,398 Other — 1,134 — 2,004 Total $ 640,249 $ 682,123 $ 1,236,854 $ 1,352,521 OPERATING INCOME: Engineered Support Structures segment $ 20,968 $ 16,219 $ 35,176 $ 25,669 Energy & Mining segment 3,341 2,698 5,243 7,064 Utility Support Structures segment 17,528 10,399 32,296 25,756 Coatings segment 14,023 7,862 25,436 18,861 Irrigation segment 27,763 31,865 56,608 62,039 Other — (1,271 ) — (2,379 ) Corporate (11,817 ) (13,772 ) (20,588 ) (25,327 ) Total $ 71,806 $ 54,000 $ 134,171 $ 111,683 |
GUARANTOR_NON-GUARANTOR FINANCI
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION | 6 Months Ended |
Jun. 25, 2016 | |
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION | |
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION | GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION The Company has three tranches of senior unsecured notes. 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 25, 2016 Parent Guarantors Non- Eliminations Total Net sales $ 290,171 $ 97,159 $ 300,911 $ (47,992 ) $ 640,249 Cost of sales 211,675 71,234 229,248 (47,025 ) 465,132 Gross profit 78,496 25,925 71,663 (967 ) 175,117 Selling, general and administrative expenses 44,530 11,080 47,701 — 103,311 Operating income 33,966 14,845 23,962 (967 ) 71,806 Other income (expense): Interest expense (10,918 ) (3 ) (201 ) — (11,122 ) Interest income 46 14 647 — 707 Other 699 15 538 — 1,252 (10,173 ) 26 984 — (9,163 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 23,793 14,871 24,946 (967 ) 62,643 Income tax expense (benefit): Current 10,391 6,242 6,521 (409 ) 22,745 Deferred 1,068 (2,149 ) (2,463 ) — (3,544 ) 11,459 4,093 4,058 (409 ) 19,201 Earnings before equity in earnings of nonconsolidated subsidiaries 12,334 10,778 20,888 (558 ) 43,442 Equity in earnings of nonconsolidated subsidiaries 29,692 5,746 — (35,438 ) — Net earnings 42,026 16,524 20,888 (35,996 ) 43,442 Less: Earnings attributable to noncontrolling interests — — (1,416 ) — (1,416 ) Net earnings attributable to Valmont Industries, Inc $ 42,026 $ 16,524 $ 19,472 $ (35,996 ) $ 42,026 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Twenty-six weeks ended June 25, 2016 Parent Guarantors Non- Eliminations Total Net sales $ 575,209 $ 188,685 $ 573,025 $ (100,065 ) $ 1,236,854 Cost of sales 419,536 139,096 440,641 (98,505 ) 900,768 Gross profit 155,673 49,589 132,384 (1,560 ) 336,086 Selling, general and administrative expenses 87,024 22,510 92,381 — 201,915 Operating income 68,649 27,079 40,003 (1,560 ) 134,171 Other income (expense): Interest expense (21,848 ) (3 ) (325 ) — (22,176 ) Interest income 113 39 1,366 — 1,518 Other 324 27 (777 ) — (426 ) (21,411 ) 63 264 — (21,084 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 47,238 27,142 40,267 (1,560 ) 113,087 Income tax expense (benefit): Current 15,974 8,814 9,000 (529 ) 33,259 Deferred 3,487 — (1,272 ) 2,215 19,461 8,814 7,728 (529 ) 35,474 Earnings before equity in earnings of nonconsolidated subsidiaries 27,777 18,328 32,539 (1,031 ) 77,613 Equity in earnings of nonconsolidated subsidiaries 47,218 7,859 (55,077 ) — Net earnings 74,995 26,187 32,539 (56,108 ) 77,613 Less: Earnings attributable to noncontrolling interests — — (2,618 ) — (2,618 ) Net earnings attributable to Valmont Industries, Inc $ 74,995 $ 26,187 $ 29,921 $ (56,108 ) $ 74,995 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Thirteen weeks ended June 27, 2015 Parent Guarantors Non- Eliminations Total Net sales $ 311,156 $ 102,090 $ 322,555 $ (53,678 ) $ 682,123 Cost of sales 232,779 78,149 254,666 (53,019 ) 512,575 Gross profit 78,377 23,941 67,889 (659 ) 169,548 Selling, general and administrative expenses 50,913 11,091 53,544 — 115,548 Operating income 27,464 12,850 14,345 (659 ) 54,000 Other income (expense): Interest expense (10,894 ) — (338 ) — (11,232 ) Interest income 4 2 610 — 616 Other (248 ) 24 196 — (28 ) (11,138 ) 26 468 — (10,644 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 16,326 12,876 14,813 (659 ) 43,356 Income tax expense (benefit): Current 7,545 5,223 6,547 (179 ) 19,136 Deferred (1,650 ) (51 ) (3,518 ) — (5,219 ) 5,895 5,172 3,029 (179 ) 13,917 Earnings before equity in earnings of nonconsolidated subsidiaries 10,431 7,704 11,784 (480 ) 29,439 Equity in earnings of nonconsolidated subsidiaries 17,442 876 — (18,318 ) — Net earnings 27,873 8,580 11,784 (18,798 ) 29,439 Less: Earnings attributable to noncontrolling interests — — (1,566 ) — (1,566 ) Net earnings attributable to Valmont Industries, Inc $ 27,873 $ 8,580 $ 10,218 $ (18,798 ) $ 27,873 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Twenty-six weeks ended June 27, 2015 Parent Guarantors Non- Eliminations Total Net sales $ 640,287 $ 198,038 $ 624,791 $ (110,595 ) $ 1,352,521 Cost of sales 482,646 153,045 491,651 (109,823 ) 1,017,519 Gross profit 157,641 44,993 133,140 (772 ) 335,002 Selling, general and administrative expenses 98,955 22,388 101,976 — 223,319 Operating income 58,686 22,605 31,164 (772 ) 111,683 Other income (expense): Interest expense (21,726 ) — (634 ) — (22,360 ) Interest income 13 4 1,473 — 1,490 Other (897 ) — 1,885 — 988 (22,610 ) 4 2,724 — (19,882 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 36,076 22,609 33,888 (772 ) 91,801 Income tax expense (benefit): Current 8,937 9,850 12,344 (221 ) 30,910 Deferred 3,819 (584 ) (3,290 ) — (55 ) 12,756 9,266 9,054 (221 ) 30,855 Earnings before equity in earnings of nonconsolidated subsidiaries 23,320 13,343 24,834 (551 ) 60,946 Equity in earnings of nonconsolidated subsidiaries 35,292 5,181 — (40,473 ) — Net earnings 58,612 18,524 24,834 (41,024 ) 60,946 Less: Earnings attributable to noncontrolling interests — — (2,334 ) — (2,334 ) Net earnings attributable to Valmont Industries, Inc $ 58,612 $ 18,524 $ 22,500 $ (41,024 ) $ 58,612 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Thirteen weeks ended June 25, 2016 Parent Guarantors Non- Eliminations Total Net earnings $ 42,026 $ 16,524 $ 20,888 $ (35,996 ) $ 43,442 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) 2,925 29 (5,250 ) — (2,296 ) Unrealized loss on cash flow hedge: Amortization cost included in interest expense 19 — — — 19 Equity in other comprehensive income (5,592 ) — — 5,592 — Other comprehensive income (loss) (2,648 ) 29 (5,250 ) 5,592 (2,277 ) Comprehensive income (loss) 39,378 16,553 15,638 (30,404 ) 41,165 Comprehensive income attributable to noncontrolling interests — — (1,787 ) — (1,787 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 39,378 $ 16,553 $ 13,851 $ (30,404 ) $ 39,378 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Twenty-six weeks ended June 25, 2016 Parent Guarantors Non- Eliminations Total Net earnings $ 74,995 $ 26,187 $ 32,539 $ (56,108 ) $ 77,613 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) 2,925 (149 ) (2,559 ) — 217 Unrealized loss on cash flow hedge: Amortization cost included in interest expense 38 — — — 38 Equity in other comprehensive income (1,279 ) — — 1,279 — Other comprehensive income (loss) 1,684 (149 ) (2,559 ) 1,279 255 Comprehensive income (loss) 76,679 26,038 29,980 (54,829 ) 77,868 Comprehensive income attributable to noncontrolling interests — — (4,114 ) — (4,114 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 76,679 $ 26,038 $ 25,866 $ (54,829 ) $ 73,754 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Thirteen weeks ended June 27, 2015 Parent Guarantors Non- Eliminations Total Net earnings $ 27,873 $ 8,580 $ 11,784 $ (18,798 ) $ 29,439 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — 76 18,252 — 18,328 Unrealized loss on cash flow hedge: Amortization cost included in interest expense 19 — — — 19 Actuarial gain (loss) in defined benefit pension plan liability (301 ) — 1,052 — 751 Equity in other comprehensive income 18,978 — — (18,978 ) — Other comprehensive income (loss) 18,696 76 19,304 (18,978 ) 19,098 Comprehensive income (loss) 46,569 8,656 31,088 (37,776 ) 48,537 Comprehensive income attributable to noncontrolling interests — — (1,968 ) — (1,968 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 46,569 $ 8,656 $ 29,120 $ (37,776 ) $ 46,569 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Twenty-six weeks ended June 27, 2015 Parent Guarantors Non- Eliminations Total Net earnings $ 58,612 $ 18,524 $ 24,834 $ (41,024 ) $ 60,946 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — (8,812 ) (31,038 ) — (39,850 ) Unrealized loss on cash flow hedge: Amortization cost included in interest expense 37 — — — 37 Actuarial gain (loss) in defined benefit pension plan liability (209 ) — 1,254 — 1,045 Equity in other comprehensive income (36,903 ) — — 36,903 — Other comprehensive income (loss) (37,075 ) (8,812 ) (29,784 ) 36,903 (38,768 ) Comprehensive income (loss) 21,537 9,712 (4,950 ) (4,121 ) 22,178 Comprehensive income attributable to noncontrolling interests — — (641 ) — (641 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 21,537 $ 9,712 $ (5,591 ) $ (4,121 ) $ 21,537 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED BALANCE SHEETS June 25, 2016 Parent Guarantors Non- Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 62,149 $ 4,022 $ 278,175 $ — $ 344,346 Receivables, net 130,354 58,203 278,192 — 466,749 Inventories 140,981 38,542 197,137 (4,554 ) 372,106 Prepaid expenses, restricted cash, and other assets 11,405 730 51,515 — 63,650 Refundable income taxes 20,441 — — — 20,441 Total current assets 365,330 101,497 805,019 (4,554 ) 1,267,292 Property, plant and equipment, at cost 540,415 145,857 419,683 — 1,105,955 Less accumulated depreciation and amortization 345,295 74,076 160,237 — 579,608 Net property, plant and equipment 195,120 71,781 259,446 — 526,347 Goodwill 20,108 110,562 200,933 — 331,603 Other intangible assets 211 38,460 120,143 — 158,814 Investment in subsidiaries and intercompany accounts 1,268,543 852,048 1,090,615 (3,211,206 ) — Other assets 40,034 3 71,780 — 111,817 Total assets $ 1,889,346 $ 1,174,351 $ 2,547,936 $ (3,215,760 ) $ 2,395,873 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Current installments of long-term debt $ — $ — $ 889 $ — $ 889 Notes payable to banks — — 3,735 — 3,735 Accounts payable 53,254 13,601 116,271 — 183,126 Accrued employee compensation and benefits 26,945 5,919 33,762 — 66,626 Accrued expenses 31,118 17,073 46,967 — 95,158 Dividends payable 8,505 — — — 8,505 Total current liabilities 119,822 36,593 201,624 — 358,039 Deferred income taxes 13,173 — 22,368 — 35,541 Long-term debt, excluding current installments 751,448 — 5,095 — 756,543 Defined benefit pension liability — — 164,329 — 164,329 Deferred compensation 43,887 — 5,078 — 48,965 Other noncurrent liabilities 4,934 5 33,346 — 38,285 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 1,790,120 584,900 530,930 (1,115,830 ) 1,790,120 Accumulated other comprehensive income (loss) (268,459 ) (64,511 ) (209,141 ) 273,652 (268,459 ) Treasury stock (593,479 ) — — — (593,479 ) Total Valmont Industries, Inc. shareholders’ equity 956,082 1,137,753 2,078,007 (3,215,760 ) 956,082 Noncontrolling interest in consolidated subsidiaries — — 38,089 — 38,089 Total shareholders’ equity 956,082 1,137,753 2,116,096 (3,215,760 ) 994,171 Total liabilities and shareholders’ equity $ 1,889,346 $ 1,174,351 $ 2,547,936 $ (3,215,760 ) $ 2,395,873 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED BALANCE SHEETS December 26, 2015 Parent Guarantors Non- Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 62,281 $ 4,008 $ 282,785 $ — $ 349,074 Receivables, net 130,741 66,387 269,315 — 466,443 Inventories 132,222 38,379 173,064 (2,993 ) 340,672 Prepaid expenses 9,900 766 35,471 — 46,137 Refundable income taxes 24,526 — — — 24,526 Total current assets 359,670 109,540 760,635 (2,993 ) 1,226,852 Property, plant and equipment, at cost 541,536 132,864 406,656 — 1,081,056 Less accumulated depreciation and amortization 334,471 69,956 144,140 — 548,567 Net property, plant and equipment 207,065 62,908 262,516 — 532,489 Goodwill 20,108 110,562 206,246 — 336,916 Other intangible assets 238 40,959 129,000 — 170,197 Investment in subsidiaries and intercompany accounts 1,239,228 813,779 939,177 (2,992,184 ) — Other assets 40,067 — 85,861 — 125,928 Total assets $ 1,866,376 $ 1,137,748 $ 2,383,435 $ (2,995,177 ) $ 2,392,382 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Current installments of long-term debt $ 215 $ — $ 862 $ — $ 1,077 Notes payable to banks — — 976 — 976 Accounts payable 66,723 13,680 99,580 — 179,983 Accrued employee compensation and benefits 32,272 6,347 31,735 — 70,354 Accrued expenses 31,073 22,802 51,718 — 105,593 Dividends payable 8,571 — — — 8,571 Total current liabilities 138,854 42,829 184,871 — 366,554 Deferred income taxes 9,686 — 25,983 — 35,669 Long-term debt, excluding current installments 751,765 — 5,153 — 756,918 Defined benefit pension liability — — 179,323 — 179,323 Deferred compensation 43,485 — 4,932 — 48,417 Other noncurrent liabilities 4,145 — 36,145 — 40,290 Shareholders’ equity: Common stock of $1 par value 27,900 457,950 648,683 (1,106,633 ) 27,900 Additional paid-in capital — 159,414 1,107,536 (1,266,950 ) — Retained earnings 1,729,679 541,917 354,727 (896,644 ) 1,729,679 Accumulated other comprehensive income (267,218 ) (64,362 ) (210,688 ) 275,050 (267,218 ) Treasury stock (571,920 ) — — — (571,920 ) Total Valmont Industries, Inc. shareholders’ equity 918,441 1,094,919 1,900,258 (2,995,177 ) 918,441 Noncontrolling interest in consolidated subsidiaries — — 46,770 — 46,770 Total shareholders’ equity 918,441 1,094,919 1,947,028 (2,995,177 ) 965,211 Total liabilities and shareholders’ equity $ 1,866,376 $ 1,137,748 $ 2,383,435 $ (2,995,177 ) $ 2,392,382 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Twenty-six Weeks Ended June 25, 2016 Parent Guarantors Non- Eliminations Total Cash flows from operating activities: Net earnings $ 74,995 $ 26,187 $ 32,539 $ (56,108 ) $ 77,613 Adjustments to reconcile net earnings to net cash flows from operations: Depreciation and amortization 13,705 6,591 20,508 — 40,804 Noncash loss on trading securities — — 1,035 — 1,035 Stock-based compensation 4,201 — — — 4,201 Defined benefit pension plan expense — — 959 — 959 Contribution to defined benefit pension plan — — (712 ) — (712 ) Increase in restricted cash - pension plan trust — — (13,652 ) — (13,652 ) Loss (gain) on sale of property, plant and equipment (6 ) 60 1,020 — 1,074 Equity in earnings in nonconsolidated subsidiaries (47,218 ) (7,859 ) — 55,077 — Deferred income taxes 3,487 — (1,272 ) — 2,215 Changes in assets and liabilities: Receivables 386 8,185 (5,629 ) — 2,942 Inventories (8,757 ) (164 ) (21,974 ) 1,560 (29,335 ) Prepaid expenses and other assets (1,504 ) 35 (3,390 ) — (4,859 ) Accounts payable (13,469 ) (79 ) 14,978 — 1,430 Accrued expenses (4,040 ) (6,158 ) (3,438 ) — (13,636 ) Other noncurrent liabilities 868 5 (546 ) — 327 Income taxes payable (refundable) 19,033 (16,499 ) 6,982 — 9,516 Net cash flows from operating activities 41,681 10,304 27,408 529 79,922 Cash flows from investing activities: Purchase of property, plant and equipment (1,240 ) (13,167 ) (11,612 ) — (26,019 ) Proceeds from sale of assets 58 141 1,628 — 1,827 Other, net 918 2,641 (4,638 ) (529 ) (1,608 ) Net cash flows from investing activities (264 ) (10,385 ) (14,622 ) (529 ) (25,800 ) Cash flows from financing activities: Net borrowings under short-term agreements — — 2,593 — 2,593 Principal payments on long-term borrowings (215 ) — (444 ) — (659 ) Dividends paid (17,098 ) — — — (17,098 ) Dividends to noncontrolling interest — — (1,923 ) — (1,923 ) Purchase of noncontrolling interest (137 ) — (10,872 ) — (11,009 ) Proceeds from exercises under stock plans 5,975 — — — 5,975 Purchase of treasury shares (28,621 ) — — — (28,621 ) Purchase of common treasury shares - stock plan exercises (1,453 ) — — — (1,453 ) Net cash flows from financing activities (41,549 ) — (10,646 ) — (52,195 ) Effect of exchange rate changes on cash and cash equivalents — 95 (6,750 ) — (6,655 ) Net change in cash and cash equivalents (132 ) 14 (4,610 ) — (4,728 ) Cash and cash equivalents—beginning of year 62,281 4,008 282,785 — 349,074 Cash and cash equivalents—end of period $ 62,149 $ 4,022 $ 278,175 $ — $ 344,346 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Twenty-six Weeks Ended June 27, 2015 Parent Guarantors Non- Eliminations Total Cash flows from operating activities: Net earnings $ 58,612 $ 18,524 $ 24,834 $ (41,024 ) $ 60,946 Adjustments to reconcile net earnings to net cash flows from operations: Depreciation and amortization 14,983 6,278 26,500 — 47,761 Noncash loss on trading securities — — 4,582 — 4,582 Impairment of assets - restructuring activities 1,890 215 7,187 — 9,292 Stock-based compensation 7,466 — (3,953 ) — 3,513 Defined benefit pension plan expense — — (305 ) — (305 ) Contribution to defined benefit pension plan — — (15,735 ) — (15,735 ) Gain on sale of property, plant and equipment (8 ) 97 453 — 542 Equity in earnings in nonconsolidated subsidiaries (35,292 ) (5,181 ) — 40,473 — Deferred income taxes 3,819 (584 ) (3,290 ) — (55 ) Changes in assets and liabilities: Receivables 12,153 13,807 6,551 — 32,511 Inventories 10,161 3,093 (41,000 ) — (27,746 ) Prepaid expenses 305 (160 ) (3,232 ) — (3,087 ) Accounts payable (8,538 ) 204 3,313 — (5,021 ) Accrued expenses (13,652 ) (46 ) 7,267 — (6,431 ) Other noncurrent liabilities (2,729 ) — 4,490 — 1,761 Income taxes payable (refundable) 15,016 (5 ) 806 — 15,817 Net cash flows from operating activities 64,186 36,242 18,468 (551 ) 118,345 Cash flows from investing activities: Purchase of property, plant and equipment (7,065 ) (3,147 ) (14,546 ) — (24,758 ) Proceeds from sale of assets 25 19 1,057 — 1,101 Other, net 24,268 (33,440 ) 14,517 551 5,896 Net cash flows from investing activities 17,228 (36,568 ) 1,028 551 (17,761 ) Cash flows from financing activities: Net borrowings under short-term agreements — — (5,890 ) — (5,890 ) Proceeds from long-term borrowings 33,000 — — — 33,000 Principal payments on long-term borrowings (33,212 ) — (445 ) — (33,657 ) Dividends paid (17,956 ) — — — (17,956 ) Dividends to noncontrolling interest — — (1,669 ) — (1,669 ) Proceeds from exercises under stock plans 9,454 — — — 9,454 Excess tax benefits from stock option exercises 1,394 — — — 1,394 Purchase of treasury shares (121,020 ) — — — (121,020 ) Purchase of common treasury shares - stock plan exercises (10,490 ) — — — (10,490 ) Net cash flows from financing activities (138,830 ) — (8,004 ) — (146,834 ) Effect of exchange rate changes on cash and cash equivalents — (31 ) (7,775 ) — (7,806 ) Net change in cash and cash equivalents (57,416 ) (357 ) 3,717 — (54,056 ) Cash and cash equivalents—beginning of year 69,869 2,157 299,553 — 371,579 Cash and cash equivalents—end of period $ 12,453 $ 1,800 $ 303,270 $ — $ 317,523 |
SUMMARY OF SIGNIFICANT ACCOUN17
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 25, 2016 | |
Accounting Policies [Abstract] | |
Condensed Consolidated Financial Statements | Condensed Consolidated Financial Statements The Condensed Consolidated Balance Sheet as of June 25, 2016 , the Condensed Consolidated Statements of Earnings and Comprehensive Income for the thirteen and twenty-six weeks ended June 25, 2016 and June 27, 2015 , 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 25, 2016 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 26, 2015 . 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 26, 2015 . The results of operations for the period ended June 25, 2016 are not necessarily indicative of the operating results for the full year. |
Inventories | Inventories Approximately 38% and 39% of inventory is valued at the lower of cost, determined on the last-in, first-out (LIFO) method, or market as of June 25, 2016 and December 26, 2015 . 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 25, 2016 and June 27, 2015 , were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2016 2015 2016 2015 United States $ 44,240 $ 33,641 $ 83,840 $ 66,282 Foreign 18,403 9,715 29,247 25,519 $ 62,643 $ 43,356 $ 113,087 $ 91,801 |
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, non-vested stock awards and bonuses of common stock. At June 25, 2016 , 874,352 shares of common stock remained available for issuance under the plans. Shares and options issued and available are subject to changes in capitalization. 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 fifth anniversary of the grant. (1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Expiration of grants is from seven to ten years from the date of grant. |
Equity Method Investments | Equity Method Investments The Company has equity method investments in non-consolidated subsidiaries, which are recorded within "Other assets" on the Condensed Consolidated Balance Sheet. |
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 Issued 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 . The new revenue recognition standard requires entities to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-9 was to be effective for interim and annual reporting periods beginning after December 15, 2016 and is to be applied retrospectively. In August 2015, the FASB issued ASU 2015-14, Deferral of the Effective Date , which defers the effective date by one year to interim and annual reporting periods beginning after December 15, 2017 and is to be applied retrospectively. The Company is currently evaluating the effect that adopting this new accounting guidance will have on its consolidated results of operations and financial position. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory . Under this ASU, inventory will be measured at the “lower of cost and net realizable value” and options that currently exist for “market value” will be eliminated. The ASU defines net realizable value as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” No other changes were made to the current guidance on inventory measurement. ASU 2015-11 is effective for interim and annual periods beginning after December 15, 2016 and should be applied prospectively. The Company is evaluating the provisions of this statement, including which period to adopt, and has not determined what impact the adoption of ASU 2015-11 will have on the Company's financial position or results of operations. |
SUMMARY OF SIGNIFICANT ACCOUN18
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 25, 2016 | |
Accounting Policies [Abstract] | |
Components of inventories | Inventories consisted of the following: June 25, December 26, Raw materials and purchased parts $ 170,973 $ 162,977 Work-in-process 24,762 25,644 Finished goods and manufactured goods 212,572 187,126 Subtotal 408,307 375,747 Less: LIFO reserve 36,201 35,075 $ 372,106 $ 340,672 |
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 25, 2016 and June 27, 2015 , were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2016 2015 2016 2015 United States $ 44,240 $ 33,641 $ 83,840 $ 66,282 Foreign 18,403 9,715 29,247 25,519 $ 62,643 $ 43,356 $ 113,087 $ 91,801 |
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 25, 2016 and June 27, 2015 were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended Net periodic (benefit) expense: 2016 2015 2016 2015 Interest cost $ 6,659 $ 6,189 $ 13,042 $ 12,300 Expected return on plan assets (6,084 ) (6,344 ) (12,083 ) (12,605 ) Net periodic (benefit) expense $ 575 $ (155 ) $ 959 $ (305 ) |
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 for the thirteen and twenty-six weeks ended June 25, 2016 and June 27, 2015 , respectively, were as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2016 2015 2016 2015 Compensation expense $ 1,468 $ 1,303 $ 2,959 $ 2,653 Income tax benefits 565 501 1,139 1,021 |
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 $ 40,108 $ 40,108 $ — $ — Fair Value Measurement Using: Carrying Value Quoted Prices in Significant Other Significant Assets: Trading Securities $ 42,697 $ 42,697 $ — $ — |
Components of accumulated other comprehensive income (loss) | Accumulated other comprehensive income (loss) consisted of the following at June 25, 2016 and December 26, 2015: Foreign Currency Translation Adjustments Unrealized Gain on Cash Flow Hedge Defined Benefit Pension Plan Accumulated Other Comprehensive Income Balance at December 26, 2015 $ (191,928 ) $ 3,678 $ (78,968 ) $ (267,218 ) Current-period comprehensive income (loss) (1,279 ) 38 — (1,241 ) Balance at June 25, 2016 $ (193,207 ) $ 3,716 $ (78,968 ) $ (268,459 ) |
RESTRUCTURING ACTIVITIES (Table
RESTRUCTURING ACTIVITIES (Tables) | 6 Months Ended |
Jun. 25, 2016 | |
Restructuring Cost and Reserve [Line Items] | |
Schedule of liabilities recorded for the restructuring plan and changes | Liabilities recorded for the restructuring Plan and changes therein for the first half of fiscal 2016 were as follows: Balance at December 26, 2015 Recognized Restructuring Expense Costs Paid or Otherwise Settled Balance at June 25, 2016 Severance $ 1,307 $ — $ (1,188 ) $ 119 Other cash restructuring expenses 1,426 — (305 ) 1,121 Total $ 2,733 $ — $ (1,493 ) $ 1,240 |
2016 Plan | |
Restructuring Cost and Reserve [Line Items] | |
Schedule of restructuring activities | During the remainder of 2016, the Company estimates it will incur the following pre-tax expenses from the 2016 Plan: Energy & Mining Coatings Other/ Corporate TOTAL Severance $ 365 $ 380 $ — $ 745 Other cash restructuring expenses 1,728 285 — 2,013 Asset impairments/net loss on disposals 815 — — 815 Total cost of sales 2,908 665 — 3,573 Severance 240 715 — 955 Other cash restructuring expenses — — 200 200 Total selling, general and administrative expenses 240 715 200 1,155 Consolidated total $ 3,148 $ 1,380 $ 200 $ 4,728 |
Broad Restructuring Plan | |
Restructuring Cost and Reserve [Line Items] | |
Schedule of restructuring activities | During the second quarter of fiscal 2015, the Company recognized the following pre-tax restructuring expenses: ESS Energy & Mining Utility Coatings Irrigation Other/ Corporate TOTAL Severance $ 32 $ 576 $ 1,380 $ 310 $ — $ — $ 2,298 Other cash restructuring expenses — 45 375 40 — — 460 Asset impairments/net loss on disposals 45 752 295 4,150 — — 5,242 Total cost of sales 77 1,373 2,050 4,500 — — 8,000 Severance 797 168 405 — 219 240 1,829 Other cash restructuring expenses 125 — — 269 — — 394 Asset impairments/net loss on disposals 2,030 — — — 130 1,890 4,050 Total selling, general and administrative expenses 2,952 168 405 269 349 2,130 6,273 Consolidated total $ 3,029 $ 1,541 $ 2,455 $ 4,769 $ 349 $ 2,130 $ 14,273 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 25, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of components of amortized intangible assets | he components of amortized intangible assets at June 25, 2016 and December 26, 2015 were as follows: June 25, 2016 Gross Accumulated Weighted Customer Relationships $ 198,175 $ 107,359 13 years Proprietary Software & Database 3,632 3,031 8 years Patents & Proprietary Technology 6,922 3,687 11 years Other 3,856 3,790 3 years $ 212,585 $ 117,867 (4) GOODWILL AND INTANGIBLE ASSETS (Continued) December 26, 2015 Gross Accumulated Weighted Customer Relationships $ 201,801 $ 101,614 13 years Proprietary Software & Database 3,571 2,966 8 years Patents & Proprietary Technology 6,815 3,421 11 years Other 3,752 3,671 3 years $ 215,939 $ 111,672 |
Schedule of amortization expense for intangible assets | Amortization expense for intangible assets for the thirteen and twenty-six weeks ended June 25, 2016 and June 27, 2015 , respectively was as follows: Thirteen Weeks Ended Twenty-six Weeks Ended 2016 2015 2016 2015 $ 4,078 $ 4,737 $ 8,073 $ 9,650 |
Schedule of future estimated amortization expense | Estimated annual amortization expense related to finite‑lived intangible assets is as follows: Estimated 2016 $ 15,906 2017 15,624 2018 13,990 2019 13,209 2020 12,158 |
Schedule of non-amortized intangible assets | The carrying values of trade names at June 25, 2016 and December 26, 2015 were as follows: June 25, December 26, Year Acquired Webforge $ 9,545 $ 10,430 2010 Valmont SM 9,246 8,919 2014 Newmark 11,111 11,111 2004 Ingal EPS/Ingal Civil Products 7,781 8,504 2010 Donhad 5,870 6,415 2010 Shakespeare 4,000 4,000 2014 Industrial Galvanizers 2,436 2,662 2010 Other 14,107 13,889 $ 64,096 $ 65,930 |
Schedule of carrying amount of goodwill | The carrying amount of goodwill by segment as of June 25, 2016 and December 26, 2015 was as follows: Engineered Energy & Mining Segment Utility Coatings Irrigation Total Gross goodwill at December 26, 2015 $ 101,275 $ 99,829 $ 75,404 $ 75,941 $ 19,359 $ 371,808 Accumulated impairment losses — (18,670 ) — (16,222 ) — (34,892 ) Balance at December 26, 2015 $ 101,275 $ 81,159 $ 75,404 $ 59,719 $ 19,359 $ 336,916 Foreign currency translation (2,589 ) (3,200 ) — 411 65 (5,313 ) Balance at June 25, 2016 $ 98,686 $ 77,959 $ 75,404 $ 60,130 $ 19,424 $ 331,603 |
CASH FLOW SUPPLEMENTARY INFOR21
CASH FLOW SUPPLEMENTARY INFORMATION (Tables) | 6 Months Ended |
Jun. 25, 2016 | |
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 25, 2016 and June 27, 2015 were as follows: 2016 2015 Interest $ 22,142 $ 22,898 Income taxes 28,791 14,280 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 25, 2016 | |
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 25, 2016: Net earnings attributable to Valmont Industries, Inc. $ 42,026 $ — $ 42,026 Shares outstanding (000 omitted) 22,602 147 22,749 Per share amount $ 1.86 $ (0.01 ) $ 1.85 Thirteen weeks ended June 27, 2015: Net earnings attributable to Valmont Industries, Inc. $ 27,873 $ — $ 27,873 Shares outstanding (000 omitted) 23,336 114 23,450 Per share amount $ 1.19 $ — $ 1.19 Twenty-six weeks ended June 25, 2016: Net earnings attributable to Valmont Industries, Inc. $ 74,995 $ — $ 74,995 Shares outstanding (000 omitted) 22,651 131 22,782 Per share amount $ 3.31 $ (0.02 ) $ 3.29 Twenty-six weeks ended June 27, 2015: Net earnings attributable to Valmont Industries, Inc. $ 58,612 $ — $ 58,612 Shares outstanding (000 omitted) 23,602 114 23,716 Per share amount $ 2.48 $ (0.01 ) $ 2.47 |
BUSINESS SEGMENTS (Tables)
BUSINESS SEGMENTS (Tables) | 6 Months Ended |
Jun. 25, 2016 | |
Segment Reporting [Abstract] | |
Segment reporting information of sales and operating income | (7) BUSINESS SEGMENTS (Continued) Summary by Business Thirteen Weeks Ended Twenty-six Weeks Ended June 25, June 27, June 25, June 27, SALES: Engineered Support Structures segment: Lighting, Traffic, and Roadway Products $ 163,191 $ 154,821 $ 309,493 $ 300,169 Communication Products 40,725 45,935 71,394 78,491 Engineered Support Structures segment 203,916 200,756 380,887 378,660 Energy and Mining segment: Offshore and Other Complex Steel Structures 25,908 23,135 48,877 47,983 Grinding Media 21,018 25,856 40,508 53,347 Access Systems 33,766 37,311 63,756 73,033 Energy and Mining segment 80,692 86,302 153,141 174,363 Utility Support Structures segment: Steel 126,101 139,425 248,072 297,698 Concrete 25,144 23,504 47,693 41,572 Utility Support Structures segment 151,245 162,929 295,765 339,270 Coatings segment 75,298 76,093 143,879 150,453 Irrigation segment 152,252 173,303 310,766 347,880 Other — 2,342 — 4,511 Total 663,403 701,725 1,284,438 1,395,137 INTERSEGMENT SALES: Engineered Support Structures segment 8,114 4,133 19,126 11,239 Energy & Mining segment 1,409 52 3,067 101 Utility Support Structures segment 86 273 262 562 Coatings segment 11,886 12,178 21,699 24,725 Irrigation segment 1,659 1,758 3,430 3,482 Other — 1,208 — 2,507 Total 23,154 19,602 47,584 42,616 NET SALES: Engineered Support Structures segment 195,802 196,623 361,761 367,421 Energy & Mining segment 79,283 86,250 150,074 174,262 Utility Support Structures segment 151,159 162,656 295,503 338,708 Coatings segment 63,412 63,915 122,180 125,728 Irrigation segment 150,593 171,545 307,336 344,398 Other — 1,134 — 2,004 Total $ 640,249 $ 682,123 $ 1,236,854 $ 1,352,521 OPERATING INCOME: Engineered Support Structures segment $ 20,968 $ 16,219 $ 35,176 $ 25,669 Energy & Mining segment 3,341 2,698 5,243 7,064 Utility Support Structures segment 17,528 10,399 32,296 25,756 Coatings segment 14,023 7,862 25,436 18,861 Irrigation segment 27,763 31,865 56,608 62,039 Other — (1,271 ) — (2,379 ) Corporate (11,817 ) (13,772 ) (20,588 ) (25,327 ) Total $ 71,806 $ 54,000 $ 134,171 $ 111,683 |
GUARANTOR_NON-GUARANTOR FINAN24
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Tables) | 6 Months Ended |
Jun. 25, 2016 | |
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION | |
Condensed Consolidated Statements of Earnings | CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Thirteen weeks ended June 25, 2016 Parent Guarantors Non- Eliminations Total Net sales $ 290,171 $ 97,159 $ 300,911 $ (47,992 ) $ 640,249 Cost of sales 211,675 71,234 229,248 (47,025 ) 465,132 Gross profit 78,496 25,925 71,663 (967 ) 175,117 Selling, general and administrative expenses 44,530 11,080 47,701 — 103,311 Operating income 33,966 14,845 23,962 (967 ) 71,806 Other income (expense): Interest expense (10,918 ) (3 ) (201 ) — (11,122 ) Interest income 46 14 647 — 707 Other 699 15 538 — 1,252 (10,173 ) 26 984 — (9,163 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 23,793 14,871 24,946 (967 ) 62,643 Income tax expense (benefit): Current 10,391 6,242 6,521 (409 ) 22,745 Deferred 1,068 (2,149 ) (2,463 ) — (3,544 ) 11,459 4,093 4,058 (409 ) 19,201 Earnings before equity in earnings of nonconsolidated subsidiaries 12,334 10,778 20,888 (558 ) 43,442 Equity in earnings of nonconsolidated subsidiaries 29,692 5,746 — (35,438 ) — Net earnings 42,026 16,524 20,888 (35,996 ) 43,442 Less: Earnings attributable to noncontrolling interests — — (1,416 ) — (1,416 ) Net earnings attributable to Valmont Industries, Inc $ 42,026 $ 16,524 $ 19,472 $ (35,996 ) $ 42,026 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Twenty-six weeks ended June 25, 2016 Parent Guarantors Non- Eliminations Total Net sales $ 575,209 $ 188,685 $ 573,025 $ (100,065 ) $ 1,236,854 Cost of sales 419,536 139,096 440,641 (98,505 ) 900,768 Gross profit 155,673 49,589 132,384 (1,560 ) 336,086 Selling, general and administrative expenses 87,024 22,510 92,381 — 201,915 Operating income 68,649 27,079 40,003 (1,560 ) 134,171 Other income (expense): Interest expense (21,848 ) (3 ) (325 ) — (22,176 ) Interest income 113 39 1,366 — 1,518 Other 324 27 (777 ) — (426 ) (21,411 ) 63 264 — (21,084 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 47,238 27,142 40,267 (1,560 ) 113,087 Income tax expense (benefit): Current 15,974 8,814 9,000 (529 ) 33,259 Deferred 3,487 — (1,272 ) 2,215 19,461 8,814 7,728 (529 ) 35,474 Earnings before equity in earnings of nonconsolidated subsidiaries 27,777 18,328 32,539 (1,031 ) 77,613 Equity in earnings of nonconsolidated subsidiaries 47,218 7,859 (55,077 ) — Net earnings 74,995 26,187 32,539 (56,108 ) 77,613 Less: Earnings attributable to noncontrolling interests — — (2,618 ) — (2,618 ) Net earnings attributable to Valmont Industries, Inc $ 74,995 $ 26,187 $ 29,921 $ (56,108 ) $ 74,995 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Thirteen weeks ended June 27, 2015 Parent Guarantors Non- Eliminations Total Net sales $ 311,156 $ 102,090 $ 322,555 $ (53,678 ) $ 682,123 Cost of sales 232,779 78,149 254,666 (53,019 ) 512,575 Gross profit 78,377 23,941 67,889 (659 ) 169,548 Selling, general and administrative expenses 50,913 11,091 53,544 — 115,548 Operating income 27,464 12,850 14,345 (659 ) 54,000 Other income (expense): Interest expense (10,894 ) — (338 ) — (11,232 ) Interest income 4 2 610 — 616 Other (248 ) 24 196 — (28 ) (11,138 ) 26 468 — (10,644 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 16,326 12,876 14,813 (659 ) 43,356 Income tax expense (benefit): Current 7,545 5,223 6,547 (179 ) 19,136 Deferred (1,650 ) (51 ) (3,518 ) — (5,219 ) 5,895 5,172 3,029 (179 ) 13,917 Earnings before equity in earnings of nonconsolidated subsidiaries 10,431 7,704 11,784 (480 ) 29,439 Equity in earnings of nonconsolidated subsidiaries 17,442 876 — (18,318 ) — Net earnings 27,873 8,580 11,784 (18,798 ) 29,439 Less: Earnings attributable to noncontrolling interests — — (1,566 ) — (1,566 ) Net earnings attributable to Valmont Industries, Inc $ 27,873 $ 8,580 $ 10,218 $ (18,798 ) $ 27,873 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS For the Twenty-six weeks ended June 27, 2015 Parent Guarantors Non- Eliminations Total Net sales $ 640,287 $ 198,038 $ 624,791 $ (110,595 ) $ 1,352,521 Cost of sales 482,646 153,045 491,651 (109,823 ) 1,017,519 Gross profit 157,641 44,993 133,140 (772 ) 335,002 Selling, general and administrative expenses 98,955 22,388 101,976 — 223,319 Operating income 58,686 22,605 31,164 (772 ) 111,683 Other income (expense): Interest expense (21,726 ) — (634 ) — (22,360 ) Interest income 13 4 1,473 — 1,490 Other (897 ) — 1,885 — 988 (22,610 ) 4 2,724 — (19,882 ) Earnings before income taxes and equity in earnings of nonconsolidated subsidiaries 36,076 22,609 33,888 (772 ) 91,801 Income tax expense (benefit): Current 8,937 9,850 12,344 (221 ) 30,910 Deferred 3,819 (584 ) (3,290 ) — (55 ) 12,756 9,266 9,054 (221 ) 30,855 Earnings before equity in earnings of nonconsolidated subsidiaries 23,320 13,343 24,834 (551 ) 60,946 Equity in earnings of nonconsolidated subsidiaries 35,292 5,181 — (40,473 ) — Net earnings 58,612 18,524 24,834 (41,024 ) 60,946 Less: Earnings attributable to noncontrolling interests — — (2,334 ) — (2,334 ) Net earnings attributable to Valmont Industries, Inc $ 58,612 $ 18,524 $ 22,500 $ (41,024 ) $ 58,612 |
Condensed Consolidated Statements of Comprehensive Income | CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Thirteen weeks ended June 25, 2016 Parent Guarantors Non- Eliminations Total Net earnings $ 42,026 $ 16,524 $ 20,888 $ (35,996 ) $ 43,442 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) 2,925 29 (5,250 ) — (2,296 ) Unrealized loss on cash flow hedge: Amortization cost included in interest expense 19 — — — 19 Equity in other comprehensive income (5,592 ) — — 5,592 — Other comprehensive income (loss) (2,648 ) 29 (5,250 ) 5,592 (2,277 ) Comprehensive income (loss) 39,378 16,553 15,638 (30,404 ) 41,165 Comprehensive income attributable to noncontrolling interests — — (1,787 ) — (1,787 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 39,378 $ 16,553 $ 13,851 $ (30,404 ) $ 39,378 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Twenty-six weeks ended June 25, 2016 Parent Guarantors Non- Eliminations Total Net earnings $ 74,995 $ 26,187 $ 32,539 $ (56,108 ) $ 77,613 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) 2,925 (149 ) (2,559 ) — 217 Unrealized loss on cash flow hedge: Amortization cost included in interest expense 38 — — — 38 Equity in other comprehensive income (1,279 ) — — 1,279 — Other comprehensive income (loss) 1,684 (149 ) (2,559 ) 1,279 255 Comprehensive income (loss) 76,679 26,038 29,980 (54,829 ) 77,868 Comprehensive income attributable to noncontrolling interests — — (4,114 ) — (4,114 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 76,679 $ 26,038 $ 25,866 $ (54,829 ) $ 73,754 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Thirteen weeks ended June 27, 2015 Parent Guarantors Non- Eliminations Total Net earnings $ 27,873 $ 8,580 $ 11,784 $ (18,798 ) $ 29,439 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — 76 18,252 — 18,328 Unrealized loss on cash flow hedge: Amortization cost included in interest expense 19 — — — 19 Actuarial gain (loss) in defined benefit pension plan liability (301 ) — 1,052 — 751 Equity in other comprehensive income 18,978 — — (18,978 ) — Other comprehensive income (loss) 18,696 76 19,304 (18,978 ) 19,098 Comprehensive income (loss) 46,569 8,656 31,088 (37,776 ) 48,537 Comprehensive income attributable to noncontrolling interests — — (1,968 ) — (1,968 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 46,569 $ 8,656 $ 29,120 $ (37,776 ) $ 46,569 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Twenty-six weeks ended June 27, 2015 Parent Guarantors Non- Eliminations Total Net earnings $ 58,612 $ 18,524 $ 24,834 $ (41,024 ) $ 60,946 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments: Unrealized translation gain (loss) — (8,812 ) (31,038 ) — (39,850 ) Unrealized loss on cash flow hedge: Amortization cost included in interest expense 37 — — — 37 Actuarial gain (loss) in defined benefit pension plan liability (209 ) — 1,254 — 1,045 Equity in other comprehensive income (36,903 ) — — 36,903 — Other comprehensive income (loss) (37,075 ) (8,812 ) (29,784 ) 36,903 (38,768 ) Comprehensive income (loss) 21,537 9,712 (4,950 ) (4,121 ) 22,178 Comprehensive income attributable to noncontrolling interests — — (641 ) — (641 ) Comprehensive income (loss) attributable to Valmont Industries, Inc. $ 21,537 $ 9,712 $ (5,591 ) $ (4,121 ) $ 21,537 |
Condensed Consolidated Balance Sheets | CONDENSED CONSOLIDATED BALANCE SHEETS June 25, 2016 Parent Guarantors Non- Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 62,149 $ 4,022 $ 278,175 $ — $ 344,346 Receivables, net 130,354 58,203 278,192 — 466,749 Inventories 140,981 38,542 197,137 (4,554 ) 372,106 Prepaid expenses, restricted cash, and other assets 11,405 730 51,515 — 63,650 Refundable income taxes 20,441 — — — 20,441 Total current assets 365,330 101,497 805,019 (4,554 ) 1,267,292 Property, plant and equipment, at cost 540,415 145,857 419,683 — 1,105,955 Less accumulated depreciation and amortization 345,295 74,076 160,237 — 579,608 Net property, plant and equipment 195,120 71,781 259,446 — 526,347 Goodwill 20,108 110,562 200,933 — 331,603 Other intangible assets 211 38,460 120,143 — 158,814 Investment in subsidiaries and intercompany accounts 1,268,543 852,048 1,090,615 (3,211,206 ) — Other assets 40,034 3 71,780 — 111,817 Total assets $ 1,889,346 $ 1,174,351 $ 2,547,936 $ (3,215,760 ) $ 2,395,873 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Current installments of long-term debt $ — $ — $ 889 $ — $ 889 Notes payable to banks — — 3,735 — 3,735 Accounts payable 53,254 13,601 116,271 — 183,126 Accrued employee compensation and benefits 26,945 5,919 33,762 — 66,626 Accrued expenses 31,118 17,073 46,967 — 95,158 Dividends payable 8,505 — — — 8,505 Total current liabilities 119,822 36,593 201,624 — 358,039 Deferred income taxes 13,173 — 22,368 — 35,541 Long-term debt, excluding current installments 751,448 — 5,095 — 756,543 Defined benefit pension liability — — 164,329 — 164,329 Deferred compensation 43,887 — 5,078 — 48,965 Other noncurrent liabilities 4,934 5 33,346 — 38,285 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 1,790,120 584,900 530,930 (1,115,830 ) 1,790,120 Accumulated other comprehensive income (loss) (268,459 ) (64,511 ) (209,141 ) 273,652 (268,459 ) Treasury stock (593,479 ) — — — (593,479 ) Total Valmont Industries, Inc. shareholders’ equity 956,082 1,137,753 2,078,007 (3,215,760 ) 956,082 Noncontrolling interest in consolidated subsidiaries — — 38,089 — 38,089 Total shareholders’ equity 956,082 1,137,753 2,116,096 (3,215,760 ) 994,171 Total liabilities and shareholders’ equity $ 1,889,346 $ 1,174,351 $ 2,547,936 $ (3,215,760 ) $ 2,395,873 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED BALANCE SHEETS December 26, 2015 Parent Guarantors Non- Eliminations Total ASSETS Current assets: Cash and cash equivalents $ 62,281 $ 4,008 $ 282,785 $ — $ 349,074 Receivables, net 130,741 66,387 269,315 — 466,443 Inventories 132,222 38,379 173,064 (2,993 ) 340,672 Prepaid expenses 9,900 766 35,471 — 46,137 Refundable income taxes 24,526 — — — 24,526 Total current assets 359,670 109,540 760,635 (2,993 ) 1,226,852 Property, plant and equipment, at cost 541,536 132,864 406,656 — 1,081,056 Less accumulated depreciation and amortization 334,471 69,956 144,140 — 548,567 Net property, plant and equipment 207,065 62,908 262,516 — 532,489 Goodwill 20,108 110,562 206,246 — 336,916 Other intangible assets 238 40,959 129,000 — 170,197 Investment in subsidiaries and intercompany accounts 1,239,228 813,779 939,177 (2,992,184 ) — Other assets 40,067 — 85,861 — 125,928 Total assets $ 1,866,376 $ 1,137,748 $ 2,383,435 $ (2,995,177 ) $ 2,392,382 LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Current installments of long-term debt $ 215 $ — $ 862 $ — $ 1,077 Notes payable to banks — — 976 — 976 Accounts payable 66,723 13,680 99,580 — 179,983 Accrued employee compensation and benefits 32,272 6,347 31,735 — 70,354 Accrued expenses 31,073 22,802 51,718 — 105,593 Dividends payable 8,571 — — — 8,571 Total current liabilities 138,854 42,829 184,871 — 366,554 Deferred income taxes 9,686 — 25,983 — 35,669 Long-term debt, excluding current installments 751,765 — 5,153 — 756,918 Defined benefit pension liability — — 179,323 — 179,323 Deferred compensation 43,485 — 4,932 — 48,417 Other noncurrent liabilities 4,145 — 36,145 — 40,290 Shareholders’ equity: Common stock of $1 par value 27,900 457,950 648,683 (1,106,633 ) 27,900 Additional paid-in capital — 159,414 1,107,536 (1,266,950 ) — Retained earnings 1,729,679 541,917 354,727 (896,644 ) 1,729,679 Accumulated other comprehensive income (267,218 ) (64,362 ) (210,688 ) 275,050 (267,218 ) Treasury stock (571,920 ) — — — (571,920 ) Total Valmont Industries, Inc. shareholders’ equity 918,441 1,094,919 1,900,258 (2,995,177 ) 918,441 Noncontrolling interest in consolidated subsidiaries — — 46,770 — 46,770 Total shareholders’ equity 918,441 1,094,919 1,947,028 (2,995,177 ) 965,211 Total liabilities and shareholders’ equity $ 1,866,376 $ 1,137,748 $ 2,383,435 $ (2,995,177 ) $ 2,392,382 |
Condensed Consolidated Statements of Cash Flows | CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Twenty-six Weeks Ended June 25, 2016 Parent Guarantors Non- Eliminations Total Cash flows from operating activities: Net earnings $ 74,995 $ 26,187 $ 32,539 $ (56,108 ) $ 77,613 Adjustments to reconcile net earnings to net cash flows from operations: Depreciation and amortization 13,705 6,591 20,508 — 40,804 Noncash loss on trading securities — — 1,035 — 1,035 Stock-based compensation 4,201 — — — 4,201 Defined benefit pension plan expense — — 959 — 959 Contribution to defined benefit pension plan — — (712 ) — (712 ) Increase in restricted cash - pension plan trust — — (13,652 ) — (13,652 ) Loss (gain) on sale of property, plant and equipment (6 ) 60 1,020 — 1,074 Equity in earnings in nonconsolidated subsidiaries (47,218 ) (7,859 ) — 55,077 — Deferred income taxes 3,487 — (1,272 ) — 2,215 Changes in assets and liabilities: Receivables 386 8,185 (5,629 ) — 2,942 Inventories (8,757 ) (164 ) (21,974 ) 1,560 (29,335 ) Prepaid expenses and other assets (1,504 ) 35 (3,390 ) — (4,859 ) Accounts payable (13,469 ) (79 ) 14,978 — 1,430 Accrued expenses (4,040 ) (6,158 ) (3,438 ) — (13,636 ) Other noncurrent liabilities 868 5 (546 ) — 327 Income taxes payable (refundable) 19,033 (16,499 ) 6,982 — 9,516 Net cash flows from operating activities 41,681 10,304 27,408 529 79,922 Cash flows from investing activities: Purchase of property, plant and equipment (1,240 ) (13,167 ) (11,612 ) — (26,019 ) Proceeds from sale of assets 58 141 1,628 — 1,827 Other, net 918 2,641 (4,638 ) (529 ) (1,608 ) Net cash flows from investing activities (264 ) (10,385 ) (14,622 ) (529 ) (25,800 ) Cash flows from financing activities: Net borrowings under short-term agreements — — 2,593 — 2,593 Principal payments on long-term borrowings (215 ) — (444 ) — (659 ) Dividends paid (17,098 ) — — — (17,098 ) Dividends to noncontrolling interest — — (1,923 ) — (1,923 ) Purchase of noncontrolling interest (137 ) — (10,872 ) — (11,009 ) Proceeds from exercises under stock plans 5,975 — — — 5,975 Purchase of treasury shares (28,621 ) — — — (28,621 ) Purchase of common treasury shares - stock plan exercises (1,453 ) — — — (1,453 ) Net cash flows from financing activities (41,549 ) — (10,646 ) — (52,195 ) Effect of exchange rate changes on cash and cash equivalents — 95 (6,750 ) — (6,655 ) Net change in cash and cash equivalents (132 ) 14 (4,610 ) — (4,728 ) Cash and cash equivalents—beginning of year 62,281 4,008 282,785 — 349,074 Cash and cash equivalents—end of period $ 62,149 $ 4,022 $ 278,175 $ — $ 344,346 (8) GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION (Continued) CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Twenty-six Weeks Ended June 27, 2015 Parent Guarantors Non- Eliminations Total Cash flows from operating activities: Net earnings $ 58,612 $ 18,524 $ 24,834 $ (41,024 ) $ 60,946 Adjustments to reconcile net earnings to net cash flows from operations: Depreciation and amortization 14,983 6,278 26,500 — 47,761 Noncash loss on trading securities — — 4,582 — 4,582 Impairment of assets - restructuring activities 1,890 215 7,187 — 9,292 Stock-based compensation 7,466 — (3,953 ) — 3,513 Defined benefit pension plan expense — — (305 ) — (305 ) Contribution to defined benefit pension plan — — (15,735 ) — (15,735 ) Gain on sale of property, plant and equipment (8 ) 97 453 — 542 Equity in earnings in nonconsolidated subsidiaries (35,292 ) (5,181 ) — 40,473 — Deferred income taxes 3,819 (584 ) (3,290 ) — (55 ) Changes in assets and liabilities: Receivables 12,153 13,807 6,551 — 32,511 Inventories 10,161 3,093 (41,000 ) — (27,746 ) Prepaid expenses 305 (160 ) (3,232 ) — (3,087 ) Accounts payable (8,538 ) 204 3,313 — (5,021 ) Accrued expenses (13,652 ) (46 ) 7,267 — (6,431 ) Other noncurrent liabilities (2,729 ) — 4,490 — 1,761 Income taxes payable (refundable) 15,016 (5 ) 806 — 15,817 Net cash flows from operating activities 64,186 36,242 18,468 (551 ) 118,345 Cash flows from investing activities: Purchase of property, plant and equipment (7,065 ) (3,147 ) (14,546 ) — (24,758 ) Proceeds from sale of assets 25 19 1,057 — 1,101 Other, net 24,268 (33,440 ) 14,517 551 5,896 Net cash flows from investing activities 17,228 (36,568 ) 1,028 551 (17,761 ) Cash flows from financing activities: Net borrowings under short-term agreements — — (5,890 ) — (5,890 ) Proceeds from long-term borrowings 33,000 — — — 33,000 Principal payments on long-term borrowings (33,212 ) — (445 ) — (33,657 ) Dividends paid (17,956 ) — — — (17,956 ) Dividends to noncontrolling interest — — (1,669 ) — (1,669 ) Proceeds from exercises under stock plans 9,454 — — — 9,454 Excess tax benefits from stock option exercises 1,394 — — — 1,394 Purchase of treasury shares (121,020 ) — — — (121,020 ) Purchase of common treasury shares - stock plan exercises (10,490 ) — — — (10,490 ) Net cash flows from financing activities (138,830 ) — (8,004 ) — (146,834 ) Effect of exchange rate changes on cash and cash equivalents — (31 ) (7,775 ) — (7,806 ) Net change in cash and cash equivalents (57,416 ) (357 ) 3,717 — (54,056 ) Cash and cash equivalents—beginning of year 69,869 2,157 299,553 — 371,579 Cash and cash equivalents—end of period $ 12,453 $ 1,800 $ 303,270 $ — $ 317,523 |
SUMMARY OF SIGNIFICANT ACCOUN25
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Inventories (Details) - USD ($) $ in Thousands | Jun. 25, 2016 | Dec. 26, 2015 |
Accounting Policies [Abstract] | ||
Inventory valued at the lower of cost, determined on the last-in, first-out (LIFO) method, or market (as a percent) | 38.00% | 39.00% |
Excess of replacement cost of inventories over the LIFO value | $ 36,201 | $ 35,075 |
Inventory, Net [Abstract] | ||
Raw materials and purchased parts | 170,973 | 162,977 |
Work-in-process | 24,762 | 25,644 |
Finished goods and manufactured goods | 212,572 | 187,126 |
Subtotal | 408,307 | 375,747 |
Less: LIFO reserve | 36,201 | 35,075 |
Net inventory | $ 372,106 | $ 340,672 |
SUMMARY OF SIGNIFICANT ACCOUN26
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2016 | Jun. 27, 2015 | Jun. 25, 2016 | Jun. 27, 2015 | |
Accounting Policies [Abstract] | ||||
United States | $ 44,240 | $ 33,641 | $ 83,840 | $ 66,282 |
Foreign | 18,403 | 9,715 | 29,247 | 25,519 |
Earnings before income taxes | $ 62,643 | $ 43,356 | $ 113,087 | $ 91,801 |
SUMMARY OF SIGNIFICANT ACCOUN27
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Pension Benefits (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2016 | Jun. 27, 2015 | Jun. 25, 2016 | Jun. 27, 2015 | |
Net periodic (benefit) expense: | ||||
Interest cost | $ 6,659 | $ 6,189 | $ 13,042 | $ 12,300 |
Expected return on plan assets | (6,084) | (6,344) | (12,083) | (12,605) |
Net periodic (benefit) expense | $ 575 | $ (155) | $ 959 | $ (305) |
SUMMARY OF SIGNIFICANT ACCOUN28
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Stock Plans (Details) - Stock Option Plans - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2016 | Jun. 27, 2015 | Jun. 25, 2016 | Jun. 27, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Shares of common stock available for issuance (in shares) | 874,352 | 874,352 | ||
Compensation expense | $ 1,468 | $ 1,303 | $ 2,959 | $ 2,653 |
Income tax benefits | $ 565 | $ 501 | $ 1,139 | $ 1,021 |
Minimum | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Vesting period of options | 3 years | |||
Expiration period of grant | 6 years | |||
Maximum | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Vesting period of options | 7 years | |||
Expiration period of grant | 10 years |
SUMMARY OF SIGNIFICANT ACCOUN29
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fair Value (Details) - USD ($) $ in Thousands | Jun. 25, 2016 | Dec. 26, 2015 |
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 | $ 40,108 | $ 42,697 |
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 | $ 40,108 | $ 42,697 |
SUMMARY OF SIGNIFICANT ACCOUN30
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Comprehensive Income (Details) $ in Thousands | 6 Months Ended |
Jun. 25, 2016USD ($) | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Balance at the beginning of the period | $ (267,218) |
Balance at the end of the period | (268,459) |
Foreign Currency Translation Adjustments | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Balance at the beginning of the period | (191,928) |
Current-period comprehensive income (loss) | (1,279) |
Balance at the end of the period | (193,207) |
Unrealized Gain on Cash Flow Hedge | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Balance at the beginning of the period | 3,678 |
Current-period comprehensive income (loss) | 38 |
Balance at the end of the period | 3,716 |
Defined Benefit Pension Plan | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Balance at the beginning of the period | (78,968) |
Current-period comprehensive income (loss) | 0 |
Balance at the end of the period | (78,968) |
Accumulated Other Comprehensive Income | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Balance at the beginning of the period | (267,218) |
Current-period comprehensive income (loss) | (1,241) |
Balance at the end of the period | $ (268,459) |
SUMMARY OF SIGNIFICANT ACCOUN31
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Subsequent Events (Details) $ in Thousands | Sep. 30, 2015USD ($) |
American Galvanizing | |
Subsequent Event [Line Items] | |
Annual sales | $ 10,000 |
SUMMARY OF SIGNIFICANT ACCOUN32
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - New Investment Hedge (Details) | Jun. 25, 2016USD ($) |
Accounting Policies [Abstract] | |
Unrealized gain on net investment hedge | $ 2,925 |
ACQUISITIONS - Narrative (Detai
ACQUISITIONS - Narrative (Details) - USD ($) | Sep. 30, 2015 | Jun. 30, 2016 | Apr. 30, 2016 | Jun. 25, 2016 | May 31, 2016 | Dec. 26, 2015 |
Acquisitions | ||||||
Goodwill | $ 331,603,000 | $ 336,916,000 | ||||
Ownership percentage by noncontrolling owners | 10.00% | |||||
American Galvanizing | ||||||
Acquisitions | ||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 12,778,000 | |||||
Annual sales | 10,000,000 | |||||
Goodwill | 3,019,000 | |||||
Intangible assets | $ 2,178,000 | |||||
IGC Galvanizing Industries (M) Sdn Bhd | ||||||
Acquisitions | ||||||
Percentage acquired | 30.00% | |||||
Consideration transfered | $ 5,841,000 | |||||
Valmont SM | ||||||
Acquisitions | ||||||
Percentage acquired | 5.20% | |||||
Consideration transfered | $ 5,168,000 |
RESTRUCTURING ACTIVITIES - Narr
RESTRUCTURING ACTIVITIES - Narrative (Details) - Broad Restructuring Plan - USD ($) $ in Thousands | Jun. 25, 2016 | Dec. 26, 2015 |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | $ 14,273 | $ 40 |
Asset impairments/net loss on disposals | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 20 | |
Severance | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 1 | |
Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 8,000 | 22 |
Cost of Sales | Other cash restructuring expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 460 | |
Cost of Sales | Asset impairments/net loss on disposals | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 5,242 | |
Cost of Sales | Severance | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 2,298 | |
Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 6,273 | $ 18 |
Selling, General and Administrative Expenses | Other cash restructuring expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 394 | |
Selling, General and Administrative Expenses | Asset impairments/net loss on disposals | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 4,050 | |
Selling, General and Administrative Expenses | Severance | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | $ 1,829 |
RESTRUCTURING ACTIVITIES - Pre-
RESTRUCTURING ACTIVITIES - Pre-tax Restructuring Expenses To Be Recognized (Details) - 2016 Plan $ in Thousands | Jun. 25, 2016USD ($) |
Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | $ 3,573 |
Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 4,728 |
Severance | Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 745 |
Severance | Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 955 |
Other cash restructuring expenses | Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 2,013 |
Other cash restructuring expenses | Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 200 |
Asset impairments/net loss on disposals | Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 815 |
Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 1,155 |
Energy & Mining | Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 2,908 |
Energy & Mining | Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 3,148 |
Energy & Mining | Severance | Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 365 |
Energy & Mining | Severance | Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 240 |
Energy & Mining | Other cash restructuring expenses | Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 1,728 |
Energy & Mining | Other cash restructuring expenses | Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 0 |
Energy & Mining | Asset impairments/net loss on disposals | Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 815 |
Energy & Mining | Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 240 |
Coatings | Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 665 |
Coatings | Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 1,380 |
Coatings | Severance | Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 380 |
Coatings | Severance | Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 715 |
Coatings | Other cash restructuring expenses | Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 285 |
Coatings | Other cash restructuring expenses | Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 0 |
Coatings | Asset impairments/net loss on disposals | Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 0 |
Coatings | Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 715 |
Other/ Corporate | Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 0 |
Other/ Corporate | Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 200 |
Other/ Corporate | Severance | Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 0 |
Other/ Corporate | Severance | Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 0 |
Other/ Corporate | Other cash restructuring expenses | Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 0 |
Other/ Corporate | Other cash restructuring expenses | Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 200 |
Other/ Corporate | Asset impairments/net loss on disposals | Cost of Sales | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | 0 |
Other/ Corporate | Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Cost, Expected Cost | $ 200 |
RESTRUCTURING ACTIVITIES - Pr36
RESTRUCTURING ACTIVITIES - Pre-tax Restructuring Expenses Recognized (Details) - Broad Restructuring Plan - USD ($) $ in Thousands | Jun. 25, 2016 | Dec. 26, 2015 |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | $ 14,273 | $ 40 |
Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 8,000 | 22 |
Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 6,273 | 18 |
Severance | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 1 | |
Severance | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 2,298 | |
Severance | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 1,829 | |
Other cash restructuring expenses | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 460 | |
Other cash restructuring expenses | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 394 | |
Asset impairments/net loss on disposals | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | $ 20 | |
Asset impairments/net loss on disposals | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 5,242 | |
Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 4,050 | |
ESS | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 3,029 | |
ESS | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 77 | |
ESS | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 2,952 | |
ESS | Severance | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 32 | |
ESS | Severance | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 797 | |
ESS | Other cash restructuring expenses | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
ESS | Other cash restructuring expenses | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 125 | |
ESS | Asset impairments/net loss on disposals | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 45 | |
ESS | Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 2,030 | |
Energy & Mining | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 1,541 | |
Energy & Mining | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 1,373 | |
Energy & Mining | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 168 | |
Energy & Mining | Severance | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 576 | |
Energy & Mining | Severance | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 168 | |
Energy & Mining | Other cash restructuring expenses | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 45 | |
Energy & Mining | Other cash restructuring expenses | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Energy & Mining | Asset impairments/net loss on disposals | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 752 | |
Energy & Mining | Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Utility | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 2,455 | |
Utility | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 2,050 | |
Utility | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 405 | |
Utility | Severance | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 1,380 | |
Utility | Severance | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 405 | |
Utility | Other cash restructuring expenses | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 375 | |
Utility | Other cash restructuring expenses | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Utility | Asset impairments/net loss on disposals | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 295 | |
Utility | Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Coatings | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 4,769 | |
Coatings | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 4,500 | |
Coatings | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 269 | |
Coatings | Severance | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 310 | |
Coatings | Severance | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Coatings | Other cash restructuring expenses | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 40 | |
Coatings | Other cash restructuring expenses | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 269 | |
Coatings | Asset impairments/net loss on disposals | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 4,150 | |
Coatings | Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Irrigation | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 349 | |
Irrigation | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Irrigation | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 349 | |
Irrigation | Severance | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Irrigation | Severance | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 219 | |
Irrigation | Other cash restructuring expenses | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Irrigation | Other cash restructuring expenses | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Irrigation | Asset impairments/net loss on disposals | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Irrigation | Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 130 | |
Other/ Corporate | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 2,130 | |
Other/ Corporate | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Other/ Corporate | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 2,130 | |
Other/ Corporate | Severance | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Other/ Corporate | Severance | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 240 | |
Other/ Corporate | Other cash restructuring expenses | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Other/ Corporate | Other cash restructuring expenses | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Other/ Corporate | Asset impairments/net loss on disposals | Cost of Sales | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | 0 | |
Other/ Corporate | Asset impairments/net loss on disposals | Selling, General and Administrative Expenses | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and related cost, expected cost remaining | $ 1,890 |
RESTRUCTURING ACTIVITIES - Liab
RESTRUCTURING ACTIVITIES - Liabilities Recorded For The Restructuring Plan (Details) $ in Thousands | 6 Months Ended |
Jun. 25, 2016USD ($) | |
Restructuring Cost and Reserve [Roll Forward] | |
Beginning balance | $ 2,733 |
Recognized Restructuring Expense | 0 |
Costs Paid or Otherwise Settled | (1,493) |
Ending balance | 1,240 |
Severance | |
Restructuring Cost and Reserve [Roll Forward] | |
Beginning balance | 1,307 |
Recognized Restructuring Expense | 0 |
Costs Paid or Otherwise Settled | (1,188) |
Ending balance | 119 |
Other cash restructuring expenses | |
Restructuring Cost and Reserve [Roll Forward] | |
Beginning balance | 1,426 |
Recognized Restructuring Expense | 0 |
Costs Paid or Otherwise Settled | (305) |
Ending balance | $ 1,121 |
GOODWILL AND INTANGIBLE ASSET38
GOODWILL AND INTANGIBLE ASSETS - Amortized Intangible Assets - (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 25, 2016 | Jun. 27, 2015 | Jun. 25, 2016 | Jun. 27, 2015 | Dec. 27, 2014 | Dec. 26, 2015 | |
Components of amortized intangible assets | ||||||
Gross Carrying Amount | $ 212,585 | $ 212,585 | $ 215,939 | |||
Accumulated Amortization | 117,867 | 117,867 | 111,672 | |||
Amortization expense for intangible assets | 4,078 | $ 4,737 | 8,073 | $ 9,650 | ||
Estimated amortization expense | ||||||
2,015 | 15,906 | 15,906 | ||||
2,016 | 15,624 | 15,624 | ||||
2,017 | 13,990 | 13,990 | ||||
2,018 | 13,209 | 13,209 | ||||
2,019 | 12,158 | 12,158 | ||||
Customer Relationships | ||||||
Components of amortized intangible assets | ||||||
Gross Carrying Amount | 198,175 | 198,175 | 201,801 | |||
Accumulated Amortization | 107,359 | $ 107,359 | 101,614 | |||
Weighted Average Life | 13 years | 13 years | ||||
Proprietary Software & Database | ||||||
Components of amortized intangible assets | ||||||
Gross Carrying Amount | 3,632 | $ 3,632 | 3,571 | |||
Accumulated Amortization | 3,031 | $ 3,031 | 2,966 | |||
Weighted Average Life | 8 years | 8 years | ||||
Patents & Proprietary Technology | ||||||
Components of amortized intangible assets | ||||||
Gross Carrying Amount | 6,922 | $ 6,922 | 6,815 | |||
Accumulated Amortization | 3,687 | $ 3,687 | 3,421 | |||
Weighted Average Life | 11 years | 11 years | ||||
Other | ||||||
Components of amortized intangible assets | ||||||
Gross Carrying Amount | 3,856 | $ 3,856 | 3,752 | |||
Accumulated Amortization | $ 3,790 | $ 3,790 | $ 3,671 | |||
Weighted Average Life | 3 years | 3 years |
GOODWILL AND INTANGIBLE ASSET39
GOODWILL AND INTANGIBLE ASSETS - Carrying Values of Trade Names - (Details) - USD ($) $ in Thousands | Jun. 25, 2016 | Dec. 26, 2015 |
Webforge | ||
Non-amortized intangible assets | ||
Carrying value of trade names | $ 9,545 | $ 10,430 |
Valmont SM | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 9,246 | 8,919 |
Newmark | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 11,111 | 11,111 |
Ingal EPS/Ingal Civil Products | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 7,781 | 8,504 |
Donhad | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 5,870 | 6,415 |
Shakespeare | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 4,000 | 4,000 |
Industrial Galvanizers | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 2,436 | 2,662 |
Other | ||
Non-amortized intangible assets | ||
Carrying value of trade names | 14,107 | 13,889 |
Trade Names | ||
Non-amortized intangible assets | ||
Carrying value of trade names | $ 64,096 | $ 65,930 |
GOODWILL AND INTANGIBLE ASSET40
GOODWILL AND INTANGIBLE ASSETS - Impairment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 25, 2016 | Dec. 26, 2015 | Jun. 25, 2016 | |
ESS | Webforge | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Impairment | $ 5,000 | $ 1 | |
Coatings Segment | Industrial Galvanizers | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Impairment | $ 1,100 |
GOODWILL AND INTANGIBLE ASSET41
GOODWILL AND INTANGIBLE ASSETS - Carrying Amount of Goodwill by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 25, 2016 | Jun. 25, 2016 | Dec. 26, 2015 | |
Goodwill | |||
Goodwill, Gross | $ 371,808 | ||
Carrying amount of goodwill | |||
Balance at the beginning of the period | $ 336,916 | ||
Balance at December 26, 2015 | (34,892) | ||
Foreign currency translation | (5,313) | ||
Balance at the end of the period | $ 331,603 | 331,603 | 336,916 |
Engineered Support Structures Segment | |||
Goodwill | |||
Goodwill, Gross | 101,275 | ||
Carrying amount of goodwill | |||
Balance at the beginning of the period | 101,275 | ||
Foreign currency translation | (2,589) | ||
Balance at the end of the period | 98,686 | 98,686 | 101,275 |
Energy and Mining Segment | |||
Goodwill | |||
Goodwill, Gross | 99,829 | ||
Carrying amount of goodwill | |||
Balance at the beginning of the period | 81,159 | ||
Balance at December 26, 2015 | (18,670) | ||
Foreign currency translation | (3,200) | ||
Balance at the end of the period | 77,959 | 77,959 | 81,159 |
Utility Support Structures Segment | |||
Goodwill | |||
Goodwill, Gross | 75,404 | ||
Carrying amount of goodwill | |||
Balance at the beginning of the period | 75,404 | ||
Foreign currency translation | 0 | ||
Balance at the end of the period | 75,404 | 75,404 | 75,404 |
Coatings Segment | |||
Goodwill | |||
Goodwill, Gross | 75,941 | ||
Carrying amount of goodwill | |||
Balance at the beginning of the period | 59,719 | ||
Balance at December 26, 2015 | (9,100) | (16,222) | |
Foreign currency translation | 411 | ||
Balance at the end of the period | 60,130 | 60,130 | 59,719 |
Irrigation Segment | |||
Goodwill | |||
Goodwill, Gross | 19,359 | ||
Carrying amount of goodwill | |||
Balance at the beginning of the period | 19,359 | ||
Foreign currency translation | 65 | ||
Balance at the end of the period | $ 19,424 | $ 19,424 | $ 19,359 |
CASH FLOW SUPPLEMENTARY INFOR42
CASH FLOW SUPPLEMENTARY INFORMATION (Details) - USD ($) | May 13, 2014 | Jun. 25, 2016 | Jun. 27, 2015 | Sep. 26, 2015 | Feb. 24, 2015 |
Supplemental Cash Flow Elements [Abstract] | |||||
Increased dividend (as a percent) | 50.00% | ||||
Maximum amount of common stock authorized to repurchase under share repurchase program | $ 500,000,000 | $ 250,000,000 | |||
Period over which common stock are authorized to repurchase under share repurchase program | 12 months | ||||
Shares acquired under share repurchase program | 4,392,435 | ||||
Value of shares acquired under share repurchase program | $ 28,621,000 | $ 121,020,000 | $ 592,600,000 | ||
Supplemental Cash Flow Information [Abstract] | |||||
Interest | 22,142,000 | 22,898,000 | |||
Income taxes | $ 28,791,000 | $ 14,280,000 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2016 | Jun. 27, 2015 | Jun. 25, 2016 | Jun. 27, 2015 | |
Basic EPS | ||||
Net earnings attributable to Valmont Industries, Inc. | $ 42,026,000 | $ 27,873,000 | $ 74,995,000 | $ 58,612,000 |
Shares outstanding basic (in shares) | 22,602,000 | 23,336,000 | 22,651,000 | 23,602,000 |
Per share amount basic (in dollars per share) | $ 1.86 | $ 1.19 | $ 3.31 | $ 2.48 |
Dilutive Effect of Stock Options | ||||
Dilutive Effect of Stock Options | $ 0 | $ 0 | $ 0 | $ 0 |
Dilutive effect of stock options number of shares (in shares) | 147,000 | 114,000 | 131,000 | 114,000 |
Dilutive effect of stock options (in dollars per share) | $ (0.01) | $ 0 | $ (0.02) | $ (0.01) |
Diluted EPS | ||||
Diluted EPS | $ 42,026,000 | $ 27,873,000 | $ 74,995,000 | $ 58,612,000 |
Shares outstanding dilutive (in shares) | 22,749,000 | 23,450,000 | 22,782,000 | 23,716,000 |
Per share amount diluted (in dollars per share) | $ 1.85 | $ 1.19 | $ 3.29 | $ 2.47 |
Antidilutive Securities | ||||
Outstanding stock options with exercise prices exceeding the market price of common stock, excluded from the computation of diluted earnings per share (in shares) | 381,973 | 452,459 |
BUSINESS SEGMENTS (Details)
BUSINESS SEGMENTS (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2016USD ($) | Jun. 27, 2015USD ($) | Jun. 25, 2016USD ($)segment | Jun. 27, 2015USD ($) | |
Business Segments | ||||
Number of reportable segments | segment | 5 | |||
Maximum percentage of sales of other businesses and activities to consolidated sales as basis for aggregation | 1.00% | |||
Net sales | $ 640,249 | $ 682,123 | $ 1,236,854 | $ 1,352,521 |
Operating income | 71,806 | 54,000 | 134,171 | 111,683 |
Engineered Support Structures Segment | ||||
Business Segments | ||||
Net sales | 195,802 | 196,623 | 361,761 | 367,421 |
Operating income | 20,968 | 16,219 | 35,176 | 25,669 |
Energy and Mining Segment | ||||
Business Segments | ||||
Net sales | 79,283 | 86,250 | 150,074 | 174,262 |
Operating income | 3,341 | 2,698 | 5,243 | 7,064 |
Utility Support Structures Segment | ||||
Business Segments | ||||
Net sales | 151,159 | 162,656 | 295,503 | 338,708 |
Operating income | 17,528 | 10,399 | 32,296 | 25,756 |
Coatings Segment | ||||
Business Segments | ||||
Net sales | 63,412 | 63,915 | 122,180 | 125,728 |
Operating income | 14,023 | 7,862 | 25,436 | 18,861 |
Irrigation Segment | ||||
Business Segments | ||||
Net sales | 150,593 | 171,545 | 307,336 | 344,398 |
Operating income | 27,763 | 31,865 | 56,608 | 62,039 |
Other | ||||
Business Segments | ||||
Net sales | 0 | 1,134 | 0 | 2,004 |
Operating income | 0 | (1,271) | 0 | (2,379) |
Corporate | ||||
Business Segments | ||||
Operating income | (11,817) | (13,772) | (20,588) | (25,327) |
Operating Segment | ||||
Business Segments | ||||
Sales | 663,403 | 701,725 | 1,284,438 | 1,395,137 |
Operating Segment | Engineered Support Structures Segment | ||||
Business Segments | ||||
Sales | 203,916 | 200,756 | 380,887 | 378,660 |
Operating Segment | Engineered Support Structures Segment | Lighting, Traffic, and Roadway Products | ||||
Business Segments | ||||
Sales | 163,191 | 154,821 | 309,493 | 300,169 |
Operating Segment | Engineered Support Structures Segment | Communication Products | ||||
Business Segments | ||||
Sales | 40,725 | 45,935 | 71,394 | 78,491 |
Operating Segment | Energy and Mining Segment | ||||
Business Segments | ||||
Sales | 80,692 | 86,302 | 153,141 | 174,363 |
Operating Segment | Energy and Mining Segment | Offshore Structures | ||||
Business Segments | ||||
Sales | 33,766 | 37,311 | 48,877 | 47,983 |
Operating Segment | Energy and Mining Segment | Grinding Media [Member] | ||||
Business Segments | ||||
Sales | 25,908 | 23,135 | 40,508 | 53,347 |
Operating Segment | Energy and Mining Segment | Access Systems | ||||
Business Segments | ||||
Sales | 21,018 | 25,856 | 63,756 | 73,033 |
Operating Segment | Utility Support Structures Segment | ||||
Business Segments | ||||
Sales | 151,245 | 162,929 | 295,765 | 339,270 |
Operating Segment | Utility Support Structures Segment | Steel | ||||
Business Segments | ||||
Sales | 126,101 | 139,425 | 248,072 | 297,698 |
Operating Segment | Utility Support Structures Segment | Concrete | ||||
Business Segments | ||||
Sales | 25,144 | 23,504 | 47,693 | 41,572 |
Operating Segment | Coatings Segment | ||||
Business Segments | ||||
Sales | 75,298 | 76,093 | 143,879 | 150,453 |
Operating Segment | Irrigation Segment | ||||
Business Segments | ||||
Sales | 152,252 | 173,303 | 310,766 | 347,880 |
Operating Segment | Other | ||||
Business Segments | ||||
Sales | 0 | 2,342 | 0 | 4,511 |
Intersegment | ||||
Business Segments | ||||
Sales | 23,154 | 19,602 | 47,584 | 42,616 |
Intersegment | Engineered Support Structures Segment | ||||
Business Segments | ||||
Sales | 8,114 | 4,133 | 19,126 | 11,239 |
Intersegment | Energy and Mining Segment | ||||
Business Segments | ||||
Sales | 1,409 | 52 | 3,067 | 101 |
Intersegment | Utility Support Structures Segment | ||||
Business Segments | ||||
Sales | 86 | 273 | 262 | 562 |
Intersegment | Coatings Segment | ||||
Business Segments | ||||
Sales | 11,886 | 12,178 | 21,699 | 24,725 |
Intersegment | Irrigation Segment | ||||
Business Segments | ||||
Sales | 1,659 | 1,758 | 3,430 | 3,482 |
Intersegment | Other | ||||
Business Segments | ||||
Sales | $ 0 | $ 1,208 | $ 0 | $ 2,507 |
GUARANTOR_NON-GUARANTOR FINAN45
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION - Condensed Consolidated Statements of Earnings (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2016 | Jun. 27, 2015 | Jun. 25, 2016 | Jun. 27, 2015 | |
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 | $ 640,249 | $ 682,123 | $ 1,236,854 | $ 1,352,521 |
Cost of sales | 465,132 | 512,575 | 900,768 | 1,017,519 |
Gross profit | 175,117 | 169,548 | 336,086 | 335,002 |
Selling, general and administrative expenses | 103,311 | 115,548 | 201,915 | 223,319 |
Operating income | 71,806 | 54,000 | 134,171 | 111,683 |
Other income (expense): | ||||
Interest expense | (11,122) | (11,232) | (22,176) | (22,360) |
Interest income | 707 | 616 | 1,518 | 1,490 |
Other | 1,252 | (28) | (426) | 988 |
Total other income (expenses) | (9,163) | (10,644) | (21,084) | (19,882) |
Earnings before income taxes | 62,643 | 43,356 | 113,087 | 91,801 |
Income tax expense (benefit): | ||||
Current | 22,745 | 19,136 | 33,259 | 30,910 |
Deferred income taxes | (3,544) | (5,219) | 2,215 | (55) |
Total income tax expense (benefit) | 19,201 | 13,917 | 35,474 | 30,855 |
Earnings before equity in earnings of nonconsolidated subsidiaries | 43,442 | 29,439 | 77,613 | 60,946 |
Equity in earnings of nonconsolidated subsidiaries | 0 | 0 | 0 | 0 |
Net earnings | 43,442 | 29,439 | 77,613 | 60,946 |
Less: Earnings attributable to noncontrolling interests | (1,416) | (1,566) | (2,618) | (2,334) |
Net earnings attributable to Valmont Industries, Inc. | 42,026 | 27,873 | 74,995 | 58,612 |
Parent | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net sales | 290,171 | 311,156 | 575,209 | 640,287 |
Cost of sales | 211,675 | 232,779 | 419,536 | 482,646 |
Gross profit | 78,496 | 78,377 | 155,673 | 157,641 |
Selling, general and administrative expenses | 44,530 | 50,913 | 87,024 | 98,955 |
Operating income | 33,966 | 27,464 | 68,649 | 58,686 |
Other income (expense): | ||||
Interest expense | (10,918) | (10,894) | (21,848) | (21,726) |
Interest income | 46 | 4 | 113 | 13 |
Other | 699 | (248) | 324 | (897) |
Total other income (expenses) | (10,173) | (11,138) | (21,411) | (22,610) |
Earnings before income taxes | 23,793 | 16,326 | 47,238 | 36,076 |
Income tax expense (benefit): | ||||
Current | 10,391 | 7,545 | 15,974 | 8,937 |
Deferred income taxes | 1,068 | (1,650) | 3,487 | 3,819 |
Total income tax expense (benefit) | 11,459 | 5,895 | 19,461 | 12,756 |
Earnings before equity in earnings of nonconsolidated subsidiaries | 12,334 | 10,431 | 27,777 | 23,320 |
Equity in earnings of nonconsolidated subsidiaries | 29,692 | 17,442 | 47,218 | 35,292 |
Net earnings | 42,026 | 27,873 | 74,995 | 58,612 |
Less: Earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to Valmont Industries, Inc. | 42,026 | 27,873 | 74,995 | 58,612 |
Guarantors | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net sales | 97,159 | 102,090 | 188,685 | 198,038 |
Cost of sales | 71,234 | 78,149 | 139,096 | 153,045 |
Gross profit | 25,925 | 23,941 | 49,589 | 44,993 |
Selling, general and administrative expenses | 11,080 | 11,091 | 22,510 | 22,388 |
Operating income | 14,845 | 12,850 | 27,079 | 22,605 |
Other income (expense): | ||||
Interest expense | (3) | 0 | (3) | 0 |
Interest income | 14 | 2 | 39 | 4 |
Other | 15 | 24 | 27 | 0 |
Total other income (expenses) | 26 | 26 | 63 | 4 |
Earnings before income taxes | 14,871 | 12,876 | 27,142 | 22,609 |
Income tax expense (benefit): | ||||
Current | 6,242 | 5,223 | 8,814 | 9,850 |
Deferred income taxes | (2,149) | (51) | 0 | (584) |
Total income tax expense (benefit) | 4,093 | 5,172 | 8,814 | 9,266 |
Earnings before equity in earnings of nonconsolidated subsidiaries | 10,778 | 7,704 | 18,328 | 13,343 |
Equity in earnings of nonconsolidated subsidiaries | 5,746 | 876 | 7,859 | 5,181 |
Net earnings | 16,524 | 8,580 | 26,187 | 18,524 |
Less: Earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to Valmont Industries, Inc. | 16,524 | 8,580 | 26,187 | 18,524 |
Non- Guarantors | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net sales | 300,911 | 322,555 | 573,025 | 624,791 |
Cost of sales | 229,248 | 254,666 | 440,641 | 491,651 |
Gross profit | 71,663 | 67,889 | 132,384 | 133,140 |
Selling, general and administrative expenses | 47,701 | 53,544 | 92,381 | 101,976 |
Operating income | 23,962 | 14,345 | 40,003 | 31,164 |
Other income (expense): | ||||
Interest expense | (201) | (338) | (325) | (634) |
Interest income | 647 | 610 | 1,366 | 1,473 |
Other | 538 | 196 | (777) | 1,885 |
Total other income (expenses) | 984 | 468 | 264 | 2,724 |
Earnings before income taxes | 24,946 | 14,813 | 40,267 | 33,888 |
Income tax expense (benefit): | ||||
Current | 6,521 | 6,547 | 9,000 | 12,344 |
Deferred income taxes | (2,463) | (3,518) | (1,272) | (3,290) |
Total income tax expense (benefit) | 4,058 | 3,029 | 7,728 | 9,054 |
Earnings before equity in earnings of nonconsolidated subsidiaries | 20,888 | 11,784 | 32,539 | 24,834 |
Equity in earnings of nonconsolidated subsidiaries | 0 | 0 | 0 | 0 |
Net earnings | 20,888 | 11,784 | 32,539 | 24,834 |
Less: Earnings attributable to noncontrolling interests | (1,416) | (1,566) | (2,618) | (2,334) |
Net earnings attributable to Valmont Industries, Inc. | 19,472 | 10,218 | 29,921 | 22,500 |
Eliminations | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net sales | (47,992) | (53,678) | (100,065) | (110,595) |
Cost of sales | (47,025) | (53,019) | (98,505) | (109,823) |
Gross profit | (967) | (659) | (1,560) | (772) |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Operating income | (967) | (659) | (1,560) | (772) |
Other income (expense): | ||||
Interest expense | 0 | 0 | 0 | 0 |
Interest income | 0 | 0 | 0 | 0 |
Other | 0 | 0 | 0 | 0 |
Total other income (expenses) | 0 | 0 | 0 | 0 |
Earnings before income taxes | (967) | (659) | (1,560) | (772) |
Income tax expense (benefit): | ||||
Current | (409) | (179) | (529) | (221) |
Deferred income taxes | 0 | 0 | 0 | 0 |
Total income tax expense (benefit) | (409) | (179) | (529) | (221) |
Earnings before equity in earnings of nonconsolidated subsidiaries | (558) | (480) | (1,031) | (551) |
Equity in earnings of nonconsolidated subsidiaries | (35,438) | (18,318) | (55,077) | (40,473) |
Net earnings | (35,996) | (18,798) | (56,108) | (41,024) |
Less: Earnings attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to Valmont Industries, Inc. | $ (35,996) | $ (18,798) | $ (56,108) | $ (41,024) |
GUARANTOR_NON-GUARANTOR FINAN46
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION - Condensed Consolidated Statements of Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 25, 2016 | Jun. 27, 2015 | Jun. 25, 2016 | Jun. 27, 2015 | |
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net earnings | $ 43,442 | $ 29,439 | $ 77,613 | $ 60,946 |
Foreign currency translation adjustments: | ||||
Unrealized translation gain (loss) | (2,296) | 18,328 | 217 | (39,850) |
Unrealized gain/(loss) on cash flow hedge: | ||||
Amortization cost included in interest expense | 19 | 19 | 38 | 37 |
Gain on cash flow hedges | 0 | 751 | 0 | 1,045 |
Actuarial gain (loss) in defined benefit pension plan liability | 751 | 1,045 | ||
Equity in other comprehensive income | 0 | 0 | 0 | 0 |
Other comprehensive income (loss) | (2,277) | 19,098 | 255 | (38,768) |
Comprehensive income | 41,165 | 48,537 | 77,868 | 22,178 |
Comprehensive loss (income) attributable to noncontrolling interests | (1,787) | (1,968) | (4,114) | (641) |
Comprehensive income attributable to Valmont Industries, Inc. | 39,378 | 46,569 | 73,754 | 21,537 |
Parent | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net earnings | 42,026 | 27,873 | 74,995 | 58,612 |
Foreign currency translation adjustments: | ||||
Unrealized translation gain (loss) | 2,925 | 0 | 2,925 | 0 |
Unrealized gain/(loss) on cash flow hedge: | ||||
Amortization cost included in interest expense | 19 | 19 | 38 | 37 |
Actuarial gain (loss) in defined benefit pension plan liability | (301) | (209) | ||
Equity in other comprehensive income | (5,592) | 18,978 | (1,279) | (36,903) |
Other comprehensive income (loss) | (2,648) | 18,696 | 1,684 | (37,075) |
Comprehensive income | 39,378 | 46,569 | 76,679 | 21,537 |
Comprehensive loss (income) attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to Valmont Industries, Inc. | 39,378 | 46,569 | 76,679 | 21,537 |
Guarantors | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net earnings | 16,524 | 8,580 | 26,187 | 18,524 |
Foreign currency translation adjustments: | ||||
Unrealized translation gain (loss) | 29 | 76 | (149) | (8,812) |
Unrealized gain/(loss) on cash flow hedge: | ||||
Amortization cost included in interest expense | 0 | 0 | 0 | 0 |
Actuarial gain (loss) in defined benefit pension plan liability | 0 | 0 | ||
Equity in other comprehensive income | 0 | 0 | 0 | 0 |
Other comprehensive income (loss) | 29 | 76 | (149) | (8,812) |
Comprehensive income | 16,553 | 8,656 | 26,038 | 9,712 |
Comprehensive loss (income) attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to Valmont Industries, Inc. | 16,553 | 8,656 | 26,038 | 9,712 |
Non- Guarantors | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net earnings | 20,888 | 11,784 | 32,539 | 24,834 |
Foreign currency translation adjustments: | ||||
Unrealized translation gain (loss) | (5,250) | 18,252 | (2,559) | (31,038) |
Unrealized gain/(loss) on cash flow hedge: | ||||
Amortization cost included in interest expense | 0 | 0 | 0 | 0 |
Actuarial gain (loss) in defined benefit pension plan liability | 1,052 | 1,254 | ||
Equity in other comprehensive income | 0 | 0 | 0 | 0 |
Other comprehensive income (loss) | (5,250) | 19,304 | (2,559) | (29,784) |
Comprehensive income | 15,638 | 31,088 | 29,980 | (4,950) |
Comprehensive loss (income) attributable to noncontrolling interests | (1,787) | (1,968) | (4,114) | (641) |
Comprehensive income attributable to Valmont Industries, Inc. | 13,851 | 29,120 | 25,866 | (5,591) |
Eliminations | ||||
Condensed consolidated financial information for the Company (Parent), the guarantor subsidiaries and the non-guarantor subsidiaries | ||||
Net earnings | (35,996) | (18,798) | (56,108) | (41,024) |
Foreign currency translation adjustments: | ||||
Unrealized translation gain (loss) | 0 | 0 | 0 | 0 |
Unrealized gain/(loss) on cash flow hedge: | ||||
Amortization cost included in interest expense | 0 | 0 | 0 | 0 |
Actuarial gain (loss) in defined benefit pension plan liability | 0 | 0 | ||
Equity in other comprehensive income | 5,592 | (18,978) | 1,279 | 36,903 |
Other comprehensive income (loss) | 5,592 | (18,978) | 1,279 | 36,903 |
Comprehensive income | (30,404) | (37,776) | (54,829) | (4,121) |
Comprehensive loss (income) attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income attributable to Valmont Industries, Inc. | $ (30,404) | $ (37,776) | $ (54,829) | $ (4,121) |
GUARANTOR_NON-GUARANTOR FINAN47
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION - Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Thousands | Jun. 25, 2016 | Dec. 26, 2015 | Jun. 27, 2015 | Dec. 27, 2014 |
Current assets: | ||||
Cash and cash equivalents | $ 344,346 | $ 349,074 | $ 317,523 | $ 371,579 |
Receivables, net | 466,749 | 466,443 | ||
Inventories | 372,106 | 340,672 | ||
Prepaid expenses, restricted cash, and other assets | 63,650 | 46,137 | ||
Refundable income taxes | 20,441 | 24,526 | ||
Total current assets | 1,267,292 | 1,226,852 | ||
Property, plant and equipment, at cost | 1,105,955 | 1,081,056 | ||
Less accumulated depreciation and amortization | 579,608 | 548,567 | ||
Net property, plant and equipment | 526,347 | 532,489 | ||
Goodwill | 331,603 | 336,916 | ||
Other intangible assets | 158,814 | 170,197 | ||
Investment in subsidiaries and intercompany accounts | 0 | 0 | ||
Other assets | 111,817 | 125,928 | ||
Total assets | 2,395,873 | 2,392,382 | ||
Current liabilities: | ||||
Current installments of long-term debt | 889 | 1,077 | ||
Notes payable to banks | 3,735 | 976 | ||
Accounts payable | 183,126 | 179,983 | ||
Accrued employee compensation and benefits | 66,626 | 70,354 | ||
Accrued expenses | 95,158 | 105,593 | ||
Dividends payable | 8,505 | 8,571 | ||
Total current liabilities | (358,039) | (366,554) | ||
Deferred income taxes | 35,541 | 35,669 | ||
Long-term debt, excluding current installments | 756,543 | 756,918 | ||
Defined benefit pension liability | 164,329 | 179,323 | ||
Deferred compensation | 48,965 | 48,417 | ||
Other noncurrent liabilities | 38,285 | 40,290 | ||
Shareholders’ equity: | ||||
Common stock of $1 par value | 27,900 | 27,900 | ||
Additional paid-in capital | 0 | 0 | ||
Retained earnings | 1,790,120 | 1,729,679 | ||
Accumulated other comprehensive loss | (268,459) | (267,218) | ||
Treasury stock | (593,479) | (571,920) | ||
Total Valmont Industries, Inc. shareholders’ equity | 956,082 | 918,441 | ||
Noncontrolling interest in consolidated subsidiaries | 38,089 | 46,770 | ||
Total shareholders’ equity | 994,171 | 965,211 | 1,140,593 | 1,250,405 |
Total liabilities and shareholders’ equity | 2,395,873 | 2,392,382 | ||
Parent | ||||
Current assets: | ||||
Cash and cash equivalents | 62,149 | 62,281 | 12,453 | 69,869 |
Receivables, net | 130,354 | 130,741 | ||
Inventories | 140,981 | 132,222 | ||
Prepaid expenses, restricted cash, and other assets | 11,405 | 9,900 | ||
Refundable income taxes | 20,441 | 24,526 | ||
Total current assets | 365,330 | 359,670 | ||
Property, plant and equipment, at cost | 540,415 | 541,536 | ||
Less accumulated depreciation and amortization | 345,295 | 334,471 | ||
Net property, plant and equipment | 195,120 | 207,065 | ||
Goodwill | 20,108 | 20,108 | ||
Other intangible assets | 211 | 238 | ||
Investment in subsidiaries and intercompany accounts | 1,268,543 | 1,239,228 | ||
Other assets | 40,034 | 40,067 | ||
Total assets | 1,889,346 | 1,866,376 | ||
Current liabilities: | ||||
Current installments of long-term debt | 0 | 215 | ||
Notes payable to banks | 0 | 0 | ||
Accounts payable | 53,254 | 66,723 | ||
Accrued employee compensation and benefits | 26,945 | 32,272 | ||
Accrued expenses | 31,118 | 31,073 | ||
Dividends payable | 8,505 | 8,571 | ||
Total current liabilities | (119,822) | (138,854) | ||
Deferred income taxes | 13,173 | 9,686 | ||
Long-term debt, excluding current installments | 751,448 | 751,765 | ||
Defined benefit pension liability | 0 | 0 | ||
Deferred compensation | 43,887 | 43,485 | ||
Other noncurrent liabilities | 4,934 | 4,145 | ||
Shareholders’ equity: | ||||
Common stock of $1 par value | 27,900 | 27,900 | ||
Additional paid-in capital | 0 | 0 | ||
Retained earnings | 1,790,120 | 1,729,679 | ||
Accumulated other comprehensive loss | (268,459) | (267,218) | ||
Treasury stock | (593,479) | (571,920) | ||
Total Valmont Industries, Inc. shareholders’ equity | 956,082 | 918,441 | ||
Noncontrolling interest in consolidated subsidiaries | 0 | 0 | ||
Total shareholders’ equity | 956,082 | 918,441 | ||
Total liabilities and shareholders’ equity | 1,889,346 | 1,866,376 | ||
Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | 4,022 | 4,008 | 1,800 | 2,157 |
Receivables, net | 58,203 | 66,387 | ||
Inventories | 38,542 | 38,379 | ||
Prepaid expenses, restricted cash, and other assets | 730 | 766 | ||
Refundable income taxes | 0 | 0 | ||
Total current assets | 101,497 | 109,540 | ||
Property, plant and equipment, at cost | 145,857 | 132,864 | ||
Less accumulated depreciation and amortization | 74,076 | 69,956 | ||
Net property, plant and equipment | 71,781 | 62,908 | ||
Goodwill | 110,562 | 110,562 | ||
Other intangible assets | 38,460 | 40,959 | ||
Investment in subsidiaries and intercompany accounts | 852,048 | 813,779 | ||
Other assets | 3 | 0 | ||
Total assets | 1,174,351 | 1,137,748 | ||
Current liabilities: | ||||
Current installments of long-term debt | 0 | 0 | ||
Notes payable to banks | 0 | 0 | ||
Accounts payable | 13,601 | 13,680 | ||
Accrued employee compensation and benefits | 5,919 | 6,347 | ||
Accrued expenses | 17,073 | 22,802 | ||
Dividends payable | 0 | 0 | ||
Total current liabilities | (36,593) | (42,829) | ||
Deferred income taxes | 0 | 0 | ||
Long-term debt, excluding current installments | 0 | 0 | ||
Defined benefit pension liability | 0 | 0 | ||
Deferred compensation | 0 | 0 | ||
Other noncurrent liabilities | 5 | 0 | ||
Shareholders’ equity: | ||||
Common stock of $1 par value | 457,950 | 457,950 | ||
Additional paid-in capital | 159,414 | 159,414 | ||
Retained earnings | 584,900 | 541,917 | ||
Accumulated other comprehensive loss | (64,511) | (64,362) | ||
Treasury stock | 0 | 0 | ||
Total Valmont Industries, Inc. shareholders’ equity | 1,137,753 | 1,094,919 | ||
Noncontrolling interest in consolidated subsidiaries | 0 | 0 | ||
Total shareholders’ equity | 1,137,753 | 1,094,919 | ||
Total liabilities and shareholders’ equity | 1,174,351 | 1,137,748 | ||
Non- Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | 278,175 | 282,785 | 303,270 | 299,553 |
Receivables, net | 278,192 | 269,315 | ||
Inventories | 197,137 | 173,064 | ||
Prepaid expenses, restricted cash, and other assets | 51,515 | 35,471 | ||
Refundable income taxes | 0 | 0 | ||
Total current assets | 805,019 | 760,635 | ||
Property, plant and equipment, at cost | 419,683 | 406,656 | ||
Less accumulated depreciation and amortization | 160,237 | 144,140 | ||
Net property, plant and equipment | 259,446 | 262,516 | ||
Goodwill | 200,933 | 206,246 | ||
Other intangible assets | 120,143 | 129,000 | ||
Investment in subsidiaries and intercompany accounts | 1,090,615 | 939,177 | ||
Other assets | 71,780 | 85,861 | ||
Total assets | 2,547,936 | 2,383,435 | ||
Current liabilities: | ||||
Current installments of long-term debt | 889 | 862 | ||
Notes payable to banks | 3,735 | 976 | ||
Accounts payable | 116,271 | 99,580 | ||
Accrued employee compensation and benefits | 33,762 | 31,735 | ||
Accrued expenses | 46,967 | 51,718 | ||
Dividends payable | 0 | 0 | ||
Total current liabilities | (201,624) | (184,871) | ||
Deferred income taxes | 22,368 | 25,983 | ||
Long-term debt, excluding current installments | 5,095 | 5,153 | ||
Defined benefit pension liability | 164,329 | 179,323 | ||
Deferred compensation | 5,078 | 4,932 | ||
Other noncurrent liabilities | 33,346 | 36,145 | ||
Shareholders’ equity: | ||||
Common stock of $1 par value | 648,682 | 648,683 | ||
Additional paid-in capital | 1,107,536 | 1,107,536 | ||
Retained earnings | 530,930 | 354,727 | ||
Accumulated other comprehensive loss | (209,141) | (210,688) | ||
Treasury stock | 0 | 0 | ||
Total Valmont Industries, Inc. shareholders’ equity | 2,078,007 | 1,900,258 | ||
Noncontrolling interest in consolidated subsidiaries | 38,089 | 46,770 | ||
Total shareholders’ equity | 2,116,096 | 1,947,028 | ||
Total liabilities and shareholders’ equity | 2,547,936 | 2,383,435 | ||
Eliminations | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Receivables, net | 0 | 0 | ||
Inventories | (4,554) | (2,993) | ||
Prepaid expenses, restricted cash, and other assets | 0 | 0 | ||
Refundable income taxes | 0 | 0 | ||
Total current assets | (4,554) | (2,993) | ||
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 | (3,211,206) | (2,992,184) | ||
Other assets | 0 | 0 | ||
Total assets | (3,215,760) | (2,995,177) | ||
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 | ||
Dividends payable | 0 | 0 | ||
Total current liabilities | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Long-term debt, excluding current installments | 0 | 0 | ||
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) | (1,106,633) | ||
Additional paid-in capital | (1,266,950) | (1,266,950) | ||
Retained earnings | (1,115,830) | (896,644) | ||
Accumulated other comprehensive loss | 273,652 | 275,050 | ||
Treasury stock | 0 | 0 | ||
Total Valmont Industries, Inc. shareholders’ equity | (3,215,760) | (2,995,177) | ||
Noncontrolling interest in consolidated subsidiaries | 0 | 0 | ||
Total shareholders’ equity | (3,215,760) | (2,995,177) | ||
Total liabilities and shareholders’ equity | $ (3,215,760) | $ (2,995,177) |
GUARANTOR_NON-GUARANTOR FINAN48
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION - Condensed Consolidated Balance Sheets - Additional Information (Details) - $ / shares | Jun. 25, 2016 | Dec. 26, 2015 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 1 | $ 1 |
GUARANTOR_NON-GUARANTOR FINAN49
GUARANTOR/NON-GUARANTOR FINANCIAL INFORMATION - Condensed Consolidated Statements of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 16 Months Ended | ||
Jun. 25, 2016 | Jun. 27, 2015 | Jun. 25, 2016 | Jun. 27, 2015 | Sep. 26, 2015 | |
Cash flows from operating activities: | |||||
Net earnings | $ 43,442 | $ 29,439 | $ 77,613 | $ 60,946 | |
Adjustments to reconcile net earnings to net cash flows from operations: | |||||
Depreciation and amortization | 40,804 | 47,761 | |||
Noncash loss on trading securities | 1,035 | 4,582 | |||
Restructuring Costs | 0 | 9,292 | |||
Stock-based compensation | 4,201 | 3,513 | |||
Defined benefit pension plan expense | 959 | (305) | |||
Contribution to defined benefit pension plan | (712) | (15,735) | |||
Gain on sale of property, plant and equipment | 1,074 | 542 | |||
Equity in earnings in nonconsolidated subsidiaries | 0 | 0 | 0 | 0 | |
Deferred income taxes | (3,544) | (5,219) | 2,215 | (55) | |
Changes in assets and liabilities: | |||||
Receivables | 2,942 | 32,511 | |||
Inventories | (29,335) | (27,746) | |||
Prepaid expenses and other assets | (4,859) | (3,087) | |||
Accounts payable | 1,430 | (5,021) | |||
Accrued expenses | (13,636) | (6,431) | |||
Other noncurrent liabilities | 327 | 1,761 | |||
Income taxes payable (refundable) | 9,516 | 15,817 | |||
Net cash flows from operating activities | 79,922 | 118,345 | |||
Cash flows from investing activities: | |||||
Purchase of property, plant and equipment | (26,019) | (24,758) | |||
Proceeds from sale of assets | 1,827 | 1,101 | |||
Increase in restricted cash - pension | (13,652) | 0 | |||
Other, net | (1,608) | 5,896 | |||
Net cash flows from investing activities | (25,800) | (17,761) | |||
Cash flows from financing activities: | |||||
Net borrowings under short-term agreements | 2,593 | (5,890) | |||
Proceeds from Issuance of Long-term Debt | 0 | 33,000 | |||
Principal payments on long-term borrowings | (659) | (33,657) | |||
Dividends paid | (17,098) | (17,956) | |||
Dividends to noncontrolling interest | (1,923) | (1,669) | |||
Purchase of noncontrolling interest | (11,009) | ||||
Proceeds from exercises under stock plans | 5,975 | 9,454 | |||
Excess tax benefits from stock option exercises | 0 | 1,394 | |||
Purchase of treasury shares | (28,621) | (121,020) | $ (592,600) | ||
Purchase of common treasury shares - stock plan exercises | (1,453) | (10,490) | |||
Net cash flows from financing activities | (52,195) | (146,834) | |||
Effect of exchange rate changes on cash and cash equivalents | (6,655) | (7,806) | |||
Net change in cash and cash equivalents | (4,728) | (54,056) | |||
Cash and cash equivalents—beginning of year | 349,074 | 371,579 | |||
Cash and cash equivalents—end of period | 344,346 | 317,523 | 344,346 | 317,523 | |
Parent | |||||
Cash flows from operating activities: | |||||
Net earnings | 42,026 | 27,873 | 74,995 | 58,612 | |
Adjustments to reconcile net earnings to net cash flows from operations: | |||||
Depreciation and amortization | 13,705 | 14,983 | |||
Noncash loss on trading securities | 0 | 0 | |||
Restructuring Costs | 1,890 | ||||
Stock-based compensation | 4,201 | 7,466 | |||
Defined benefit pension plan expense | 0 | 0 | |||
Contribution to defined benefit pension plan | 0 | 0 | |||
Gain on sale of property, plant and equipment | (6) | (8) | |||
Equity in earnings in nonconsolidated subsidiaries | (29,692) | (17,442) | (47,218) | (35,292) | |
Deferred income taxes | 1,068 | (1,650) | 3,487 | 3,819 | |
Changes in assets and liabilities: | |||||
Receivables | 386 | 12,153 | |||
Inventories | (8,757) | 10,161 | |||
Prepaid expenses and other assets | (1,504) | 305 | |||
Accounts payable | (13,469) | (8,538) | |||
Accrued expenses | (4,040) | (13,652) | |||
Other noncurrent liabilities | 868 | (2,729) | |||
Income taxes payable (refundable) | 19,033 | 15,016 | |||
Net cash flows from operating activities | 41,681 | 64,186 | |||
Cash flows from investing activities: | |||||
Purchase of property, plant and equipment | (1,240) | (7,065) | |||
Proceeds from sale of assets | 58 | 25 | |||
Increase in restricted cash - pension | 0 | ||||
Other, net | 918 | 24,268 | |||
Net cash flows from investing activities | (264) | 17,228 | |||
Cash flows from financing activities: | |||||
Net borrowings under short-term agreements | 0 | 0 | |||
Proceeds from Issuance of Long-term Debt | 33,000 | ||||
Principal payments on long-term borrowings | (215) | (33,212) | |||
Dividends paid | (17,098) | (17,956) | |||
Dividends to noncontrolling interest | 0 | 0 | |||
Purchase of noncontrolling interest | (137) | ||||
Proceeds from exercises under stock plans | 5,975 | 9,454 | |||
Excess tax benefits from stock option exercises | 1,394 | ||||
Purchase of treasury shares | (28,621) | (121,020) | |||
Purchase of common treasury shares - stock plan exercises | (1,453) | (10,490) | |||
Net cash flows from financing activities | (41,549) | (138,830) | |||
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | |||
Net change in cash and cash equivalents | (132) | (57,416) | |||
Cash and cash equivalents—beginning of year | 62,281 | 69,869 | |||
Cash and cash equivalents—end of period | 62,149 | 12,453 | 62,149 | 12,453 | |
Guarantors | |||||
Cash flows from operating activities: | |||||
Net earnings | 16,524 | 8,580 | 26,187 | 18,524 | |
Adjustments to reconcile net earnings to net cash flows from operations: | |||||
Depreciation and amortization | 6,591 | 6,278 | |||
Noncash loss on trading securities | 0 | 0 | |||
Restructuring Costs | 215 | ||||
Stock-based compensation | 0 | 0 | |||
Defined benefit pension plan expense | 0 | 0 | |||
Contribution to defined benefit pension plan | 0 | 0 | |||
Gain on sale of property, plant and equipment | 60 | 97 | |||
Equity in earnings in nonconsolidated subsidiaries | (5,746) | (876) | (7,859) | (5,181) | |
Deferred income taxes | (2,149) | (51) | 0 | (584) | |
Changes in assets and liabilities: | |||||
Receivables | 8,185 | 13,807 | |||
Inventories | (164) | 3,093 | |||
Prepaid expenses and other assets | 35 | (160) | |||
Accounts payable | (79) | 204 | |||
Accrued expenses | (6,158) | (46) | |||
Other noncurrent liabilities | 5 | 0 | |||
Income taxes payable (refundable) | (16,499) | (5) | |||
Net cash flows from operating activities | 10,304 | 36,242 | |||
Cash flows from investing activities: | |||||
Purchase of property, plant and equipment | (13,167) | (3,147) | |||
Proceeds from sale of assets | 141 | 19 | |||
Increase in restricted cash - pension | 0 | ||||
Other, net | 2,641 | (33,440) | |||
Net cash flows from investing activities | (10,385) | (36,568) | |||
Cash flows from financing activities: | |||||
Net borrowings under short-term agreements | 0 | 0 | |||
Proceeds from Issuance of Long-term Debt | 0 | ||||
Principal payments on long-term borrowings | 0 | 0 | |||
Dividends paid | 0 | 0 | |||
Dividends to noncontrolling interest | 0 | 0 | |||
Purchase of noncontrolling interest | 0 | ||||
Proceeds from exercises under stock plans | 0 | 0 | |||
Excess tax benefits from stock option exercises | 0 | ||||
Purchase of treasury shares | 0 | 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 | 95 | (31) | |||
Net change in cash and cash equivalents | 14 | (357) | |||
Cash and cash equivalents—beginning of year | 4,008 | 2,157 | |||
Cash and cash equivalents—end of period | 4,022 | 1,800 | 4,022 | 1,800 | |
Non- Guarantors | |||||
Cash flows from operating activities: | |||||
Net earnings | 20,888 | 11,784 | 32,539 | 24,834 | |
Adjustments to reconcile net earnings to net cash flows from operations: | |||||
Depreciation and amortization | 20,508 | 26,500 | |||
Noncash loss on trading securities | 1,035 | 4,582 | |||
Restructuring Costs | 7,187 | ||||
Stock-based compensation | 0 | (3,953) | |||
Defined benefit pension plan expense | 959 | (305) | |||
Contribution to defined benefit pension plan | (712) | (15,735) | |||
Gain on sale of property, plant and equipment | 1,020 | 453 | |||
Equity in earnings in nonconsolidated subsidiaries | 0 | 0 | 0 | 0 | |
Deferred income taxes | (2,463) | (3,518) | (1,272) | (3,290) | |
Changes in assets and liabilities: | |||||
Receivables | (5,629) | 6,551 | |||
Inventories | (21,974) | (41,000) | |||
Prepaid expenses and other assets | (3,390) | (3,232) | |||
Accounts payable | 14,978 | 3,313 | |||
Accrued expenses | (3,438) | 7,267 | |||
Other noncurrent liabilities | (546) | 4,490 | |||
Income taxes payable (refundable) | 6,982 | 806 | |||
Net cash flows from operating activities | 27,408 | 18,468 | |||
Cash flows from investing activities: | |||||
Purchase of property, plant and equipment | (11,612) | (14,546) | |||
Proceeds from sale of assets | 1,628 | 1,057 | |||
Increase in restricted cash - pension | (13,652) | ||||
Other, net | (4,638) | 14,517 | |||
Net cash flows from investing activities | (14,622) | 1,028 | |||
Cash flows from financing activities: | |||||
Net borrowings under short-term agreements | 2,593 | (5,890) | |||
Proceeds from Issuance of Long-term Debt | 0 | ||||
Principal payments on long-term borrowings | (444) | (445) | |||
Dividends paid | 0 | 0 | |||
Dividends to noncontrolling interest | (1,923) | (1,669) | |||
Purchase of noncontrolling interest | (10,872) | ||||
Proceeds from exercises under stock plans | 0 | 0 | |||
Excess tax benefits from stock option exercises | 0 | ||||
Purchase of treasury shares | 0 | 0 | |||
Purchase of common treasury shares - stock plan exercises | 0 | 0 | |||
Net cash flows from financing activities | (10,646) | (8,004) | |||
Effect of exchange rate changes on cash and cash equivalents | (6,750) | (7,775) | |||
Net change in cash and cash equivalents | (4,610) | 3,717 | |||
Cash and cash equivalents—beginning of year | 282,785 | 299,553 | |||
Cash and cash equivalents—end of period | 278,175 | 303,270 | 278,175 | 303,270 | |
Eliminations | |||||
Cash flows from operating activities: | |||||
Net earnings | (35,996) | (18,798) | (56,108) | (41,024) | |
Adjustments to reconcile net earnings to net cash flows from operations: | |||||
Depreciation and amortization | 0 | 0 | |||
Noncash loss on trading securities | 0 | 0 | |||
Restructuring Costs | 0 | ||||
Stock-based compensation | 0 | 0 | |||
Defined benefit pension plan expense | 0 | 0 | |||
Contribution to defined benefit pension plan | 0 | 0 | |||
Gain on sale of property, plant and equipment | 0 | 0 | |||
Equity in earnings in nonconsolidated subsidiaries | 35,438 | 18,318 | 55,077 | 40,473 | |
Deferred income taxes | 0 | 0 | 0 | 0 | |
Changes in assets and liabilities: | |||||
Receivables | 0 | 0 | |||
Inventories | 1,560 | 0 | |||
Prepaid expenses and other assets | 0 | 0 | |||
Accounts payable | 0 | 0 | |||
Accrued expenses | 0 | 0 | |||
Other noncurrent liabilities | 0 | 0 | |||
Income taxes payable (refundable) | 0 | 0 | |||
Net cash flows from operating activities | 529 | (551) | |||
Cash flows from investing activities: | |||||
Purchase of property, plant and equipment | 0 | 0 | |||
Proceeds from sale of assets | 0 | 0 | |||
Increase in restricted cash - pension | 0 | ||||
Other, net | (529) | 551 | |||
Net cash flows from investing activities | (529) | 551 | |||
Cash flows from financing activities: | |||||
Net borrowings under short-term agreements | 0 | 0 | |||
Proceeds from Issuance of Long-term Debt | 0 | ||||
Principal payments on long-term borrowings | 0 | 0 | |||
Dividends paid | 0 | 0 | |||
Dividends to noncontrolling interest | 0 | 0 | |||
Purchase of noncontrolling interest | 0 | ||||
Proceeds from exercises under stock plans | 0 | 0 | |||
Excess tax benefits from stock option exercises | 0 | ||||
Purchase of treasury shares | 0 | 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 and cash equivalents—beginning of year | 0 | 0 | |||
Cash and cash equivalents—end of period | $ 0 | $ 0 | $ 0 | $ 0 |