Special Charges/Recoveries | Special & Restructuring Charges / (Recoveries) General Background On November 3, 2015 the Board of Directors approved the closure and exit of our Brazil manufacturing operations ("Brazil Closure"). We recorded certain special charges for the third quarter of 2015 relating to our Brazil Closure decision. For information regarding our Brazil Closure refer to Note 16 to the condensed consolidated financial statements included in this Quarterly Report, for which disclosure is referenced herein. On April 15, 2015, we acquired Germany-based Schroedahl, a privately-owned manufacturer of safety and control valves primarily in the power generation market. During the first, second, and third quarters of 2015, we incurred $0.5 million , $0.3 million , and $0.1 million of special charges, respectively, primarily professional fees, associated with this acquisition. During the first quarter of 2015, we recorded special charges of $0.4 million associated with the retirement of our Energy President ("Executive retirement charges"). These charges primarily related to equity award modification charges. On February 18, 2015, we announced additional restructuring actions ("2015 Announced Restructurings"), under which we are continuing to simplify our businesses. Under this restructuring, we are reducing certain general, administrative and manufacturing related expenses. On January 6, 2015, we announced the divestiture of two of our non-core businesses ("Divestitures") as part of our simplification strategy. During the fourth quarter of 2014, we recorded $3.4 million of special charges associated with incurred losses and expenses related to these divestitures. The Energy divestiture was substantially completed in the fourth quarter of 2014. During the first quarter of 2015, the Aerospace & Defense divestiture was substantially completed and we recorded a special gain of $1.0 million . On April 22, 2014, we announced restructuring actions ("2014 Announced Restructurings"), under which we continued to simplify our businesses. Under this restructuring, we reduced certain general and administrative expenses, reduced certain management layers, and closed a number of smaller facilities. The savings from these restructuring actions has been and will continue to be utilized for growth investments. On March 28, 2014, we entered into a settlement agreement for $1.5 million with Watts Water Technologies, Inc ("Watts"). Accordingly, we recorded a $0.3 million special charge in the quarter, net of amounts previously accrued. On January 24, 2014, we reached a settlement on the T.M.W. Corporation ("TMW") arbitration where it was agreed that TMW would waive all rights to amounts due from us under a contingent consideration promissory note established at the time of acquisition, resulting in a special gain of approximately $2.2 million during the first quarter of 2014. Special Related Impairment Charges During the three months ended October 4, 2015, in response to challenging conditions in the Brazil market, the Company undertook certain assessments regarding our Brazil operations and strategy. As a result, management concluded that our operations in Brazil, more likely than not, will be sold or otherwise disposed of significantly before the end of their previously estimated useful life. Given this conclusion, we performed an impairment analysis on our Brazil asset grouping. Under step 1 of the impairment test, if the carrying value of the asset group is less than the sum of the undiscounted cash flows expected from the related business then the asset group is impaired. The amount of impairment, if any, is measured in step 2 as the difference between the fair value of the asset group and its carrying value. The fair value of the asset group is based on what the Company could reasonably expect to sell each asset from the perspective of a market participant based upon estimates and judgments regarding the marketability and ultimate sales price of each individual asset. The Company utilized market data and approximations from comparable analyses to arrive at the estimated fair values of the impacted assets. As the data includes a number of unobservable inputs, these nonrecurring long-lived asset fair value measurements fall within Level 3 of the fair value hierarchy. We concluded that certain property, plant and equipment were impaired as of October 4, 2015. We recorded a $2.0 million impairment charge in the third quarter related to our impaired Brazil property, plant and equipment assets. In addition, we discontinued use of our Brazil indefinite-lived trademark as it was determined to have no future economic life. As such, we recorded a $0.5 million impairment charge during the quarter ended October 4, 2015. The impairment charges described above are included in the impairment charges line on our consolidated statements of income. Restructuring Related Inventory Charges During the third quarter of 2015, we recorded restructuring related inventory charges of $6.4 million associated with the closure of manufacturing operations and the exit of the gate, globe and check valves product line in Brazil. For information regarding our Brazil Closure refer to Note 16 to the condensed consolidated financial statements included in this Quarterly Report. During the second quarter of 2015, we recorded restructuring related inventory charges of $0.2 million associated with the exit of our Energy segment cable protection product line. These restructuring related inventory charges were included as cost of revenues. During the second and third quarters of 2014, and second quarter of 2015, in connection with the restructuring of certain structural landing gear product lines, we recorded inventory related charges of $5.1 million , $2.9 million and $2.0 million , respectively, within the Aerospace & Defense segment. Q3 2015 Quarter-to-Date and Year-to-Date During the three and nine months ended October 4, 2015 , we recorded $8.3 million and $13.1 million , respectively, of non-inventory restructuring related and non-impairment special charges, net of recoveries, as shown in the tables below (in thousands): Special Charges / (Recoveries) As of and for the three months ended October 4, 2015 Energy Aerospace & Defense Corporate Total Accrued special and restructuring charges as of July 5, 2015 $ 8,327 Facility related recovery (260 ) — — (260 ) Employee related expenses 539 63 — 602 Total restructuring charges $ 279 $ 63 $ — $ 342 Acquisition related charges 59 — — 59 Brazil Closure 7,876 — — 7,876 Total special and restructuring charges $ 8,214 $ 63 $ — $ 8,277 Special charges paid / settled 5,579 Accrued special and restructuring charges as of October 4, 2015 $ 11,025 Special Charges / (Recoveries) As of and for the nine months ended October 4, 2015 Energy Aerospace & Defense Corporate Total Accrued special and restructuring charges as of December 31, 2014 $ 9,133 Facility related expenses 121 257 — 378 Employee related expenses 3,319 1,284 — 4,603 Total restructuring charges $ 3,440 $ 1,541 $ — $ 4,981 Divestitures (2 ) (1,042 ) — (1,044 ) Acquisition related charges 865 — — 865 Brazil Closure 7,876 — — 7,876 Executive retirement charges — — 420 420 Total special and restructuring charges $ 12,179 $ 499 $ 420 $ 13,098 Special charges paid / settled 11,206 Accrued special and restructuring charges as of October 4, 2015 $ 11,025 Q3 2014 Quarter-to-Date and Year-to-Date During the three and nine months ended September 28, 2014 , we recorded $0.5 million and $0.6 million , respectively, of non-inventory restructuring related and non-impairment special charges, net of recoveries, as shown in the tables below (in thousands): Special Charges / (Recoveries) As of and for the three months ended September 28, 2014 Energy Aerospace & Defense Corporate Total Accrued special and restructuring charges as of June 29, 2014 $ 2,095 Facility related expenses 8 — — 8 Employee related expenses 367 75 28 470 Total restructuring charges $ 375 $ 75 $ 28 $ 478 Special charges paid / settled 901 Accrued special and restructuring charges as of September 28, 2014 $ 1,672 Special Charges / (Recoveries) As of and for the nine months ended September 28, 2014 Energy Aerospace & Defense Corporate Total Accrued special and restructuring charges as of December 31, 2013 $ 4,180 Facility related expenses 432 93 — 525 Employee related expenses 1,140 539 317 1,996 Total restructuring charges $ 1,572 $ 632 $ 317 $ 2,521 Watts — — 300 300 TMW — (2,243 ) — (2,243 ) Total special and restructuring charges (recoveries) $ 1,572 $ (1,611 ) $ 617 $ 578 Special charges paid / settled 3,086 Accrued special and restructuring charges as of September 28, 2014 $ 1,672 Inception to Date The following table (in thousands) summarizes our 2015 Announced Restructuring related special charges incurred during the nine months ended October 4, 2015 : 2015 Announced Restructuring Charges / (Recoveries), net as of October 4, 2015 Energy Aerospace & Defense Corporate Total Facility related expenses - incurred to date $ 115 $ 257 $ — $ 372 Employee related expenses - incurred to date 3,322 693 — 4,015 Total restructuring related special charges - incurred to date $ 3,437 $ 950 $ — $ 4,387 Additional special charges that we expect to be recorded with the 2015 Announced Restructuring actions are discussed in our Management's Discussion and Analysis included in Item 2 of this report. The following table (in thousands) summarizes our 2014 Announced Restructuring related special charges incurred from the second quarter of 2014 through October 4, 2015 . Charges with this action were finalized in the second quarter of 2015. We do not anticipate any additional restructuring related special charges associated with the 2014 Restructuring actions. 2014 Announced Restructuring Charges / (Recoveries), net as of October 4, 2015 Energy Aerospace & Defense Corporate Total Facility related expenses - incurred to date $ (64 ) $ 95 $ — $ 31 Employee related expenses - incurred to date 1,463 2,956 317 4,736 Total restructuring related special charges - incurred to date $ 1,399 $ 3,051 $ 317 $ 4,767 The following table (in thousands) summarizes our 2013 Announced Restructuring related special charges incurred from the third quarter of 2013 through June 29, 2014. Charges with this action were finalized in the second quarter of 2014. We do not anticipate any additional special charges to be incurred associated with the 2013 Announced Restructuring actions. 2013 Announced Restructuring Charges / (Recoveries), net as of October 4, 2015 Energy Aerospace & Defense Corporate Total Facility related expenses - incurred to date $ 2,117 $ 473 $ — $ 2,590 Employee related expenses - incurred to date 2,945 1,519 — 4,464 Total restructuring related special charges - incurred to date $ 5,062 $ 1,992 $ — $ 7,054 The restructuring charges incurred to date that remain as of October 4, 2015 are expected to be paid in cash during the periods of Q4 2015 and Q1 2016. |