Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 28, 2020 | Aug. 03, 2020 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | CIRCOR INTERNATIONAL, INC | |
Entity Central Index Key | 0001091883 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 28, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 19,997,218 |
Document and Entity Informati_2
Document and Entity Information Document - shares | Aug. 30, 2019 | Jun. 28, 2020 | Aug. 03, 2020 |
Cover [Abstract] | |||
Document Type | 10-Q | ||
Document Quarterly Report | true | ||
Document Period End Date | Jun. 28, 2020 | ||
Document Transition Report | false | ||
Entity File Number | 001-14962 | ||
Entity Registrant Name | CIRCOR INTERNATIONAL, INC | ||
Entity Central Index Key | 0001091883 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | Q2 | ||
Amendment Flag | false | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 04-3477276 | ||
Entity Address, City or Town | Burlington, | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 01803-4238 | ||
City Area Code | 781 | ||
Local Phone Number | 270-1200 | ||
Title of 12(b) Security | Common Stock, par value $0.01 per share | ||
Trading Symbol | CIR | ||
Security Exchange Name | NYSE | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 19,997,218 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 28, 2020 | Dec. 31, 2019 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 125,421 | $ 84,531 |
Trade accounts receivable, less allowance for doubtful accounts of $10,877 and $3,086 at June 28, 2020 and December 31, 2019, respectively | 117,131 | 125,422 |
Inventories | 148,383 | 137,309 |
Prepaid expenses and other current assets | 94,969 | 66,664 |
Assets held for sale | 0 | 161,193 |
Total Current Assets | 485,904 | 575,119 |
PROPERTY, PLANT AND EQUIPMENT, NET | 167,194 | 172,179 |
OTHER ASSETS: | ||
Goodwill | 156,654 | 271,893 |
Intangibles, net | 363,087 | 385,542 |
Deferred income taxes | 53,357 | 30,852 |
Other assets | 34,171 | 35,360 |
TOTAL ASSETS | 1,260,367 | 1,470,945 |
CURRENT LIABILITIES: | ||
Accounts payable | 68,155 | 79,399 |
Accrued expenses and other current liabilities | 102,717 | 94,169 |
Accrued compensation and benefits | 27,318 | 19,518 |
Liabilities held for sale | 0 | 43,289 |
Total Current Liabilities | 198,190 | 236,375 |
LONG-TERM DEBT | 578,613 | 636,297 |
DEFERRED INCOME TAXES | 20,229 | 21,425 |
PENSION LIABILITY, NET | 145,138 | 146,801 |
OTHER NON-CURRENT LIABILITIES | 44,846 | 38,636 |
SHAREHOLDERS’ EQUITY: | ||
Preferred stock, $0.01 par value; 1,000,000 shares authorized; no shares issued and outstanding | 0 | 0 |
Common stock, $0.01 par value; 29,000,000 shares authorized; 19,994,356 and 19,912,362 shares issued and outstanding at June 28, 2020 and December 31, 2019, respectively | 214 | 213 |
Additional paid-in capital | 449,576 | 446,657 |
(Accumulated deficit) retained earnings | (13,982) | 99,280 |
Common treasury stock, at cost (1,372,488 shares at June 28, 2020 and December 31, 2019) | (74,472) | (74,472) |
Accumulated other comprehensive loss, net of tax | (87,985) | (80,267) |
Total Shareholders’ Equity | 273,351 | 391,411 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 1,260,367 | $ 1,470,945 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2020 | Jun. 28, 2020 |
Trade accounts receivable, allowance for doubtful accounts | $ 3,086 | $ 10,877 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Authorized | 1,000,000 | 1,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 29,000,000 | 29,000,000 |
Common Stock, Shares, Issued | 19,912,362 | 19,990,910 |
Common Stock, Shares, Outstanding | 19,912,362 | 19,990,910 |
Consolidated Statements Of Inco
Consolidated Statements Of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Net revenues | $ 186,066 | $ 245,768 | $ 378,279 | $ 484,623 |
Cost of revenues | 127,105 | 163,851 | 259,275 | 328,292 |
Gross profit | 58,961 | 81,917 | 119,004 | 156,331 |
Selling, general and administrative expenses | 54,738 | 65,682 | 114,296 | 130,188 |
Restructuring and Related Cost, Incurred Cost | 5,607 | 4,215 | (36,685) | (3,627) |
Operating (loss), income | (1,384) | 12,020 | (74,789) | 29,770 |
Other expense (income): | ||||
Interest expense, net | 8,486 | 12,947 | 17,497 | 26,041 |
Other expense (income), net | 2,144 | 153 | (536) | (1,995) |
Total other expense, net | 10,630 | 13,100 | 16,961 | 24,046 |
(Loss) income from continuing operations before income taxes | (12,014) | (1,080) | (91,750) | 5,724 |
(Benefit from) provision for income taxes | (21,769) | 284 | (13,395) | 5,993 |
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest | 9,755 | (1,364) | (78,355) | (269) |
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax | (43,847) | (17,156) | (34,685) | (22,884) |
Net loss | $ (34,092) | $ (18,520) | $ (113,040) | $ (23,153) |
Basic earnings (loss) per common share: | ||||
Basic income (loss) per common share: | $ (1.71) | $ (0.93) | $ (5.66) | $ (1.16) |
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Basic Share | (2.19) | (0.86) | (1.74) | |
Income (Loss) from Continuing Operations, Per Basic Share | 0.49 | (0.07) | (3.93) | (0.01) |
Diluted from continuing operations | (1.68) | (0.93) | (5.66) | |
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Diluted Share | (2.16) | (0.86) | (1.74) | (1.15) |
Income (Loss) from Continuing Operations, Per Diluted Share | $ 0.48 | $ (0.07) | $ (3.93) | $ (0.01) |
Weighted average number of common shares outstanding: | ||||
Basic | 19,987 | 19,906 | 19,962 | 19,888 |
Diluted | 20,286 | 19,906 | 19,962 | 19,888 |
Retained Earnings [Member] | ||||
Other expense (income): | ||||
Net loss | $ (34,092) |
Statements Of Consolidated Comp
Statements Of Consolidated Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (34,092) | $ (18,520) | $ (113,040) | $ (23,153) |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustments | 14,090 | (1,271) | (6,235) | (9,718) |
Interest rate swap adjustments (1) | 755 | (3,031) | (1,565) | (5,165) |
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Plan Amendments, Tax Effect | 43 | 0 | 82 | (393) |
Other Comprehensive Income (Loss), Net of Tax | 14,888 | (4,302) | (7,718) | |
Overstated (understated) comprehensive income | 14,888 | (4,302) | (7,718) | (15,276) |
COMPREHENSIVE INCOME (LOSS) | $ (19,204) | $ (22,822) | $ (120,758) | $ (38,429) |
Statements Of Consolidated Co_2
Statements Of Consolidated Comprehensive Income Statements Of Consolidated Comprehensive Income (Parenthetical) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification, Tax, Parent | $ 0.2 | $ (0.6) | $ (1) | $ (2.5) |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) | 6 Months Ended | |
Jun. 28, 2020 | Jun. 30, 2019 | |
OPERATING ACTIVITIES | ||
Net loss | $ (113,040,000) | $ (23,153,000) |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | (34,685,000) | (22,884,000) |
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | (78,355,000) | (269,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 10,079,000 | 11,067,000 |
Amortization | 21,492,000 | 24,317,000 |
Provision for bad debt expense | 7,768,000 | 21,000 |
Loss on write down of inventory | 352,000 | 961,000 |
Amortization of inventory step-up | 0 | 0 |
Compensation expense for share-based plans | 2,290,000 | 2,976,000 |
Amortization of debt issuance costs | 5,488,000 | 1,997,000 |
Loss on sale or write-down of property, plant and equipment | 0 | 72,000 |
Gain (Loss) on Disposition of Business | 54,253,000 | (9,165,000) |
Changes in operating assets and liabilities, net of effects of acquisition and disposition: | ||
Trade accounts receivable | 768,000 | 17,867,000 |
Inventories | (12,370,000) | (12,868,000) |
Prepaid expenses and other assets | (25,264,000) | (11,592,000) |
Accounts payable, accrued expenses and other liabilities | (31,475,000) | (30,465,000) |
Net Cash Provided by (Used in) Continuing Operations | (37,298,000) | (5,081,000) |
Net Cash Provided by (Used in) Discontinued Operations | (11,532,000) | (4,958,000) |
Net cash provided by operating activities | (48,830,000) | (10,039,000) |
INVESTING ACTIVITIES | ||
Additions to property, plant and equipment | (6,815,000) | (6,358,000) |
Proceeds from the sale of property, plant and equipment | (142,000) | 858,000 |
Net Cash Provided by (Used in) Investing Activities, Continuing Operations | 163,757,000 | 76,703,000 |
Cash Provided by (Used in) Investing Activities, Discontinued Operations | (10,071,000) | (1,184,000) |
Net cash provided by investing activities | 153,686,000 | 75,519,000 |
FINANCING ACTIVITIES | ||
Proceeds from long-term debt | 129,325,000 | 149,500,000 |
Payments of long-term debt | (191,141,000) | (208,300,000) |
Proceeds from the exercise of stock options | 118,000 | 106,000 |
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | (61,698,000) | (58,694,000) |
Net cash used in financing activities | (61,698,000) | (58,694,000) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (2,421,000) | 793,000 |
INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | 40,737,000 | 7,579,000 |
Cash, cash equivalents, and restricted cash at beginning of period | 85,727,000 | 69,525,000 |
Cash, cash equivalents, and restricted cash at end of period | 126,464,000 | |
Non-cash investing activities: | ||
Purchases of property and equipment included in accounts payable and accrued expenses | 577,000 | 1,483,000 |
Proceeds from Divestiture of Businesses | 169,375,000 | 82,203,000 |
Payments to Acquire Businesses, Net of Cash Acquired | $ (1,339,000) | $ 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Shareholder's Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive (Loss) Income | Treasury Stock | Cumulative Effect, Period of Adoption, Adjustment [Member] | Cumulative Effect, Period of Adoption, Adjustment [Member]Retained Earnings |
BALANCE, Shares at December 31, 2018 at Dec. 31, 2018 | 19,845,000 | |||||||
BALANCE at December 31, 2018 at Dec. 31, 2018 | $ 528,993 | $ 212 | $ 440,890 | $ 232,102 | $ (69,739) | $ (74,472) | $ 1,113 | $ 1,113 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (4,633) | |||||||
Other comprehensive (loss) income | (10,974) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 31,000 | |||||||
Stock Issued During Period, Value, Stock Options Exercised | $ 246 | |||||||
Share-based plan compensation | 1,432 | |||||||
BALANCE, Shares at March 31, 2019 at Mar. 31, 2019 | 19,876,000 | |||||||
BALANCE at March 31, 2019 at Mar. 31, 2019 | $ 516,177 | $ 212 | 442,568 | 228,582 | (80,713) | (74,472) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201602Member | |||||||
BALANCE, Shares at December 31, 2018 at Dec. 31, 2018 | 19,845,000 | |||||||
BALANCE at December 31, 2018 at Dec. 31, 2018 | $ 528,993 | 212 | 440,890 | 232,102 | (69,739) | (74,472) | 1,113 | 1,113 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (23,153) | |||||||
Overstated (understated) comprehensive income | $ (15,276) | |||||||
BALANCE, Shares at March 31, 2019 at Jun. 30, 2019 | 19,902,000 | |||||||
BALANCE at March 31, 2019 at Jun. 30, 2019 | $ 494,899 | 212 | 444,109 | 210,065 | (85,015) | (74,472) | ||
BALANCE, Shares at December 31, 2018 at Mar. 31, 2019 | 19,876,000 | |||||||
BALANCE at December 31, 2018 at Mar. 31, 2019 | $ 516,177 | 212 | 442,568 | 228,582 | (80,713) | (74,472) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (18,520) | |||||||
Other comprehensive (loss) income | (4,302) | |||||||
Overstated (understated) comprehensive income | $ (4,302) | |||||||
Conversion of restricted stock units (shares) | 23,000 | |||||||
Conversion of restricted stock units | $ (202) | (202) | ||||||
Share-based plan compensation | $ 1,700 | 1,700 | ||||||
BALANCE, Shares at March 31, 2019 at Jun. 30, 2019 | 19,902,000 | |||||||
BALANCE at March 31, 2019 at Jun. 30, 2019 | $ 494,899 | 212 | 444,109 | 210,065 | (85,015) | (74,472) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stockholders' Equity, Other | $ 3 | 3 | ||||||
BALANCE, Shares at December 31, 2018 at Dec. 31, 2019 | 19,912,000 | |||||||
BALANCE at December 31, 2018 at Dec. 31, 2019 | $ 391,411 | $ 213 | 446,657 | 99,280 | (80,267) | (74,472) | (222) | (222) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (78,948) | |||||||
Other comprehensive (loss) income | $ (22,606) | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 673,000 | 3,000 | ||||||
Stock Issued During Period, Value, Stock Options Exercised | $ 117 | |||||||
Conversion of restricted stock units (shares) | 41,000 | |||||||
Conversion of restricted stock units | $ 420 | |||||||
BALANCE, Shares at March 31, 2019 at Mar. 29, 2020 | 19,956,000 | |||||||
BALANCE at March 31, 2019 at Mar. 29, 2020 | $ 290,845 | $ 213 | 447,867 | 20,110 | (102,873) | (74,472) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | |||||||
BALANCE, Shares at December 31, 2018 at Dec. 31, 2019 | 19,912,000 | |||||||
BALANCE at December 31, 2018 at Dec. 31, 2019 | $ 391,411 | $ 213 | 446,657 | 99,280 | (80,267) | (74,472) | $ (222) | $ (222) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (113,040) | |||||||
Other comprehensive (loss) income | (7,718) | |||||||
Overstated (understated) comprehensive income | $ (7,718) | |||||||
BALANCE, Shares at March 31, 2019 at Jun. 28, 2020 | 19,990,910 | 19,994,000 | ||||||
BALANCE at March 31, 2019 at Jun. 28, 2020 | $ 273,351 | $ 214 | 449,576 | (13,982) | (87,985) | (74,472) | ||
BALANCE, Shares at December 31, 2018 at Mar. 29, 2020 | 19,956,000 | |||||||
BALANCE at December 31, 2018 at Mar. 29, 2020 | 290,845 | $ 213 | 447,867 | 20,110 | (102,873) | (74,472) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (34,092) | (34,092) | ||||||
Other comprehensive (loss) income | 14,888 | |||||||
Overstated (understated) comprehensive income | $ 14,888 | |||||||
Conversion of restricted stock units (shares) | 38,000 | |||||||
Conversion of restricted stock units | $ (133) | $ 1 | (134) | |||||
Share-based plan compensation | $ 1,843 | 1,843 | ||||||
BALANCE, Shares at March 31, 2019 at Jun. 28, 2020 | 19,990,910 | 19,994,000 | ||||||
BALANCE at March 31, 2019 at Jun. 28, 2020 | $ 273,351 | $ 214 | $ 449,576 | $ (13,982) | $ (87,985) | $ (74,472) |
Basis Of Presentation
Basis Of Presentation | 6 Months Ended |
Jun. 28, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis Of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements of CIRCOR International, Inc. ("CIRCOR", the "Company", "us", "we" or "our") have been prepared according to the rules and regulations of the United States ("U.S.") Securities and Exchange Commission (“SEC”) for interim reporting, along with accounting principles generally accepted in the U.S ("GAAP"). In the opinion of management, the unaudited, condensed consolidated financial statements reflect all adjustments (consisting only of normal and recurring items) necessary for a fair statement of the Company’s results of operations, financial position and cash flows for the periods presented. We prepare our interim financial information using the same accounting principles we use for our annual audited consolidated financial statements. Certain information and note disclosures normally included in the annual audited consolidated financial statements have been condensed or omitted in accordance with SEC rules. We believe that the disclosures made in our condensed consolidated financial statements and the accompanying notes are adequate to make the information presented not misleading. The condensed consolidated balance sheet as of December 31, 2019 was derived from our audited consolidated financial statements as of that date but does not contain all of the footnote disclosures from the annual financial statements. We recommend that the financial statements included in our Quarterly Report on Form 10-Q be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2019 . We operate and report financial information using a fiscal year ending December 31. The data periods contained within our Quarterly Reports on Form 10-Q reflect the results of operations for the 13-week, 26-week and 39-week periods which generally end on the Sunday nearest the calendar quarter-end date. Operating results for the six months ended June 28, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020 or any future quarter. We have reclassified certain prior year amounts, including the results of discontinued operations and reportable segment information, to conform to the current year presentation. Unless otherwise indicated, all financial information and statistical data included in these notes to our condensed consolidated financial statements relate to our continuing operations, with dollar amounts expressed in thousands (except per-share data). COVID-19 In March 2020, the World Health Organization declared the outbreak of COVID-19, which continues to spread throughout the U.S. and the world, as a pandemic. The pandemic is having an impact on the global economy, resulting in rapidly changing market and economic conditions. As of March 29, 2020, the Company experienced a significant decline in its market capitalization below its consolidated book value . As a result, management concluded that there was a goodwill and an intangible asset impairment triggering event for the Company in the first quarter of 2020. Through its impairment analysis, the Company determined that goodwill in its Industrial segment was impaired and recognized a $ 116.2 million impairment. See Note 7, Goodwill and Intangible Assets , for additional information on the goodwill impairment. |
Summary Of Significant Accounti
Summary Of Significant Accounting Policies | 6 Months Ended |
Jun. 28, 2020 | |
Accounting Policies [Abstract] | |
Summary Of Significant Accounting Policies | Summary of Significant Accounting Policies The significant accounting policies used in preparation of these condensed consolidated financial statements for the three and six months ended June 28, 2020 are consistent with those discussed in Note 2 to the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2019 , except as updated below with respect to newly adopted accounting standards. The preparation of these financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying disclosures. Some of the more significant estimates, which are impacted by management's estimates and assumptions regarding the effects of COVID-19, relate to recoverability of goodwill and indefinite-lived trade names, estimated total costs for ongoing long-term contracts accounted for as performance obligations where transfer of control occurs over time, inventory valuation, share-based compensation, amortization and impairment of long-lived assets, income taxes (including valuation allowance), penalty accruals for late shipments, other asset valuations, and product warranties. While management believes that the estimates and assumptions used in the preparation of the financial statements are appropriate, actual future results as estimated in the current period could differ materially from those estimates. New Accounting Standards - Adopted In December 2019, the FASB issued Accounting Standards Update ("ASU") No. 2019-12 , Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , as part of its initiative to reduce complexity in the accounting standards. The amendments in ASU 2019-12 eliminate certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. ASU 2019-12 also clarifies and simplifies other aspects of the accounting for income taxes. The amendments in ASU 2019-12 are effective for the fiscal years beginning after December 15, 2020. Early adoption is permitted, including adoption in any interim period. The Company has early adopted this amendment as of June 28, 2020. The adoption of the standard did not have a material impact to the Company’s condensed consolidated financial position and results of operations as well as related income tax disclosures In June 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-13, Financial Instruments - Credit Losses (ASC 326): Measurement of Credit Losses on Financial Instruments . The new guidance, referred to as the current expected credit loss (“CECL”) model, requires the measurement of expected credit losses for financial assets (e.g., accounts receivable) held at the reporting date based on historical experience, current economic conditions, and reasonable and supportable forecasts which generally result in the more timely recognition of losses. The adoption of this new guidance on January 1, 2020 did not have a material impact on our condensed consolidated financial statements. |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jun. 28, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations Discontinued Operations During the quarter ended September 29, 2019 , the Company completed the disposition of its long-cycle upstream oil & gas Engineered Valves ("EV") business and received approval from its Board of Directors to dispose of the Company’s Distributed Valves ("DV") business in a transaction or transfer to a third-party purchaser or purchasers. These actions were consistent with the Company's strategic shift away from upstream oil and gas to focus on more attractive end markets. The EV and DV businesses meet the criteria of discontinued operations and are presented as such in the condensed consolidated financial statements for all periods presented. During the quarter ended June 28, 2020, the Company’s wholly-owned subsidiary, CIRCOR Energy Products LLC ("CEP"), completed the disposition of the DV business to MS Valves GmbH (the “Purchaser”) pursuant to the Securities Purchase Agreement dated June 5, 2020 (the “Purchase Agreement”), for negative $8.25 million and a working capital adjustment of negative $2.0 million . The transaction is subject to an earnout of 50% of net profit (only if positive) from closing through December 31, 2022. The Company has agreed to provide certain transition services for six to twelve months, depending on the nature of the services. As part of the transaction, CEP retained certain supplier liabilities and responsibility for closing the Mexico manufacturing facility. As a result of completing the disposition, the Company recognized a loss on disposal of $21.0 million during the three and six months ended June 28, 2020, within discontinued operations. In addition, CEP recognized approximately $5 million in additional impairment losses or accelerated depreciation expense related to certain assets associated with the Mexico manufacturing facility that were not sold as part of the disposition. The following table presents the summarized components of (loss) income from discontinued operations, for the DV business for the three and six months ended June 28, 2020 and June 30, 2019 , and for the EV business for the three and six months ended June 30, 2019 (in thousands): Three Months Ended Six Months Ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Net revenues $ 3,818 $ 23,839 $ 10,055 $ 55,379 Cost of revenues 15,040 27,228 26,398 59,313 Gross (loss) profit (11,222 ) (3,389 ) (16,343 ) (3,934 ) Selling, general and administrative expenses 5,935 3,726 9,074 9,192 Special and restructuring charges, net 20,454 778 19,126 804 Operating (loss) income (37,611 ) (7,893 ) (44,543 ) (13,930 ) Other (income) expense: Interest (income), net (7 ) (92 ) (14 ) (6 ) Other (income) expense, net (5,191 ) (72 ) 219 163 Total other (income) expense, net (5,198 ) (164 ) 205 157 (Loss) income from discontinued operations, before income taxes (32,413 ) (7,729 ) (44,748 ) (14,087 ) Provision for (benefit from) income tax 11,434 9,427 (10,063 ) 8,797 Loss from discontinued operations, net of tax $ (43,847 ) $ (17,156 ) $ (34,685 ) $ (22,884 ) Assets Held for Sale The Company completed the sale of the DV business during the quarter ended June 28, 2020. The Company completed the sale of its non-core Instrumentation and Sampling ("I&S") business during the quarter ended March 29, 2020. See Note 5 , Special and Restructuring Charges (Recoveries), net for additional information on the I&S business divestiture. As of December 31, 2019 , the DV and I&S businesses are reported as "held for sale" within the current assets and current liabilities section of our condensed consolidated balance sheet. The following table presents the balance sheet information for assets and liabilities held for sale as of December 31, 2019 (in thousands): December 31, 2019 DV I&S Total Trade accounts receivable, net $ 467 $ 9,935 $ 10,402 Inventories 55,521 13,878 69,399 Prepaid expenses and other current assets 2,867 616 3,483 Property, plant, and equipment, net 6,742 6,409 13,151 Goodwill — 91,492 91,492 Deferred tax asset 778 1,089 1,867 Other assets 4,793 6,363 11,156 Valuation adjustment on classification to assets held for sale (39,757 ) — (39,757 ) Total assets held for sale $ 31,411 $ 129,782 $ 161,193 Accounts payable $ 8,708 $ 5,997 $ 14,705 Accrued and other current liabilities 5,834 2,192 8,026 Deferred income taxes 638 151 789 Other liabilities 13,931 5,838 19,769 Total liabilities held for sale $ 29,111 $ 14,178 $ 43,289 |
Revenue Recognition (Notes)
Revenue Recognition (Notes) | 6 Months Ended |
Jun. 28, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | r revenue is derived from a variety of contracts. A significant portion of our revenues are from contracts associated with the design, development, manufacture or modification of highly engineered, complex and severe environment products with customers who are either in or service the aerospace, defense and industrial markets. Our contracts within the defense markets are primarily with U.S. military customers. These contracts typically are subject to the Federal Acquisition Regulations (FAR). We account for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. Contracts may be modified to account for changes in contract specifications and requirements. Contract modifications exist when the modification either creates new, or changes the existing, enforceable rights and obligations. Contract modifications for goods or services that are not distinct from the existing contract are accounted for as if they were part of that existing contract. For revenue that is recognized from products and services transferred to customers over-time, we use an input measure (e.g., costs incurred to date relative to total estimated costs at completion, known as the “cost-to-cost” method) to measure progress. We use the cost-to-cost measure of progress because it best depicts the transfer of control to the customer which occurs as we incur costs on our contracts. Under the cost-to-cost measure of progress, revenues are recorded proportionally as costs are incurred. Contract costs include labor, materials and subcontractors’ costs, other direct costs and an allocation of overhead, as appropriate. As of June 28, 2020 , we had $ 432.0 million of revenue related to remaining unfulfilled performance obligations. We expect to recognize approximately 58 % of our remaining performance obligations as revenue during the remainder of 2020 , 30 % in 2021 , and the remaining 12 % in 2022 and thereafter. In order to determine revenue recognized in the period from contract liabilities, we first allocate revenue to the individual contract liabilities balances outstanding at the beginning of the period until the revenue exceeds that balance. If additional advances are received on those contracts in subsequent periods, we assume all revenue recognized in the reporting period first applies to the beginning contract liabilities as opposed to a portion applying to the new advances for the period. The impact of adjustments in contract estimates on our operating earnings can be reflected in either operating expenses or revenue. There have been no significant changes in estimates in the three and six months ended June 28, 2020 . Disaggregation of Revenue. The Company determined that disaggregating revenue into these categories meets the disclosure objective in Topic 606 which is to depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. The following tables present our revenue disaggregated by major product line and geographical market (in thousands): Three Months Ended Six Months Ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Aerospace & Defense Segment Commercial Aerospace & Other $ 25,195 $ 27,980 $ 51,515 $ 56,686 Defense 37,046 36,714 76,219 69,248 Total 62,241 64,694 127,734 125,934 Industrial Segment Valves 49,452 94,057 103,643 186,361 Pumps 74,373 87,017 146,902 172,328 Total 123,825 181,074 250,545 358,689 Net Revenue $ 186,066 $ 245,768 $ 378,279 $ 484,623 Three Months Ended Six Months Ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Aerospace & Defense Segment EMEA $ 14,254 $ 16,834 $ 29,061 $ 34,566 North America 44,707 41,485 90,695 78,878 Other 3,280 6,375 7,978 12,490 Total 62,241 64,694 127,734 125,934 Industrial Segment EMEA 52,420 63,265 109,426 139,008 North America 43,922 68,949 87,844 142,796 Other 27,483 48,860 53,275 76,885 Total 123,825 181,074 250,545 358,689 Net Revenue $ 186,066 $ 245,768 $ 378,279 $ 484,623 Contract Balances. The Company’s contract assets and contract liabilities balances as of June 28, 2020 and December 31, 2019 are as follows (in thousands): June 28, 2020 December 31, 2019 Increase/(Decrease) Trade accounts receivables, net $ 117,131 $ 125,422 $ (8,291 ) Contract assets (1) 67,465 52,781 14,684 Contract liabilities (2) 42,277 35,007 7,270 (1) Recorded within prepaid expenses and other current assets. (2) Recorded within accrued expenses and other current liabilities. |
Special Charges_Recoveries
Special Charges/Recoveries | 6 Months Ended |
Jun. 28, 2020 | |
Restructuring and Related Activities [Abstract] | |
Special Charges/Recoveries | Special and Restructuring Charges (Recoveries), net Special and restructuring charges (recoveries), net Special and restructuring charges (recoveries), net consist of restructuring costs (including costs to exit a product line or program) as well as certain special charges (recoveries) such as significant litigation settlements and other transactions (charges or recoveries) that are described below. All items described below are recorded in Special and restructuring charges (recoveries), net on our condensed consolidated statements of operations. Certain other special and restructuring charges (recoveries) such as inventory related items may be recorded in cost of revenues given the nature of the item. The table below summarizes the amounts recorded within the special and restructuring charges (recoveries), net line item on the condensed consolidated statements of operations for the three and six months ended June 28, 2020 and June 30, 2019 (in thousands): Special & restructuring charges (recoveries), net Three Months Ended Six Months Ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Special charges (recoveries), net $ 5,019 $ 3,916 $ (40,156 ) $ (4,284 ) Restructuring charges, net 588 299 3,471 657 Total special and restructuring charges (recoveries), net $ 5,607 $ 4,215 $ (36,685 ) $ (3,627 ) Special charges (recoveries), net The table below details the special charges (recoveries), net recorded for the three and six months ended June 28, 2020 (in thousands): Special charges, net Three Months Ended June 28, 2020 Aerospace & Defense Industrial Corporate Total I&S divestiture $ — $ — $ (306 ) $ (306 ) Professional fees — — 4,570 4,570 Other special charges — — 755 755 Total special charges, net $ — $ — $ 5,019 $ 5,019 Special (recoveries) charges, net Six Months Ended June 28, 2020 Aerospace & Defense Industrial Corporate Total I&S divestiture $ — $ (53,202 ) $ (306 ) $ (53,508 ) Professional fees — — 6,925 6,925 Amortization of debt issuance fee — — 3,541 3,541 Other special charges — 101 2,785 2,886 Total special (recoveries) charges, net $ — $ (53,101 ) $ 12,945 $ (40,156 ) I&S divestiture: The Company recorded net special recoveries of $ (0.3) million and $ (53.5) million for the three and six months ended June 28, 2020 , respectively, attributed to the sale of the I&S business in January 2020 . During the quarter ended March 29, 2020, we received net cash proceeds of $ 169.8 million and recognized a pre-tax gain on sale of $ 54.6 million. The Industrial segment incurred $ 1.4 million of operating expenses associated with the I&S business for the three months ended March 29, 2020, which are presented net within the I&S divestiture line. Professional fees: The Company incurred special charges of $ 4.6 million and $ 6.9 million for the three and six months ended June 28, 2020 , respectively, associated with the review and response to an unsolicited tender offer to acquire the Company and related corporate governance actions, and for other proxy-related matters. Amortization of debt issuance fee: The Company incurred special charges of $ 3.5 million for the six months ended June 28, 2020 , for accelerated amortization of capitalized debt issuance costs in connection with the accounting for the paydown and refinancing of its term loan during the first quarter of 2020. See Note 9 , Financing Arrangements, for additional information on our debt repricing. Other special charges: The Company incurred special charges of $ 0.8 million and $ 2.9 million for the three and six months ended June 28, 2020 , respectively, associated with projects to streamline operations and reduce costs. The table below details the special charges, net recorded for the three and six months ended June 30, 2019 (in thousands): Special charges, net Three Months Ended June 30, 2019 Aerospace & Defense Industrial Corporate Total Reliability Services divestiture $ — $ 1,105 $ 286 $ 1,391 Trapped cost — — 450 450 Professional fees to review and respond to an unsolicited tender offer to acquire the Company — — 2,075 2,075 Total special charges, net $ — $ 1,105 $ 2,811 $ 3,916 Special (recoveries) charges, net Six Months Ended June 30, 2019 Aerospace & Defense Industrial Corporate Total Reliability Services divestiture $ — $ (9,177 ) $ 286 $ (8,891 ) Reliability Services 2019 operating expenses — 1,450 — 1,450 Rosscor divestiture related charges — 153 — 153 Trapped cost — — 929 929 Professional fees to review and respond to an unsolicited tender offer to acquire the Company — — 2,075 2,075 Total special (recoveries) charges, net $ — $ (7,574 ) $ 3,290 $ (4,284 ) Reliability Services divestiture: During the first quarter of 2019, the Company sold its Reliability Services business, and recorded a gain of $ 10.3 million. During the three months ended June 30, 2019, the Company recorded a $ 1.4 million charge related to the divested business, for a net gain of $8.9 million for the six months ended June 30, 2019. Reliability Services 2019 operating expenses: The Company classified the 2019 operating expenses of the Reliability Services business as special given the business was held for sale as of 2018 and was sold in January 2019. Rosscor divestiture: In November 2018 , the Company sold its Rosscor B.V. and SES International B.V. subsidiaries (the “Delden Business”) for a nominal amount. During the first six months of 2019, the Company recorded a $ 0.2 million charge related to the divestiture. Trapped cost: For the three and six months ended June 30, 2019, the Company has reclassified $.5 million and $.9 million , respectively, of Corporate costs previously allocated to businesses that were subsequently recorded as discontinued operations. Under GAAP, these costs did not meet the requirements of directly-attributable expenses of the discontinued operations. Professional fees: The Company incurred special charges of $ 2.1 million for the three and six months ended June 30, 2019 associated with the review and response to an unsolicited tender offer to acquire the Company. Restructuring charges, net The tables below detail the charges associated with restructuring actions recorded for the three and six months ended June 28, 2020 and June 30, 2019 (in thousands). Accruals associated with the restructuring actions are recorded within Accrued expenses and other current liabilities on the condensed consolidated balance sheets. A description of the restructuring actions is provided in the section titled "Restructuring Programs Summary" below. Restructuring charges, net As of and for the three months ended June 28, 2020 Aerospace & Defense Industrial Corporate Total Facility related expenses $ 19 $ — $ — $ 19 Employee related expenses, net 169 242 158 569 Total restructuring charges, net $ 188 $ 242 $ 158 $ 588 Restructuring charges, net As of and for the six months ended June 28, 2020 Aerospace & Defense Industrial Corporate Total Facility related expenses $ 30 $ — $ — $ 30 Employee related expenses, net 169 2,932 340 3,441 Total restructuring charges, net $ 199 $ 2,932 $ 340 $ 3,471 Accrued restructuring charges as of December 31, 2019 $ 5,199 Total year to date charges, net (shown above) 3,471 Charges paid / settled, net (5,560 ) Accrued restructuring charges as of June 28, 2020 $ 3,110 We expect to make payment or settle the majority of the restructuring charges accrued as of June 28, 2020 during the third and fourth quarters of 2020 . Restructuring charges, net As of and for the three months ended June 30, 2019 Aerospace & Defense Industrial Corporate Total Facility related expenses $ 145 $ — $ — $ 145 Employee related expenses — 154 — 154 Total restructuring charges, net $ 145 $ 154 $ — $ 299 Restructuring charges, net As of and for the six months ended June 30, 2019 Aerospace & Defense Industrial Corporate Total Facility related expenses $ 217 $ — $ — $ 217 Employee related expenses (3 ) 443 — 440 Total restructuring charges, net $ 214 $ 443 $ — $ 657 Restructuring Programs Summary We recorded $ 0.6 million and $ 3.5 million of restructuring charges during the three months and six months ended June 28, 2020, respectively, to reduce expenses primarily through reductions in force and to close a sales location to consolidate operations. During the three and six months ended June 30, 2019, we recorded $ 0.3 million and $ 0.7 million of restructuring charges, respectively, related to the program we initiated during 2018. |
Inventories
Inventories | 6 Months Ended |
Jun. 28, 2020 | |
Inventory, Net [Abstract] | |
Inventories | Inventories Inventories consisted of the following (in thousands): June 28, 2020 December 31, 2019 Raw materials $ 73,560 $ 65,315 Work in process 50,076 53,891 Finished goods 24,747 18,103 Total inventories $ 148,383 $ 137,309 |
Goodwill And Intangible Assets
Goodwill And Intangible Assets | 6 Months Ended |
Jun. 28, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill And Intangible Assets | Goodwill and Intangibles, net The following table shows goodwill by segment as of December 31, 2019 and June 28, 2020 (in thousands): Aerospace & Defense Industrial Total Goodwill as of December 31, 2019 $ 57,385 $ 214,508 $ 271,893 Impairment — (116,182 ) (116,182 ) Currency translation adjustments 66 877 943 Goodwill as of June 28, 2020 $ 57,451 $ 99,203 $ 156,654 We perform an impairment assessment for goodwill at the reporting unit level on an annual basis as of the end of our October month end or more frequently if circumstances warrant. At June 28, 2020, the Company performed a review and determined there were no triggering events requiring an impairment assessment. At March 29, 2020, the Company reorganized its reporting units (see Note 8, Segment Information) and had its stock price drop below book value, which the Company determined were triggering events requiring an assessment of its goodwill and indefinite-lived trade names. For the assessment of goodwill as of March 29, 2020, we estimated the fair value of our two reporting units, Industrial and Aerospace & Defense, using an income approach based on the present value of future cash flows. We also utilized the implied market value method under the market approach to validate the fair value amount we obtained using a discounted cash flow model income approach which indicated a control premium. Management believes this approach was the best approximation of fair value of its reporting units in the current economic environment considering the uncertainty caused by the COVID-19 pandemic. The key assumptions utilized in our discounted cash flow model include our estimates of the rate of revenue growth, including the rate of growth used in terminal year value, the assumption of a control premium, and the discount rate based on a weighted average cost of capital. The relevant inputs, estimates and assumptions used in the implied market value method include our market capitalization as of March 29, 2020, and selection of a control premium. The Company believes its assumptions used to determine the fair value of its reporting unit are reasonable and consistent with market conditions at the time of estimation. Actual operating results and the related cash flows of the reporting units could differ from the estimated operating results and related cash flows. Based on our impairment assessment as of March 29, 2020, we concluded that our goodwill in the Industrial reporting unit was impaired and, accordingly, recorded a goodwill impairment charge of $ 116.2 million. There was no impairment identified with respect to the Company's indefinite-lived trade name assets. Due to the presence of impairment indicators, we also performed an impairment test of each reporting unit’s long-lived assets. This impairment evaluation was based on expectations of future undiscounted cash flows compared to the carrying value of the long-lived assets. The Company’s cash flow estimates were consistent with those used in the goodwill impairment test discussed above. Based on this analysis, the undiscounted cash flows of our long-lived assets were in excess of their carrying value and thus deemed to not be impaired. The Company believes its procedures for estimating future cash flows were reasonable and consistent with market conditions at the time of estimation. As such, management determined that its long-lived assets other than goodwill were not impaired and that the long-lived assets did not suffer a decline in utility requiring a reassessment of their useful lives. The table below presents gross intangible assets and the related accumulated amortization as of June 28, 2020 (in thousands): Gross Carrying Amount Accumulated Amortization Net Carrying Value Patents $ 5,368 $ (5,368 ) $ — Customer relationships 298,942 (95,348 ) 203,594 Backlog 13,427 (12,465 ) 962 Acquired technology 134,574 (51,000 ) 83,574 Total Amortized Intangibles $ 452,311 $ (164,181 ) $ 288,130 Non-amortized intangibles (primarily trademarks and trade names) $ 74,957 $ — $ 74,957 Total Non-Amortized Intangibles $ 74,957 $ — $ 74,957 Net carrying value of intangible assets $ 363,087 The table below presents estimated remaining amortization expense for intangible assets recorded as of June 28, 2020 (in thousands): 2020 2021 2022 2023 2024 After 2024 Estimated amortization expense $ 22,126 $ 41,264 $ 36,266 $ 31,796 $ 27,939 $ 128,739 |
Segment Information
Segment Information | 6 Months Ended |
Jun. 28, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Our Chief Operating Decision Maker (the "CODM") evaluates segment operating performance using segment operating income. Segment operating income is defined as GAAP operating income excluding intangible amortization and amortization of fair value step-ups of inventory and fixed assets from acquisitions completed subsequent to December 31, 2011 , the impact of restructuring related inventory write-offs, impairment charges and special charges or gains. The Company also refers to this measure as adjusted operating income. The Company uses this measure because it helps management understand and evaluate the segments’ core operating results and serves as the basis for determining incentive compensation achievement. During the quarter ended March 29, 2020 , we divested our I&S business, which was previously part of the Energy segment. See Note 5 , Special and Restructuring Charges (Recoveries), net for additional information on this divestiture. In light of this divestiture, effective March 29, 2020 , we realigned our segments by eliminating the Energy segment and moving the remaining businesses into the Industrial segment. The new reporting segments are Industrial and Aerospace & Defense, which is the level at which the CODM regularly reviews operating results. The current and prior periods are reported under this new segment structure. The following table presents certain reportable segment information (in thousands): Three Months Ended Six Months Ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Net revenues Aerospace & Defense $ 62,241 $ 64,694 $ 127,734 $ 125,934 Industrial 123,825 181,074 250,545 358,689 Consolidated net revenues $ 186,066 $ 245,768 $ 378,279 $ 484,623 Results from continuing operations before income taxes Aerospace & Defense - Segment Operating Income $ 13,142 $ 10,443 $ 25,636 $ 19,817 Industrial - Segment Operating Income 12,406 26,174 17,575 48,754 Corporate expenses (9,664 ) (8,028 ) (16,252 ) (16,550 ) Segment Operating Income 15,884 28,589 26,959 52,021 Restructuring charges, net 588 299 3,471 657 Special charges (recoveries), net 5,019 3,916 (40,156 ) (4,284 ) Special and restructuring charges (recoveries), net 5,607 4,215 (36,685 ) (3,627 ) Restructuring related inventory charges — — (602 ) 325 Amortization of inventory step-up — — — — Impairment charges — — 116,182 726 — Acquisition amortization 10,681 11,248 20,898 23,324 Acquisition depreciation 980 1,106 1,955 2,229 Acquisition amortization and other costs, net 11,661 12,354 138,433 25,878 Consolidated Operating (Loss) Income (1,384 ) 12,020 (74,789 ) 29,770 Interest expense, net 8,486 12,947 17,497 26,041 Other (income) expense, net 2,144 153 (536 ) (1,995 ) (Loss) income from continuing operations before income taxes $ (12,014 ) $ (1,080 ) $ (91,750 ) $ 5,724 Three Months Ended Six Months Ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Capital expenditures Aerospace & Defense $ 686 $ 591 $ 1,327 $ 1,378 Industrial 2,241 1,604 4,557 3,279 Corporate 132 269 330 656 Consolidated capital expenditures $ 3,059 $ 2,464 $ 6,214 $ 5,313 Depreciation and amortization Aerospace & Defense $ 3,087 $ 2,775 $ 6,180 $ 5,448 Industrial 12,742 14,406 25,161 29,605 Corporate 105 167 230 331 Consolidated depreciation and amortization $ 15,934 $ 17,348 $ 31,571 $ 35,384 Identifiable assets June 28, 2020 June 30, 2019 Aerospace & Defense $ 429,197 $ 419,692 Industrial 1,421,404 1,985,979 Corporate (590,234 ) (692,974 ) Consolidated identifiable assets $ 1,260,367 $ 1,712,697 The total assets for each reportable segment have been reported as the Identifiable Assets for that segment, including inter-segment intercompany receivables, payables and investments in other CIRCOR companies. Identifiable assets reported in Corporate include both corporate assets, such as cash, deferred taxes, prepaid and other assets, fixed assets, as well as the elimination of all inter-segment intercompany assets. The elimination of intercompany assets results in negative amounts reported in Corporate for Identifiable Assets. Corporate Identifiable Assets excluding intercompany assets were $49.8 million and $20.9 million as of June 28, 2020 and June 30, 2019 , respectively. |
Financing Arrangements
Financing Arrangements | 6 Months Ended |
Jun. 28, 2020 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments | Financing Arrangements Fair Value The Company utilizes fair value measurement guidance prescribed by accounting standards to value its financial instruments. The guidance establishes a fair value hierarchy based on the inputs used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows: • Level One : Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets. • Level Two : Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in inactive markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. • Level Three : Inputs to the valuation methodology are unobservable and significant to the fair value measurement. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The aggregate fair value of the Company's interest rate swap and cross-currency swap as of June 28, 2020 are summarized in the table below (in thousands): Level 2 - Significant Other Observable Inputs Derivative assets $ 2,729 Derivative liabilities $ (11,308 ) The carrying amounts of cash and cash equivalents, trade receivables and trade payables approximate fair value because of the short maturity of these financial instruments. Cash equivalents are carried at cost which approximates fair value at the balance sheet date and is a Level 1 financial instrument. As of June 28, 2020 , the fair value of our gross debt (before netting debt issuance costs) was $ 565.4 million, or $26.6 million below our carrying cost of $592 million and is a Level 2 financial instrument. Financial Instruments As of June 28, 2020 and December 31, 2019 , the Company had restricted cash balances of $1.0 million and $1.2 million, respectively. These balances are recorded within prepaid and other current assets on the condensed consolidated balance sheets, and are included within cash, cash equivalents and restricted cash in the condensed consolidated statements of cash flows. The Company has a receivable purchasing agreement with a bank whereby the Company can sell selected accounts receivable and obtain between 90% and 100% of the purchase price upfront, net of applicable discount fee, and the residual amount as the receivables are collected. The Company services the collection of the outstanding receivables. During the three and six months ended June 28, 2020, the Company sold a total of $14.7 million and $29.2 million, respectively, of receivables under the program, receiving $13.8 million and $27.4 million, respectively, in upfront cash. No receivables were sold during the six months ended June 30, 2019. At June 28, 2020, a beneficial interest balance of $0.9 million was recorded in prepaid expenses and other current assets on the condensed consolidated balance sheet. The Company has a cross-currency swap agreement to hedge its net investment in non-U.S. subsidiaries against future volatility in exchange rates between the U.S. dollar and the Euro. The cross-currency swap agreement is pursuant to an International Swaps and Derivatives Association ("ISDA") Master Agreement with Deutsche Bank AG. The three-year cross-currency swap has a fixed notional value of $100.0 million at an annual rate of 2.4% and a maturity date of July 12, 2022. At inception, the cross-currency swap was designated as a net investment hedge. This hedging agreement mitigates foreign currency exchange rate exposure and is not for speculative trading purposes. The net investment hedge was deemed effective as of quarter-end. The Company has an interest rate swap pursuant to an ISDA Master Agreement with Citizens Bank, National Association. The four-year interest rate swap has a fixed notional value of $400.0 million with a 1% LIBOR floor and a maturity date of April 12, 2022. The fixed rate of interest paid by the Company is comprised of our current credit spread of 325 basis points plus 2.6475% for a total interest rate of 5.8975% . The ISDA Master Agreement, together with its related schedules, contains customary representations, warranties, and covenants. We have designated the interest rate swap as a qualifying hedging instrument and is treating it as a cash flow hedge for accounting purposes pursuant to ASC 815, Derivatives and Hedging . The aggregate net fair value of the interest rate swap and cross-currency swap was $ (8.6) million . These balances are recorded in other long-term liabilities of $4.9 million , accrued expenses and other current liabilities of $6.4 million , and other current assets of $2.7 million on our condensed consolidated balance sheet as of June 28, 2020 . In addition, the Company recorded long-term deferred tax assets of $2.5 million associated with its hedge instruments as of June 28, 2020. The amount of gains (loss) recognized in other comprehensive (loss) income ("OCI") and reclassified from accumulated other comprehensive (loss) income ("AOCI") to income are summarized below (in thousands): Three Months Ended Six Months Ended June 28, 2020 June 28, 2020 Amount of loss recognized in OCI $ (682 ) $ (4,788 ) Amount of loss reclassified from AOCI into income $ (1,664 ) $ (2,757 ) The realized losses of $1.7 million and $2.8 million were reclassified from other comprehensive loss to interest expense and accrued on the swap during the three and six months ended June 28, 2020 , respectively. Amounts expected to be reclassified from other comprehensive income into interest expense in the coming 12 months is a loss of $6.3 million . Interest expense (including the effects of the cash flow hedges) related to the portion of the Company's term loan subject to the aforementioned interest-rate swap agreement was $6.0 million and $12.0 million for the three and six months ended June 28, 2020 , respectively. Debt As of June 28, 2020 , total debt was $578.6 million compared to $ 636.3 million as of December 31, 2019. Total debt is net of unamortized term loan debt issuance costs of $13.4 million and $ 17.6 million at June 28, 2020 and December 31, 2019 , respectively. The Company made interest payments of $17.2 million and $24.9 million during the six months ended June 28, 2020 , and June 30, 2019, respectively. During the six months ended June 28, 2020 , the Company paid down $ 161.8 million on its term loan from proceeds received through the sale of the I&S business. On March 20, 2020, the Company drew down $ 80.0 million on its line of credit due to concerns about possible disruptions to global capital markets stemming from COVID-19. During the first quarter of 2020, the Company amended its term loan to lower the interest rate associated with the applicable margin calculation. The new terms lower the interest rate on the Company's term loan from LIBOR plus an applicable margin of 3.5% to LIBOR plus an applicable margin of 3.25% , based on its existing corporate family rating from Moody's. The applicable margin reduces to LIBOR plus an applicable margin of 3.00% , with a corporate family rating from Moody's of B1 or better. As part of the debt repricing, the Company's outstanding loan balance was reallocated amongst the lender group. The Company evaluated the changes in outstanding loan balance for each individual lender to determine the amount of capitalized debt issuance costs that required adjustment. Through this exercise, the Company determined that certain creditors under the original term loan did not participate in this refinancing transaction and ceased being creditors of the Company. As a result, the Company recorded a debt extinguishment loss of $3.5 million in the first quarter of during Q1 2020 which was recorded to Special and restructuring charges (recoveries), net, on the condensed consolidated statement of operations. For the remainder of the creditors, this transaction was accounted for as a modification. The Company accounted for the amendment pursuant to |
Guarantees And Indemnification
Guarantees And Indemnification Obligations | 6 Months Ended |
Jun. 28, 2020 | |
Guarantees And Indemnification Obligations [Abstract] | |
Guarantees And Indemnification Obligations | ) Guarantees and Indemnification Obligations As permitted under Delaware law, we have agreements whereby we indemnify certain of our officers and directors for certain events or occurrences while the officer or director is, or was, serving at our request in such capacity. The term of the indemnification period is for the officer’s or director’s lifetime. The maximum potential amount of future payments we could be required to make under these indemnification agreements is unlimited. However, we have directors’ and officers’ liability insurance policies that insure us with respect to certain events covered under the policies and should enable us to recover a portion of any future amounts paid under the indemnification agreements. We have no liabilities recorded from those agreements as of June 28, 2020 . We record provisions for the estimated cost of product warranties, primarily from historical information, at the time product revenue is recognized. We also record provisions with respect to any significant individual warranty issues as they arise. While we engage in extensive product quality programs and processes, our warranty obligation is affected by product failure rates, utilization levels, material usage, service delivery costs incurred in correcting a product failure, and supplier warranties on parts delivered to us. Should actual product failure rates, utilization levels, material usage, service delivery costs or supplier warranties on parts differ from our estimates, revisions to the estimated warranty liability would be required. The following table sets forth information related to our product warranty reserves for the six months ended June 28, 2020 (in thousands): Balance beginning December 31, 2019 $ 1,642 Provisions 1,001 Claims settled (1,126 ) Currency translation adjustment (10 ) Balance ending June 28, 2020 $ 1,507 |
Contingencies And Commitments
Contingencies And Commitments | 6 Months Ended |
Jun. 28, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies And Commitments | (11) Commitments and Contingencies We are subject to various legal proceedings and claims pertaining to matters such as product liability or contract disputes, including issues arising under certain customer contracts with aerospace and defense customers. We are also subject to other proceedings and governmental inquiries, inspections, audits or investigations pertaining to issues such as tax matters, patents and trademarks, pricing, business practices, governmental regulations, employment and other matters. Although the results of litigation and claims cannot be predicted with certainty, we expect that the ultimate disposition of these matters, to the extent not previously provided for, will not have a material adverse effect, individually or in the aggregate, on our business, financial condition, results of operations or liquidity. Asbestos-related product liability claims continue to be filed against two of our subsidiaries: Spence Engineering Company, Inc. (“Spence”), the stock of which we acquired in 1984; and CIRCOR Instrumentation Technologies, Inc. (f/k/a Hoke, Inc.) (“Hoke”), the stock of which we acquired in 1998. The Hoke subsidiary was divested in January 2020 through our sale of the I&S business. However, the Company has indemnified the buyer for asbestos-related claims that are made against Hoke. Due to the nature of the products supplied by these entities, the markets they serve and our historical experience in resolving these claims, we do not expect that these asbestos-related claims will have a material adverse effect on the financial condition, results of operations or liquidity of the Company. Standby Letters of Credit We execute standby letters of credit, which include bid bonds and performance bonds, in the normal course of business to ensure our performance or payments to third parties. The aggregate notional value of these instruments was $35.3 million at June 28, 2020 . We believe that the likelihood of demand for a significant payment relating to the outstanding instruments is remote. These instruments generally have expiration dates ranging from less than 1 month to 5 years from June 28, 2020 . The following table contains information related to standby letters of credit instruments outstanding as of June 28, 2020 (in thousands): Term Remaining Maximum Potential Future Payments 0–12 months $ 22,123 Greater than 12 months 13,207 Total $ 35,330 |
Retirement Plans
Retirement Plans | 6 Months Ended |
Jun. 28, 2020 | |
Retirement Benefits, Description [Abstract] | |
Retirement Plans | (12) Retirement Plans The following table sets forth the components of total net periodic benefit cost (income) of the Company’s defined benefit pension plans and other post-retirement employee benefit plans (in thousands): Three Months Ended Six Months Ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Pension Benefits - U.S. Plans Interest cost $ 1,396 $ 1,967 $ 2,795 $ 3,934 Expected return on plan assets (2,746 ) (2,742 ) (5,493 ) (5,484 ) Amortization 42 129 85 259 Net periodic benefit income $ (1,308 ) $ (646 ) $ (2,613 ) $ (1,291 ) Pension Benefits - Non-U.S. Plans Service cost $ 667 $ 688 $ 1,359 $ 1,382 Interest cost 321 549 660 1,104 Expected return on plan assets (175 ) (244 ) (370 ) (491 ) Amortization (31 ) 5 — 9 Net periodic benefit cost $ 782 $ 998 $ 1,649 $ 2,004 Other Post-Retirement Benefits Interest cost $ 66 $ 93 $ 132 $ 187 Net periodic benefit cost $ 66 $ 93 $ 132 $ 187 The periodic benefit service costs are included in the selling, general, and administrative costs, while the remaining net periodic benefit costs are included in other (income) expense, net in our condensed consolidated statements of operations for the three months ended June 28, 2020 and June 30, 2019 , respectively. There were no employer contributions to the Company's U.S. and non- U.S. based pension plans during the three and six months ended June 28, 2020 . |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 28, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | (13) Income Taxes As of June 28, 2020 and December 31, 2019, we had $1.1 million and $0.6 million , respectively, of unrecognized tax benefits, all of which would affect our effective tax rate if recognized in any future period. The Company files income tax returns in U.S. federal, state and local jurisdictions and in foreign jurisdictions. The Company is no longer subject to examination by the Internal Revenue Service (the "IRS") for years prior to 2016 and is no longer subject to examination by the tax authorities in foreign and state jurisdictions prior to 2015 , except for Germany which is under examination from 2006 to 2015. The Company is currently under examination for income tax filings in various foreign jurisdictions. The Company has a net U.S. deferred tax asset and a net foreign deferred tax liability. Due to uncertainties related to our ability to utilize certain U.S. and foreign deferred income tax assets, we maintained a valuation allowance of $14.3 million at June 28, 2020 and December 31, 2019. The valuation allowance is based on estimates of income in each of the jurisdictions in which we operate and the period over which our deferred tax assets will be recoverable. If future results of operations exceed our current expectations, our existing tax valuation allowances may be adjusted, resulting in future tax benefits. Alternatively, if future results of operations are less than expected, future assessments may result in a determination that some or all of the deferred tax assets are not realizable. On July 9, 2020, the US Department of the Treasury (Treasury) and Internal Revenue Service (IRS) released Final Regulations (Final Regulations) that provide guidance on the section 250 deduction for foreign-derived intangible income (FDII) and global intangible low-taxed income (GILTI). In addition, on July 20, 2020, Treasury released Proposed Regulations concerning GILTI. We are evaluating these Regulations and the impact to the realizability of our US deferred tax assets. It is possible that this evaluation could result in the recording of a valuation allowance against all or a portion of US deferred tax assets, ranging up to approximately $50 million, which would be recorded in the third quarter results of 2020. On March 27, 2020, the United States enacted the Coronavirus Aid, Relief, and Economic Security (CARES) Act as a result of the COVID-19 pandemic, which contains among other things, numerous income tax provisions. Some of these tax provisions are expected to be effective retroactively for years ending before the date of enactment. The Company has evaluated the current legislation and at this time, does not anticipate the CARES Act to have a material impact on its financial statements. During the six months ended June 28, 2020 and June 30, 2019, the Company paid income taxes of $3.5 million and $5.1 million, respectively. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 28, 2020 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Share-Based Compensation | (14) Share-Based Compensation As of June 28, 2020 , the Company had 680,753 stock options and 780,433 Restricted Stock Unit Awards ("RSU Awards") and Restricted Stock Unit Management Stock Plan Awards ("RSU MSPs") outstanding. On May 9, 2019 , our shareholders approved the 2019 Stock Option and Incentive Plan (the "2019 Plan") at the Company's annual meeting which was adopted, subject to shareholder approval, by the Company's board of directors on February 20, 2019 . The 2019 Plan authorizes issuance of up to 1,000,000 shares of common stock (subject to adjustment for stock splits and similar events). Under the 2019 Plan, there were 434,593 shares available for grant as of June 28, 2020 . During the six months ended June 28, 2020 , there were no stock options granted as compared with 153,726 stock options granted during the six months ended June 30, 2019 . The average fair value of stock options granted during the first six months of 2019 was $11.84 per share, and was estimated using the following weighted-average assumptions: June 30, 2019 Risk-free interest rate 2.6 % Expected life (years) 4.4 Expected stock volatility 38.1 % Expected dividend yield — % For additional information regarding the historical issuance of stock options, refer to Note 12 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2019 . During the six months ended June 28, 2020 and June 30, 2019 , we granted 606,679 and 196,231 RSU Awards with approximate fair values of $12.60 and $32.60 per RSU Award, respectively. During the first six months of 2020 and 2019 , we granted performance-based RSU Awards as part of the overall mix of RSU Awards. Of the 606,679 RSU Awards granted during the six months ended June 28, 2020 , 109,278 are performance-based RSU Awards. This compares to 67,362 performance-based RSU Awards granted during the six months ended June 30, 2019 . In 2020, these performance-based RSU Awards include metrics for achieving Adjusted Operating Margin and Adjusted Measurement Cash Flow with target payouts ranging from 0% to 200% . In 2019, the performance-based RSU Awards include metrics for achieving Adjusted Operating Margin and Adjusted Free Cash Flow with the same target payout ranges. Of the different performance-based RSU tranches, the Company anticipates approximately 27% overall achievement and probability to vest. There were no RSU MSPs granted during the six months ended June 28, 2020 whereas RSU MSPs totaling 56,379 with per unit discount amount representing a fair value of $11.10 per share were granted during the six months ended June 30, 2019 . Compensation expense related to our share-based plans for the six months ended June 28, 2020 and June 30, 2019 was $2.5 million and $3.1 million , respectively. The decrease in costs in the current period is primarily related to lower forecasted achievement of performance-based RSU metrics. Compensation expense for six months ended June 28, 2020 was recorded as follows: $2.2 million in selling, general and administrative expenses, $0.1 million in special charges related to the sale of our I&S business, and $0.2 million in discontinued operations related to the sale of our DV business. The special charges and discontinued operations costs relate to the accelerated vesting of awards as a result of the sale transactions. Compensation expense for the six months ended June 30, 2019 was recorded in selling, general and administrative expenses. As of June 28, 2020 , there were $8.9 million of total unrecognized compensation costs related to our outstanding share-based compensation arrangements. That cost is expected to be recognized over a weighted average period of 1.8 years. The weighted average contractual term for stock options outstanding and options exercisable as of June 28, 2020 was 3.6 years and 3.2 years, respectively. The aggregate intrinsic value of stock options exercised during the six months ended June 28, 2020 was insignificant. The aggregate intrinsic value of stock options outstanding and exercisable as of June 28, 2020 were insignificant. The aggregate intrinsic value of RSU Awards settled during the six months ended June 28, 2020 was $1.7 million and the aggregate intrinsic value of RSU Awards outstanding and RSU Awards vested and deferred as of June 28, 2020 was $16.2 million and $0.0 million , respectively. The aggregate intrinsic values of RSU MSPs settled, outstanding, and vested and deferred during the six months ended June 28, 2020 were insignificant. The majority of international participants are issued Cash Settled Stock Unit Awards. As of June 28, 2020 , there were 51,693 Cash Settled Stock Unit Awards outstanding compared to 45,681 as of December 31, 2019 . During the six months ended June 28, 2020 , the aggregate cash used to settle Cash Settled Stock Unit Awards was $0.7 million . As of June 28, 2020 , we had $0.3 million of accrued expenses in other non-current liabilities associated with these Cash Settled Stock Unit Awards compared with $0.9 million as of December 31, 2019 . Cash Settled Stock Unit Award related compensation costs for the six months ended June 28, 2020 and June 30, 2019 were $0.1 million and $0.8 million , respectively. The decrease in cost is due primarily to a lower stock price as of June 28, 2020 compared to June 30, 2019 . For the six months ended June 28, 2020 , $0.1 million was recorded as special charges related to the sale of our I&S business. The special charge amount related to the accelerated vesting of awards as a result of the transaction. For the six months ended June 30, 2019 , compensation costs for Cash Settled Stock Unit Awards were recorded entirely in selling, general, and administrative expense. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 28, 2020 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The following table summarizes the changes in accumulated other comprehensive loss, net of tax, which is reported as a component of shareholders' equity, for the six months ended June 28, 2020 (in thousands): Foreign Currency Translation Adjustments Pension, net Derivative Total Balance as of December 31, 2019 $ (53,848 ) $ (19,513 ) $ (6,906 ) $ (80,267 ) Other comprehensive (loss) income (6,235 ) 82 (1,565 ) (7,718 ) Balance as of June 28, 2020 $ (60,083 ) $ (19,431 ) $ (8,471 ) $ (87,985 ) |
Earnings Per Common Share
Earnings Per Common Share | 6 Months Ended |
Jun. 28, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Share | (16) (Loss) Income Per Common Share ("EPS") For the three months ended June 28, 2020, the calculation of diluted EPS included the dilutive effect of securities totaling 299,034 shares, consisting of 248,227 shares of RSU Awards and 50,807 shares of RSU MSPs. Stock options, RSU Awards, and RSU MSPs covering 773,708 and 447,764 shares of common stock for the six months ended June 28, 2020 and June 30, 2019 , respectively, were not included in the computation of diluted EPS because their effect would be anti-dilutive. |
Summary Of Significant Accoun_2
Summary Of Significant Accounting Policies Summary Of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Cumulative Effect of Changes for Adoption of Revenue Standard | (2) Summary of Significant Accounting Policies The significant accounting policies used in preparation of these condensed consolidated financial statements for the three and six months ended June 28, 2020 are consistent with those discussed in Note 2 to the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2019 , except as updated below with respect to newly adopted accounting standards. The preparation of these financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying disclosures. Some of the more significant estimates, which are impacted by management's estimates and assumptions regarding the effects of COVID-19, relate to recoverability of goodwill and indefinite-lived trade names, estimated total costs for ongoing long-term contracts accounted for as performance obligations where transfer of control occurs over time, inventory valuation, share-based compensation, amortization and impairment of long-lived assets, income taxes (including valuation allowance), penalty accruals for late shipments, other asset valuations, and product warranties. While management believes that the estimates and assumptions used in the preparation of the financial statements are appropriate, actual future results as estimated in the current period could differ materially from those estimates. New Accounting Standards - Adopted In December 2019, the FASB issued Accounting Standards Update ("ASU") No. 2019-12 , Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , as part of its initiative to reduce complexity in the accounting standards. The amendments in ASU 2019-12 eliminate certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. ASU 2019-12 also clarifies and simplifies other aspects of the accounting for income taxes. The amendments in ASU 2019-12 are effective for the fiscal years beginning after December 15, 2020. Early adoption is permitted, including adoption in any interim period. The Company has early adopted this amendment as of June 28, 2020. The adoption of the standard did not have a material impact to the Company’s condensed consolidated financial position and results of operations as well as related income tax disclosures In June 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-13, Financial Instruments - Credit Losses (ASC 326): Measurement of Credit Losses on Financial Instruments . The new guidance, referred to as the current expected credit loss (“CECL”) model, requires the measurement of expected credit losses for financial assets (e.g., accounts receivable) held at the reporting date based on historical experience, current economic conditions, and reasonable and supportable forecasts which generally result in the more timely recognition of losses. The adoption of this new guidance on January 1, 2020 did not have a material impact on our condensed consolidated financial statements. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | The following table presents the summarized components of (loss) income from discontinued operations, for the DV business for the three and six months ended June 28, 2020 and June 30, 2019 , and for the EV business for the three and six months ended June 30, 2019 (in thousands): Three Months Ended Six Months Ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Net revenues $ 3,818 $ 23,839 $ 10,055 $ 55,379 Cost of revenues 15,040 27,228 26,398 59,313 Gross (loss) profit (11,222 ) (3,389 ) (16,343 ) (3,934 ) Selling, general and administrative expenses 5,935 3,726 9,074 9,192 Special and restructuring charges, net 20,454 778 19,126 804 Operating (loss) income (37,611 ) (7,893 ) (44,543 ) (13,930 ) Other (income) expense: Interest (income), net (7 ) (92 ) (14 ) (6 ) Other (income) expense, net (5,191 ) (72 ) 219 163 Total other (income) expense, net (5,198 ) (164 ) 205 157 (Loss) income from discontinued operations, before income taxes (32,413 ) (7,729 ) (44,748 ) (14,087 ) Provision for (benefit from) income tax 11,434 9,427 (10,063 ) 8,797 Loss from discontinued operations, net of tax $ (43,847 ) $ (17,156 ) $ (34,685 ) $ (22,884 ) Assets Held for Sale The Company completed the sale of the DV business during the quarter ended June 28, 2020. The Company completed the sale of its non-core Instrumentation and Sampling ("I&S") business during the quarter ended March 29, 2020. See Note 5 , Special and Restructuring Charges (Recoveries), net for additional information on the I&S business divestiture. As of December 31, 2019 , the DV and I&S businesses are reported as "held for sale" within the current assets and current liabilities section of our condensed consolidated balance sheet. The following table presents the balance sheet information for assets and liabilities held for sale as of December 31, 2019 (in thousands): December 31, 2019 DV I&S Total Trade accounts receivable, net $ 467 $ 9,935 $ 10,402 Inventories 55,521 13,878 69,399 Prepaid expenses and other current assets 2,867 616 3,483 Property, plant, and equipment, net 6,742 6,409 13,151 Goodwill — 91,492 91,492 Deferred tax asset 778 1,089 1,867 Other assets 4,793 6,363 11,156 Valuation adjustment on classification to assets held for sale (39,757 ) — (39,757 ) Total assets held for sale $ 31,411 $ 129,782 $ 161,193 Accounts payable $ 8,708 $ 5,997 $ 14,705 Accrued and other current liabilities 5,834 2,192 8,026 Deferred income taxes 638 151 789 Other liabilities 13,931 5,838 19,769 Total liabilities held for sale $ 29,111 $ 14,178 $ 43,289 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Three Months Ended Six Months Ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Aerospace & Defense Segment Commercial Aerospace & Other $ 25,195 $ 27,980 $ 51,515 $ 56,686 Defense 37,046 36,714 76,219 69,248 Total 62,241 64,694 127,734 125,934 Industrial Segment Valves 49,452 94,057 103,643 186,361 Pumps 74,373 87,017 146,902 172,328 Total 123,825 181,074 250,545 358,689 Net Revenue $ 186,066 $ 245,768 $ 378,279 $ 484,623 Three Months Ended Six Months Ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Aerospace & Defense Segment EMEA $ 14,254 $ 16,834 $ 29,061 $ 34,566 North America 44,707 41,485 90,695 78,878 Other 3,280 6,375 7,978 12,490 Total 62,241 64,694 127,734 125,934 Industrial Segment EMEA 52,420 63,265 109,426 139,008 North America 43,922 68,949 87,844 142,796 Other 27,483 48,860 53,275 76,885 Total 123,825 181,074 250,545 358,689 Net Revenue $ 186,066 $ 245,768 $ 378,279 $ 484,623 Contract Balances. The Company’s contract assets and contract liabilities balances as of June 28, 2020 and December 31, 2019 are as follows (in thousands): June 28, 2020 December 31, 2019 Increase/(Decrease) Trade accounts receivables, net $ 117,131 $ 125,422 $ (8,291 ) Contract assets (1) 67,465 52,781 14,684 Contract liabilities (2) 42,277 35,007 7,270 (1) Recorded within prepaid expenses and other current assets. (2) Recorded within accrued expenses and other current liabilities. |
Special Charges_Recoveries (Tab
Special Charges/Recoveries (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Restructuring and Related Activities [Abstract] | |
Special and Restructuring Charges, Net | The table below summarizes the amounts recorded within the special and restructuring charges (recoveries), net line item on the condensed consolidated statements of operations for the three and six months ended June 28, 2020 and June 30, 2019 (in thousands): Special & restructuring charges (recoveries), net Three Months Ended Six Months Ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Special charges (recoveries), net $ 5,019 $ 3,916 $ (40,156 ) $ (4,284 ) Restructuring charges, net 588 299 3,471 657 Total special and restructuring charges (recoveries), net $ 5,607 $ 4,215 $ (36,685 ) $ (3,627 ) |
Special Charges and Recoveries, Net | for the three and six months ended June 28, 2020 (in thousands): Special charges, net Three Months Ended June 28, 2020 Aerospace & Defense Industrial Corporate Total I&S divestiture $ — $ — $ (306 ) $ (306 ) Professional fees — — 4,570 4,570 Other special charges — — 755 755 Total special charges, net $ — $ — $ 5,019 $ 5,019 Special (recoveries) charges, net Six Months Ended June 28, 2020 Aerospace & Defense Industrial Corporate Total I&S divestiture $ — $ (53,202 ) $ (306 ) $ (53,508 ) Professional fees — — 6,925 6,925 Amortization of debt issuance fee — — 3,541 3,541 Other special charges — 101 2,785 2,886 Total special (recoveries) charges, net $ — $ (53,101 ) $ 12,945 $ (40,156 ) |
Special Charges, Net | The table below details the special charges, net recorded for the three and six months ended June 30, 2019 (in thousands): Special charges, net Three Months Ended June 30, 2019 Aerospace & Defense Industrial Corporate Total Reliability Services divestiture $ — $ 1,105 $ 286 $ 1,391 Trapped cost — — 450 450 Professional fees to review and respond to an unsolicited tender offer to acquire the Company — — 2,075 2,075 Total special charges, net $ — $ 1,105 $ 2,811 $ 3,916 Special (recoveries) charges, net Six Months Ended June 30, 2019 Aerospace & Defense Industrial Corporate Total Reliability Services divestiture $ — $ (9,177 ) $ 286 $ (8,891 ) Reliability Services 2019 operating expenses — 1,450 — 1,450 Rosscor divestiture related charges — 153 — 153 Trapped cost — — 929 929 Professional fees to review and respond to an unsolicited tender offer to acquire the Company — — 2,075 2,075 Total special (recoveries) charges, net $ — $ (7,574 ) $ 3,290 $ (4,284 ) |
Restructuring and Related Costs | Restructuring charges, net As of and for the three months ended June 30, 2019 Aerospace & Defense Industrial Corporate Total Facility related expenses $ 145 $ — $ — $ 145 Employee related expenses — 154 — 154 Total restructuring charges, net $ 145 $ 154 $ — $ 299 Restructuring charges, net As of and for the six months ended June 30, 2019 Aerospace & Defense Industrial Corporate Total Facility related expenses $ 217 $ — $ — $ 217 Employee related expenses (3 ) 443 — 440 Total restructuring charges, net $ 214 $ 443 $ — $ 657 Restructuring Programs Summary We recorded $ 0.6 million and $ 3.5 million of restructuring charges during the three months and six months ended June 28, 2020, respectively, to reduce expenses primarily through reductions in force and to close a sales location to consolidate operations. During the three and six months ended June 30, 2019, we recorded $ 0.3 million and $ 0.7 million of restructuring charges, respectively, related to the program we initiated during 2018. The tables below detail the charges associated with restructuring actions recorded for the three and six months ended June 28, 2020 and June 30, 2019 (in thousands). Accruals associated with the restructuring actions are recorded within Accrued expenses and other current liabilities on the condensed consolidated balance sheets. A description of the restructuring actions is provided in the section titled "Restructuring Programs Summary" below. Restructuring charges, net As of and for the three months ended June 28, 2020 Aerospace & Defense Industrial Corporate Total Facility related expenses $ 19 $ — $ — $ 19 Employee related expenses, net 169 242 158 569 Total restructuring charges, net $ 188 $ 242 $ 158 $ 588 Restructuring charges, net As of and for the six months ended June 28, 2020 Aerospace & Defense Industrial Corporate Total Facility related expenses $ 30 $ — $ — $ 30 Employee related expenses, net 169 2,932 340 3,441 Total restructuring charges, net $ 199 $ 2,932 $ 340 $ 3,471 Accrued restructuring charges as of December 31, 2019 $ 5,199 Total year to date charges, net (shown above) 3,471 Charges paid / settled, net (5,560 ) Accrued restructuring charges as of June 28, 2020 $ 3,110 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Inventory, Net [Abstract] | |
Components Of Inventory | Inventories consisted of the following (in thousands): June 28, 2020 December 31, 2019 Raw materials $ 73,560 $ 65,315 Work in process 50,076 53,891 Finished goods 24,747 18,103 Total inventories $ 148,383 $ 137,309 |
Goodwill And Intangible Assets
Goodwill And Intangible Assets (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill, By Segment | The following table shows goodwill by segment as of December 31, 2019 and June 28, 2020 (in thousands): Aerospace & Defense Industrial Total Goodwill as of December 31, 2019 $ 57,385 $ 214,508 $ 271,893 Impairment — (116,182 ) (116,182 ) Currency translation adjustments 66 877 943 Goodwill as of June 28, 2020 $ 57,451 $ 99,203 $ 156,654 |
Gross Intangible Assets And Related Accumulated Amortization | The table below presents gross intangible assets and the related accumulated amortization as of June 28, 2020 (in thousands): Gross Carrying Amount Accumulated Amortization Net Carrying Value Patents $ 5,368 $ (5,368 ) $ — Customer relationships 298,942 (95,348 ) 203,594 Backlog 13,427 (12,465 ) 962 Acquired technology 134,574 (51,000 ) 83,574 Total Amortized Intangibles $ 452,311 $ (164,181 ) $ 288,130 Non-amortized intangibles (primarily trademarks and trade names) $ 74,957 $ — $ 74,957 Total Non-Amortized Intangibles $ 74,957 $ — $ 74,957 Net carrying value of intangible assets $ 363,087 |
Estimated Remaining Amortization Expense For Intangible Assets | The table below presents estimated remaining amortization expense for intangible assets recorded as of June 28, 2020 (in thousands): 2020 2021 2022 2023 2024 After 2024 Estimated amortization expense $ 22,126 $ 41,264 $ 36,266 $ 31,796 $ 27,939 $ 128,739 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Segment Reporting Information [Line Items] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | During the quarter ended March 29, 2020 , we divested our I&S business, which was previously part of the Energy segment. See Note 5 , Special and Restructuring Charges (Recoveries), net for additional information on this divestiture. In light of this divestiture, effective March 29, 2020 , we realigned our segments by eliminating the Energy segment and moving the remaining businesses into the Industrial segment. The new reporting segments are Industrial and Aerospace & Defense, which is the level at which the CODM regularly reviews operating results. The current and prior periods are reported under this new segment structure. The following table presents certain reportable segment information (in thousands): Three Months Ended Six Months Ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Net revenues Aerospace & Defense $ 62,241 $ 64,694 $ 127,734 $ 125,934 Industrial 123,825 181,074 250,545 358,689 Consolidated net revenues $ 186,066 $ 245,768 $ 378,279 $ 484,623 Results from continuing operations before income taxes Aerospace & Defense - Segment Operating Income $ 13,142 $ 10,443 $ 25,636 $ 19,817 Industrial - Segment Operating Income 12,406 26,174 17,575 48,754 Corporate expenses (9,664 ) (8,028 ) (16,252 ) (16,550 ) Segment Operating Income 15,884 28,589 26,959 52,021 Restructuring charges, net 588 299 3,471 657 Special charges (recoveries), net 5,019 3,916 (40,156 ) (4,284 ) Special and restructuring charges (recoveries), net 5,607 4,215 (36,685 ) (3,627 ) Restructuring related inventory charges — — (602 ) 325 Amortization of inventory step-up — — — — Impairment charges — — 116,182 726 — Acquisition amortization 10,681 11,248 20,898 23,324 Acquisition depreciation 980 1,106 1,955 2,229 Acquisition amortization and other costs, net 11,661 12,354 138,433 25,878 Consolidated Operating (Loss) Income (1,384 ) 12,020 (74,789 ) 29,770 Interest expense, net 8,486 12,947 17,497 26,041 Other (income) expense, net 2,144 153 (536 ) (1,995 ) (Loss) income from continuing operations before income taxes $ (12,014 ) $ (1,080 ) $ (91,750 ) $ 5,724 Three Months Ended Six Months Ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Capital expenditures Aerospace & Defense $ 686 $ 591 $ 1,327 $ 1,378 Industrial 2,241 1,604 4,557 3,279 Corporate 132 269 330 656 Consolidated capital expenditures $ 3,059 $ 2,464 $ 6,214 $ 5,313 Depreciation and amortization Aerospace & Defense $ 3,087 $ 2,775 $ 6,180 $ 5,448 Industrial 12,742 14,406 25,161 29,605 Corporate 105 167 230 331 Consolidated depreciation and amortization $ 15,934 $ 17,348 $ 31,571 $ 35,384 Identifiable assets June 28, 2020 June 30, 2019 Aerospace & Defense $ 429,197 $ 419,692 Industrial 1,421,404 1,985,979 Corporate (590,234 ) (692,974 ) Consolidated identifiable assets $ 1,260,367 $ 1,712,697 |
Financing Arrangements Fair Val
Financing Arrangements Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Fair Value Disclosures [Abstract] | |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | The amount of gains (loss) recognized in other comprehensive (loss) income ("OCI") and reclassified from accumulated other comprehensive (loss) income ("AOCI") to income are summarized below (in thousands): Three Months Ended Six Months Ended June 28, 2020 June 28, 2020 Amount of loss recognized in OCI $ (682 ) $ (4,788 ) Amount of loss reclassified from AOCI into income $ (1,664 ) $ (2,757 ) |
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block] | The aggregate fair value of the Company's interest rate swap and cross-currency swap as of June 28, 2020 are summarized in the table below (in thousands): Level 2 - Significant Other Observable Inputs Derivative assets $ 2,729 Derivative liabilities $ (11,308 ) |
Guarantees And Indemnificatio_2
Guarantees And Indemnification Obligations (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Guarantees And Indemnification Obligations [Abstract] | |
Product Warranty Reserves | The following table sets forth information related to our product warranty reserves for the six months ended June 28, 2020 (in thousands): Balance beginning December 31, 2019 $ 1,642 Provisions 1,001 Claims settled (1,126 ) Currency translation adjustment (10 ) Balance ending June 28, 2020 $ 1,507 |
Contingencies And Commitments (
Contingencies And Commitments (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Standby Letters Of Credit Instruments | The following table contains information related to standby letters of credit instruments outstanding as of June 28, 2020 (in thousands): Term Remaining Maximum Potential Future Payments 0–12 months $ 22,123 Greater than 12 months 13,207 Total $ 35,330 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Retirement Benefits, Description [Abstract] | |
Components Of Net Pension Benefit Expense | The following table sets forth the components of total net periodic benefit cost (income) of the Company’s defined benefit pension plans and other post-retirement employee benefit plans (in thousands): Three Months Ended Six Months Ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Pension Benefits - U.S. Plans Interest cost $ 1,396 $ 1,967 $ 2,795 $ 3,934 Expected return on plan assets (2,746 ) (2,742 ) (5,493 ) (5,484 ) Amortization 42 129 85 259 Net periodic benefit income $ (1,308 ) $ (646 ) $ (2,613 ) $ (1,291 ) Pension Benefits - Non-U.S. Plans Service cost $ 667 $ 688 $ 1,359 $ 1,382 Interest cost 321 549 660 1,104 Expected return on plan assets (175 ) (244 ) (370 ) (491 ) Amortization (31 ) 5 — 9 Net periodic benefit cost $ 782 $ 998 $ 1,649 $ 2,004 Other Post-Retirement Benefits Interest cost $ 66 $ 93 $ 132 $ 187 Net periodic benefit cost $ 66 $ 93 $ 132 $ 187 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The average fair value of stock options granted during the first six months of 2019 was $11.84 per share, and was estimated using the following weighted-average assumptions: June 30, 2019 Risk-free interest rate 2.6 % Expected life (years) 4.4 Expected stock volatility 38.1 % Expected dividend yield — % |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | (15) Accumulated Other Comprehensive Loss The following table summarizes the changes in accumulated other comprehensive loss, net of tax, which is reported as a component of shareholders' equity, for the six months ended June 28, 2020 (in thousands): Foreign Currency Translation Adjustments Pension, net Derivative Total Balance as of December 31, 2019 $ (53,848 ) $ (19,513 ) $ (6,906 ) $ (80,267 ) Other comprehensive (loss) income (6,235 ) 82 (1,565 ) (7,718 ) Balance as of June 28, 2020 $ (60,083 ) $ (19,431 ) $ (8,471 ) $ (87,985 ) |
Schedule of Impact of Overstatement (Understatement) of Comprehensive Income |
Basis of Presentation - Narrati
Basis of Presentation - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Basis of Presentation [Abstract] | ||||
Asset Impairment Charges | $ 0 | $ 0 | $ 116,182 | $ 0 |
Discontinued Operations - Narra
Discontinued Operations - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Disposal Group, Including Discontinued Operation, Liabilities | $ 43,289 | ||||
Impairment of intangible assets | $ 0 | $ 0 | $ 116,182 | $ 0 | |
Disposal Group, Including Discontinued Operation, Assets | 161,193 | ||||
Discontinued Operations, Held-for-Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Disposal Group, Including Discontinued Operation, Liabilities | 29,111 | ||||
Operating (loss) income | (37,611) | $ (7,893) | (44,543) | $ (13,930) | |
Disposal Group, Including Discontinued Operation, Assets | $ 31,411 | ||||
DV Business [Member] | Discontinued Operations, Disposed of by Sale [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Definitive agreement amount | 8,250 | $ 8,250 | |||
Earn-out as percent of net income (percent) | 50.00% | ||||
Loss on sale of disposal | 21,000 | $ 21,000 | |||
Impairment of intangible assets | 5,000 | ||||
Disposal Group, Including Discontinued Operation, Working Capital Adjustments | $ 2,000 | ||||
Long-Cycle Upstream Oil & Gas Engineered Valve | Discontinued Operations, Held-for-Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Loss on sale of disposal | (36,700) | ||||
Distributed Valves | Discontinued Operations, Held-for-Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Goodwill, impairment loss | 4,600 | ||||
Impairment of intangible assets | 1,000 | ||||
Adjustments to assets held for sale to fair value less expected costs to sell | $ 57,100 |
Discontinued Operations - Summa
Discontinued Operations - Summarized Components of (Loss) Income from Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Other (income) expense: | ||||
(Loss) income from discontinued operations, before income taxes | $ (43,847) | $ (17,156) | $ (34,685) | $ (22,884) |
Discontinued Operations, Held-for-Sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Net revenues | 3,818 | 23,839 | 10,055 | 55,379 |
Cost of revenues | 15,040 | 27,228 | 26,398 | 59,313 |
Gross (loss) profit | (11,222) | (3,389) | (16,343) | (3,934) |
Selling, general and administrative expenses | 5,935 | 3,726 | 9,074 | 9,192 |
Special and restructuring charges, net | 20,454 | 778 | 19,126 | 804 |
Operating (loss) income | (37,611) | (7,893) | (44,543) | (13,930) |
Other (income) expense: | ||||
Interest (income), net | (7) | (92) | (14) | (6) |
Other (income) expense, net | 5,191 | 72 | (219) | (163) |
Total other (income) expense, net | (5,198) | (164) | 205 | 157 |
(Loss) income from discontinued operations, before income taxes | (32,413) | (7,729) | (44,748) | (14,087) |
Provision for (benefit from) income tax | 11,434 | 9,427 | (10,063) | 8,797 |
Loss from discontinued operations, net of tax | $ (43,847) | $ (17,156) | $ (34,685) | $ (22,884) |
Discontinued Operations - Balan
Discontinued Operations - Balance Sheet Information for Assets and Liabilties Related to Discontinued Operations (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Trade accounts receivable, net | $ 10,402 |
Inventories | 69,399 |
Prepaid expenses and other current assets | 3,483 |
Property, plant, and equipment, net | 13,151 |
Goodwill | 91,492 |
Deferred tax asset | 1,867 |
Other assets | 11,156 |
Valuation adjustment on classification to assets held for sale | (39,757) |
Total assets held for sale | 161,193 |
Accounts payable | 14,705 |
Accrued and other current liabilities | 8,026 |
Disposal Group, Including Discontinued Operation, Deferred Tax Liabilities | 789 |
Other liabilities | 19,769 |
Total liabilities held for sale | 43,289 |
Discontinued Operations, Held-for-Sale | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Trade accounts receivable, net | 467 |
Inventories | 55,521 |
Prepaid expenses and other current assets | 2,867 |
Property, plant, and equipment, net | 6,742 |
Goodwill | 0 |
Deferred tax asset | 778 |
Other assets | 4,793 |
Valuation adjustment on classification to assets held for sale | (39,757) |
Total assets held for sale | 31,411 |
Accounts payable | 8,708 |
Accrued and other current liabilities | 5,834 |
Disposal Group, Including Discontinued Operation, Deferred Tax Liabilities | 638 |
Other liabilities | 13,931 |
Total liabilities held for sale | 29,111 |
Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Trade accounts receivable, net | 9,935 |
Inventories | 13,878 |
Prepaid expenses and other current assets | 616 |
Property, plant, and equipment, net | 6,409 |
Goodwill | 91,492 |
Deferred tax asset | 1,089 |
Other assets | 6,363 |
Total assets held for sale | 129,782 |
Accounts payable | 5,997 |
Accrued and other current liabilities | 2,192 |
Disposal Group, Including Discontinued Operation, Deferred Tax Liabilities | 151 |
Other liabilities | 5,838 |
Disposal Group, Including Discontinued Operation, Liabilities, Current | $ 14,178 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Increase (Decrease) in Accounts Receivable | $ (768) | $ (17,867) | |
Trade accounts receivable, less allowance for doubtful accounts of $10,877 and $3,086 at June 28, 2020 and December 31, 2019, respectively | 117,131 | $ 125,422 | |
Total backlog | 432,000 | ||
Contract with Customer, Liability | 42,277 | ||
Contract with Customer, Asset, after Allowance for Credit Loss | $ 67,465 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-04-02 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Remaining performance obligation, percentage | 58.00% | ||
Remaining performance obligation, expected period of recognition | 9 months | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Remaining performance obligation, percentage | 30.00% | ||
Remaining performance obligation, expected period of recognition | 1 year | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Remaining performance obligation, percentage | 12.00% | ||
Remaining performance obligation, expected period of recognition | |||
Accounting Standards Update 2014-09 [Member] | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Increase (Decrease) in Accounts and Other Receivables | $ 8,291 | ||
Trade accounts receivable, less allowance for doubtful accounts of $10,877 and $3,086 at June 28, 2020 and December 31, 2019, respectively | 117,131 | 125,422 | |
Increase in contract liabilities | (7,270) | ||
Contract with Customer, Liability | 35,007 | ||
Increase/(Decrease) | $ 14,684 | ||
Contract with Customer, Asset, after Allowance for Credit Loss | $ 52,781 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | |||||
Trade accounts receivable, less allowance for doubtful accounts of $10,877 and $3,086 at June 28, 2020 and December 31, 2019, respectively | $ 117,131 | $ 117,131 | $ 125,422 | ||
Revenue by major product line | 186,066 | $ 245,768 | 378,279 | $ 484,623 | |
Contract with Customer, Asset, after Allowance for Credit Loss | 67,465 | 67,465 | |||
Contract with Customer, Liability | 42,277 | 42,277 | |||
Aerospace & Defense Segment | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue by major product line | 62,241 | 64,694 | 127,734 | 125,934 | |
Aerospace & Defense Segment | EMEA | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue by major product line | 14,254 | 16,834 | 29,061 | 34,566 | |
Aerospace & Defense Segment | North America | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue by major product line | 44,707 | 41,485 | 90,695 | 78,878 | |
Aerospace & Defense Segment | Total | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue by major product line | 3,280 | 6,375 | 7,978 | 12,490 | |
Aerospace & Defense Segment | Commercial Aerospace & Other | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue by major product line | 25,195 | 27,980 | 51,515 | 56,686 | |
Aerospace & Defense Segment | Defense | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue by major product line | 37,046 | 36,714 | 76,219 | 69,248 | |
Industrial Segment | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue by major product line | 123,825 | 181,074 | 250,545 | 358,689 | |
Industrial Segment | EMEA | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue by major product line | 52,420 | 63,265 | 109,426 | 139,008 | |
Industrial Segment | North America | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue by major product line | 43,922 | 68,949 | 87,844 | 142,796 | |
Industrial Segment | Total | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue by major product line | 27,483 | 48,860 | 53,275 | 76,885 | |
Industrial Segment | Valves | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue by major product line | 49,452 | 94,057 | 186,361 | ||
Industrial Segment | Pumps | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue by major product line | 74,373 | $ 87,017 | $ 172,328 | ||
Pumps | North America | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue by major product line | 146,902 | ||||
Valves | EMEA | |||||
Disaggregation of Revenue [Line Items] | |||||
Revenue by major product line | 103,643 | ||||
Accounting Standards Update 2014-09 [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Trade accounts receivable, less allowance for doubtful accounts of $10,877 and $3,086 at June 28, 2020 and December 31, 2019, respectively | $ 117,131 | 117,131 | 125,422 | ||
Increase (Decrease) in Accounts and Other Receivables | (8,291) | ||||
Contract with Customer, Asset, after Allowance for Credit Loss | 52,781 | ||||
ContractwithCustomerAssetPeriodIncreaseDecrease | 14,684 | ||||
Contract with Customer, Liability | $ 35,007 | ||||
Contract with Customer, Liability, Period Increase (Decrease) | $ 7,270 |
Special Charges_Recoveries (Det
Special Charges/Recoveries (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Restructuring Reserve [Roll Forward] | ||||
Restructuring Reserve Beginning of Period | $ 5,199 | |||
Restructuring Charges | $ 588 | $ 299 | 3,471 | $ 657 |
Other Nonrecurring (Income) Expense | 3,916 | (4,284) | (4,284) | |
Special charges paid | (5,560) | |||
Restructuring Reserve End of Period | 3,110 | 3,110 | ||
Employee Severance [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | 569 | 154 | 3,441 | 440 |
Corporate [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | 158 | 0 | 340 | 0 |
Other Nonrecurring (Income) Expense | 2,811 | 12,945 | ||
Corporate [Member] | Employee Severance [Member] | ||||
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | $ 158 | $ 0 | $ 340 | $ 0 |
Special Charges_Recoveries Char
Special Charges/Recoveries Charges Incurred to Date (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 28, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||||||
Special Charges, Net | $ 5,019 | $ 3,916 | $ (40,156) | $ (4,284) | ||
Restructuring Charges | 588 | 299 | 3,471 | 657 | ||
Special Other Charges | 1,450 | |||||
Professional fees to review and respond to an unsolicited tender offer to acquire the Company | 4,570 | 6,925 | ||||
Other Nonrecurring (Income) Expense | 3,916 | (4,284) | (4,284) | |||
Business Combination, Acquisition Related Costs | 450 | 929 | ||||
Restructuring and Related Cost, Incurred Cost | 5,607 | 4,215 | (36,685) | (3,627) | ||
Restructuring Reserve | 3,110 | 3,110 | $ 5,199 | |||
Payments for Restructuring | (5,560) | |||||
Employee Severance [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | 569 | 154 | 3,441 | 440 | ||
Facility Closing [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Recoveries of Restructuring Charges | 19 | 145 | 30 | 217 | ||
Energy [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Professional fees to review and respond to an unsolicited tender offer to acquire the Company | 153 | |||||
Advanced Flow Solutions [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | 188 | 145 | 199 | 214 | ||
Other Nonrecurring (Income) Expense | 5,019 | |||||
Advanced Flow Solutions [Member] | Employee Severance [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | 169 | 0 | 169 | (3) | ||
Advanced Flow Solutions [Member] | Facility Closing [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Recoveries of Restructuring Charges | 19 | (145) | 30 | (217) | ||
Energy [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Other Nonrecurring (Income) Expense | (7,574) | |||||
Total Industrial | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | 242 | 154 | 2,932 | 443 | ||
Other Nonrecurring (Income) Expense | 1,105 | (53,101) | ||||
Total Industrial | Employee Severance [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | 242 | 154 | 2,932 | 443 | ||
Total Industrial | Facility Closing [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Recoveries of Restructuring Charges | 0 | 0 | 0 | 0 | ||
Corporate Segment [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | 158 | 0 | 340 | 0 | ||
Professional fees to review and respond to an unsolicited tender offer to acquire the Company | 4,570 | 6,925 | ||||
Other Nonrecurring (Income) Expense | 2,811 | 12,945 | ||||
Business Combination, Acquisition Related Costs | 2,075 | 2,075 | ||||
Corporate Segment [Member] | Divestiture [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | 3,290 | |||||
Corporate Segment [Member] | Employee Severance [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | 158 | 0 | 340 | 0 | ||
Corporate Segment [Member] | Facility Closing [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Recoveries of Restructuring Charges | 0 | 0 | 0 | 0 | ||
Business Sales [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Other Nonrecurring (Income) Expense | (40,156) | |||||
Acquisition-related Costs [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Other Nonrecurring (Income) Expense | 1,391 | $ (10,300) | (8,891) | (8,900) | ||
Acquisition-related Costs [Member] | Total Industrial | Divestiture [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | 1,105 | (9,177) | ||||
Acquisition-related Costs [Member] | Corporate Segment [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Other Nonrecurring (Income) Expense | 286 | 286 | ||||
Reliability Services divestiture related charges | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Other Restructuring Costs | 3,541 | |||||
Other Nonrecurring (Income) Expense | (53,500) | |||||
Business Sales [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Other Nonrecurring (Income) Expense | (306) | (53,508) | ||||
Business Sales [Member] | Total Industrial | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Other Nonrecurring (Income) Expense | (53,202) | |||||
Business Sales [Member] | Corporate Segment [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Other Nonrecurring (Income) Expense | (306) | (306) | ||||
Sales [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Other Nonrecurring (Income) Expense | 2,886 | |||||
Sales [Member] | Total Industrial | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Other Nonrecurring (Income) Expense | 101 | |||||
Sales [Member] | Corporate Segment [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Other Nonrecurring (Income) Expense | 755 | 2,785 | ||||
Segment Reconciling Items [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | 0 | 0 | (602) | 325 | ||
Special Other Charges | 5,019 | 3,916 | (40,156) | |||
Other Nonrecurring (Income) Expense | $ 5,607 | $ 4,215 | $ (36,685) | $ (3,627) |
Special Charges Narrative (Deta
Special Charges Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||
Jun. 28, 2020 | Mar. 29, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Professional fees to review and respond to an unsolicited tender offer to acquire the Company | $ 4,570,000 | $ 6,925,000 | |||||
Reclassification Of Corporate Costs Previously Allocated To Businesses That Were Subsequently Recorded As Discontinued Operations | $ 500,000 | $ 900,000 | |||||
Business Combination, Acquisition Related Costs | $ 450,000 | 929,000 | |||||
Inventories | 148,383,000 | 148,383,000 | $ 137,309,000 | ||||
Restructuring Charges | 588,000 | 299,000 | 3,471,000 | 657,000 | |||
Special and restructuring (recoveries) charges, net | (3,916,000) | 4,284,000 | 4,284,000 | ||||
Proceeds from Divestiture of Businesses | $ 169.8 | 169,375,000 | 82,203,000 | ||||
Business Combination, Separately Recognized Transactions, Net Gains and Losses | 54,600,000 | ||||||
Business Combination, Separately Recognized Transactions, Expenses and Losses Recognized | $ 1.4 | ||||||
Industrial Segment | |||||||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Restructuring Charges | 242,000 | 154,000 | 2,932,000 | 443,000 | |||
Special and restructuring (recoveries) charges, net | (1,105,000) | 53,101,000 | |||||
Energy [Member] | |||||||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Professional fees to review and respond to an unsolicited tender offer to acquire the Company | 153,000 | ||||||
Advanced Flow Solutions [Member] | |||||||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Restructuring Charges | 188,000 | 145,000 | 199,000 | 214,000 | |||
Special and restructuring (recoveries) charges, net | (5,019,000) | ||||||
Corporate Segment [Member] | |||||||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Professional fees to review and respond to an unsolicited tender offer to acquire the Company | 4,570,000 | 6,925,000 | |||||
Business Combination, Acquisition Related Costs | 2,075,000 | 2,075,000 | |||||
Restructuring Charges | 158,000 | 0 | 340,000 | 0 | |||
Special and restructuring (recoveries) charges, net | (2,811,000) | (12,945,000) | |||||
Divestiture [Member] | Corporate Segment [Member] | |||||||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Restructuring Charges | 3,290,000 | ||||||
Business Sales [Member] | |||||||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Special and restructuring (recoveries) charges, net | 306,000 | 53,508,000 | |||||
Business Sales [Member] | Industrial Segment | |||||||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Special and restructuring (recoveries) charges, net | 53,202,000 | ||||||
Business Sales [Member] | Corporate Segment [Member] | |||||||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Special and restructuring (recoveries) charges, net | 306,000 | 306,000 | |||||
Reliability Services divestiture related charges | |||||||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Special and restructuring (recoveries) charges, net | 53,500,000 | ||||||
Other Restructuring Costs | 3,541,000 | ||||||
Sales [Member] | |||||||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Special and restructuring (recoveries) charges, net | (2,886,000) | ||||||
Sales [Member] | Industrial Segment | |||||||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Special and restructuring (recoveries) charges, net | (101,000) | ||||||
Sales [Member] | Corporate Segment [Member] | |||||||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Special and restructuring (recoveries) charges, net | $ (755,000) | (2,785,000) | |||||
Acquisition-related Costs [Member] | |||||||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Special and restructuring (recoveries) charges, net | (1,391,000) | $ 10,300,000 | 8,891,000 | $ 8,900,000 | |||
Acquisition-related Costs [Member] | Corporate Segment [Member] | |||||||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Special and restructuring (recoveries) charges, net | (286,000) | (286,000) | |||||
Acquisition-related Costs [Member] | Divestiture [Member] | Industrial Segment | |||||||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | |||||||
Restructuring Charges | $ 1,105,000 | $ (9,177,000) |
Inventories (Components Of Inve
Inventories (Components Of Inventory) (Details) - USD ($) $ in Thousands | Jun. 28, 2020 | Dec. 31, 2019 |
Inventory, Net [Abstract] | ||
Raw materials | $ 73,560 | $ 65,315 |
Work in process | 50,076 | 53,891 |
Finished goods | 24,747 | 18,103 |
Inventories | $ 148,383 | $ 137,309 |
Goodwill And Intangible Asset_2
Goodwill And Intangible Assets (Goodwill, By Segment) (Details) $ in Thousands | Mar. 29, 2020unit | Jun. 28, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 28, 2020USD ($) | Jun. 30, 2019USD ($) |
Goodwill [Line Items] | |||||
Number of Reporting Units | unit | 2 | ||||
Asset Impairment Charges | $ 0 | $ 0 | $ 116,182 | $ 0 | |
Goodwill, Purchase Accounting Adjustments | (116,182) | ||||
Goodwill [Roll Forward] | |||||
Goodwill as of December 31, 2019 | 271,893 | ||||
Currency translation adjustments | 943 | ||||
Goodwill as of June 28, 2020 | 156,654 | 156,654 | |||
Aerospace [Member] | |||||
Goodwill [Roll Forward] | |||||
Currency translation adjustments | 66 | ||||
Goodwill as of June 28, 2020 | 57,451 | 57,451 | |||
Total Industrial | |||||
Goodwill [Roll Forward] | |||||
Currency translation adjustments | 877 | ||||
Goodwill as of June 28, 2020 | $ 99,203 | $ 99,203 |
Goodwill And Intangible Asset_3
Goodwill And Intangible Assets (Gross Intangible Assets And Related Accumulated Amortization) (Details) - USD ($) $ in Thousands | Jun. 28, 2020 | Dec. 31, 2019 |
Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 452,311 | |
Accumulated Amortization | (164,181) | |
Finite-Lived Intangible Assets, Gross | 288,130 | |
Net carrying value of intangible assets | 363,087 | $ 385,542 |
Patents [Member] | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | 5,368 | |
Accumulated Amortization | (5,368) | |
Finite-Lived Intangible Assets, Net | 0 | |
Non-amortized intangibles (primarily trademarks and trade names) [Member] | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | 74,957 | |
Accumulated Amortization | 0 | |
Indefinite-Lived Intangible Assets Net of Impairment | 74,957 | |
Customer relationships | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | 298,942 | |
Accumulated Amortization | (95,348) | |
Finite-Lived Intangible Assets, Net | 203,594 | |
Backlog [Member] | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | 13,427 | |
Accumulated Amortization | (12,465) | |
Finite-Lived Intangible Assets, Net | 962 | |
Acquired Technology [Member] | ||
Intangible Assets [Line Items] | ||
Gross Carrying Amount | 134,574 | |
Accumulated Amortization | (51,000) | |
Finite-Lived Intangible Assets, Net | $ 83,574 |
Goodwill And Intangible Asset_4
Goodwill And Intangible Assets (Estimated Remaining Amortization Expense For Intangible Assets) (Details) $ in Thousands | Jun. 28, 2020USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 22,126 |
2021 | 41,264 |
2022 | 36,266 |
2023 | 31,796 |
2024 | 27,939 |
After 2024 | $ 128,739 |
Segment Information (Reportable
Segment Information (Reportable Segment Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Jul. 01, 2018 | |
Segment Reporting Information [Line Items] | ||||||
Restructuring Costs and Asset Impairment Charges | $ 11,661 | $ 12,354 | $ 138,433 | $ 25,878 | ||
Net revenues | 186,066 | 245,768 | 378,279 | 484,623 | ||
Operating Income (Loss) | (1,384) | 12,020 | (74,789) | 29,770 | ||
Other Operating Income | 15,884 | 28,589 | 26,959 | 52,021 | ||
Special Restructuring Charges | 657 | |||||
Special Other Charges | 1,450 | |||||
Total special charges, net | 3,916 | (4,284) | (4,284) | |||
Restructuring Charges | 588 | 299 | 3,471 | 657 | ||
Amortization of inventory step-up | 0 | 0 | 0 | 0 | ||
Asset Impairment Charges | 0 | 0 | 116,182 | 0 | ||
Interest expense | 8,486 | 12,947 | 17,497 | 26,041 | ||
Other income, net | 2,144 | 153 | (536) | (1,995) | ||
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest | (12,014) | (1,080) | (91,750) | 5,724 | ||
Identifiable assets | 1,260,367 | 1,260,367 | $ 1,470,945 | $ 1,712,697 | ||
Capital expenditures | 6,815 | 6,358 | ||||
Depreciation, Depletion and Amortization | 15,934 | 17,348 | 31,571 | 35,384 | ||
Corporate Identifiable Assets After Elimination Of Intercompany Assets [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Identifiable assets | 49,800 | 49,800 | 20,900 | |||
Aerospace & Defense [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Net revenues | 62,241 | 64,694 | 127,734 | 125,934 | ||
Aerospace [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Operating Income (Loss) | 13,142 | 10,443 | 25,636 | 19,817 | ||
Identifiable assets | 429,197 | 429,197 | 419,692 | |||
Capital expenditures | 686 | 591 | 1,327 | 1,378 | ||
Depreciation, Depletion and Amortization | 3,087 | 2,775 | 6,180 | 5,448 | ||
Corporate/Eliminations [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Operating Income (Loss) | (9,664) | (8,028) | (16,252) | (16,550) | ||
Capital expenditures | 132 | 269 | 330 | 656 | ||
Depreciation, Depletion and Amortization | 25,161 | |||||
Industrial Segment | ||||||
Segment Reporting Information [Line Items] | ||||||
Net revenues | 123,825 | 181,074 | 250,545 | 358,689 | ||
Operating Income (Loss) | 12,406 | 26,174 | 17,575 | 48,754 | ||
Total special charges, net | 1,105 | (53,101) | ||||
Restructuring Charges | 242 | 154 | 2,932 | 443 | ||
Identifiable assets | 1,421,404 | 1,421,404 | 1,985,979 | |||
Capital expenditures | 2,241 | 1,604 | 4,557 | 3,279 | ||
Depreciation, Depletion and Amortization | 12,742 | 14,406 | 29,605 | |||
Corporate Segment [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Total special charges, net | 2,811 | 12,945 | ||||
Restructuring Charges | 158 | 0 | 340 | 0 | ||
Identifiable assets | (590,234) | (590,234) | $ (692,974) | |||
Depreciation, Depletion and Amortization | 105 | 167 | 230 | 331 | ||
Segment Reconciling Items [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Special Restructuring Charges | 588 | 299 | 3,471 | |||
Special Other Charges | 5,019 | 3,916 | (40,156) | |||
Total special charges, net | 5,607 | 4,215 | (36,685) | (3,627) | ||
Restructuring Charges | 0 | 0 | (602) | 325 | ||
Asset Impairment Charges | 0 | 116,182 | ||||
Special Acquisition Amortization | 10,681 | 11,248 | 20,898 | 23,324 | ||
Restatement Impact | 980 | 1,106 | 1,955 | 2,229 | ||
Revision of Prior Period, Adjustment [Member] | Operating Segments [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Capital expenditures | 3,059 | $ 2,464 | 6,214 | $ 5,313 | ||
Interest Rate Swap [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Interest expense | $ 6,000 | $ 12,000 |
Financing Arrangements (Narrati
Financing Arrangements (Narrative) (Details) - USD ($) | Apr. 12, 2018 | Dec. 11, 2017 | Jun. 28, 2020 | Mar. 29, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | Dec. 31, 2020 | Mar. 20, 2020 | Dec. 31, 2019 | Jul. 12, 2019 |
Derivative [Line Items] | |||||||||||
Restricted Cash | $ 1 | $ 1 | $ 1.2 | ||||||||
Accounts Receivable, Purchase | 14.7 | ||||||||||
Proceeds from Sale and Collection of Receivables | 13.8 | ||||||||||
Accounts Receivable, Sale, Outstanding Purchase Price | 900,000 | 900,000 | |||||||||
Derivative, Fair Value, Net | (11,308,000) | (11,308,000) | |||||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability Value | 2,729,000 | 2,729,000 | |||||||||
Interest Expense | 8,486,000 | $ 12,947,000 | 17,497,000 | $ 26,041,000 | |||||||
Long Term Debt, Difference Between Carrying Value And Fair Value | 26,600,000 | 26,600,000 | |||||||||
Long-term Debt | 592,000,000 | 592,000,000 | |||||||||
Repayments of Long-term Debt | 191,141,000 | 208,300,000 | |||||||||
Interest Rate Swap [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, before Tax | (1,664,000) | (2,757,000) | |||||||||
Derivative, Term of Contract | 4 years | ||||||||||
Cash flow hedge derivative instrument assets at fair value | (8,600,000) | (8,600,000) | |||||||||
Derivative, Loss on Derivative | 1,700,000 | 2,800,000 | |||||||||
Interest Rate Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months, Net | (6,300,000) | (6,300,000) | |||||||||
Interest Expense | 6,000,000 | 12,000,000 | |||||||||
Cross Currency Interest Rate Contract [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Derivative, Term of Contract | 3 years | ||||||||||
Other Assets [Member] | Interest Rate Swap [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Cash flow hedge derivative instrument assets at fair value | 4,900,000 | 4,900,000 | |||||||||
Accrued Expenses and Other Current Liabilities [Member] | Interest Rate Swap [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Cash flow hedge derivative instrument assets at fair value | 6,400,000 | 6,400,000 | |||||||||
Other Current Assets [Member] | Interest Rate Swap [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Cash flow hedge derivative instrument assets at fair value | 2,700,000 | 2,700,000 | |||||||||
Deferred Tax Asset [Member] | Interest Rate Swap [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Cash flow hedge derivative instrument assets at fair value | 2,500,000 | 2,500,000 | |||||||||
Subsequent Event [Member] | Cross Currency Interest Rate Contract [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Derivative, notional amount | $ 100,000,000 | ||||||||||
Derivative, fixed interest rate | 2.40% | ||||||||||
Fair Value, Inputs, Level 2 [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Long-term Debt, Fair Value | 565,400,000 | $ 565,400,000 | |||||||||
Minimum [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Accounts Receivable, Sale, Percent | 90.00% | ||||||||||
Maximum [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Accounts Receivable, Sale, Percent | 100.00% | ||||||||||
Citizen Bank, National Association [Member] | Interest Rate Swap [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Derivative, notional amount | $ 400,000,000 | $ 400,000,000 | |||||||||
Derivative, Variable Interest Rate | 2.6475% | 2.6475% | |||||||||
Derivative, fixed interest rate | 5.8975% | 5.8975% | |||||||||
Derivative, Current Credit Spread | 3.25% | 3.25% | |||||||||
Cash Flow Hedging [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, before Tax | $ (682,000) | $ (4,788,000) | |||||||||
Term Loan [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Long-term Debt, Gross | 578,600,000 | 578,600,000 | $ 636,300,000 | ||||||||
Unamortized Debt Issuance Expense | $ 13,400,000 | 13,400,000 | $ 17,600,000 | ||||||||
Debt Instrument, Periodic Payment, Interest | 17,200,000 | $ 24,900,000 | |||||||||
Repayments of Long-term Debt | $ 161,800,000 | ||||||||||
Long-term Line of Credit | $ 80,000,000 | ||||||||||
Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | ||||||||||
New Credit Agreement [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | ||||||||||
New Credit Agreement [Member] | Base Rate [Member] | |||||||||||
Derivative [Line Items] | |||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.25% |
Guarantees And Indemnificatio_3
Guarantees And Indemnification Obligations (Product Warranty Reserves) (Details) | 6 Months Ended |
Jun. 28, 2020USD ($) | |
Movement in Standard and Extended Product Warranty, Increase (Decrease) [Roll Forward] | |
Balance beginning December 31, 2014 | $ 1,642,000 |
Provisions | 1,001,000 |
Claims settled | (1,126,000) |
Currency translation adjustments | (10,000) |
Balance ending October 1, 2017 | 1,507,000 |
Liability for indemnification agreements | $ 0 |
Contingencies And Commitments_2
Contingencies And Commitments (Narrative) (Details) $ in Thousands | 6 Months Ended |
Jun. 28, 2020USD ($) | |
Contingencies, Commitments And Guarantees [Line Items] | |
Aggregate notional value standby letters of credit | $ 35,330 |
Minimum [Member] | |
Contingencies, Commitments And Guarantees [Line Items] | |
Expiration period, minimum in months and maximum in years | 1 month |
Maximum [Member] | |
Contingencies, Commitments And Guarantees [Line Items] | |
Expiration period, minimum in months and maximum in years | 5 years |
Settled Litigation | Wage and Hour Action California | |
Contingencies, Commitments And Guarantees [Line Items] | |
Settlement liability | $ 2,400 |
Contingencies And Commitments_3
Contingencies And Commitments (Standby Letters Of Credit Instruments) (Details) $ in Thousands | Jun. 28, 2020USD ($) |
Contingencies, Commitments And Guarantees [Line Items] | |
Letters of Credit Outstanding, Amount | $ 35,330 |
0-12 months [Member] | |
Contingencies, Commitments And Guarantees [Line Items] | |
Letters of Credit Outstanding, Amount | 22,123 |
Greater than 12 months [Member] | |
Contingencies, Commitments And Guarantees [Line Items] | |
Letters of Credit Outstanding, Amount | $ 13,207 |
Retirement Plans (Components Of
Retirement Plans (Components Of Net Pension Benefit Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Pension Benefits | U.S. Plans | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Interest cost | $ 1,396 | $ 1,967 | $ 2,795 | $ 3,934 |
Expected return on plan assets | 2,746 | 2,742 | 5,493 | 5,484 |
Amortization | (42) | (129) | (85) | (259) |
Net periodic benefit income | (1,308) | (646) | (2,613) | (1,291) |
Pension Benefits | Non-U.S. Plans | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Service cost | 667 | 688 | 1,359 | 1,382 |
Interest cost | 321 | 549 | 660 | 1,104 |
Expected return on plan assets | 175 | 244 | 370 | 491 |
Amortization | 31 | (5) | 0 | (9) |
Net periodic benefit income | 782 | 998 | 1,649 | 2,004 |
Other Post-Retirement Benefits | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Interest cost | 66 | 93 | 132 | 187 |
Net periodic benefit income | $ 66 | $ 93 | $ 132 | $ 187 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Unrecognized tax benefits that would impact effective tax rate | $ 1.1 | $ 0.6 | |
Deferred tax assets, valuation allowance | 14.3 | ||
Income Taxes Paid | $ 3.5 | $ 5.1 |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) - USD ($) $ in Millions | 6 Months Ended | |||
Jun. 28, 2020 | Jun. 30, 2019 | Dec. 31, 2020 | May 09, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
RSU outstanding | 780,433 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 1,000,000 | |||
Shares available for grant | 434,593 | |||
Compensation expense (benefit) | $ 2.5 | $ 3.1 | ||
Unrecognized compensation costs | $ 8.9 | |||
Weighted average period of recognition of compensation expense (in years) | 1 year 9 months 18 days | |||
Weighted average contractual term for stock options outstanding, years | 3 years 7 months 6 days | |||
Weighted average contractual term for stock options exercisable, years | 3 years 2 months 12 days | |||
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Weighted Average Grant Date Fair Value | $ 11.84 | |||
Stock options outstanding | 680,753 | |||
Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock units granted | 606,679 | 196,231 | ||
Granted RSU awards fair value | $ 12.60 | $ 32.60 | ||
Share-based Compensation Arrangement By Share-based Payment Award, Performance Target, Expected Overall Achievement And Probability To Vest | 27.00% | |||
Aggregate intrinsic value of RSU Awards / RSU MSPs | $ 1.7 | |||
Aggregate intrinsic value of RSU Awards outstanding | 16.2 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 0 | |||
Restricted Stock Units (RSUs) [Member] | Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Performance target threshold (as a percent) | 0.00% | |||
Restricted Stock Units (RSUs) [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Performance target threshold (as a percent) | 200.00% | |||
Performance Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock units granted | 109,278 | 67,362 | ||
Restricted Stock Units Management Stock Purchase Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock units granted | 0 | 56,379 | ||
Restricted stock units discount amount | 11.10 | |||
Cash Settled Stock Unit Awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
RSU outstanding | 51,693 | |||
Cash Settled Stock Unit Awards [Member] | Selling, General and Administrative Expenses [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense (benefit) | $ 2.2 | |||
Cash Settled Stock Unit Awards [Member] | Restructuring and Related Cost, Incurred Cost [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense (benefit) | 0.1 | |||
Cash Settled Stock Unit Awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
RSU outstanding | 45,681 | |||
Cash used to settle awards | 0.7 | |||
Accrued expenses and current liabilities for Cash Settled Stock Unit Awards | 0.3 | $ 0.9 | ||
Cash Settled Stock Unit Awards [Member] | Selling, General and Administrative Expenses [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense (benefit) | 0.1 | $ 0.8 | ||
Cash Settled Stock Unit Awards [Member] | Restructuring and Related Cost, Incurred Cost [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense (benefit) | 0.1 | |||
Discontinued Operations [Member] | Cash Settled Stock Unit Awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense (benefit) | $ 0.2 |
Share-Based Compensation (Sched
Share-Based Compensation (Schedule Of Estimated Weighted-Average Assumptions Of Stock Options) (Details) | 3 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Risk-free interest rate | 2.60% |
Expected life | 4 years 4 months 24 days |
Expected stock volatility | 38.10% |
Expected dividend yield | 0.00% |
Share-Based Compensation CEO In
Share-Based Compensation CEO Inducement Stock Award (Details) - Stock Options [Member] | 6 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |
Stock options granted (in shares) | shares | 153,726 |
Grant Date Fair Value (in usd per share) | $ / shares | $ 11.84 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 28, 2020 | Mar. 29, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | $ 14,888 | $ (4,302) | $ (7,718) | $ (15,276) | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||||
Balance as of December 31, 2019 | $ (80,267) | (80,267) | ||||
Foreign currency translation adjustments | 14,090 | (1,271) | (6,235) | (9,718) | ||
Interest rate swap adjustments (1) | 755 | (3,031) | (1,565) | $ (5,165) | ||
Other comprehensive (loss) income | 14,888 | $ (22,606) | $ (4,302) | $ (10,974) | (7,718) | |
Balance as of June 28, 2020 | (87,985) | (87,985) | ||||
Foreign Currency Translation Adjustments | ||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||||
Balance as of June 28, 2020 | (60,083) | (60,083) | ||||
Pension, net | ||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||||
Pension, net | 82 | |||||
Balance as of June 28, 2020 | (19,431) | (19,431) | ||||
Derivative | ||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||||
Balance as of June 28, 2020 | $ (8,471) | $ (8,471) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss (Impact on Comprehensive Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Overstated (understated) comprehensive income | $ 14,888 | $ (4,302) | $ (7,718) | $ (15,276) |
Earnings Per Common Share (Deta
Earnings Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 28, 2020 | Mar. 29, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Net loss | $ (34,092) | $ (78,948) | $ (18,520) | $ (4,633) | $ (113,040) | $ (23,153) |
Basic Earnings Per Common Share (EPS), Shares | 19,987,000 | 19,906,000 | 19,962,000 | 19,888,000 | ||
Basic EPS, Per Share Amount | $ (1.71) | $ (0.93) | $ (5.66) | $ (1.16) | ||
Diluted EPS, Shares | 20,286,000 | 19,906,000 | 19,962,000 | 19,888,000 | ||
Diluted EPS, Per Share Amount | $ (1.68) | $ (0.93) | $ (5.66) | |||
Stock Options [Member] | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Anti-dilutive options and RSUs, shares | 773,708 | |||||
RSU Awards [Member] | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Anti-dilutive options and RSUs, shares | 447,764 |
Uncategorized Items - cirq20628
Label | Element | Value |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents | $ 77,104,000 |
Aerospace [Member] | ||
Goodwill | us-gaap_Goodwill | 57,385,000 |
Industrial [Member] | ||
Goodwill | us-gaap_Goodwill | 214,508,000 |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax | us-gaap_AccumulatedOtherComprehensiveIncomeLossNetOfTax | (19,513,000) |
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax | us-gaap_AccumulatedOtherComprehensiveIncomeLossNetOfTax | (53,848,000) |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax | us-gaap_AccumulatedOtherComprehensiveIncomeLossNetOfTax | $ (6,906,000) |