Cover
Cover - shares | 3 Months Ended | |
Apr. 03, 2022 | Aug. 08, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Apr. 03, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-14962 | |
Entity Registrant Name | CIRCOR INTERNATIONAL, INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 04-3477276 | |
Entity Address, Address Line One | 30 Corporate Drive, Suite 200 | |
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 $0.01 per share | |
Trading Symbol | CIR | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 20,360,542 | |
Entity Central Index Key | 0001091883 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Apr. 03, 2022 | Dec. 31, 2021 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 61,122 | $ 59,924 |
Trade accounts receivable, net | 95,638 | 100,149 |
Inventories | 134,540 | 123,343 |
Prepaid expenses and other current assets | 113,162 | 110,749 |
Total Current Assets | 404,462 | 394,165 |
PROPERTY, PLANT AND EQUIPMENT, NET | 150,546 | 154,461 |
OTHER ASSETS: | ||
Goodwill | 122,256 | 122,906 |
Intangibles, net | 290,335 | 303,476 |
Deferred income taxes | 764 | 756 |
Other assets | 43,275 | 43,534 |
TOTAL ASSETS | 1,011,638 | 1,019,298 |
CURRENT LIABILITIES: | ||
Accounts payable | 83,134 | 83,382 |
Accrued expenses and other current liabilities | 75,711 | 81,998 |
Accrued compensation and benefits | 30,560 | 26,551 |
Short-term borrowings and current portion of long-term debt | 2,531 | 1,611 |
Total Current Liabilities | 191,936 | 193,542 |
LONG-TERM DEBT | 532,580 | 511,694 |
DEFERRED INCOME TAXES | 21,283 | 21,721 |
PENSION LIABILITY, NET | 119,170 | 120,881 |
OTHER NON-CURRENT LIABILITIES | 36,348 | 37,744 |
COMMITMENTS AND CONTINGENCIES (NOTE 9 AND 10) | ||
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; 21,683,147 and 21,633,131 issued at April 3, 2022 and December 31, 2021 respectively | 217 | 217 |
Additional paid-in capital | 454,269 | 454,852 |
Accumulated deficit | (219,562) | (198,081) |
Common treasury stock, at cost (1,372,488 shares at April 3, 2022 and December 31, 2021) | (74,472) | (74,472) |
Accumulated other comprehensive loss, net of tax | (50,131) | (48,800) |
Total Shareholders’ Equity | 110,321 | 133,716 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ 1,011,638 | $ 1,019,298 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Apr. 03, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 29,000,000 | 29,000,000 |
Common stock, shares issued (in shares) | 21,683,147 | 21,633,131 |
Common treasury stock (in shares) | 1,372,488 | 1,372,488 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Apr. 03, 2022 | Apr. 04, 2021 | |
Income Statement [Abstract] | ||
Net revenues | $ 185,655 | $ 176,451 |
Cost of revenues | 130,372 | 124,889 |
Gross profit | 55,283 | 51,562 |
Selling, general and administrative expenses | 58,069 | 57,637 |
Special and restructuring charges (recoveries), net | 9,003 | (809) |
Operating (loss) | (11,789) | (5,266) |
Other expense (income): | ||
Interest expense, net | 9,456 | 8,369 |
Other (income), net | (1,287) | (1,781) |
Total other expense, net | 8,169 | 6,588 |
(Loss) from continuing operations before income taxes | (19,958) | (11,854) |
Provision for (benefit from) income taxes | 1,523 | (297) |
(Loss) from continuing operations, net of tax | (21,481) | (11,557) |
(Loss) from discontinued operations, net of income taxes | 0 | (239) |
Net (loss) | $ (21,481) | $ (11,796) |
Basic (loss) per common share: | ||
Basic from continuing operations (in USD per share) | $ (1.06) | $ (0.58) |
Basic from discontinued operations (in USD per share) | 0 | (0.01) |
Basic, Net (loss) income (in USD per share) | (1.06) | (0.59) |
Diluted (loss) per common share: | ||
Diluted from continuing operations (in USD per share) | (1.06) | (0.58) |
Diluted from discontinued operations (in USD per share) | 0 | (0.01) |
Diluted, Net (loss) income (in USD per share) | $ (1.06) | $ (0.59) |
Weighted average number of common shares outstanding: | ||
Basic (in shares) | 20,310 | 20,054 |
Diluted (in shares) | 20,310 | 20,054 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements Of Consolidated Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | ||
Apr. 03, 2022 | Apr. 04, 2021 | ||
Statement of Comprehensive Income [Abstract] | |||
Net (loss) | $ (21,481) | $ (11,796) | |
Other comprehensive (loss), net of tax: | |||
Foreign currency translation adjustments | (3,075) | (3,218) | |
Interest rate swap adjustments | [1] | 1,693 | 1,586 |
Pension adjustment | 51 | 60 | |
Other comprehensive (loss), net of tax | (1,331) | (1,572) | |
COMPREHENSIVE INCOME (LOSS) | $ (22,812) | $ (13,368) | |
[1]Net of an income tax effect of $0.0 million and $0.0 million for the three months ended April 3, 2022 and April 4, 2021 respectively. |
Condensed Consolidated Statem_3
Condensed Consolidated Statements Of Consolidated Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Apr. 03, 2022 | Apr. 04, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Interest rate swap adjustments, tax effect | $ 0 | $ 0 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2022 | Apr. 04, 2021 | |
OPERATING ACTIVITIES | ||
Net (loss) | $ (21,481) | $ (11,796) |
(Loss) from discontinued operations, net of income taxes | 0 | (239) |
(Loss) from continuing operations, net of tax | (21,481) | (11,557) |
Adjustments to reconcile net (loss) to net cash (used in) operating activities: | ||
Depreciation | 5,000 | 6,509 |
Amortization | 9,397 | 10,696 |
Change in provision for bad debt expense | (89) | (465) |
Write down of inventory | 439 | 188 |
Compensation expense for share-based plans | (84) | 1,402 |
Amortization of debt issuance costs | 514 | 995 |
Deferred tax provision | 0 | (1,011) |
(Gain) on sale of businesses | 0 | (1,947) |
Other impairment charges | 8,011 | 0 |
Changes in operating assets and liabilities, net of effects of acquisitions and divestitures: | ||
Trade accounts receivable | 4,242 | (3,707) |
Inventories | (15,465) | (8,255) |
Prepaid expenses and other assets | (5,671) | (8,875) |
Accounts payable, accrued expenses and other liabilities | (737) | (2,547) |
Net cash used in continuing operating activities | (15,924) | (18,574) |
Net cash used in discontinued operating activities | 0 | (636) |
Net cash (used in) operating activities | (15,924) | (19,210) |
INVESTING ACTIVITIES | ||
Additions to property, plant and equipment | (3,607) | (3,394) |
Proceeds from the sale of property, plant and equipment | 15 | 2 |
Proceeds from beneficial interest of factored receivables | 927 | 812 |
Proceeds from the sale of business | 0 | 7,193 |
Net cash (used in) provided by investing activities | (2,665) | 4,613 |
FINANCING ACTIVITIES | ||
Proceeds from long-term debt | 51,325 | 63,500 |
Payments of long-term debt | (30,875) | (46,500) |
Net change in short-term borrowings | 925 | (22) |
Proceeds from the exercise of stock options | 0 | 151 |
Withholding tax payments on net share settlements on equity awards | (821) | (3,274) |
Net cash provided by in financing activities | 20,554 | 13,855 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (712) | (1,615) |
INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | 1,253 | (2,357) |
Cash, cash equivalents, and restricted cash at beginning of period | 61,374 | 68,607 |
Cash, cash equivalents, and restricted cash at end of period | $ 62,627 | $ 66,250 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Shareholder's Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated deficit | Accumulated Other Comprehensive (Loss) | Treasury Stock |
Balance (in shares) at Dec. 31, 2020 | 20,001 | |||||
Balance at beginning of period at Dec. 31, 2020 | $ 152,898 | $ 214 | $ 452,728 | $ (136,443) | $ (89,129) | $ (74,472) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) | (11,796) | |||||
Other comprehensive income (loss), net of tax | (1,572) | (1,572) | ||||
Stock options exercised (in shares) | 5 | |||||
Stock options exercised | 151 | 151 | ||||
Conversion of restricted stock units (shares) | 165 | |||||
Conversion of restricted stock units | (2,421) | $ 2 | (2,423) | |||
Share-based plan compensation | 1,402 | 1,402 | ||||
Balance (in shares) at Apr. 04, 2021 | 20,171 | |||||
Balance at end of period at Apr. 04, 2021 | 138,663 | $ 216 | 451,858 | (148,239) | (90,700) | (74,472) |
Balance (in shares) at Dec. 31, 2021 | 20,261 | |||||
Balance at beginning of period at Dec. 31, 2021 | 133,716 | $ 217 | 454,852 | (198,081) | (48,800) | (74,472) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) | (21,481) | |||||
Other comprehensive income (loss), net of tax | (1,331) | (1,331) | ||||
Stock options exercised | 0 | |||||
Conversion of restricted stock units (shares) | 50 | |||||
Conversion of restricted stock units | (499) | (499) | ||||
Share-based plan compensation | (84) | (84) | ||||
Balance (in shares) at Apr. 03, 2022 | 20,311 | |||||
Balance at end of period at Apr. 03, 2022 | $ 110,321 | $ 217 | $ 454,269 | $ (219,562) | $ (50,131) | $ (74,472) |
Basis Of Presentation
Basis Of Presentation | 3 Months Ended |
Apr. 03, 2022 | |
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” or the “Company”) 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 presentation of the Company’s results of operations, financial position and cash flows for the periods presented. The Company prepares its interim financial information using the same accounting principles it uses for its 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. The Company believes that the disclosures made in its 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, 2021 was derived from CIRCOR’s audited consolidated financial statements as of that date but does not include all of the information and notes required for annual financial statements. The Company recommends that the financial statements included in its Quarterly Report on Form 10-Q be read in conjunction with the consolidated financial statements and notes included in its Annual Report on Form 10-K for the year ended December 31, 2021 ("2021 Annual Report"). As further described in the Explanatory Note in its 2021 Annual Report and Note 2 and Note 23 in Item 8 of the 2021 Annual Report, the Company discovered accounting irregularities in its Pipeline Engineering business unit and restated financial statements for prior periods. The restatement of prior period financial statements include interim financial statements for the quarter ended April 4, 2021. The comparative financial statements presented for the quarter ended April 4, 2021, are restated for the matters as further described in the 2021 Annual Report. CIRCOR operates and reports financial information using a fiscal year ending December 31. The data periods contained within its 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 to the calendar quarter-end date. Operating results for the three months ended April 3, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022 or any future period. Unless otherwise indicated, all financial information and statistical data included in these notes to the Company's condensed consolidated financial statements relate to its continuing operations, with dollar amounts expressed in thousands (except share and 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. The effects of the COVID-19 pandemic continue to negatively impact the Company’s results of operations, cash flows and financial position. The Company’s consolidated financial statements presented herein reflect management's estimates and assumptions regarding the effects of COVID-19 as of the date of the consolidated financial statements. |
Summary Of Significant Accounti
Summary Of Significant Accounting Policies | 3 Months Ended |
Apr. 03, 2022 | |
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 months ended April 3, 2022 are consistent with those discussed in Note 3 to the consolidated financial statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2021. 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 |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Apr. 03, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The Company's revenue is derived from a variety of contracts. A significant portion of 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. Contracts within the defense markets are primarily with U.S. military customers. These contracts typically are subject to the Federal Acquisition Regulations (“FAR”). The Company accounts 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. For revenue that is recognized from products and services transferred to customers over-time, the Company uses 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. The Company uses the cost-to-cost measure of progress because it best depicts the transfer of control to the customer which occurs as it incurs costs on its contracts. Under the cost-to-cost measure of progress, revenue is recognized 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 April 3, 2022 the Company had $201.6 million of transaction price related to remaining performance obligations. The Company expects to recognize approximately 59% of its remaining performance obligations as revenue during the remainder of 2022, 30% in 2023, and the remaining 11% in 2024 and thereafter. In order to determine revenue recognized during the period from contract liabilities at the beginning of the period, the Company first allocates revenue to the individual contract liabilities balance outstanding at the beginning of the period until the revenue exceeds that balance. If additional advances are received on those contracts in the subsequent periods, it assumes all revenue recognized in the reporting period first applies to the beginning contract liability as opposed to a portion applying to the new advances for the period. Revenue recognized during the three months ended April 3, 2022 that was included in contract liabilities at the beginning of the period amounted to $14.3 million. 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 revenue disaggregated by major product line and geographical market ( in thousands ): Three Months Ended April 3, 2022 As Restated Aerospace & Defense Segment Commercial Aerospace & Other $ 25,214 $ 19,800 Defense 38,156 38,688 Total 63,370 58,488 Industrial Segment Valves 45,477 43,072 Pumps 76,808 74,891 Total 122,285 117,963 Net Revenues $ 185,655 $ 176,451 Three Months Ended April 3, 2022 As Restated Aerospace & Defense Segment EMEA $ 14,209 $ 15,214 North America 45,197 40,132 Other 3,964 3,142 Total 63,370 58,488 Industrial Segment EMEA 54,642 55,440 North America 40,837 31,779 Other 26,806 30,744 Total 122,285 117,963 Net Revenues $ 185,655 $ 176,451 Contract Balances The Company’s contract assets and contract liabilities balances as of April 3, 2022 and December 31, 2021 are as follows ( in thousands ): April 3, 2022 December 31, 2021 Increase/(Decrease) Contract assets: Recorded within prepaid expenses and other current assets 85,032 87,527 (2,495) Recorded within other non-current assets 7,341 6,336 1,005 92,373 93,863 (1,490) Contract liabilities: Recorded within accrued expenses and other current liabilities 25,318 26,870 (1,552) Recorded within other non-current liabilities 5,586 4,847 739 30,904 31,717 (813) Contract assets decreased by $1.5 million during the three months ended April 3, 2022, primarily due to invoicing upon project completion milestones in excess of revenue recognized within the Refinery Valves business partially offset by revenue recognized in excess of invoicing within the Defense business. Contract liabilities decreased by $0.8 million during the three months ended April 3, 2022, primarily due to recognition of revenue against customer advances within the Defense and Refinery Valves businesses in excess of advances received during the period, partially offset by customer advances received in excess of revenue recognized in the Industrial Pumps and Valves businesses. Revenue on over time contracts is recognized as the Company, in accordance with the terms of the applicable contract, transfers control in the underlying products or services to the customer, which occurs as it incurs costs on its contracts under the cost-to-cost measure of progress. Revenue on over time contracts may be recognized before or after payments, advances or progress billings from customers are received. Recognition of revenue on over time contracts before the Company can invoice the customer can result in contract assets. Receipt of progress billings or advances from customers in advance of recognizing revenue can result in contract liabilities. Contract assets and contract liabilities amounts presented above are determined at the contract level unit of account. At the contract level it is determined whether the contract is in a net contract asset or net contract liability position. Contract assets are generally classified between current (one year or less) and non-current (more than one year) based on factors such as when payments are due. Contract liabilities are generally classified between current and non-current based on factors such as expected timing of satisfaction of performance obligation. Allowance for Credit Losses The Company continuously monitors collections and payments from its customers and maintains a provision for estimated credit losses or doubtful accounts based upon expected losses, its historical experience, expectation of changes in risk of loss and any specific customer collection issues that it has identified. During the three months ended April 3, 2022, there were no material changes in the allowance for credit losses including additional allowances, write-offs or recoveries other than charges in the amount of $1.5 million for Pipeline Engineering as described further in Note 4, Special and restructuring charges (recoveries), net. During the three months ended April 4, 2021, there were no material changes to the allowance for credit losses including additional allowances, write-offs or recoveries. |
Special and Restructuring Charg
Special and Restructuring Charges (Recoveries), net | 3 Months Ended |
Apr. 03, 2022 | |
Restructuring and Related Activities [Abstract] | |
Special and Restructuring Charges (Recoveries), net | 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 the 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 months ended April 3, 2022 and April 4, 2021 ( in thousands ): Special & restructuring charges (recoveries), net Three Months Ended April 3, 2022 April 4, 2021 Special charges (recoveries), net $ 2,556 $ (2,869) Restructuring charges, net 6,447 2,060 Total special and restructuring charges (recoveries), net $ 9,003 $ (809) Special charges (recoveries), net The table below details the special charges, net recognized for the three months ended April 3, 2022 ( in thousands ): Special charges, net Three Months Ended April 3, 2022 Aerospace & Defense Industrial Corporate Total Pipeline Engineering investigation costs $ — $ — $ 1,341 $ 1,341 Other special charges, net — 136 1,079 1,215 Total special charges, net $ — $ 136 $ 2,420 $ 2,556 Pipeline Engineering investigation costs: During the three months ended April 3, 2022, the Company recognized special charges of $1.3 million related to the investigation into accounting irregularities at the Company's Pipeline Engineering businesses. Other special charges: During the three months ended April 3, 2022, the special charges, net include a net $0.9 million charge for severance related to the former CEO, comprised of $1.7 million severance, partially offset by the accounting effects of forfeitures for certain unvested CEO stock based compensation awards. The table below details the special charges (recoveries), net recognized for the three months ended April 4, 2021 ( in thousands ): Special charges (recoveries), net Three Months Ended April 4, 2021 Aerospace & Defense Industrial Corporate Total Cryo divestiture $ — $ (1,947) $ — $ (1,947) Other special charges (recoveries), net 15 (629) (308) (922) Total special charges (recoveries), net $ 15 $ (2,576) $ (308) $ (2,869) Cryo divestiture: During the three months ended April 4, 2021, the Company recognized a net special recovery of $1.9 million from the sale of the Cryo business. The Company received cash proceeds of $7.2 million and recognized a pre-tax gain on sale of $1.9 million. Other special recoveries: The Company recognized special recoveries of $0.6 million for the three months ended April 4, 2021, with recoveries partially offset by charges from initiatives to streamline operations and reduce costs in the Industrial segment. The Company also recognized recoveries of $0.3 million in Corporate. Restructuring charges, net The tables below detail the charges associated with restructuring actions recorded for the three months ended April 3, 2022 and April 4, 2021. Accruals associated with the restructuring actions are recorded within Accrued expenses and other current liabilities on the condensed consolidated balance sheets (in thousands ): Restructuring charges, net Three Months Ended April 3, 2022 Aerospace & Defense Industrial Corporate Total Facility and other related charges, net $ — $ 5,432 $ — $ 5,432 Employee related charges, net — 722 293 1,015 Total restructuring charges, net $ — $ 6,154 $ 293 $ 6,447 Accrued restructuring charges as of December 31, 2021 $ 1,839 Total charges, net (shown above) 6,447 Charges paid/settled, written-off, net (6,335) Accrued restructuring charges as of April 3, 2022 $ 1,951 The Company recorded restructuring charges of $6.4 million during the three months ended April 3, 2022, of which, $5.9 million related to the exit of Pipeline Engineering business. The $5.9 million consisted of $5.3 million in impairments and $0.6 million of termination benefits. Impairments of $5.3 million included $3.8 million related to the write downs of Property, Plant and Equipment, Right of Use Assets and Intangibles which is a level 3 fair value measurement based on expected cash proceeds from disposition of the assets In addition the Company recorded $1.5 million in write downs of working capital accounts, including primarily $1.0 million for accounts receivables. Included in the Industrial employee related charges is $0.6 million in severance and termination benefits related to the exit of the Pipeline Engineering business. The Company expects to make payment or settle the majority of the restructuring charges accrued as of April 3, 2022, during the remainder of 2022. In addition, the Company recorded a charge of $2.8 million for write down of inventories related to the exit of the Pipeline Engineering business classified within Cost of Revenues on the Condensed Consolidated Statements of Operations. During the same period, the Company recorded $0.3 million of employee related charges, not associated with the exit of the Pipeline Engineering business. Restructuring charges, net Three Months Ended April 4, 2021 Aerospace & Defense Industrial Corporate Total Facility and other related charges $ 8 $ (75) $ — $ (67) Employee related charges 833 976 318 2,127 Total restructuring charges, net $ 841 $ 901 $ 318 $ 2,060 Accrued restructuring charges as of December 31, 2020 $ 1,512 Total year to date charges, net (shown above) 2,060 Charges paid/settled, written-off, net (1,777) Accrued restructuring charges as of April 4, 2021 $ 1,795 During the three months ended April 4, 2021, the Company recorded $2.1 million of restructuring charges to reduce expenses, primarily through reductions in force across both administrative functions and manufacturing operations. |
Inventories
Inventories | 3 Months Ended |
Apr. 03, 2022 | |
Inventory, Net [Abstract] | |
Inventories | Inventories Inventories consisted of the following as of April 3, 2022 and December 31, 2021 ( in thousands ): April 3, 2022 December 31, 2021 Raw materials $ 53,995 $ 51,911 Work in process 58,407 55,942 Finished goods 22,138 15,490 Total inventories $ 134,540 $ 123,343 |
Goodwill And Intangible Assets
Goodwill And Intangible Assets | 3 Months Ended |
Apr. 03, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangibles, net The following table shows the movement in goodwill by segment from December 31, 2021 to April 3, 2022 ( in thousands ): Aerospace & Defense Industrial Total Goodwill as of December 31, 2021 $ 57,360 $ 65,546 $ 122,906 Currency translation adjustments (27) (623) (650) Goodwill as of April 3, 2022 $ 57,333 $ 64,923 $ 122,256 The Company performs an impairment assessment for goodwill at the reporting unit level on an annual basis during the fourth quarter, or more frequently if circumstances warrant. At April 3, 2022, the Company performed a review and determined there were no indicators of impairment requiring interim assessment. The table below presents gross intangible assets and the related accumulated amortization as of April 3, 2022 ( in thousands ): Gross Accumulated Net Carrying Value Patents $ 5,368 $ (5,368) $ — Customer relationships 299,794 (142,835) 156,959 Acquired technology 135,096 (75,303) 59,793 Total Amortized Intangibles $ 440,258 $ (223,506) $ 216,752 Non-amortized intangibles (trademarks and trade names) $ 73,583 $ — $ 73,583 Total Non-Amortized Intangibles $ 73,583 $ — $ 73,583 Net carrying value of intangible assets $ 290,335 The table below presents estimated remaining amortization expense for intangible assets recorded as of April 3, 2022 (in thousands): 2022 2023 2024 2025 2026 After 2026 Estimated amortization expense $ 27,305 $ 31,924 $ 28,056 $ 24,563 $ 21,392 $ 83,512 |
Segment Information
Segment Information | 3 Months Ended |
Apr. 03, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | Segment InformationThe Company's 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. The following table presents certain reportable segment information ( in thousands ): Three Months Ended April 3, 2022 As Restated April 4, 2021 Net revenues Aerospace & Defense $ 63,370 $ 58,488 Industrial 122,285 117,963 Net revenues $ 185,655 $ 176,451 Results from continuing operations before income taxes Aerospace & Defense - Segment Operating Income $ 11,320 $ 9,988 Industrial - Segment Operating Income 6,857 5,834 Corporate expenses (7,770) (9,035) Subtotal 10,407 6,787 Special charges (recoveries), net 2,556 (2,869) Restructuring charges (recoveries), net 6,447 2,060 Special and restructuring charges (recoveries), net 9,003 (809) Restructuring related inventory charges (recoveries), net 2,757 — Acquisition amortization 9,391 10,487 Acquisition depreciation 1,045 2,375 Restructuring, impairment and other costs, net 13,193 12,862 Consolidated Operating Income (loss) (11,789) (5,266) Interest expense, net 9,456 8,369 Other expense (income), net (1,287) (1,781) Income (loss) from continuing operations before income taxes $ (19,958) $ (11,854) Three Months Ended April 3, 2022 As Restated April 4, 2021 Capital expenditures Aerospace & Defense $ 1,286 $ 1,286 Industrial 1,663 2,023 Corporate 352 154 Consolidated capital expenditures $ 3,301 $ 3,463 Depreciation and amortization Aerospace & Defense $ 2,521 $ 2,824 Industrial 11,706 14,203 Corporate 170 178 Consolidated depreciation and amortization $ 14,397 $ 17,205 Identifiable assets April 3, 2022 December 31, 2021 Aerospace & Defense $ 476,607 $ 464,964 Industrial 1,233,543 1,256,974 Corporate (698,512) (702,640) Consolidated identifiable assets $ 1,011,638 $ 1,019,298 |
Financing Arrangements
Financing Arrangements | 3 Months Ended |
Apr. 03, 2022 | |
Fair Value Disclosures [Abstract] | |
Financial Arrangements | 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 net fair value of the Company’s interest rate swap as of April 3, 2022 and December 31, 2021 are summarized in the table below ( in thousands ): Significant Other Observable Inputs April 3, 2022 December 31, 2021 Derivative liabilities $ (530) $ (2,187) The carrying amounts of cash and cash equivalents, restricted cash, trade receivables and trade payables approximate fair value because of the short term 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 April 3, 2022, the estimated fair value of the Company's gross debt (before netting debt issuance costs) was $534.0 million, compared to carrying cos t of $547.7 million . At December 31, 2021, the estimated fair value of the Company’s gross debt (before netting debt issuance costs) was $524.3 million, compared to carrying cost of $526.3 million. The Company’s outstanding debt balances are characterized as Level 2 financial instruments. Financial Instruments As of April 3, 2022 and December 31, 2021, the Company had restricted cash balances of $1.5 million a nd $1.4 million, respectively. These balances are recorded within prepaid expenses 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. During the three months ended April 3, 2022, the Company sold a total of $14.1 million of receivables under the program, recei ving $12.7 million in upfront cash. During the three months ended April 4, 2021, the Company sold a total of $8.4 million of receivables under the program, receiving $8.2 million in upfront cash. At April 3, 2022, a beneficial interest balance of $1.4 million w as recorded in prepaid expenses and other current assets on the condensed consolidated balance sheet. Effective April 2018, the Company entered into an interest rate swap pursuant to an ISDA Master Agreement with Citizens Bank, National Association. The four-year interest rate swap had a fixed notional value of $400.0 million with a 1% LIBOR floor and a maturity date of April 12, 2022. The ISDA Master Agreement, together with its related schedules, contain customary representations, warranties, and covenants. The interest rate swap continues to be effective at achieving offsetting cash flows attributable to the hedged risk under the New Credit Agreement for its remaining term to April 2022. The interest rate swap is a qualifying hedging instrument and is accounted for as a cash flow hedge pursuant to ASC 815, Derivatives and Hedgin g . There were no open forward contracts as of April 3, 2022 and December 31, 2021, respectively. The fair value of the interest rate swap was a net liability positi on of $0.5 million a nd $2.2 million at April 3, 2022 and December 31, 2021, respectively. These balances are recorded in accrued expenses and other current liabilities of $0.5 million and $2.2 million on the condensed consolidated balance sheet as of April 3, 2022 and December 31, 2021, respectively. The amount of gains (loss) recognized in other comprehensive loss (“OCI”) and reclassified from accumulated other comprehensive loss (“AOCI”) to earnings are summarized below ( in thousands ): Three Months Ended April 3, 2022 Amount of (loss) recognized in OCI $ (9) Amount of (loss) reclassified from AOCI to earnings (interest expense, net) $ (1,702) Amounts expected to be reclassified from AOCI into interest expense, net in the next 12 months is a loss of $0.1 million. Interest expense, net (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 $6.9 million for the three months ended April 3, 2022. Debt As of April 3, 2022, total debt (including short-term borrowings and current portion of long-term debt) w as $535.1 million compared to $513.3 million as of December 31, 2021. Total debt is net of unamortized term loan debt issuance costs of $12.6 million and $13.0 million at April 3, 2022 and December 31, 2021, respectively. The Company made interest payments of $8.9 million and $7.6 million during the three months ended April 3, 2022, and April 4, 2021, respectively. |
Guarantees and Indemnification
Guarantees and Indemnification Obligations | 3 Months Ended |
Apr. 03, 2022 | |
Guarantees And Indemnification Obligations [Abstract] | |
Guarantees and Indemnification Obligations | Guarantees and Indemnification Obligations As permitted under Delaware law, the Company has agreements whereby it indemnifies certain of its officers and directors for certain events or occurrences while the officer or director is, or was, serving at its 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 the Company could be required to make under these indemnification agreements is unlimited. However, it has directors’ and officers’ liability insurance policies that insure it with respect to certain events covered under the policies and should enable it to recover a portion of any future amounts paid under the indemnification agreements. The Company has no liabilities recorded from those agreements as of April 3, 2022. The Company records provisions for the estimated cost of product warranties, primarily from historical information, at the time product revenue is recognized. The Company also records provisions with respect to any significant individual warranty issues as they arise. While the Company engages in extensive product quality programs and processes, its 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 the Company’s estimates, revisions to the estimated warranty liability would be required. The following table sets forth information related to product warranty reserves for the three months ended April 3, 2022 and April 4, 2021 ( in thousands ): Three Months Ended April 3, 2022 April 4, 2021 Balance beginning $ 2,739 $ 2,206 Provisions 451 548 Claims settled (644) (629) Currency translation adjustment (20) (21) Balance ending $ 2,526 $ 2,104 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Apr. 03, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company is subject to various legal proceedings and claims pertaining to matters such as product liability or contract disputes. The Company is also subject to other proceedings and governmental inquiries, inspections, audits or investigations pertaining to issues such as tax matters, patents and trademarks, pricing, contractual issues, business practices, governmental regulations, employment and other matters. Although the results of litigation and claims cannot be predicted with certainty, the Company expects 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 its business, financial condition, results of operations or liquidity. Asbestos-related product liability claims continue to be filed against two of the Company's subsidiaries: CIRCOR Instrumentation Technologies, Inc. (f/k/a Hoke, Inc.) (“Hoke”), the stock of which the Company acquired in 1998, and Spence Engineering Company, Inc., the stock of which the Company acquired in 1984. The Hoke subsidiary was divested in January 2020 through the 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 the Company's historical experience in resolving these claims, the Company does 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. During the second quarter of 2021, the Company was notified of a contract termination by one of its Industrial segment customers. The basis for termination is under dispute and the ultimate outcome of this matter is uncertain. During the fourth quarter of 2021 the Company recorded a full allowance against the outstanding receivables resulting in a charge of $6.3 million. The Company also has outstanding guarantees of its performance under the contract in the aggregate amount of $3.4 million. Further, the Company is exposed to claims from sub-contractors for contract termination. The Company has received claims from sub-contractors and has accrued an additional $1.6 million in charges during the fourth quarter of 2021 as its best estimate of probable loss. Should the negotiations or settlement process be unfavorable for the Company, the Company may be unable to collect the outstanding receivables, be exposed to risk of loss on the outstanding performance guarantees, additional claims from sub-contractors, losses in excess of amounts accrued on claims from subs-contractors and potential future claims should any be asserted. Standby Letters of Credit The Company executes standby letters of credit, which include bid bonds and performance bonds, in the normal course of business to ensure performance or payments to third parties. The aggregate notional value of these instruments at April 3, 2022 was $36.3 million of which $29.0 million was syndicated under the Company’s credit agreement. This compares with aggregate notional value of $32.5 million of which $24.7 million was syndicated under the credit agreement as of December 31, 2021. These instruments generally have expiration dates ranging from less than 1 month to 5 years from April 3, 2022. During May 2022, a Russian customer drew on a letter of credit related to an equipment system in the amount of $3.9 million, which the Company funded. The Company is contesting the draw and is pursuing actions to recover this amount from the customer. Restatement of Prior Period Financial Statements and Non-Timely Filing of Financial Statements As described in Note 1, Basis of Presentation, the Company discovered accounting irregularities in its Pipeline Engineering business going back to 2017. The Company conducted an investigation into the accounting irregularities at the Pipeline Engineering business and restated its consolidated financial statements for the annual periods of 2020 and 2019, interim and year to date periods for 2020 and interim and year to date periods for the nine months ended October 3, 2021. The Company was unable to timely file its Annual Report on Form 10-K for 2021 and Quarterly Report on Form 10-Q for the first quarter of 2022 with the Securities and Exchange Commission ("the SEC"). The discovery of accounting irregularities, restatement of prior period financial statements and non-timely filing of financial statements could expose the Company to future claims and losses. The Company has self-reported the identified accounting irregularities at the Pipeline Engineering business to the SEC and the Company continues to respond to requests for information from the SEC. |
Retirement Plans
Retirement Plans | 3 Months Ended |
Apr. 03, 2022 | |
Retirement Benefits, Description [Abstract] | |
Retirement Plans | Retirement Plans The following table sets forth the components of total net periodic benefit (income) cost of the Company’s defined benefit pension plans and other post-retirement employee benefit plans ( in thousands ): Three Months Ended April 3, 2022 April 4, 2021 Pension Benefits - U.S. Plans Interest cost $ 1,000 $ 773 Expected return on plan assets (2,150) (2,629) Amortization 48 51 Net periodic benefit income $ (1,102) $ (1,805) Pension Benefits - Non-U.S. Plans Service cost $ 621 $ 823 Interest cost 366 247 Expected return on plan assets (203) (156) Amortization — 179 Net periodic benefit cost $ 784 $ 1,093 Other Post-Retirement Benefits Service cost $ 1 $ 1 Interest cost 53 42 Net periodic benefit cost $ 54 $ 43 The periodic benefit service costs are included in both costs of revenues, as well as selling, general, and administrative expenses, while the remaining net periodic benefit costs are included in other expense (income), net in the condensed consolidated statements of operations for the three months ended April 3, 2022 and April 4, 2021. The Company did not make any employer contributions to the Company’s U.S. or non-U.S. based defined benefit pension plans during the three months ended April 3, 2022 and April 4, 2021. |
Income Taxes
Income Taxes | 3 Months Ended |
Apr. 03, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The provision for (benefit from) for income taxes to income (loss) from continuing operations is as follows (in thousands) : Three Months Ended April 3, 2022 As Restated April 4, 2021 (Loss) from continuing operations before income taxes $ (19,958) $ (11,854) Effective tax rate (7.6) % 2.5 % Provision for (benefit from) income taxes $ 1,523 $ (297) The Company is required to compute income tax expense in each jurisdiction in which it operates. This process requires the Company to project its current tax liability and estimate its deferred tax assets and liabilities, including net operating loss (“NOL”) and tax credit carryforwards. In assessing the ability to realize the net deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the net deferred tax assets will not be realized. The effective tax rate for the three months ended April 3, 2022, differed from the U.S. federal statutory rate of 21% primarily due to adjustments to the domestic and foreign valuation allowances. The effective tax rate for the three months ended April 4, 2021, differed from the U.S. federal statutory rate primarily due to adjustments to the domestic and foreign valuation allowances and adjustments related to uncertain tax positions. In 2020 the Company recorded a full valuation allowance in the U.S. and Germany. The Company intends to continue maintaining valuation allowances on these deferred tax assets until there is sufficient evidence to support the release of all or some portion of these allowances. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Apr. 03, 2022 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Share-Based Compensation | Share-Based Compensation As of April 3, 2022, the Company ha d 510,663 st ock options an d 239,526 Restricted Stock Unit Awards (“RSU Awards”) and Restricted Stock Unit Management Stock Plan Awards (“RSU MSPs”) outstanding. On May 25, 2021 at the Company’s annual meeting, the Company’s shareholders approved an amendment to the 2019 Stock Option and Incentive Plan (the “2019 Plan”) to increase the number of shares available for issuance by 1,000,000 shares. The 2019 Plan now authorizes issuance of up to 2,000,000 shares of common stock (subject to adjustment for stock splits and similar events). Under the 2019 Plan, there we re 1,454,975 s hares available for grant as of April 3, 2022. During the three months ended April 3, 2022 and April 4, 2021, there were no stock options granted. For additional information regarding the historical issuance of stock options, refer to Note 14 to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. During the three months ended April 3, 2022 and April 4, 2021, the Company granted 1,009 and 233,618 RSU Awards with approximate fair values of $26.60 and $40.85 per RSU Award, respectively. Due to the delay in filing of the Company's annual report on Form 10-K for the year ended December 31, 2021, the grant of annual equity awards, which typically takes place during the first quarter of each fiscal year, has been postponed. During the three months ended April 3, 2022, the Company did not grant any performance-based RSU Awards. This compares to 70,933 performance-based RSU Awards granted during the three months ended April 4, 2021. The performance-based RSU Awards granted in 2021 include a market condition based on the Company's total shareholder return relative to a subset of the S&P 600 SmallCap Industrial Companies over a three year performance period. The target payout range for the 2021 awards is 0% to 200% with a cap not to exceed 600% of the target value on the grant date. The 2021 performance-based RSUs are valued using a Monte Carlo Simulation model to account for the market condition on grant date. There were no R SU MSPs granted during the three months ended April 3, 2022. This compares to 31,248 RSU MSPs granted during the three months ended April 4, 2021, which had a per unit discount of $13.14 per share representing fair value. Compensation expense related to the Company’s share-based plans for the three months ended April 3, 2022 and April 4, 2021 was $(0.1) million and $1.4 million, respectively. The significant decrease in compensation cost in the three months ended April 3, 2022 relates primarily to forfeitures associated with the departure of the Company's former CEO in January 2022. Compensation expense for the three months ended April 3, 2022 was recorded as follows: $0.5 million in selling, general and administrative expenses and $(0.6) million in special charges. Special charges recoveries, net relate to forfeitures associated with the departure of the Company's former CEO, partially offset by certain equity accelerations for the Company's former CEO and other Corporate staff whose positions were eliminated. Compensation expense for the three months ended April 4, 2021 was recorded entirely in selling, general and administrative expenses. As of April 3, 2022, there were $3.4 million of total unrecognized compensation costs related to the Company’s 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 April 3, 2022 was 0.5 years and 0.5 years, respectively. The aggregate intrinsic value of RSU Awards settled and outstanding during the three months ended April 3, 2022 was $1.8 million and $5.8 million, respectively. The aggregate intrinsic value of RSU MSP Awards settled and outstanding during the three months ended April 4, 2021 was $0.2 million and $0.9 million, respectively. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Apr. 03, 2022 | |
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 three months ended April 3, 2022 and April 4, 2021 ( in thousands ): Foreign Currency Translation Adjustments Pension, net Derivative Total Balance as of December 31, 2020 $ (50,060) $ (33,359) $ (5,710) $ (89,129) Other comprehensive (loss) income (3,218) 60 1,586 (1,572) Balance as of April 4, 2021 (As Restated) $ (53,278) $ (33,299) $ (4,124) $ (90,700) Balance as of December 31, 2021 $ (54,432) $ 4,944 $ 688 $ (48,800) Other comprehensive (loss) income (3,075) 51 1,693 (1,331) Balance as of April 3, 2022 $ (57,507) $ 4,995 $ 2,381 $ (50,131) |
Income (Loss) Per Common Share
Income (Loss) Per Common Share ("EPS") | 3 Months Ended |
Apr. 03, 2022 | |
Earnings Per Share [Abstract] | |
Income (Loss) Per Common Share ("EPS") | Income (Loss) Per Common Share (“EPS”) For the three months ended April 3, 2022 and April 4, 2021, outstanding stock options, RSU Awards and RSU MSPs were not included in the calculation of dilutive EPS because to do so would be anti-dilutive. For the three months ended April 3, 2022, there were 511,896 anti-dilutive stock options, RSUs, and RSU MSPs with exercise prices ranging from $31.52 to $60.99. For the three months ended April 4, 2021, there were 870,829 anti-dilutive stock options, RSU Awards and RSU MSPs with exercise prices ranging from $33.63 to $60.99. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following tables present revenue disaggregated by major product line and geographical market ( in thousands ): Three Months Ended April 3, 2022 As Restated Aerospace & Defense Segment Commercial Aerospace & Other $ 25,214 $ 19,800 Defense 38,156 38,688 Total 63,370 58,488 Industrial Segment Valves 45,477 43,072 Pumps 76,808 74,891 Total 122,285 117,963 Net Revenues $ 185,655 $ 176,451 Three Months Ended April 3, 2022 As Restated Aerospace & Defense Segment EMEA $ 14,209 $ 15,214 North America 45,197 40,132 Other 3,964 3,142 Total 63,370 58,488 Industrial Segment EMEA 54,642 55,440 North America 40,837 31,779 Other 26,806 30,744 Total 122,285 117,963 Net Revenues $ 185,655 $ 176,451 Contract Balances The Company’s contract assets and contract liabilities balances as of April 3, 2022 and December 31, 2021 are as follows ( in thousands ): April 3, 2022 December 31, 2021 Increase/(Decrease) Contract assets: Recorded within prepaid expenses and other current assets 85,032 87,527 (2,495) Recorded within other non-current assets 7,341 6,336 1,005 92,373 93,863 (1,490) Contract liabilities: Recorded within accrued expenses and other current liabilities 25,318 26,870 (1,552) Recorded within other non-current liabilities 5,586 4,847 739 30,904 31,717 (813) |
Special and Restructuring Cha_2
Special and Restructuring Charges (Recoveries), net (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
Restructuring and Related Activities [Abstract] | |
Special and Restructuring Charges (Recoveries), 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 months ended April 3, 2022 and April 4, 2021 ( in thousands ): Special & restructuring charges (recoveries), net Three Months Ended April 3, 2022 April 4, 2021 Special charges (recoveries), net $ 2,556 $ (2,869) Restructuring charges, net 6,447 2,060 Total special and restructuring charges (recoveries), net $ 9,003 $ (809) |
Special Charges (Recoveries), Net | The table below details the special charges, net recognized for the three months ended April 3, 2022 ( in thousands ): Special charges, net Three Months Ended April 3, 2022 Aerospace & Defense Industrial Corporate Total Pipeline Engineering investigation costs $ — $ — $ 1,341 $ 1,341 Other special charges, net — 136 1,079 1,215 Total special charges, net $ — $ 136 $ 2,420 $ 2,556 The table below details the special charges (recoveries), net recognized for the three months ended April 4, 2021 ( in thousands ): Special charges (recoveries), net Three Months Ended April 4, 2021 Aerospace & Defense Industrial Corporate Total Cryo divestiture $ — $ (1,947) $ — $ (1,947) Other special charges (recoveries), net 15 (629) (308) (922) Total special charges (recoveries), net $ 15 $ (2,576) $ (308) $ (2,869) |
Charges (Recoveries) Associated with Restructuring Actions | The tables below detail the charges associated with restructuring actions recorded for the three months ended April 3, 2022 and April 4, 2021. Accruals associated with the restructuring actions are recorded within Accrued expenses and other current liabilities on the condensed consolidated balance sheets (in thousands ): Restructuring charges, net Three Months Ended April 3, 2022 Aerospace & Defense Industrial Corporate Total Facility and other related charges, net $ — $ 5,432 $ — $ 5,432 Employee related charges, net — 722 293 1,015 Total restructuring charges, net $ — $ 6,154 $ 293 $ 6,447 Accrued restructuring charges as of December 31, 2021 $ 1,839 Total charges, net (shown above) 6,447 Charges paid/settled, written-off, net (6,335) Accrued restructuring charges as of April 3, 2022 $ 1,951 Restructuring charges, net Three Months Ended April 4, 2021 Aerospace & Defense Industrial Corporate Total Facility and other related charges $ 8 $ (75) $ — $ (67) Employee related charges 833 976 318 2,127 Total restructuring charges, net $ 841 $ 901 $ 318 $ 2,060 Accrued restructuring charges as of December 31, 2020 $ 1,512 Total year to date charges, net (shown above) 2,060 Charges paid/settled, written-off, net (1,777) Accrued restructuring charges as of April 4, 2021 $ 1,795 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
Inventory, Net [Abstract] | |
Components Of Inventory | Inventories consisted of the following as of April 3, 2022 and December 31, 2021 ( in thousands ): April 3, 2022 December 31, 2021 Raw materials $ 53,995 $ 51,911 Work in process 58,407 55,942 Finished goods 22,138 15,490 Total inventories $ 134,540 $ 123,343 |
Goodwill And Intangible Assets
Goodwill And Intangible Assets (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill by Segment | The following table shows the movement in goodwill by segment from December 31, 2021 to April 3, 2022 ( in thousands ): Aerospace & Defense Industrial Total Goodwill as of December 31, 2021 $ 57,360 $ 65,546 $ 122,906 Currency translation adjustments (27) (623) (650) Goodwill as of April 3, 2022 $ 57,333 $ 64,923 $ 122,256 |
Gross Intangible Assets And Related Accumulated Amortization | The table below presents gross intangible assets and the related accumulated amortization as of April 3, 2022 ( in thousands ): Gross Accumulated Net Carrying Value Patents $ 5,368 $ (5,368) $ — Customer relationships 299,794 (142,835) 156,959 Acquired technology 135,096 (75,303) 59,793 Total Amortized Intangibles $ 440,258 $ (223,506) $ 216,752 Non-amortized intangibles (trademarks and trade names) $ 73,583 $ — $ 73,583 Total Non-Amortized Intangibles $ 73,583 $ — $ 73,583 Net carrying value of intangible assets $ 290,335 |
Estimated Future Amortization Expense | The table below presents estimated remaining amortization expense for intangible assets recorded as of April 3, 2022 (in thousands): 2022 2023 2024 2025 2026 After 2026 Estimated amortization expense $ 27,305 $ 31,924 $ 28,056 $ 24,563 $ 21,392 $ 83,512 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
Segment Reporting [Abstract] | |
Reportable Segment Information | The following table presents certain reportable segment information ( in thousands ): Three Months Ended April 3, 2022 As Restated April 4, 2021 Net revenues Aerospace & Defense $ 63,370 $ 58,488 Industrial 122,285 117,963 Net revenues $ 185,655 $ 176,451 Results from continuing operations before income taxes Aerospace & Defense - Segment Operating Income $ 11,320 $ 9,988 Industrial - Segment Operating Income 6,857 5,834 Corporate expenses (7,770) (9,035) Subtotal 10,407 6,787 Special charges (recoveries), net 2,556 (2,869) Restructuring charges (recoveries), net 6,447 2,060 Special and restructuring charges (recoveries), net 9,003 (809) Restructuring related inventory charges (recoveries), net 2,757 — Acquisition amortization 9,391 10,487 Acquisition depreciation 1,045 2,375 Restructuring, impairment and other costs, net 13,193 12,862 Consolidated Operating Income (loss) (11,789) (5,266) Interest expense, net 9,456 8,369 Other expense (income), net (1,287) (1,781) Income (loss) from continuing operations before income taxes $ (19,958) $ (11,854) Three Months Ended April 3, 2022 As Restated April 4, 2021 Capital expenditures Aerospace & Defense $ 1,286 $ 1,286 Industrial 1,663 2,023 Corporate 352 154 Consolidated capital expenditures $ 3,301 $ 3,463 Depreciation and amortization Aerospace & Defense $ 2,521 $ 2,824 Industrial 11,706 14,203 Corporate 170 178 Consolidated depreciation and amortization $ 14,397 $ 17,205 Identifiable assets April 3, 2022 December 31, 2021 Aerospace & Defense $ 476,607 $ 464,964 Industrial 1,233,543 1,256,974 Corporate (698,512) (702,640) Consolidated identifiable assets $ 1,011,638 $ 1,019,298 |
Financing Arrangements (Tables)
Financing Arrangements (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Derivative Assets at Fair Value | The aggregate net fair value of the Company’s interest rate swap as of April 3, 2022 and December 31, 2021 are summarized in the table below ( in thousands ): Significant Other Observable Inputs April 3, 2022 December 31, 2021 Derivative liabilities $ (530) $ (2,187) |
Schedule of Derivative Liabilities at Fair Value | The aggregate net fair value of the Company’s interest rate swap as of April 3, 2022 and December 31, 2021 are summarized in the table below ( in thousands ): Significant Other Observable Inputs April 3, 2022 December 31, 2021 Derivative liabilities $ (530) $ (2,187) |
Reclassification out of Accumulated Other Comprehensive Income | The amount of gains (loss) recognized in other comprehensive loss (“OCI”) and reclassified from accumulated other comprehensive loss (“AOCI”) to earnings are summarized below ( in thousands ): Three Months Ended April 3, 2022 Amount of (loss) recognized in OCI $ (9) Amount of (loss) reclassified from AOCI to earnings (interest expense, net) $ (1,702) |
Guarantees and Indemnificatio_2
Guarantees and Indemnification Obligations (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
Guarantees And Indemnification Obligations [Abstract] | |
Product Warranty Reserves | The following table sets forth information related to product warranty reserves for the three months ended April 3, 2022 and April 4, 2021 ( in thousands ): Three Months Ended April 3, 2022 April 4, 2021 Balance beginning $ 2,739 $ 2,206 Provisions 451 548 Claims settled (644) (629) Currency translation adjustment (20) (21) Balance ending $ 2,526 $ 2,104 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
Retirement Benefits, Description [Abstract] | |
Components Of Net Pension Benefit Expense | The following table sets forth the components of total net periodic benefit (income) cost of the Company’s defined benefit pension plans and other post-retirement employee benefit plans ( in thousands ): Three Months Ended April 3, 2022 April 4, 2021 Pension Benefits - U.S. Plans Interest cost $ 1,000 $ 773 Expected return on plan assets (2,150) (2,629) Amortization 48 51 Net periodic benefit income $ (1,102) $ (1,805) Pension Benefits - Non-U.S. Plans Service cost $ 621 $ 823 Interest cost 366 247 Expected return on plan assets (203) (156) Amortization — 179 Net periodic benefit cost $ 784 $ 1,093 Other Post-Retirement Benefits Service cost $ 1 $ 1 Interest cost 53 42 Net periodic benefit cost $ 54 $ 43 |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The provision for (benefit from) for income taxes to income (loss) from continuing operations is as follows (in thousands) : Three Months Ended April 3, 2022 As Restated April 4, 2021 (Loss) from continuing operations before income taxes $ (19,958) $ (11,854) Effective tax rate (7.6) % 2.5 % Provision for (benefit from) income taxes $ 1,523 $ (297) |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Apr. 03, 2022 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (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 three months ended April 3, 2022 and April 4, 2021 ( in thousands ): Foreign Currency Translation Adjustments Pension, net Derivative Total Balance as of December 31, 2020 $ (50,060) $ (33,359) $ (5,710) $ (89,129) Other comprehensive (loss) income (3,218) 60 1,586 (1,572) Balance as of April 4, 2021 (As Restated) $ (53,278) $ (33,299) $ (4,124) $ (90,700) Balance as of December 31, 2021 $ (54,432) $ 4,944 $ 688 $ (48,800) Other comprehensive (loss) income (3,075) 51 1,693 (1,331) Balance as of April 3, 2022 $ (57,507) $ 4,995 $ 2,381 $ (50,131) |
Revenue Recognition - Performan
Revenue Recognition - Performance Obligations (Details) $ in Millions | 3 Months Ended |
Apr. 03, 2022 USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Revenue performance obligation | $ 201.6 |
Revenue recognized | $ 14.3 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-04 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 59% |
Remaining performance obligation, expected timing of satisfaction | 9 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 30% |
Remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | 11% |
Remaining performance obligation, expected timing of satisfaction |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) - USD ($) | 3 Months Ended | |
Apr. 03, 2022 | Apr. 04, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Decrease in contract assets | $ 1,490,000 | |
Decrease in contract liabilities | 813,000 | |
Pipeline Engineering investigation costs | ||
Disaggregation of Revenue [Line Items] | ||
Allowance for credit losses | $ 1,500,000 | $ 0 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2022 | Apr. 04, 2021 | |
Disaggregation of Revenue [Line Items] | ||
Revenue by major product line | $ 185,655 | $ 176,451 |
Aerospace & Defense Segment | ||
Disaggregation of Revenue [Line Items] | ||
Revenue by major product line | 63,370 | 58,488 |
Aerospace & Defense Segment | EMEA | ||
Disaggregation of Revenue [Line Items] | ||
Revenue by major product line | 14,209 | 15,214 |
Aerospace & Defense Segment | North America | ||
Disaggregation of Revenue [Line Items] | ||
Revenue by major product line | 45,197 | 40,132 |
Aerospace & Defense Segment | Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue by major product line | 3,964 | 3,142 |
Aerospace & Defense Segment | Commercial Aerospace & Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue by major product line | 25,214 | 19,800 |
Aerospace & Defense Segment | Defense | ||
Disaggregation of Revenue [Line Items] | ||
Revenue by major product line | 38,156 | 38,688 |
Industrial Segment | ||
Disaggregation of Revenue [Line Items] | ||
Revenue by major product line | 122,285 | 117,963 |
Industrial Segment | EMEA | ||
Disaggregation of Revenue [Line Items] | ||
Revenue by major product line | 54,642 | 55,440 |
Industrial Segment | North America | ||
Disaggregation of Revenue [Line Items] | ||
Revenue by major product line | 40,837 | 31,779 |
Industrial Segment | Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue by major product line | 26,806 | 30,744 |
Industrial Segment | Valves | ||
Disaggregation of Revenue [Line Items] | ||
Revenue by major product line | 45,477 | 43,072 |
Industrial Segment | Pumps | ||
Disaggregation of Revenue [Line Items] | ||
Revenue by major product line | $ 76,808 | $ 74,891 |
Revenue Recognition - Contract
Revenue Recognition - Contract Asset and Liability (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2022 | Dec. 31, 2021 | |
Contract assets: | ||
Contract assets: | $ 92,373 | $ 93,863 |
Increase/(Decrease) | (1,490) | |
Contract liabilities: | ||
Contract liabilities: | 30,904 | 31,717 |
Increase/(Decrease) | (813) | |
Recorded within prepaid expenses and other current assets | ||
Contract assets: | ||
Contract assets: | 85,032 | 87,527 |
Increase/(Decrease) | (2,495) | |
Recorded within other non-current assets | ||
Contract assets: | ||
Contract assets: | 7,341 | 6,336 |
Increase/(Decrease) | 1,005 | |
Recorded within accrued expenses and other current liabilities | ||
Contract liabilities: | ||
Contract liabilities: | 25,318 | 26,870 |
Increase/(Decrease) | (1,552) | |
Recorded within other non-current liabilities | ||
Contract liabilities: | ||
Contract liabilities: | 5,586 | $ 4,847 |
Increase/(Decrease) | $ 739 |
Special and Restructuring Cha_3
Special and Restructuring Charges (Recoveries), net - Schedule of Special and Restructuring Charges (Recoveries), net (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2022 | Apr. 04, 2021 | |
Restructuring and Related Activities [Abstract] | ||
Special charges (recoveries), net | $ 2,556 | $ (2,869) |
Restructuring charges, net | 2,060 | |
Total special and restructuring charges (recoveries), net | $ 9,003 | $ (809) |
Special and Restructuring Cha_4
Special and Restructuring Charges (Recoveries), net - Schedule of Special Charges (Recoveries) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Oct. 03, 2021 | Apr. 04, 2021 | Sep. 27, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | $ 2,556 | $ (2,869) | |
Pipeline Engineering investigation costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | 1,341 | ||
Cryo divestiture | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | (1,947) | ||
Other special charges (recoveries), net | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | 1,215 | $ 600 | (922) |
Aerospace & Defense | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | 0 | 15 | |
Aerospace & Defense | Pipeline Engineering investigation costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | 0 | ||
Aerospace & Defense | Cryo divestiture | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | 0 | ||
Aerospace & Defense | Other special charges (recoveries), net | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | 0 | 15 | |
Industrial | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | 136 | (2,576) | |
Industrial | Pipeline Engineering investigation costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | 0 | ||
Industrial | Cryo divestiture | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | (1,947) | ||
Industrial | Other special charges (recoveries), net | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | 136 | (629) | |
Corporate | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | 2,420 | (308) | |
Corporate | Pipeline Engineering investigation costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | 1,341 | ||
Corporate | Cryo divestiture | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | 0 | ||
Corporate | Other special charges (recoveries), net | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges (recoveries) | $ 1,079 | $ 300 | $ (308) |
Special and Restructuring Cha_5
Special and Restructuring Charges (Recoveries), net - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Feb. 28, 2022 | Apr. 03, 2022 | Oct. 03, 2021 | Apr. 04, 2021 | Sep. 27, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||||
Special charges (recoveries) | $ 2,556 | $ (2,869) | |||
Proceeds from beneficial interest of factored receivables | $ 927 | $ 812 | |||
Gain on disposition of business | $ 700 | 0 | 1,947 | ||
Total restructuring charges, net | 6,447 | 2,060 | |||
Severance | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Total restructuring charges, net | 900 | ||||
Forfeiture Of Unvested Stock Based Compensation Awards | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Total restructuring charges, net | 1,700 | ||||
Impairments And Termination Benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Total restructuring charges, net | 5,900 | ||||
Impairments | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Total restructuring charges, net | 5,300 | ||||
Termination Benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Total restructuring charges, net | 600 | ||||
Write Down Of Property, Plant and Equipment, Right-Of-Use Assets And Intangibles | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Total restructuring charges, net | 3,800 | ||||
Write Down Of Working Capital | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Total restructuring charges, net | 1,500 | ||||
Write Down Of Accounts Receivable | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Total restructuring charges, net | 1,000 | ||||
Write Down Of Inventories | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Total restructuring charges, net | 2,800 | ||||
Employee related charges, net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Total restructuring charges, net | 1,015 | 2,127 | |||
Employee Related Charges | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Total restructuring charges, net | 300 | ||||
Corporate | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Special charges (recoveries) | 2,420 | (308) | |||
Total restructuring charges, net | 293 | 318 | |||
Corporate | Employee related charges, net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Total restructuring charges, net | 293 | 318 | |||
Industrial | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Special charges (recoveries) | 136 | (2,576) | |||
Total restructuring charges, net | 6,154 | 901 | |||
Industrial | Severance And Termination Benefits | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Total restructuring charges, net | 600 | ||||
Industrial | Employee related charges, net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Total restructuring charges, net | 722 | 976 | |||
Other special charges (recoveries), net | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Special charges (recoveries) | 1,215 | 600 | (922) | ||
Other special charges (recoveries), net | Corporate | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Special charges (recoveries) | 1,079 | 300 | (308) | ||
Other special charges (recoveries), net | Industrial | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Special charges (recoveries) | $ 136 | $ (629) | |||
Cryo divestiture gain | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Special charges (recoveries) | $ (1,300) | (1,900) | |||
Proceeds from beneficial interest of factored receivables | 7,200 | ||||
Gain on disposition of business | $ 1,900 |
Special and Restructuring Cha_6
Special and Restructuring Charges (Recoveries), net - Schedule of Restructuring Charges, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2022 | Apr. 04, 2021 | |
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring charges, net | $ 6,447 | $ 2,060 |
Restructuring Reserve [Roll Forward] | ||
Accrued restructuring charges, beginning balance | 1,839 | 1,512 |
Total restructuring charges, net | 6,447 | 2,060 |
Charges paid/settled, written-off, net | (6,335) | (1,777) |
Accrued restructuring charges, ending balance | 1,951 | 1,795 |
Facility and other related charges, net | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring charges, net | 5,432 | (67) |
Restructuring Reserve [Roll Forward] | ||
Total restructuring charges, net | 5,432 | (67) |
Employee related charges, net | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring charges, net | 1,015 | 2,127 |
Restructuring Reserve [Roll Forward] | ||
Total restructuring charges, net | 1,015 | 2,127 |
Aerospace & Defense | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring charges, net | 0 | 841 |
Restructuring Reserve [Roll Forward] | ||
Total restructuring charges, net | 0 | 841 |
Aerospace & Defense | Facility and other related charges, net | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring charges, net | 0 | 8 |
Restructuring Reserve [Roll Forward] | ||
Total restructuring charges, net | 0 | 8 |
Aerospace & Defense | Employee related charges, net | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring charges, net | 0 | 833 |
Restructuring Reserve [Roll Forward] | ||
Total restructuring charges, net | 0 | 833 |
Industrial | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring charges, net | 6,154 | 901 |
Restructuring Reserve [Roll Forward] | ||
Total restructuring charges, net | 6,154 | 901 |
Industrial | Facility and other related charges, net | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring charges, net | 5,432 | (75) |
Restructuring Reserve [Roll Forward] | ||
Total restructuring charges, net | 5,432 | (75) |
Industrial | Employee related charges, net | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring charges, net | 722 | 976 |
Restructuring Reserve [Roll Forward] | ||
Total restructuring charges, net | 722 | 976 |
Corporate | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring charges, net | 293 | 318 |
Restructuring Reserve [Roll Forward] | ||
Total restructuring charges, net | 293 | 318 |
Corporate | Facility and other related charges, net | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring charges, net | 0 | 0 |
Restructuring Reserve [Roll Forward] | ||
Total restructuring charges, net | 0 | 0 |
Corporate | Employee related charges, net | ||
Restructuring Cost and Reserve [Line Items] | ||
Total restructuring charges, net | 293 | 318 |
Restructuring Reserve [Roll Forward] | ||
Total restructuring charges, net | $ 293 | $ 318 |
Inventories (Components Of Inve
Inventories (Components Of Inventory) (Details) - USD ($) $ in Thousands | Apr. 03, 2022 | Dec. 31, 2021 |
Inventory, Net [Abstract] | ||
Raw materials | $ 53,995 | $ 51,911 |
Work in process | 58,407 | 55,942 |
Finished goods | 22,138 | 15,490 |
Total inventories | $ 134,540 | $ 123,343 |
Goodwill And Intangible Asset_2
Goodwill And Intangible Assets (Goodwill, By Segment) (Details) $ in Thousands | 3 Months Ended |
Apr. 03, 2022 USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | $ 122,906 |
Currency translation adjustments | (650) |
Goodwill, Ending Balance | 122,256 |
Aerospace & Defense | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 57,360 |
Currency translation adjustments | (27) |
Goodwill, Ending Balance | 57,333 |
Industrial | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 65,546 |
Currency translation adjustments | (623) |
Goodwill, Ending Balance | $ 64,923 |
Goodwill And Other Intangible A
Goodwill And Other Intangible Assets (Gross Intangible Assets And Related Accumulated Amortization) (Details) - USD ($) $ in Thousands | Apr. 03, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 440,258 | |
Accumulated Amortization | (223,506) | |
Net Carrying Value | 216,752 | |
Indefinite-lived Intangible Assets by Segment [Line Items] | ||
Net carrying value of intangible assets | 290,335 | $ 303,476 |
Trademarks and Trade Names | ||
Indefinite-lived Intangible Assets by Segment [Line Items] | ||
Net Carrying Value | 73,583 | |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 5,368 | |
Accumulated Amortization | (5,368) | |
Net Carrying Value | 0 | |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 299,794 | |
Accumulated Amortization | (142,835) | |
Net Carrying Value | 156,959 | |
Acquired technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 135,096 | |
Accumulated Amortization | (75,303) | |
Net Carrying Value | $ 59,793 |
Goodwill And Intangible Asset_3
Goodwill And Intangible Assets (Estimated Remaining Amortization Expense For Intangible Assets) (Details) $ in Thousands | Apr. 03, 2022 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2022 | $ 27,305 |
2023 | 31,924 |
2024 | 28,056 |
2025 | 24,563 |
2026 | 21,392 |
After 2026 | $ 83,512 |
Segment Information - Reportabl
Segment Information - Reportable Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Apr. 03, 2022 | Apr. 04, 2021 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Net revenues | $ 185,655 | $ 176,451 | |
Operating income (loss) | (11,789) | (5,266) | |
Special charges (recoveries), net | 2,556 | (2,869) | |
Total restructuring charges, net | 6,447 | 2,060 | |
Special and restructuring charges (recoveries), net | 9,003 | (809) | |
Operating (loss) | (11,789) | (5,266) | |
Interest expense, net | 9,456 | 8,369 | |
Other expense (income), net | (1,287) | (1,781) | |
(Loss) from continuing operations before income taxes | (19,958) | (11,854) | |
Capital expenditures | 3,607 | 3,394 | |
Depreciation and amortization | 14,397 | 17,205 | |
Identifiable assets | 1,011,638 | $ 1,019,298 | |
Aerospace & Defense | |||
Segment Reporting Information [Line Items] | |||
Net revenues | 63,370 | 58,488 | |
Operating income (loss) | 11,320 | 9,988 | |
Operating (loss) | 11,320 | 9,988 | |
Capital expenditures | 1,286 | 1,286 | |
Depreciation and amortization | 2,521 | 2,824 | |
Identifiable assets | 476,607 | 464,964 | |
Industrial | |||
Segment Reporting Information [Line Items] | |||
Net revenues | 122,285 | 117,963 | |
Operating income (loss) | 6,857 | 5,834 | |
Total restructuring charges, net | 6,154 | 901 | |
Operating (loss) | 6,857 | 5,834 | |
Capital expenditures | 1,663 | 2,023 | |
Depreciation and amortization | 11,706 | 14,203 | |
Identifiable assets | 1,233,543 | 1,256,974 | |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Operating income (loss) | (7,770) | (9,035) | |
Total restructuring charges, net | 293 | 318 | |
Operating (loss) | (7,770) | (9,035) | |
Capital expenditures | 352 | 154 | |
Depreciation and amortization | 170 | 178 | |
Identifiable assets | (698,512) | $ (702,640) | |
Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Operating income (loss) | 10,407 | 6,787 | |
Operating (loss) | 10,407 | 6,787 | |
Capital expenditures | 3,301 | 3,463 | |
Segment Reconciling Items | |||
Segment Reporting Information [Line Items] | |||
Restructuring related inventory charges (recoveries), net | 2,757 | 0 | |
Acquisition amortization | 9,391 | 10,487 | |
Acquisition depreciation | 1,045 | 2,375 | |
Restructuring, impairment and other costs, net | $ 13,193 | $ 12,862 |
Financing Arrangements (Narrati
Financing Arrangements (Narrative) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | ||
Apr. 30, 2018 | Apr. 03, 2022 | Apr. 04, 2021 | Dec. 31, 2021 | |
Derivative [Line Items] | ||||
Derivative liabilities | $ (530) | $ (2,187,000) | ||
Long-term debt | 547,700 | 526,300 | ||
Restricted cash | 1,500 | 1,400 | ||
Accounts receivable, purchase | 14,100 | $ 8,400 | ||
Proceeds from sale and collection of receivables | 12,700 | 8,200 | ||
Accounts receivable, sale, outstanding purchase price | 1,400 | |||
Derivative, term of contract | 4 years | |||
Derivative, net liability position, aggregate fair value | 500 | 2,200 | ||
Amount of (loss) recognized in OCI | (9) | |||
Amount of (loss) reclassified from AOCI to earnings (interest expense, net) | (1,702) | |||
Interest Rate Swap | ||||
Derivative [Line Items] | ||||
Interest rate cash flow hedge loss to be reclassified during next 12 months, net | 100 | |||
Interest expense, net | 6,900 | |||
London Interbank Offered Rate (LIBOR) | Interest Rate Swap | ||||
Derivative [Line Items] | ||||
Derivative, basis spread on variable rate | 1% | |||
Accrued Liabilities And Other Current Liabilities | ||||
Derivative [Line Items] | ||||
Derivative, net liability position, aggregate fair value | 500 | 2,200 | ||
Fair Value, Inputs, Level 2 | ||||
Derivative [Line Items] | ||||
Long-term debt, fair value | $ 534,000 | 524,300 | ||
Minimum | ||||
Derivative [Line Items] | ||||
Accounts receivable, sale, percent | 90% | |||
Maximum | ||||
Derivative [Line Items] | ||||
Accounts receivable, sale, percent | 100% | |||
Citizen Bank, National Association | Interest Rate Swap | ||||
Derivative [Line Items] | ||||
Derivative, notional amount | $ 400,000 | |||
Term Loan | ||||
Derivative [Line Items] | ||||
Long-term debt, gross | 535,100 | 513,300 | ||
Unamortized debt issuance expense | 12,600 | $ 13,000 | ||
Debt instrument, periodic payment, interest | $ 8,900 | $ 7,600 |
Guarantees and Indemnificatio_3
Guarantees and Indemnification Obligations (Product Warranty Reserves) (Details) - USD ($) | 3 Months Ended | |
Apr. 03, 2022 | Apr. 04, 2021 | |
Guarantees And Indemnification Obligations [Abstract] | ||
Liability for indemnification agreements | $ 0 | |
Movement in Standard and Extended Product Warranty, Increase (Decrease) [Roll Forward] | ||
Balance beginning | 2,739,000 | $ 2,206,000 |
Provisions | 451,000 | 548,000 |
Claims settled | (644,000) | (629,000) |
Currency translation adjustment | (20,000) | (21,000) |
Balance ending | $ 2,526,000 | $ 2,104,000 |
Contingencies And Commitments (
Contingencies And Commitments (Narrative) (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | |
May 31, 2022 | Apr. 03, 2022 | Dec. 31, 2021 | |
Contingencies, Commitments And Guarantees [Line Items] | |||
Aggregate notional value standby letters of credit | $ 36.3 | $ 32.5 | |
Industrial Segment Customer | Contract Termination | |||
Contingencies, Commitments And Guarantees [Line Items] | |||
Loss contingency, receivables allowance | 6.3 | ||
Outstanding guarantees of performance under contract | 3.4 | ||
Outstanding guarantees of performing under contract, increase In period | 1.6 | ||
Subsequent Event | |||
Contingencies, Commitments And Guarantees [Line Items] | |||
Standby letters of credit drawn | $ 3.9 | ||
Standby Letters of Credit | |||
Contingencies, Commitments And Guarantees [Line Items] | |||
Aggregate notional value standby letters of credit | $ 29 | $ 24.7 | |
Minimum | |||
Contingencies, Commitments And Guarantees [Line Items] | |||
Expiration period | 1 month | ||
Maximum | |||
Contingencies, Commitments And Guarantees [Line Items] | |||
Expiration period | 5 years |
Retirement Plans (Components Of
Retirement Plans (Components Of Net Pension Benefit Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2022 | Apr. 04, 2021 | |
Pension Benefits | U.S. Plans | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Interest cost | $ 1,000 | $ 773 |
Expected return on plan assets | (2,150) | (2,629) |
Amortization | 48 | 51 |
Net periodic benefit income | (1,102) | (1,805) |
Pension Benefits | Foreign Plan | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Service cost | 621 | 823 |
Interest cost | 366 | 247 |
Expected return on plan assets | (203) | (156) |
Amortization | 0 | 179 |
Net periodic benefit income | 784 | 1,093 |
Other Post-Retirement Benefits | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Service cost | 1 | 1 |
Interest cost | 53 | 42 |
Net periodic benefit income | $ 54 | $ 43 |
Income Taxes - Provision For In
Income Taxes - Provision For Income Taxes To Loss From Continuing Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2022 | Apr. 04, 2021 | |
Income Tax Disclosure [Abstract] | ||
(Loss) from continuing operations before income taxes | $ (19,958) | $ (11,854) |
Effective tax rate | (7.60%) | 2.50% |
Provision for (benefit from) income taxes | $ 1,523 | $ (297) |
Income Taxes (Details)
Income Taxes (Details) $ in Millions | Apr. 03, 2022 USD ($) |
Income Tax Disclosure [Abstract] | |
Unrecognized tax benefits that would impact effective tax rate | $ 2 |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |||
May 25, 2021 | Apr. 03, 2022 | Apr. 04, 2021 | May 09, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
RSU outstanding (in shares) | 239,526 | |||
Additional shares authorized (in shares) | 1,000,000 | |||
Shares authorized (in shares) | 2,000,000 | |||
Shares available for grant (in shares) | 1,454,975 | |||
Compensation expense (benefit) | $ (0.1) | $ 1.4 | ||
Unrecognized compensation costs | $ 3.4 | |||
Weighted average period of recognition of compensation expense | 1 year 9 months 18 days | |||
Weighted average contractual term for stock options outstanding | 6 months | |||
Weighted average contractual term for stock options exercisable | 6 months | |||
Selling, General and Administrative Expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense (benefit) | $ 0.5 | |||
Restructuring and Related Cost, Incurred Cost | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense (benefit) | $ (0.6) | |||
Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock options outstanding (in shares) | 510,663 | |||
Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock units granted (in shares) | 1,009 | 233,618 | ||
Granted (in dollars per share) | $ 26.60 | $ 40.85 | ||
Performance target threshold capacity | 600% | |||
Aggregate intrinsic value, settled | $ 1.8 | |||
Aggregate intrinsic value, outstanding | 5.8 | |||
Restricted Stock Units (RSUs) | Restricted Stock Unit Management Stock Plan Awards | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Aggregate intrinsic value, settled | 0.2 | |||
Aggregate intrinsic value, outstanding | $ 0.9 | |||
Restricted Stock Units (RSUs) | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Performance target threshold | 0% | |||
Restricted Stock Units (RSUs) | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Performance target threshold | 200% | |||
Performance Shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock units granted (in shares) | 70,933 | |||
Performance period | 3 years | |||
Restricted Stock Units Management Stock Purchase Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock units granted (in shares) | 0 | 31,248 | ||
Unit discount, fair value (in dollars per share) | $ 13.14 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Schedule of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 03, 2022 | Apr. 04, 2021 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Balance at beginning of period | $ 133,716 | $ 152,898 |
Other comprehensive income (loss), net of tax | (1,331) | (1,572) |
Balance at end of period | 110,321 | 138,663 |
Total | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Balance at beginning of period | (48,800) | (89,129) |
Other comprehensive income (loss), net of tax | (1,331) | (1,572) |
Balance at end of period | (50,131) | (90,700) |
Foreign Currency Translation Adjustments | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Balance at beginning of period | (54,432) | (50,060) |
Other comprehensive income (loss), net of tax | (3,075) | (3,218) |
Balance at end of period | (57,507) | (53,278) |
Pension, net | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Balance at beginning of period | 4,944 | (33,359) |
Other comprehensive income (loss), net of tax | 51 | 60 |
Balance at end of period | 4,995 | (33,299) |
Derivative | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||
Balance at beginning of period | 688 | (5,710) |
Other comprehensive income (loss), net of tax | 1,693 | 1,586 |
Balance at end of period | $ 2,381 | $ (4,124) |
Income (Loss) Per Common Shar_2
Income (Loss) Per Common Share ("EPS") (Details) - $ / shares | 3 Months Ended | |
Apr. 03, 2022 | Apr. 04, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Share-based payment arrangement, option, exercise price range, lower range limit | $ 31.52 | $ 33.63 |
Share-based payment arrangement, option, exercise price range, upper range limit | $ 60.99 | $ 60.99 |
Stock Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive options and RSUs, shares | 511,896 | 870,829 |
Subsequent Event (Details)
Subsequent Event (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |||
May 12, 2022 | Apr. 08, 2022 | Feb. 28, 2022 | Apr. 03, 2022 | Apr. 04, 2021 | |
Subsequent Event [Line Items] | |||||
Gain on disposition of business | $ 700 | $ 0 | $ 1,947 | ||
Proceeds from beneficial interest of factored receivables | $ 927 | $ 812 | |||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Proceeds from beneficial interest of factored receivables | $ 7,100 | ||||
Proceeds from sale-leaseback transaction | $ 19,300 | ||||
Sale-leaseback term | 5 years | ||||
Sale-leaseback option to renew term | 5 years | ||||
Subsequent Event | Term Loans | |||||
Subsequent Event [Line Items] | |||||
Debt Instrument, Interest Rate, Increase (Decrease) | 0.50% | ||||
Subsequent Event | First Amendment, April 2022 | |||||
Subsequent Event [Line Items] | |||||
Debt Covenant, Negative Covenant Threshold | 15% | ||||
Loan restriction, cash equivalents threshold | $ 10,000 | ||||
Payment of debt related fees | $ 12,500 | ||||
Subsequent Event | First Amendment, April 2022 | Eurodollar Loans, Term Loans | |||||
Subsequent Event [Line Items] | |||||
Stated percentage | 5.50% | ||||
Subsequent Event | First Amendment, April 2022 | Eurodollar Loans, Credit Facility | |||||
Subsequent Event [Line Items] | |||||
Stated percentage | 4.75% | ||||
Subsequent Event | First Amendment, April 2022 | Swingline Loans | |||||
Subsequent Event [Line Items] | |||||
Stated percentage | 3.75% |