Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jun. 27, 2015 | Jul. 26, 2015 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 27, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | TDG | |
Entity Registrant Name | TRANSDIGM GROUP INC | |
Entity Central Index Key | 1,260,221 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 53,534,271 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - Entity [Domain] - USD ($) $ in Thousands | Jun. 27, 2015 | Sep. 30, 2014 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 915,350 | $ 819,548 |
Trade accounts receivable - Net | 419,955 | 351,307 |
Inventories - Net | 574,186 | 459,074 |
Deferred income taxes | 37,623 | 37,669 |
Prepaid expenses and other | 82,372 | 21,978 |
Total current assets | 2,029,486 | 1,689,576 |
PROPERTY, PLANT AND EQUIPMENT - Net | 250,923 | 212,108 |
Goodwill | 4,324,959 | 3,525,077 |
TRADEMARKS AND TRADE NAMES | 696,806 | 514,520 |
OTHER INTANGIBLE ASSETS - Net | 945,394 | 702,633 |
DEBT ISSUE COSTS - Net | 80,120 | 92,393 |
OTHER | 22,694 | 20,541 |
TOTAL ASSETS | 8,350,382 | 6,756,848 |
CURRENT LIABILITIES: | ||
Current portion of long-term debt | 44,195 | 39,295 |
Short-term borrowings - trade receivable securitization facility | 200,000 | 200,000 |
Accounts payable | 129,050 | 115,741 |
Accrued liabilities | 306,444 | 230,871 |
Total current liabilities | 679,689 | 585,907 |
LONG-TERM DEBT | 8,204,862 | 7,233,836 |
DEFERRED INCOME TAXES | 493,601 | 402,247 |
OTHER NON-CURRENT LIABILITIES | 141,255 | 90,957 |
Total liabilities | 9,519,407 | 8,312,947 |
STOCKHOLDERS' DEFICIT: | ||
Common stock - $.01 par value; authorized 224,400,000 shares; issued 54,920,917 and 53,832,246 at June 27, 2015 and September 30, 2014, respectively | 549 | 538 |
Paid-in capital | 922,033 | 794,767 |
Accumulated deficit | (1,857,075) | (2,150,293) |
Accumulated other comprehensive loss | (58,592) | (25,171) |
Treasury stock, at cost; 1,415,100 shares at June 27, 2015 and September 30, 2014 | (175,940) | (175,940) |
Total stockholders' deficit | (1,169,025) | (1,556,099) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 8,350,382 | $ 6,756,848 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 27, 2015 | Sep. 30, 2014 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 224,400,000 | 224,400,000 |
Common stock, shares issued | 54,920,917 | 53,832,246 |
Treasury stock, shares | 1,415,100 | 1,415,100 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - Entity [Domain] - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 27, 2015 | Jun. 28, 2014 | |
NET SALES | $ 691,395 | $ 610,582 | $ 1,897,323 | $ 1,730,665 |
COST OF SALES | 331,940 | 283,054 | 875,078 | 811,419 |
GROSS PROFIT | 359,455 | 327,528 | 1,022,245 | 919,246 |
SELLING AND ADMINISTRATIVE EXPENSES | 81,849 | 71,146 | 223,354 | 199,761 |
AMORTIZATION OF INTANGIBLE ASSETS | 13,910 | 16,402 | 37,966 | 50,385 |
INCOME FROM OPERATIONS | 263,696 | 239,980 | 760,925 | 669,100 |
INTEREST EXPENSE - Net | 106,796 | 87,613 | 305,623 | 250,755 |
Refinancing costs | 18,159 | 131,490 | 18,159 | 131,490 |
INCOME BEFORE INCOME TAXES | 138,741 | 20,877 | 437,143 | 286,855 |
INCOME TAX PROVISION | 39,629 | 4,700 | 131,604 | 94,200 |
NET INCOME | 99,112 | 16,177 | 305,539 | 192,655 |
NET INCOME APPLICABLE TO COMMON STOCK | $ 99,112 | $ (94,726) | $ 302,174 | $ 72,127 |
Net earnings per share - see Note 5: | ||||
Basic and diluted | $ 1.75 | $ (1.66) | $ 5.34 | $ 1.26 |
Cash dividends paid per common share | $ 25 | $ 25 | ||
Weighted-average shares outstanding: | ||||
Basic and diluted | 56,608 | 57,170 | 56,605 | 57,077 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements Of Comprehensive Income - Entity [Domain] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 27, 2015 | Jun. 28, 2014 | |
Net income | $ 99,112 | $ 16,177 | $ 305,539 | $ 192,655 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustments | 17,042 | 758 | (21,838) | 6,886 |
Interest rate swap agreements, net of taxes of $4,906 and $(4,118) for the thirteen week periods ended June 27, 2015 and June 28, 2014 and $(8,768) and $(4,825) for the thirty-nine week periods ended June 27, 2015 and June 28, 2014, respectively. | 8,774 | (6,972) | (11,583) | (7,215) |
Other comprehensive income (loss), net of tax | 25,816 | (6,214) | (33,421) | (329) |
TOTAL COMPREHENSIVE INCOME | $ 124,928 | $ 9,963 | $ 272,118 | $ 192,326 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements Of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 27, 2015 | Jun. 28, 2014 | |
Interest rate swap agreements, taxes | $ 4,906 | $ (4,118) | $ (8,768) | $ (4,825) |
Condensed Consolidated Stateme7
Condensed Consolidated Statement of Changes in Stockholders' Deficit - Entity [Domain] - 9 months ended Jun. 27, 2015 - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Treasury Stock |
BEGINNING BALANCE (in shares) at Sep. 30, 2014 | 53,832,246 | 53,832,246 | (1,415,100) | |||
BEGINNING BALANCE at Sep. 30, 2014 | $ (1,556,099) | $ 538 | $ 794,767 | $ (2,150,293) | $ (25,171) | $ (175,940) |
Unvested dividend equivalents | (12,321) | (12,321) | ||||
Compensation expense recognized for employee stock options | 23,435 | 23,435 | ||||
Excess tax benefits related to share-based payment arrangements | 50,580 | 50,580 | ||||
Exercise of employee stock options (in shares) | 1,069,648 | |||||
Exercise of employee stock options | 52,993 | $ 11 | 52,982 | |||
Common stock issued (in shares) | 19,023 | |||||
Common stock issued | 269 | 269 | ||||
Net income | 305,539 | 305,539 | ||||
Foreign currency translation adjustments | (21,838) | (21,838) | ||||
Interest rate swaps, net of tax | $ (11,583) | (11,583) | ||||
ENDING BALANCE (in shares) at Jun. 27, 2015 | 54,920,917 | 54,920,917 | (1,415,100) | |||
ENDING BALANCE at Jun. 27, 2015 | $ (1,169,025) | $ 549 | $ 922,033 | $ (1,857,075) | $ (58,592) | $ (175,940) |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Cash Flows - Entity [Domain] - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 27, 2015 | Jun. 28, 2014 | |
OPERATING ACTIVITIES: | ||
Net income | $ 305,539 | $ 192,655 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 25,919 | 23,958 |
Amortization of intangible assets | 41,848 | 50,583 |
Amortization of debt issue costs | 11,989 | 9,898 |
Net gain on sale of real estate | (804) | |
Refinancing costs | 18,159 | 131,490 |
Non-cash equity compensation | 23,435 | 18,849 |
Excess tax benefits related to share-based payment arrangements | (50,580) | (40,481) |
Deferred income taxes | 3,884 | (2,527) |
Changes in assets/liabilities, net of effects from acquisitions of businesses: | ||
Trade accounts receivable | (7,044) | (24,933) |
Inventories | (27,997) | (8,410) |
Income taxes receivable/payable | 8,866 | 8,491 |
Other assets | 153 | 1,865 |
Accounts payable | (648) | (23,815) |
Accrued and other liabilities | 19,904 | 12,710 |
Net cash provided by operating activities | 373,427 | 349,529 |
INVESTING ACTIVITIES: | ||
Capital expenditures, net of disposals | (40,299) | (25,450) |
Cash proceeds from sale of real estate | 16,380 | |
Acquisition of businesses, net of cash acquired | (1,293,498) | (311,872) |
Net cash used in investing activities | (1,333,797) | (320,942) |
FINANCING ACTIVITIES: | ||
Excess tax benefits related to share-based payment arrangements | 50,580 | 40,481 |
Proceeds from exercise of stock options | 52,982 | 14,649 |
Dividends paid | (3,365) | (1,445,293) |
Treasury stock repurchased | (72,402) | |
Proceeds from revolving credit facility | 75,250 | |
Repayment on revolving credit facility | (75,250) | |
Repurchase of senior subordinated notes due 2018 | (1,720,997) | |
Proceeds from trade receivable securitization facility - net | 199,390 | |
Other financing activities | (949) | (78) |
Net cash provided by (used in) financing activities | 1,058,249 | 135,731 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | (2,077) | 76 |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 95,802 | 164,394 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 819,548 | 564,740 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 915,350 | 729,134 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid during the period for interest | 229,627 | 231,689 |
Cash paid during the period for income taxes | 130,735 | 86,725 |
2015 term loan | ||
FINANCING ACTIVITIES: | ||
Proceeds from term loan - net | 1,516,653 | |
2014 term loan | ||
FINANCING ACTIVITIES: | ||
Proceeds from term loan - net | 806,378 | |
Repayment on term loan | (4,126) | |
2013 term loan | ||
FINANCING ACTIVITIES: | ||
Repayment on term loan | (999,272) | (15,522) |
Senior Subordinated Notes Due 2025 | ||
FINANCING ACTIVITIES: | ||
Proceeds from senior subordinated notes - net | $ 445,746 | |
Senior Subordinated Notes Due 2022 and 2024 | ||
FINANCING ACTIVITIES: | ||
Proceeds from senior subordinated notes - net | $ 2,329,125 |
DESCRIPTION OF THE BUSINESS
DESCRIPTION OF THE BUSINESS | 9 Months Ended |
Jun. 27, 2015 | |
DESCRIPTION OF THE BUSINESS | 1. DESCRIPTION OF THE BUSINESS Description of the Business Major product offerings, substantially all of which are ultimately provided to end-users in the aerospace industry, include mechanical/electro-mechanical actuators and controls, ignition systems and engine technology, specialized pumps and valves, power conditioning devices, specialized AC/DC electric motors and generators, NiCad batteries and chargers, engineered latching and locking devices, rods and locking devices, engineered connectors and elastomers, cockpit security components and systems, specialized cockpit displays, aircraft audio systems, specialized lavatory components, seatbelts and safety restraints, engineered interior surfaces and related components, lighting and control technology, military personnel parachutes and cargo loading, handling and delivery systems. |
UNAUDITED INTERIM FINANCIAL INF
UNAUDITED INTERIM FINANCIAL INFORMATION | 9 Months Ended |
Jun. 27, 2015 | |
UNAUDITED INTERIM FINANCIAL INFORMATION | 2. UNAUDITED INTERIM FINANCIAL INFORMATION The financial information included herein is unaudited; however, the information reflects all adjustments (consisting solely of normal recurring adjustments) that are, in the opinion of management, necessary for a fair presentation of the Company’s financial position and results of operations and cash flows for the interim periods presented. These financial statements and notes should be read in conjunction with the financial statements and related notes for the year ended September 30, 2014 included in TD Group’s Form 10-K dated November 14, 2014. As disclosed therein, the Company’s annual consolidated financial statements were prepared in conformity with generally accepted accounting principles in the United States (“GAAP”). The September 30, 2014 condensed consolidated balance sheet was derived from TD Group’s audited financial statements. The results of operations for the thirty-nine week period ended June 27, 2015 are not necessarily indicative of the results to be expected for the full year. Certain reclassifications have been made to the prior year financial statements to conform to current year classifications. |
ACQUISITIONS
ACQUISITIONS | 9 Months Ended |
Jun. 27, 2015 | |
ACQUISITIONS | 3. ACQUISITIONS During the thirty-nine week periods ended June 27, 2015 and June 28, 2014, the Company completed the acquisitions of the assets of the aerospace business of Pexco LLC (“Pexco Aerospace”), the aerospace business of Franke Aquarotter GmbH (now named Adams Rite Aerospace GmbH), the Telair Cargo Group (“Telair”), Elektro-Metall Export GmbH, and Airborne Global Inc. The Company accounted for the acquisitions using the acquisition method and included the results of operations of the acquisitions in its consolidated financial statements from the effective date of each acquisition. The Company is in the process of obtaining a third-party valuation of certain tangible and intangible assets of Pexco Aerospace, Adams Rite Aerospace GmbH, and Telair; therefore, the values attributed to those acquired assets in the condensed consolidated financial statements are subject to adjustment. Pro forma net sales and results of operations for the acquisitions had they occurred at the beginning of the applicable thirty-nine week periods ended June 27, 2015 or June 28, 2014 are not significant and, accordingly, are not provided. The acquisitions strengthen and expand the Company’s position to design, produce and supply highly-engineered proprietary aerospace components in niche markets with significant aftermarket content and provide opportunities to create value through the application of our three core value-driven operating strategies (obtaining profitable new business, improving our cost structure, and providing highly engineered value-added products to customers). The purchase price paid for each acquisition reflects the current earnings before interest, taxes, depreciation and amortization (EBITDA) and cash flows, as well as, the future EBITDA and cash flows expected to be generated by the business, which are driven in most cases by the recurring aftermarket consumption over the life of a particular aircraft, estimated to be approximately 25-30 years. Pexco Aerospace – Adams Rite Aerospace GmbH – Telair Cargo Group – The total purchase price of Telair was allocated to the underlying assets acquired and liabilities assumed based upon management’s estimated fair values at the date of acquisition. To the extent the purchase price exceeded the estimated fair value of the net identifiable tangible and intangible assets acquired, such excess was allocated to goodwill. The following table summarizes the purchase price allocation of the estimated fair values of the assets acquired and liabilities assumed at the transaction date (in thousands). Assets acquired: Current assets, excluding cash acquired $ 143,417 Property, plant, and equipment 16,426 Intangible assets 290,000 Goodwill 439,946 Other 1,445 Total assets acquired $ 891,234 Liabilities assumed: Current liabilities $ 46,708 Other noncurrent liabilities 121,326 Total liabilities assumed $ 168,034 Net assets acquired $ 723,200 The Company expects that the approximately $439.9 million of goodwill recognized for the acquisition will not be deductible for tax purposes. Elektro-Metall Export GmbH – Airborne Global Inc. – |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Jun. 27, 2015 | |
RECENT ACCOUNTING PRONOUNCEMENTS | 4. RECENT ACCOUNTING PRONOUNCEMENTS In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09 which creates a new topic in the Accounting Standards Codification (“ASC”) Topic 606, “ Revenue From Contracts With Customers.” 340-40, Other Assets and Deferred Costs: Contracts with Customers In April 2015, the FASB issued ASU 2015-03, “ Simplifying the Presentation of Debt Issuance Costs |
EARNINGS PER SHARE (TWO-CLASS M
EARNINGS PER SHARE (TWO-CLASS METHOD) | 9 Months Ended |
Jun. 27, 2015 | |
EARNINGS PER SHARE (TWO-CLASS METHOD) | 5. EARNINGS PER SHARE (TWO-CLASS METHOD) The following table sets forth the computation of basic and diluted earnings (loss) per share (in thousands, except per share data): Thirteen Week Periods Ended Thirty-Nine Week Periods Ended June 27, 2015 June 28, 2014 June 27, 2015 June 28, 2014 ` Numerator for earnings (loss) per share: Net income $ 99,112 $ 16,177 $ 305,539 $ 192,655 Less dividends paid on participating securities — (110,903 ) (3,365 ) (120,528 ) Net income (loss) applicable to common stock - basic and diluted $ 99,112 $ (94,726 ) $ 302,174 $ 72,127 Denominator for basic and diluted earnings (loss) per share under the two-class method: Weighted average common shares outstanding 53,361 52,915 52,937 52,802 Vested options deemed participating securities 3,247 4,255 3,668 4,275 Total shares for basic and diluted earnings (loss) per share 56,608 57,170 56,605 57,077 Basic and diluted earnings (loss) per share $ 1.75 $ (1.66 ) $ 5.34 $ 1.26 |
INVENTORIES
INVENTORIES | 9 Months Ended |
Jun. 27, 2015 | |
INVENTORIES | 6. INVENTORIES Inventories are stated at the lower of cost or market. Cost of inventories is determined by the average cost and the first-in, first-out (FIFO) methods for all locations except CEF Industries LLC, which determines the cost of inventories using the last-in, first-out (LIFO) method. Less than 3% of the inventory was valued under the LIFO method at June 27, 2015. Inventories consist of the following (in thousands): June 27, September 30, Raw materials and purchased component parts $ 376,722 $ 298,318 Work-in-progress 147,189 146,980 Finished Goods 114,183 69,658 Total 638,094 514,956 Reserves for excess and obsolete inventory and LIFO (63,908 ) (55,882 ) Inventories - net $ 574,186 $ 459,074 |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 9 Months Ended |
Jun. 27, 2015 | |
INTANGIBLE ASSETS | 7. INTANGIBLE ASSETS Intangible assets subject to amortization consist of the following (in thousands): June 27, 2015 September 30, 2014 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Technology $ 1,121,330 $ 219,604 $ 901,726 $ 854,918 $ 186,278 $ 668,640 Order backlog 23,091 9,859 13,232 8,006 6,006 2,000 Other 43,304 12,868 30,436 43,252 11,259 31,993 Total $ 1,187,725 $ 242,331 $ 945,394 $ 906,176 $ 203,543 $ 702,633 Intangible assets acquired during the thirty-nine week period ended June 27, 2015 were as follows (in thousands): Cost Amortization Period Intangible assets not subject to amortization: Goodwill $ 816,490 Trademarks and trade names 185,053 1,001,543 Intangible assets subject to amortization: Technology 266,563 20 years Order backlog 15,085 1 year 281,648 19.0 years Total $ 1,283,191 The aggregate amortization expense on identifiable intangible assets for the thirty-nine week periods ended June 27, 2015 and June 28, 2014 was approximately $38.8 million and $50.6 million, respectively. The estimated amortization expense is $58.1 million for fiscal year 2015, $62.6 million for fiscal year 2016, and $53.5 million for each of the four succeeding fiscal years 2017 through 2020. The following is a summary of changes in the carrying value of goodwill by segment from September 30, 2014 through June 27, 2015 (in thousands): Power & Control Airframe Non- aviation Total Balance, September 30, 2014 $ 1,563,438 $ 1,906,270 $ 55,369 $ 3,525,077 Goodwill acquired during the year 406,706 409,784 — 816,490 Purchase price allocation adjustments — (2,424 ) — (2,424 ) Other (3,585 ) (10,599 ) — (14,184 ) Balance, June 27, 2015 $ 1,966,559 $ 2,303,031 $ 55,369 $ 4,324,959 |
DEBT
DEBT | 9 Months Ended |
Jun. 27, 2015 | |
DEBT | 8. DEBT The Company’s debt consists of the following (in thousands): June 27, September 30, Short-term borrowings - trade receivable securitization facility $ 200,000 $ 200,000 Term loans $ 4,399,057 $ 3,873,131 5 1/2% senior subordinated notes due 2020 (2020 Notes) 550,000 550,000 7 1/2% senior subordinated notes due 2021 (2021 Notes) 500,000 500,000 6% senior subordinated notes due 2022 (2022 Notes) 1,150,000 1,150,000 6 1/2% senior subordinated notes due 2024 (2024 Notes) 1,200,000 1,200,000 6 1/2% senior subordinated notes due 2025 (2025 Notes) 450,000 — 8,249,057 7,273,131 Less current portion 44,195 39,295 Long-term debt $ 8,204,862 $ 7,233,836 Incremental Assumption and Refinancing Facility Agreement Incremental Revolving Assumption – Issuance of Senior Subordinated Notes – The 2025 Notes are subordinated to all of TransDigm’s existing and future senior debt, rank equally with all of its existing and future senior subordinated debt and rank senior to all of its future debt that is expressly subordinated to the 2025 Notes. The 2025 Notes are guaranteed on a senior subordinated unsecured basis by TD Group and its wholly-owned domestic subsidiaries named in the 2025 Indentures. The guarantees of the 2025 Notes are subordinated to all of the guarantors’ existing and future senior debt, rank equally with all of their existing and future senior subordinated debt and rank senior to all of their future debt that is expressly subordinated to the guarantees of the 2025 Notes. The 2025 Notes are structurally subordinated to all of the liabilities of TD Group’s non-guarantor subsidiaries. The 2025 Indentures contain certain covenants that, among other things, limit the incurrence of additional indebtedness, the payment of dividends, transactions with affiliates, asset sales, acquisitions, mergers, and consolidations, liens and encumbrances, and prepayments of certain other indebtedness. The 2025 Indentures contain events of default customary for agreements of their type (with customary grace periods, as applicable) and provide that, upon the occurrence of an event of default arising from certain events of bankruptcy or insolvency, all outstanding 2025 Notes of each series will become due and payable immediately without further action or notice. If any other type of event of default occurs and is continuing, then the trustee or the holders of at least 25% in principal amount of the then outstanding 2025 Notes of a particular series may declare all such notes to be due and payable immediately. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Jun. 27, 2015 | |
INCOME TAXES | 9. INCOME TAXES At the end of each reporting period, TD Group makes an estimate of its annual effective income tax rate. The estimate used in the year-to-date period may change in subsequent periods. During the thirteen week periods ended June 27, 2015 and June 28, 2014, the effective income tax rate was 28.6% and 22.5%, respectively. The Company’s higher effective tax rate for the thirteen week period was primarily due to higher pre-tax earnings and a smaller discrete adjustment related to the filing of the Company’s federal income tax return. During the thirty-nine week periods ended June 27, 2015 and June 28, 2014, the effective income tax rate was 30.1% and 32.8%, respectively. The Company’s lower effective tax rate for the thirty-nine week period ended June 27, 2015 was primarily due to foreign earnings taxed at rates lower than the U.S. statutory rate, a discrete adjustment related to the closing of the fiscal year 2012 and 2013 IRS examinations, and a discrete adjustment from the filing of the Company’s September 30, 2014 federal income tax return. The Company’s effective tax rate for these periods was less than the Federal statutory tax rate primarily due to the domestic manufacturing deduction, foreign earnings taxed at rates lower than the U.S. statutory rate, a discrete adjustment related to the closing of the fiscal year 2012 and 2013 IRS examinations, and a discrete adjustment from the filing of the Company’s September 30, 2014 federal income tax return. The Company and its subsidiaries file income tax returns in the U.S federal jurisdiction, various state and local jurisdictions as well as foreign jurisdictions located in Belgium, Canada, China, France, Germany, Hong Kong, Hungary, Malaysia, Mexico, Norway, Singapore, Sri Lanka, Sweden, and the United Kingdom. The Company is no longer subject to U.S. federal examinations for years before fiscal 2014. The Company is currently under examination in Belgium for its fiscal years of 2013 and 2014. In addition, the Company is subject to state income tax examinations for fiscal years 2009 and later. At June 27, 2015 and September 30, 2014, TD Group had $8.9 million and $13.9 million in unrecognized tax benefits, the recognition of which would have an effect of approximately $8.5 million and $13.5 million on the effective tax rate at June 27, 2015 and September 30, 2014, respectively. The Company believes that the tax positions that comprise the unrecognized tax benefit will be reduced by approximately $3.5 million over the next 12 months. The Company recognizes accrued interest and penalties related to unrecognized tax benefits in income tax expense. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Jun. 27, 2015 | |
FAIR VALUE MEASUREMENTS | 10. FAIR VALUE MEASUREMENTS The following tables present our assets and liabilities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy. The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs (other than quoted prices) that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The following summarizes the carrying amounts and fair values of financial instruments (in thousands): June 27, 2015 September 30, 2014 Level Carrying Amount Fair Value Carrying Amount Fair Value Assets: Cash and cash equivalents 1 $ 915,350 $ 915,350 $ 819,548 $ 819,548 Liabilities: Interest rate swap agreements (1) 2 25,010 25,010 20,070 20,070 Interest rate swap agreements (2) 2 25,250 25,250 4,650 4,650 Short-term borrowings - trade receivable securitization facility 1 200,000 200,000 200,000 200,000 Long-term debt, including current portion: Term loans 2 4,399,057 4,365,000 3,873,131 3,821,000 2020 Notes 1 550,000 546,000 550,000 529,000 2021 Notes 1 500,000 535,000 500,000 531,000 2022 Notes 1 1,150,000 1,153,000 1,150,000 1,121,000 2024 Notes 1 1,200,000 1,194,000 1,200,000 1,182,000 2025 Notes 1 450,000 452,000 — — (1) Included in Accrued liabilities on the Condensed Consolidated Balance Sheet. (2) Included in Other non-current liabilities on the Condensed Consolidated Balance Sheet. Interest rate swaps were measured at fair value using quoted market prices for the swap interest rate indexes over the term of the swap discounted to present value versus the fixed rate of the contract. The estimated fair value of the Company’s term loans was based on information provided by the agent under the Company’s senior secured credit facility. The estimated fair values of the Company’s 2020 Notes, 2021 Notes, 2022 Notes, 2024 Notes and 2025 Notes were based upon quoted market prices. |
DERIVATIVES AND HEDGING ACTIVIT
DERIVATIVES AND HEDGING ACTIVITIES | 9 Months Ended |
Jun. 27, 2015 | |
DERIVATIVES AND HEDGING ACTIVITIES | 11. DERIVATIVES AND HEDGING ACTIVITIES The Company is exposed to, among other things, the impact of changes in interest rates in the normal course of business. The Company’s risk management program is designed to manage the exposure and volatility arising from these risks, and utilizes derivative financial instruments to offset a portion of these risks. The Company uses derivative financial instruments only to the extent necessary to hedge identified business risks and does not enter into such transactions for trading purposes. The Company generally does not require collateral or other security with counterparties to these financial instruments and is therefore subject to credit risk in the event of nonperformance; however, the Company monitors credit risk and currently does not anticipate nonperformance by other parties. The Company has agreements with each of its swap counterparties that contain a provision whereby if the Company defaults on the credit facility the Company could also be declared in default on its swaps, resulting in an acceleration of payment under the Swaps. Interest rate swap agreements are used to manage interest rate risk associated with floating-rate borrowings under our credit facility. The interest rate swap agreements utilized by the Company effectively modify the Company’s exposure to interest rate risk by converting a portion of the Company’s floating-rate debt to a fixed rate basis through the expiration date of the interest rate swap agreements, thereby reducing the impact of interest rate changes on future interest expense. These agreements involve the receipt of floating rate amounts in exchange for fixed rate interest payments over the term of the agreements without an exchange of the underlying principal amount. These derivative instruments that qualify as effective cash flow hedges under GAAP. For these cash flow hedges, the effective portion of the gain or loss from the financial instruments was initially reported as a component of accumulated other comprehensive income (loss) in stockholders’ equity (deficit) and subsequently reclassified into earnings in the same line as the hedged item in the same period or periods during which the hedged item affected earnings. At June 27, 2015, five forward-starting interest rate swap agreements beginning March 31, 2016 were in place to hedge the variable interest rates on the credit facility for a fixed rate based on an aggregate notional amount of $750 million through June 30, 2020. These forward-starting interest rate swap agreements will effectively convert the variable interest rate on the aggregate notional amount of the credit facility to a fixed rate of 5.8% (2.8% plus the 3% margin percentage) over the term of the interest rate swap agreements. At June 27, 2015, three interest rate swap agreements beginning September 30, 2014 were in place to hedge the variable interest rates on the credit facility for a fixed rate based on an aggregate notional amount of $1.0 billion through June 30, 2019. These interest rate swap agreements converted the variable interest rate on the aggregate notional amount of the credit facility to a fixed rate of 5.4% (2.4% plus the 3% margin percentage) over the term of the interest rate swap agreements. At June 27, 2015, three interest rate swap agreements were in place to swap variable rates on the credit facility for a fixed rate based on an aggregate notional amount of $353 million through June 30, 2015. These interest rate swap agreements converted the variable interest rate on the aggregate notional amount to a fixed rate of 5.17% (2.17% plus the 3% margin percentage) over the term of the interest rate swap agreements. In conjunction with the refinancing of the 2011 credit facility, the Company no longer designated the interest rate swap agreements relating to the $353 million aggregate notional amount as cash flow hedges for accounting purposes. Accordingly, amounts previously recorded as a component of accumulated other comprehensive loss in stockholder’s equity (deficit) are being amortized into earnings over the remaining period of the swap agreements. Based on the fair value amounts of the interest rate swap agreements determined as of June 27, 2015, the estimated net amount of existing gains and losses expected to be reclassified into interest expense within the next twelve months is approximately $19.9 million. In July 2015, the Company entered into six interest rate cap agreements beginning September 30, 2015 to offset the variable rates on the credit facility based on an aggregate notional amount of $750 million. These interest rate cap agreements offset the variability in expected future cash flows on the Company’s variable rate debt attributable to fluctuations above the three month LIBO rate of 2.50% through June 30, 2020. |
SEGMENTS
SEGMENTS | 9 Months Ended |
Jun. 27, 2015 | |
SEGMENTS | 12. SEGMENTS The Company’s businesses are organized and managed in three reporting segments: Power & Control, Airframe and Non-aviation. Effective October 1, 2014, the Company made certain organizational realignments of the businesses comprising the Power & Control and the Airframe segments. Operating results for the thirteen week and thirty-nine week periods ended June 28, 2014 were reclassified to conform to the presentation for the thirteen and thirty-nine week periods ended June 27, 2015. The Power & Control segment includes operations that primarily develop, produce and market systems and components that predominately provide power to or control power of the aircraft utilizing electronic, fluid, power and mechanical motion control technologies. Major product offerings include mechanical/electro-mechanical actuators and controls, ignition systems and engine technology, specialized pumps and valves, engineered connectors and elastomers, power conditioning devices and specialized AC/DC electric motors and generators. Primary customers of this segment are engine and power system and subsystem suppliers, airlines, third party maintenance suppliers, military buying agencies and repair depots. Products are sold in the original equipment and aftermarket market channels. The Airframe segment includes operations that primarily develop, produce and market systems and components that are used in non-power airframe applications utilizing airframe and cabin structure technologies. Major product offerings include engineered latching and locking devices, rods and locking devices, cockpit security components and systems, aircraft audio systems, specialized lavatory components, seatbelts and safety restraints, engineered interior surfaces, lighting and control technology, personnel parachutes, cargo loading, handling and delivery systems, emergency escape systems and naval decoys. Primary customers of this segment are airframe manufacturers and cabin system suppliers and subsystem suppliers, airlines, third party maintenance suppliers, military buying agencies and repair depots. Products are sold in the original equipment and aftermarket market channels. The Non-aviation segment includes operations that primarily develop, produce and market products for non-aviation markets. Major product offerings include seatbelts and safety restraints for ground transportation applications, mechanical/electro-mechanical actuators and controls for space applications, and refueling systems for heavy equipment used in mining, construction and other industries. Primary customers of this segment are off road vehicle suppliers and subsystem suppliers, child restraint system suppliers, satellite and space system suppliers and manufacturers of heavy equipment used in mining, construction and other industries. The primary measurement used by management to review and assess the operating performance of each segment is EBITDA As Defined. The Company defines EBITDA As Defined as earnings before interest, taxes, depreciation and amortization plus certain non-operating items including refinancing costs, acquisition-related costs, transaction-related costs and non-cash compensation charges incurred in connection with the Company’s stock option plans. Acquisition-related costs represent accounting adjustments to inventory associated with acquisitions of businesses and product lines that were charged to cost of sales when the inventory was sold; costs incurred to integrate acquired businesses and product lines into the Company’s operations, facility relocation costs and other acquisition-related costs; transaction related costs comprising deal fees; legal, financial and tax diligence expenses and valuation costs that are required to be expensed as incurred and other acquisition accounting adjustments. EBITDA As Defined is not a measurement of financial performance under GAAP. Although the Company uses EBITDA As Defined to assess the performance of its business and for various other purposes, the use of this non-GAAP financial measure as an analytical tool has limitations, and it should not be considered in isolation or as a substitute for analysis of the Company’s results of operations as reported in accordance with GAAP. The Company’s segments are reported on the same basis used internally for evaluating performance and for allocating resources. The accounting policies for each segment are the same as those described in the summary of significant accounting policies in the Company’s consolidated financial statements. Intersegment sales and transfers are recorded at values based on market prices, which creates intercompany profit on intersegment sales or transfers that is eliminated in consolidation. Intersegment sales were insignificant for the periods presented below. The following table presents net sales by reportable segment (in thousands): Thirteen Week Thirty-Nine Week Periods Ended Periods Ended June 27, 2015 June 28, 2014 June 27, 2015 June 28, 2014 Net sales to external customers Power & Control $ 341,867 $ 290,878 $ 917,466 $ 848,472 Airframe 325,250 295,620 909,820 810,572 Non-aviation 24,278 24,084 70,037 71,621 $ 691,395 $ 610,582 $ 1,897,323 $ 1,730,665 The following table reconciles EBITDA As Defined by segment to consolidated income before income taxes (in thousands): Thirteen Week Thirty-Nine Week Periods Ended Periods Ended June 27, 2015 June 28, 2014 June 27, 2015 June 28, 2014 EBITDA As Defined Power & Control $ 163,710 $ 146,998 $ 459,508 $ 424,682 Airframe 150,200 129,579 415,293 358,906 Non-aviation 4,919 4,624 14,797 14,831 Total segment EBITDA As Defined 318,829 281,201 889,598 798,419 Unallocated corporate expenses 5,974 5,617 18,946 16,310 Total Company EBITDA As Defined 312,855 275,584 870,652 782,109 Depreciation and amortization expense 26,921 24,821 67,767 74,541 Interest expense - net 106,796 87,613 305,623 250,755 Acquisition-related costs 12,271 2,355 19,288 18,297 Stock compensation expense 9,841 6,516 23,435 18,849 Refinancing costs 18,159 131,490 18,159 131,490 Other, net 126 1,912 (763 ) 1,322 Income before income taxes $ 138,741 $ 20,877 $ 437,143 $ 286,855 The following table presents total assets by segment (in thousands): June 27, 2015 September 30, 2014 Total assets Power & Control $ 3,242,893 $ 2,453,308 Airframe 3,855,517 3,243,516 Non-aviation 131,944 132,988 Corporate 1,120,028 927,036 $ 8,350,382 $ 6,756,848 The Company’s sales principally originate from the United States, and the Company’s long-lived assets are principally located in the United States. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Jun. 27, 2015 | |
SUBSEQUENT EVENTS | 13. SUBSEQUENT EVENTS On July 29, 2015, TransDigm Inc. entered into a definitive agreement to acquire PneuDraulics, Inc. (“PneuDraulics”) for approximately $325 million in cash. The purchase price includes approximately $107 million of tax benefits to be realized by the Company over a 15 year period beginning in 2015. The Company expects to finance the acquisition through existing cash on hand and existing availability under our revolving credit facility. PneuDraulics manufactures proprietary, highly engineered aerospace pneumatic and hydraulic components and sub-systems for commercial transport, regional, business jet and military applications. PneuDraulics will be included in TransDigm’s Power & Control segment. In connection with the Company’s amendment of the trade accounts receivable securitization facility to a maturity date of August 2, 2016, the Company increased the borrowing capacity from $225 million to $250 million. |
SUPPLEMENTAL GUARANTOR INFORMAT
SUPPLEMENTAL GUARANTOR INFORMATION | 9 Months Ended |
Jun. 27, 2015 | |
SUPPLEMENTAL GUARANTOR INFORMATION | 14. SUPPLEMENTAL GUARANTOR INFORMATION TransDigm’s 2020 Notes, 2021 Notes, 2022 Notes, 2024 Notes and 2025 Notes are jointly and severally guaranteed, on a senior subordinated basis, by TD Group and TransDigm Inc.’s 100% Domestic Restricted Subsidiaries, as defined in the Indentures. The following supplemental condensed consolidating financial information presents, in separate columns, the balance sheets of the Company as of June 27, 2015 and September 30, 2014 and its statements of income and comprehensive income and cash flows for the thirty-nine week periods ended June 27, 2015 and June 28, 2014 for (i) TransDigm Group on a parent only basis with its investment in subsidiaries recorded under the equity method, (ii) TransDigm Inc. including its directly owned operations and non-operating entities, (iii) the Subsidiary Guarantors on a combined basis, (iv) Non-Guarantor Subsidiaries and (v) the Company on a consolidated basis. Separate financial statements of TransDigm Inc. are not presented because TransDigm Inc.’s 2020 Notes, 2021 Notes, 2022 Notes, 2024 Notes and 2025 Notes are fully and unconditionally guaranteed on a senior subordinated basis by TD Group and all existing 100% owned domestic subsidiaries of TransDigm Inc. and because TD Group has no significant operations or assets separate from its investment in TransDigm Inc. TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING BALANCE SHEET AS OF JUNE 27, 2015 (Amounts in thousands) TransDigm TransDigm Subsidiary Non- Guarantor Total Group Inc. Guarantors Subsidiaries Eliminations Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 8,469 $ 853,618 $ 2,011 $ 51,252 $ — $ 915,350 Trade accounts receivable - Net — (262 ) 30,612 399,856 (10,251 ) 419,955 Inventories - Net — 37,165 441,217 96,504 (700 ) 574,186 Deferred income taxes — 36,814 43 766 — 37,623 Prepaid expenses and other — 50,967 13,426 17,979 — 82,372 Total current assets 8,469 978,302 487,309 566,357 (10,951 ) 2,029,486 INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES (1,177,494 ) 6,662,175 4,282,143 (50,649 ) (9,716,175 ) — PROPERTY, PLANT AND EQUIPMENT -Net — 17,984 189,311 43,628 — 250,923 GOODWILL — 150,877 4,015,541 158,541 — 4,324,959 TRADEMARKS AND TRADE NAMES — 31,748 605,621 59,437 — 696,806 OTHER INTANGIBLE ASSETS - Net — 7,235 920,078 19,542 (1,461 ) 945,394 DEBT ISSUE COSTS - Net — 80,104 — 16 — 80,120 OTHER — 6,166 14,678 1,850 — 22,694 TOTAL ASSETS $ (1,169,025 ) $ 7,934,591 $ 10,514,681 $ 798,722 $ (9,728,587 ) $ 8,350,382 LIABILITIES AND STOCKHOLDERS’ CURRENT LIABILITIES: Current portion of long-term debt $ — $ 44,195 $ — $ — $ — $ 44,195 Short-term borrowings - trade receivable securitization facility — — — 200,000 — 200,000 Accounts payable — 17,485 89,131 32,671 (10,237 ) 129,050 Accrued liabilities — 151,606 95,408 59,430 — 306,444 Total current liabilities — 213,286 184,539 292,101 (10,237 ) 679,689 LONG-TERM DEBT — 8,204,862 — — — 8,204,862 DEFERRED INCOME TAXES — 490,782 3,053 (234 ) — 493,601 OTHER NON-CURRENT LIABILITIES — 67,177 36,403 37,675 — 141,255 Total liabilities — 8,976,107 223,995 329,542 (10,237 ) 9,519,407 STOCKHOLDERS’ (DEFICIT) EQUITY (1,169,025 ) (1,041,516 ) 10,290,686 469,180 (9,720,144 ) (1,169,025 ) TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY $ (1,169,025 ) $ 7,934,591 $ 10,514,681 $ 798,722 $ (9,730,381 ) $ 8,350,382 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING BALANCE SHEET AS OF SEPTEMBER 30, 2014 (Amounts in thousands) TransDigm TransDigm Subsidiary Non- Guarantor Total Group Inc. Guarantors Subsidiaries Eliminations Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 2,088 $ 782,648 $ 3,793 $ 31,019 $ — $ 819,548 Trade accounts receivable - Net — (305 ) 1,711 351,881 (1,980 ) 351,307 Inventories - Net — 32,287 382,016 45,471 (700 ) 459,074 Deferred income taxes — 37,669 — — — 37,669 Prepaid expenses and other — 2,040 14,789 5,149 — 21,978 Total current assets 2,088 854,339 402,309 433,520 (2,680 ) 1,689,576 INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES (1,558,187 ) 5,327,465 3,758,085 (59,788 ) (7,467,575 ) — PROPERTY, PLANT AND EQUIPMENT - Net — 15,884 167,257 28,967 — 212,108 GOODWILL — 64,461 3,289,295 171,321 — 3,525,077 TRADEMARKS AND TRADE NAMES — 19,377 449,706 45,437 — 514,520 OTHER INTANGIBLE ASSETS - Net — 20,689 642,305 41,099 (1,460 ) 702,633 DEBT ISSUE COSTS - Net — 92,155 — 238 — 92,393 OTHER — 7,845 11,754 942 — 20,541 TOTAL ASSETS $ (1,556,099 ) $ 6,402,215 $ 8,720,711 $ 661,736 $ (7,471,715 ) $ 6,756,848 LIABILITIES AND STOCKHOLDERS’ CURRENT LIABILITIES: Current portion of long-term debt $ — $ 39,295 $ — $ — $ — $ 39,295 Short-term borrowings - trade receivable securitization facility — — — 200,000 — 200,000 Accounts payable — 17,629 85,328 14,768 (1,984 ) 115,741 Accrued liabilities — 106,631 98,308 25,932 — 230,871 Total current liabilities — 163,555 183,636 240,700 (1,984 ) 585,907 LONG-TERM DEBT — 7,233,836 — — — 7,233,836 DEFERRED INCOME TAXES — 402,538 — (291 ) — 402,247 OTHER NON-CURRENT LIABILITIES — 42,470 42,445 6,042 — 90,957 Total liabilities — 7,842,399 226,081 246,451 (1,984 ) 8,312,947 STOCKHOLDERS’ (DEFICIT) EQUITY (1,556,099 ) (1,440,184 ) 8,494,630 415,285 (7,469,731 ) (1,556,099 ) TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY $ (1,556,099 ) $ 6,402,215 $ 8,720,711 $ 661,736 $ (7,471,715 ) $ 6,756,848 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME FOR THE THIRTY-NINE WEEK PERIOD ENDED JUNE 27, 2015 (Amounts in thousands) TransDigm TransDigm Subsidiary Non- Guarantor Total Group Inc. Guarantors Subsidiaries Eliminations Consolidated NET SALES $ — $ 95,145 $ 1,619,184 $ 192,926 $ (9,932 ) $ 1,897,323 COST OF SALES — 57,550 700,720 126,740 (9,932 ) 875,078 GROSS PROFIT — 37,595 918,464 66,186 0 1,022,245 SELLING AND ADMINISTRATIVE EXPENSES — 59,979 136,490 26,885 — 223,354 AMORTIZATION OF INTANGIBLE ASSETS — 1,044 33,941 2,981 — 37,966 INCOME (LOSS) FROM OPERATIONS — (23,428 ) 748,033 36,320 0 760,925 INTEREST EXPENSE - Net — 313,706 (289 ) (7,794 ) — 305,623 REFINANCING COSTS — 18,159 — — — 18,159 EQUITY IN INCOME OF SUBSIDIARIES (305,539 ) (558,191 ) — — 863,730 — INCOME BEFORE INCOME TAXES 305,539 202,898 748,322 44,114 (863,730 ) 437,143 INCOME TAX PROVISION (BENEFIT) — (102,641 ) 226,369 7,876 — 131,604 NET INCOME $ 305,539 $ 305,539 $ 521,953 $ 36,238 $ (863,730 ) $ 305,539 OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX (33,421 ) (25,418 ) 1,944 (22,825 ) 46,299 (33,421 ) TOTAL COMPREHENSIVE INCOME $ 272,118 $ 280,121 $ 523,897 $ 13,413 $ (817,431 ) $ 272,118 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME FOR THE THIRTY-NINE WEEK PERIOD ENDED JUNE 28, 2014 (Amounts in thousands) TransDigm TransDigm Subsidiary Non- Guarantor Total Group Inc. Guarantors Subsidiaries Eliminations Consolidated NET SALES $ — $ 88,655 $ 1,503,341 $ 146,508 $ (7,839 ) $ 1,730,665 COST OF SALES — 53,714 660,960 104,807 (8,062 ) 811,419 GROSS PROFIT — 34,941 842,381 41,701 223 919,246 SELLING AND ADMINISTRATIVE EXPENSES — 46,302 129,695 23,764 — 199,761 AMORTIZATION OF INTANGIBLE ASSETS — 1,041 45,043 4,301 — 50,385 INCOME (LOSS) FROM OPERATIONS — (12,402 ) 667,643 13,636 223 669,100 INTEREST EXPENSE - Net — 249,957 (46 ) 844 — 250,755 REFINANCING COSTS — 131,490 131,490 EQUITY IN INCOME OF SUBSIDIARIES (192,655 ) (444,083 ) — — 636,738 — INCOME BEFORE INCOME TAXES 192,655 50,234 667,689 12,792 (636,515 ) 286,855 INCOME TAX PROVISION (BENEFIT) — (142,421 ) 229,333 7,288 — 94,200 NET INCOME $ 192,655 $ 192,655 $ 438,356 $ 5,504 $ (636,515 ) $ 192,655 OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX (329 ) (7,401 ) 2,173 4,899 329 (329 ) TOTAL COMPREHENSIVE INCOME $ 192,326 $ 185,254 $ 440,529 $ 10,403 $ (636,186 ) $ 192,326 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THIRTY-NINE WEEK PERIOD ENDED JUNE 27, 2015 (Amounts in thousands) TransDigm TransDigm Subsidiary Non- Guarantor Total Group Inc. Guarantors Subsidiaries Eliminations Consolidated NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ — $ (109,574 ) $ 472,150 $ 10,833 $ 18 $ 373,427 INVESTING ACTIVITIES: Capital expenditures, net of disposals — (3,713 ) (30,710 ) (5,876 ) — (40,299 ) Acquisition of businesses, net of cash acquired — (1,293,498 ) — — — (1,293,498 ) Net cash used in investing activities — (1,297,211 ) (30,710 ) (5,876 ) — (1,333,797 ) FINANCING ACTIVITIES: Intercompany activities (1,052,819 ) 1,478,706 (443,222 ) 17,353 (18 ) — Excess tax benefits related to share-based payment arrangements 50,580 — — — — 50,580 Proceeds from exercise of stock options 52,982 — — — — 52,982 Dividends paid (3,365 ) — — — — (3,365 ) Proceeds from 2015 term loan - net 1,516,653 — 1,516,653 Proceeds from revolving credit facility 75,250 75,250 Repayment on 2014 term loan (4,126 ) — (4,126 ) Repayment on 2013 term loan (999,272 ) — (999,272 ) Repayment on revolving credit facility (75,250 ) — (75,250 ) Proceeds from senior subordinated notes due 2025 - net 445,746 445,746 Other financing activities — (949 ) — — — (949 ) Net cash provided by (used in) financing activities 6,381 1,477,755 (443,222 ) 17,353 (18 ) 1,058,249 EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS — — — (2,077 ) — (2,077 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 6,381 70,970 (1,782 ) 20,233 — 95,802 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 2,088 782,648 3,793 31,019 — 819,548 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 8,469 $ 853,618 $ 2,011 $ 51,252 $ — $ 915,350 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THIRTY-NINE WEEK PERIOD ENDED JUNE 28, 2014 (Amounts in thousands) TransDigm TransDigm Subsidiary Non- Guarantor Total Group Inc. Guarantors Subsidiaries Eliminations Consolidated NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES $ — $ (75,896 ) $ 721,101 $ (288,579 ) $ (7,097 ) $ 349,529 INVESTING ACTIVITIES: Capital expenditures, net of disposals — (2,142 ) (20,667 ) (2,641 ) — (25,450 ) Cash proceeds from sale of real estate — — 16,380 — — 16,380 Acquisition of business, net of cash acquired — (311,872 ) — — — (311,872 ) Net cash used in investing activities — (314,014 ) (4,287 ) (2,641 ) — (320,942 ) FINANCING ACTIVITIES: Intercompany activities 1,463,362 (856,069 ) (724,165 ) 109,775 7,097 — Excess tax benefits related to share-based payment arrangements 40,481 — — — — 40,481 Proceeds from exercise of stock options 14,649 — — — — 14,649 Dividends paid (1,445,293 ) — — — — (1,445,293 ) Treasury stock repurchased (72,402 ) — — — — (72,402 ) Proceeds from 2014 term loan - net — 806,378 — — — 806,378 Repayment on 2013 term loan — (15,522 ) — — — (15,522 ) Proceeds from senior subordinated notes due 2022 and 2024 - net — 2,329,125 — — — 2,329,125 Repurchase of senior subordinated notes due 2018 — (1,720,997 ) — — — (1,720,997 ) Proceeds from trade receivable securitization facility - net — — — 199,390 — 199,390 Other financing activities — (78 ) — — — (78 ) Net cash provided by (used in) financing activities 797 542,837 (724,165 ) 309,165 7,097 135,731 EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS — — — 76 — 76 INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 797 152,927 (7,351 ) 18,021 — 164,394 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 1,313 536,863 7,900 18,664 — 564,740 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 2,110 $ 689,790 $ 549 $ 36,685 $ — $ 729,134 |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 9 Months Ended |
Jun. 27, 2015 | |
Purchase Price Allocation of Estimated Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the purchase price allocation of the estimated fair values of the assets acquired and liabilities assumed at the transaction date (in thousands). Assets acquired: Current assets, excluding cash acquired $ 143,417 Property, plant, and equipment 16,426 Intangible assets 290,000 Goodwill 439,946 Other 1,445 Total assets acquired $ 891,234 Liabilities assumed: Current liabilities $ 46,708 Other noncurrent liabilities 121,326 Total liabilities assumed $ 168,034 Net assets acquired $ 723,200 |
EARNINGS PER SHARE (TWO-CLASS24
EARNINGS PER SHARE (TWO-CLASS METHOD) (Tables) | 9 Months Ended |
Jun. 27, 2015 | |
Computation of Basic and Diluted Earnings (Loss) Per Share | The following table sets forth the computation of basic and diluted earnings (loss) per share (in thousands, except per share data): Thirteen Week Periods Ended Thirty-Nine Week Periods Ended June 27, 2015 June 28, 2014 June 27, 2015 June 28, 2014 ` Numerator for earnings (loss) per share: Net income $ 99,112 $ 16,177 $ 305,539 $ 192,655 Less dividends paid on participating securities — (110,903 ) (3,365 ) (120,528 ) Net income (loss) applicable to common stock - basic and diluted $ 99,112 $ (94,726 ) $ 302,174 $ 72,127 Denominator for basic and diluted earnings (loss) per share under the two-class method: Weighted average common shares outstanding 53,361 52,915 52,937 52,802 Vested options deemed participating securities 3,247 4,255 3,668 4,275 Total shares for basic and diluted earnings (loss) per share 56,608 57,170 56,605 57,077 Basic and diluted earnings (loss) per share $ 1.75 $ (1.66 ) $ 5.34 $ 1.26 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Jun. 27, 2015 | |
Inventories | Inventories consist of the following (in thousands): June 27, September 30, Raw materials and purchased component parts $ 376,722 $ 298,318 Work-in-progress 147,189 146,980 Finished Goods 114,183 69,658 Total 638,094 514,956 Reserves for excess and obsolete inventory and LIFO (63,908 ) (55,882 ) Inventories - net $ 574,186 $ 459,074 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Jun. 27, 2015 | |
Intangible Assets Subject to Amortization | Intangible assets subject to amortization consist of the following (in thousands): June 27, 2015 September 30, 2014 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Technology $ 1,121,330 $ 219,604 $ 901,726 $ 854,918 $ 186,278 $ 668,640 Order backlog 23,091 9,859 13,232 8,006 6,006 2,000 Other 43,304 12,868 30,436 43,252 11,259 31,993 Total $ 1,187,725 $ 242,331 $ 945,394 $ 906,176 $ 203,543 $ 702,633 |
Intangible Assets Acquired | Intangible assets acquired during the thirty-nine week period ended June 27, 2015 were as follows (in thousands): Cost Amortization Period Intangible assets not subject to amortization: Goodwill $ 816,490 Trademarks and trade names 185,053 1,001,543 Intangible assets subject to amortization: Technology 266,563 20 years Order backlog 15,085 1 year 281,648 19.0 years Total $ 1,283,191 |
Summary of Changes in Carrying Value of Goodwill | The following is a summary of changes in the carrying value of goodwill by segment from September 30, 2014 through June 27, 2015 (in thousands): Power & Control Airframe Non- aviation Total Balance, September 30, 2014 $ 1,563,438 $ 1,906,270 $ 55,369 $ 3,525,077 Goodwill acquired during the year 406,706 409,784 — 816,490 Purchase price allocation adjustments — (2,424 ) — (2,424 ) Other (3,585 ) (10,599 ) — (14,184 ) Balance, June 27, 2015 $ 1,966,559 $ 2,303,031 $ 55,369 $ 4,324,959 |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Jun. 27, 2015 | |
Debt | The Company’s debt consists of the following (in thousands): June 27, September 30, Short-term borrowings - trade receivable securitization facility $ 200,000 $ 200,000 Term loans $ 4,399,057 $ 3,873,131 5 1/2% senior subordinated notes due 2020 (2020 Notes) 550,000 550,000 7 1/2% senior subordinated notes due 2021 (2021 Notes) 500,000 500,000 6% senior subordinated notes due 2022 (2022 Notes) 1,150,000 1,150,000 6 1/2% senior subordinated notes due 2024 (2024 Notes) 1,200,000 1,200,000 6 1/2% senior subordinated notes due 2025 (2025 Notes) 450,000 — 8,249,057 7,273,131 Less current portion 44,195 39,295 Long-term debt $ 8,204,862 $ 7,233,836 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Jun. 27, 2015 | |
Carrying Amounts and Fair Values of Financial Instruments | The following summarizes the carrying amounts and fair values of financial instruments (in thousands): June 27, 2015 September 30, 2014 Level Carrying Amount Fair Value Carrying Amount Fair Value Assets: Cash and cash equivalents 1 $ 915,350 $ 915,350 $ 819,548 $ 819,548 Liabilities: Interest rate swap agreements (1) 2 25,010 25,010 20,070 20,070 Interest rate swap agreements (2) 2 25,250 25,250 4,650 4,650 Short-term borrowings - trade receivable securitization facility 1 200,000 200,000 200,000 200,000 Long-term debt, including current portion: Term loans 2 4,399,057 4,365,000 3,873,131 3,821,000 2020 Notes 1 550,000 546,000 550,000 529,000 2021 Notes 1 500,000 535,000 500,000 531,000 2022 Notes 1 1,150,000 1,153,000 1,150,000 1,121,000 2024 Notes 1 1,200,000 1,194,000 1,200,000 1,182,000 2025 Notes 1 450,000 452,000 — — (1) Included in Accrued liabilities on the Condensed Consolidated Balance Sheet. (2) Included in Other non-current liabilities on the Condensed Consolidated Balance Sheet. |
SEGMENTS (Tables)
SEGMENTS (Tables) | 9 Months Ended |
Jun. 27, 2015 | |
Net Sales by Reportable Segment | The following table presents net sales by reportable segment (in thousands): Thirteen Week Thirty-Nine Week Periods Ended Periods Ended June 27, 2015 June 28, 2014 June 27, 2015 June 28, 2014 Net sales to external customers Power & Control $ 341,867 $ 290,878 $ 917,466 $ 848,472 Airframe 325,250 295,620 909,820 810,572 Non-aviation 24,278 24,084 70,037 71,621 $ 691,395 $ 610,582 $ 1,897,323 $ 1,730,665 |
EBITDA Defined by Segment to Consolidated Income Before Taxes Operations | The following table reconciles EBITDA As Defined by segment to consolidated income before income taxes (in thousands): Thirteen Week Thirty-Nine Week Periods Ended Periods Ended June 27, 2015 June 28, 2014 June 27, 2015 June 28, 2014 EBITDA As Defined Power & Control $ 163,710 $ 146,998 $ 459,508 $ 424,682 Airframe 150,200 129,579 415,293 358,906 Non-aviation 4,919 4,624 14,797 14,831 Total segment EBITDA As Defined 318,829 281,201 889,598 798,419 Unallocated corporate expenses 5,974 5,617 18,946 16,310 Total Company EBITDA As Defined 312,855 275,584 870,652 782,109 Depreciation and amortization expense 26,921 24,821 67,767 74,541 Interest expense - net 106,796 87,613 305,623 250,755 Acquisition-related costs 12,271 2,355 19,288 18,297 Stock compensation expense 9,841 6,516 23,435 18,849 Refinancing costs 18,159 131,490 18,159 131,490 Other, net 126 1,912 (763 ) 1,322 Income before income taxes $ 138,741 $ 20,877 $ 437,143 $ 286,855 |
Total Assets by Segment | The following table presents total assets by segment (in thousands): June 27, 2015 September 30, 2014 Total assets Power & Control $ 3,242,893 $ 2,453,308 Airframe 3,855,517 3,243,516 Non-aviation 131,944 132,988 Corporate 1,120,028 927,036 $ 8,350,382 $ 6,756,848 |
SUPPLEMENTAL GUARANTOR INFORM30
SUPPLEMENTAL GUARANTOR INFORMATION (Tables) | 9 Months Ended |
Jun. 27, 2015 | |
Supplemental Condensed Consolidating Balance Sheet | TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING BALANCE SHEET AS OF JUNE 27, 2015 (Amounts in thousands) TransDigm TransDigm Subsidiary Non- Guarantor Total Group Inc. Guarantors Subsidiaries Eliminations Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 8,469 $ 853,618 $ 2,011 $ 51,252 $ — $ 915,350 Trade accounts receivable - Net — (262 ) 30,612 399,856 (10,251 ) 419,955 Inventories - Net — 37,165 441,217 96,504 (700 ) 574,186 Deferred income taxes — 36,814 43 766 — 37,623 Prepaid expenses and other — 50,967 13,426 17,979 — 82,372 Total current assets 8,469 978,302 487,309 566,357 (10,951 ) 2,029,486 INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES (1,177,494 ) 6,662,175 4,282,143 (50,649 ) (9,716,175 ) — PROPERTY, PLANT AND EQUIPMENT -Net — 17,984 189,311 43,628 — 250,923 GOODWILL — 150,877 4,015,541 158,541 — 4,324,959 TRADEMARKS AND TRADE NAMES — 31,748 605,621 59,437 — 696,806 OTHER INTANGIBLE ASSETS - Net — 7,235 920,078 19,542 (1,461 ) 945,394 DEBT ISSUE COSTS - Net — 80,104 — 16 — 80,120 OTHER — 6,166 14,678 1,850 — 22,694 TOTAL ASSETS $ (1,169,025 ) $ 7,934,591 $ 10,514,681 $ 798,722 $ (9,728,587 ) $ 8,350,382 LIABILITIES AND STOCKHOLDERS’ CURRENT LIABILITIES: Current portion of long-term debt $ — $ 44,195 $ — $ — $ — $ 44,195 Short-term borrowings - trade receivable securitization facility — — — 200,000 — 200,000 Accounts payable — 17,485 89,131 32,671 (10,237 ) 129,050 Accrued liabilities — 151,606 95,408 59,430 — 306,444 Total current liabilities — 213,286 184,539 292,101 (10,237 ) 679,689 LONG-TERM DEBT — 8,204,862 — — — 8,204,862 DEFERRED INCOME TAXES — 490,782 3,053 (234 ) — 493,601 OTHER NON-CURRENT LIABILITIES — 67,177 36,403 37,675 — 141,255 Total liabilities — 8,976,107 223,995 329,542 (10,237 ) 9,519,407 STOCKHOLDERS’ (DEFICIT) EQUITY (1,169,025 ) (1,041,516 ) 10,290,686 469,180 (9,720,144 ) (1,169,025 ) TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY $ (1,169,025 ) $ 7,934,591 $ 10,514,681 $ 798,722 $ (9,730,381 ) $ 8,350,382 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING BALANCE SHEET AS OF SEPTEMBER 30, 2014 (Amounts in thousands) TransDigm TransDigm Subsidiary Non- Guarantor Total Group Inc. Guarantors Subsidiaries Eliminations Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 2,088 $ 782,648 $ 3,793 $ 31,019 $ — $ 819,548 Trade accounts receivable - Net — (305 ) 1,711 351,881 (1,980 ) 351,307 Inventories - Net — 32,287 382,016 45,471 (700 ) 459,074 Deferred income taxes — 37,669 — — — 37,669 Prepaid expenses and other — 2,040 14,789 5,149 — 21,978 Total current assets 2,088 854,339 402,309 433,520 (2,680 ) 1,689,576 INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES (1,558,187 ) 5,327,465 3,758,085 (59,788 ) (7,467,575 ) — PROPERTY, PLANT AND EQUIPMENT - Net — 15,884 167,257 28,967 — 212,108 GOODWILL — 64,461 3,289,295 171,321 — 3,525,077 TRADEMARKS AND TRADE NAMES — 19,377 449,706 45,437 — 514,520 OTHER INTANGIBLE ASSETS - Net — 20,689 642,305 41,099 (1,460 ) 702,633 DEBT ISSUE COSTS - Net — 92,155 — 238 — 92,393 OTHER — 7,845 11,754 942 — 20,541 TOTAL ASSETS $ (1,556,099 ) $ 6,402,215 $ 8,720,711 $ 661,736 $ (7,471,715 ) $ 6,756,848 LIABILITIES AND STOCKHOLDERS’ CURRENT LIABILITIES: Current portion of long-term debt $ — $ 39,295 $ — $ — $ — $ 39,295 Short-term borrowings - trade receivable securitization facility — — — 200,000 — 200,000 Accounts payable — 17,629 85,328 14,768 (1,984 ) 115,741 Accrued liabilities — 106,631 98,308 25,932 — 230,871 Total current liabilities — 163,555 183,636 240,700 (1,984 ) 585,907 LONG-TERM DEBT — 7,233,836 — — — 7,233,836 DEFERRED INCOME TAXES — 402,538 — (291 ) — 402,247 OTHER NON-CURRENT LIABILITIES — 42,470 42,445 6,042 — 90,957 Total liabilities — 7,842,399 226,081 246,451 (1,984 ) 8,312,947 STOCKHOLDERS’ (DEFICIT) EQUITY (1,556,099 ) (1,440,184 ) 8,494,630 415,285 (7,469,731 ) (1,556,099 ) TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY $ (1,556,099 ) $ 6,402,215 $ 8,720,711 $ 661,736 $ (7,471,715 ) $ 6,756,848 |
Supplemental Condensed Consolidating Statement of Income and Comprehensive Income | TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME FOR THE THIRTY-NINE WEEK PERIOD ENDED JUNE 27, 2015 (Amounts in thousands) TransDigm TransDigm Subsidiary Non- Guarantor Total Group Inc. Guarantors Subsidiaries Eliminations Consolidated NET SALES $ — $ 95,145 $ 1,619,184 $ 192,926 $ (9,932 ) $ 1,897,323 COST OF SALES — 57,550 700,720 126,740 (9,932 ) 875,078 GROSS PROFIT — 37,595 918,464 66,186 0 1,022,245 SELLING AND ADMINISTRATIVE EXPENSES — 59,979 136,490 26,885 — 223,354 AMORTIZATION OF INTANGIBLE ASSETS — 1,044 33,941 2,981 — 37,966 INCOME (LOSS) FROM OPERATIONS — (23,428 ) 748,033 36,320 0 760,925 INTEREST EXPENSE - Net — 313,706 (289 ) (7,794 ) — 305,623 REFINANCING COSTS — 18,159 — — — 18,159 EQUITY IN INCOME OF SUBSIDIARIES (305,539 ) (558,191 ) — — 863,730 — INCOME BEFORE INCOME TAXES 305,539 202,898 748,322 44,114 (863,730 ) 437,143 INCOME TAX PROVISION (BENEFIT) — (102,641 ) 226,369 7,876 — 131,604 NET INCOME $ 305,539 $ 305,539 $ 521,953 $ 36,238 $ (863,730 ) $ 305,539 OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX (33,421 ) (25,418 ) 1,944 (22,825 ) 46,299 (33,421 ) TOTAL COMPREHENSIVE INCOME $ 272,118 $ 280,121 $ 523,897 $ 13,413 $ (817,431 ) $ 272,118 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME FOR THE THIRTY-NINE WEEK PERIOD ENDED JUNE 28, 2014 (Amounts in thousands) TransDigm TransDigm Subsidiary Non- Guarantor Total Group Inc. Guarantors Subsidiaries Eliminations Consolidated NET SALES $ — $ 88,655 $ 1,503,341 $ 146,508 $ (7,839 ) $ 1,730,665 COST OF SALES — 53,714 660,960 104,807 (8,062 ) 811,419 GROSS PROFIT — 34,941 842,381 41,701 223 919,246 SELLING AND ADMINISTRATIVE EXPENSES — 46,302 129,695 23,764 — 199,761 AMORTIZATION OF INTANGIBLE ASSETS — 1,041 45,043 4,301 — 50,385 INCOME (LOSS) FROM OPERATIONS — (12,402 ) 667,643 13,636 223 669,100 INTEREST EXPENSE - Net — 249,957 (46 ) 844 — 250,755 REFINANCING COSTS — 131,490 131,490 EQUITY IN INCOME OF SUBSIDIARIES (192,655 ) (444,083 ) — — 636,738 — INCOME BEFORE INCOME TAXES 192,655 50,234 667,689 12,792 (636,515 ) 286,855 INCOME TAX PROVISION (BENEFIT) — (142,421 ) 229,333 7,288 — 94,200 NET INCOME $ 192,655 $ 192,655 $ 438,356 $ 5,504 $ (636,515 ) $ 192,655 OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX (329 ) (7,401 ) 2,173 4,899 329 (329 ) TOTAL COMPREHENSIVE INCOME $ 192,326 $ 185,254 $ 440,529 $ 10,403 $ (636,186 ) $ 192,326 |
Supplemental Condensed Consolidating Statement of Cash Flows | TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THIRTY-NINE WEEK PERIOD ENDED JUNE 27, 2015 (Amounts in thousands) TransDigm TransDigm Subsidiary Non- Guarantor Total Group Inc. Guarantors Subsidiaries Eliminations Consolidated NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ — $ (109,574 ) $ 472,150 $ 10,833 $ 18 $ 373,427 INVESTING ACTIVITIES: Capital expenditures, net of disposals — (3,713 ) (30,710 ) (5,876 ) — (40,299 ) Acquisition of businesses, net of cash acquired — (1,293,498 ) — — — (1,293,498 ) Net cash used in investing activities — (1,297,211 ) (30,710 ) (5,876 ) — (1,333,797 ) FINANCING ACTIVITIES: Intercompany activities (1,052,819 ) 1,478,706 (443,222 ) 17,353 (18 ) — Excess tax benefits related to share-based payment arrangements 50,580 — — — — 50,580 Proceeds from exercise of stock options 52,982 — — — — 52,982 Dividends paid (3,365 ) — — — — (3,365 ) Proceeds from 2015 term loan - net 1,516,653 — 1,516,653 Proceeds from revolving credit facility 75,250 75,250 Repayment on 2014 term loan (4,126 ) — (4,126 ) Repayment on 2013 term loan (999,272 ) — (999,272 ) Repayment on revolving credit facility (75,250 ) — (75,250 ) Proceeds from senior subordinated notes due 2025 - net 445,746 445,746 Other financing activities — (949 ) — — — (949 ) Net cash provided by (used in) financing activities 6,381 1,477,755 (443,222 ) 17,353 (18 ) 1,058,249 EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS — — — (2,077 ) — (2,077 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 6,381 70,970 (1,782 ) 20,233 — 95,802 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 2,088 782,648 3,793 31,019 — 819,548 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 8,469 $ 853,618 $ 2,011 $ 51,252 $ — $ 915,350 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THIRTY-NINE WEEK PERIOD ENDED JUNE 28, 2014 (Amounts in thousands) TransDigm TransDigm Subsidiary Non- Guarantor Total Group Inc. Guarantors Subsidiaries Eliminations Consolidated NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES $ — $ (75,896 ) $ 721,101 $ (288,579 ) $ (7,097 ) $ 349,529 INVESTING ACTIVITIES: Capital expenditures, net of disposals — (2,142 ) (20,667 ) (2,641 ) — (25,450 ) Cash proceeds from sale of real estate — — 16,380 — — 16,380 Acquisition of business, net of cash acquired — (311,872 ) — — — (311,872 ) Net cash used in investing activities — (314,014 ) (4,287 ) (2,641 ) — (320,942 ) FINANCING ACTIVITIES: Intercompany activities 1,463,362 (856,069 ) (724,165 ) 109,775 7,097 — Excess tax benefits related to share-based payment arrangements 40,481 — — — — 40,481 Proceeds from exercise of stock options 14,649 — — — — 14,649 Dividends paid (1,445,293 ) — — — — (1,445,293 ) Treasury stock repurchased (72,402 ) — — — — (72,402 ) Proceeds from 2014 term loan - net — 806,378 — — — 806,378 Repayment on 2013 term loan — (15,522 ) — — — (15,522 ) Proceeds from senior subordinated notes due 2022 and 2024 - net — 2,329,125 — — — 2,329,125 Repurchase of senior subordinated notes due 2018 — (1,720,997 ) — — — (1,720,997 ) Proceeds from trade receivable securitization facility - net — — — 199,390 — 199,390 Other financing activities — (78 ) — — — (78 ) Net cash provided by (used in) financing activities 797 542,837 (724,165 ) 309,165 7,097 135,731 EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS — — — 76 — 76 INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 797 152,927 (7,351 ) 18,021 — 164,394 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 1,313 536,863 7,900 18,664 — 564,740 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 2,110 $ 689,790 $ 549 $ 36,685 $ — $ 729,134 |
Description of The Business - A
Description of The Business - Additional Information (Detail) | Jun. 27, 2015 |
Nature Of Business [Line Items] | |
Percentage of ownership in subsidiary | 100.00% |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - Entity [Domain] - USD ($) $ in Thousands | Jul. 29, 2015 | May. 14, 2015 | Mar. 31, 2015 | Mar. 26, 2015 | Mar. 06, 2014 | Dec. 19, 2013 | Jul. 31, 2015 | Jun. 27, 2015 | Sep. 30, 2014 |
Business Acquisition [Line Items] | |||||||||
Goodwill | $ 4,324,959 | $ 3,525,077 | |||||||
Subsequent Event | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash consideration paid to acquire business | $ 325,000 | ||||||||
Minimum | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated useful life of aircraft (in years) | 25 years | ||||||||
Maximum | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated useful life of aircraft (in years) | 30 years | ||||||||
Telair Cargo Group | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash consideration paid to acquire business | $ 730,900 | ||||||||
Goodwill | 439,946 | ||||||||
Business acquisition, assumption of net indebtedness | 168,034 | ||||||||
Telair Cargo Group | Revolving credit facility | |||||||||
Business Acquisition [Line Items] | |||||||||
Borrowing under revolving credit facility | $ 75,000 | ||||||||
Telair Cargo Group | Subsequent Event | |||||||||
Business Acquisition [Line Items] | |||||||||
Business acquisition, purchase price adjustment | $ 600 | ||||||||
Pexco Aerospace | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash consideration paid to acquire business | $ 496,000 | ||||||||
Tax benefits | $ (160,000) | ||||||||
Tax benefits realization period | 15 years | ||||||||
Amount of goodwill expected to be non deductible for tax | $ 320,600 | ||||||||
Pexco Aerospace | Senior Subordinated Notes Due 2025 | |||||||||
Business Acquisition [Line Items] | |||||||||
Business combination, long term debt assumed | $ 450,000 | ||||||||
Senior subordinate note, due date | 2,025 | ||||||||
Pexco Aerospace | Subsequent Event | |||||||||
Business Acquisition [Line Items] | |||||||||
Business acquisition, purchase price adjustment | $ 400 | ||||||||
Adams Rite Aerospace GmbH | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash consideration paid to acquire business | $ 75,000 | ||||||||
Goodwill | $ 57,100 | ||||||||
Elektro-Metall Export GmbH | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash consideration paid to acquire business | $ 40,400 | ||||||||
Goodwill | 20,300 | ||||||||
Business acquisition cost | 49,600 | ||||||||
Business acquisition, assumption of net indebtedness | $ 9,200 | ||||||||
Airborne Systems Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash consideration paid to acquire business | $ 264,200 | ||||||||
Goodwill | $ 155,900 |
Purchase Price Allocation of Es
Purchase Price Allocation of Estimated Fair Value of Assets Acquired and Liabilities Assumed (Detail) - Entity [Domain] - USD ($) $ in Thousands | Jun. 27, 2015 | Mar. 26, 2015 | Sep. 30, 2014 |
Assets acquired: | |||
Goodwill | $ 4,324,959 | $ 3,525,077 | |
Telair Cargo Group | |||
Assets acquired: | |||
Current assets, excluding cash acquired | $ 143,417 | ||
Property, plant, and equipment | 16,426 | ||
Intangible assets | 290,000 | ||
Goodwill | 439,946 | ||
Other | 1,445 | ||
Total assets acquired | 891,234 | ||
Liabilities assumed: | |||
Current liabilities | 46,708 | ||
Other noncurrent liabilities | 121,326 | ||
Total liabilities assumed | 168,034 | ||
Net assets acquired | $ 723,200 |
Computation of Basic and Dilute
Computation of Basic and Diluted Earnings (Loss) Per Share (Detail) - Entity [Domain] - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 27, 2015 | Jun. 28, 2014 | |
Numerator for earnings (loss) per share: | ||||
Net income | $ 99,112 | $ 16,177 | $ 305,539 | $ 192,655 |
Less dividends paid on participating securities | (110,903) | (3,365) | (120,528) | |
Net income (loss) applicable to common stock - basic and diluted | $ 99,112 | $ (94,726) | $ 302,174 | $ 72,127 |
Denominator for basic and diluted earnings (loss) per share under the two-class method: | ||||
Weighted average common shares outstanding | 53,361 | 52,915 | 52,937 | 52,802 |
Vested options deemed participating securities | 3,247 | 4,255 | 3,668 | 4,275 |
Total shares for basic and diluted earnings (loss) per share | 56,608 | 57,170 | 56,605 | 57,077 |
Basic and diluted earnings (loss) per share | $ 1.75 | $ (1.66) | $ 5.34 | $ 1.26 |
Inventories - Additional Inform
Inventories - Additional Information (Detail) | Jun. 27, 2015 |
Maximum | |
Inventory [Line Items] | |
Percentage of inventory valued under LIFO method | 3.00% |
Inventories (Detail)
Inventories (Detail) - Entity [Domain] - USD ($) $ in Thousands | Jun. 27, 2015 | Sep. 30, 2014 |
Inventory [Line Items] | ||
Raw materials and purchased component parts | $ 376,722 | $ 298,318 |
Work-in-progress | 147,189 | 146,980 |
Finished Goods | 114,183 | 69,658 |
Total | 638,094 | 514,956 |
Reserves for excess and obsolete inventory and LIFO | (63,908) | (55,882) |
Inventories - net | $ 574,186 | $ 459,074 |
Intangible Assets Subject to Am
Intangible Assets Subject to Amortization (Detail) - Entity [Domain] - USD ($) $ in Thousands | Jun. 27, 2015 | Sep. 30, 2014 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 1,187,725 | $ 906,176 |
Accumulated Amortization | 242,331 | 203,543 |
Net | 945,394 | 702,633 |
Technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,121,330 | 854,918 |
Accumulated Amortization | 219,604 | 186,278 |
Net | 901,726 | 668,640 |
Order backlog | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 23,091 | 8,006 |
Accumulated Amortization | 9,859 | 6,006 |
Net | 13,232 | 2,000 |
Other intangible assets | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 43,304 | 43,252 |
Accumulated Amortization | 12,868 | 11,259 |
Net | $ 30,436 | $ 31,993 |
Intangible Assets Acquired (Det
Intangible Assets Acquired (Detail) - 9 months ended Jun. 27, 2015 - USD ($) $ in Thousands | Total |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Goodwill | $ 816,490 |
Intangible assets not subject to amortization | 1,001,543 |
Intangible assets subject to amortization | 281,648 |
Total - Intangible assets both subject to and not subject to amortization | $ 1,283,191 |
Amortization Period (in years) | 19 years |
Trademarks and trade names | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets not subject to amortization | $ 185,053 |
Technology | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets subject to amortization | $ 266,563 |
Amortization Period (in years) | 20 years |
Order backlog | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets subject to amortization | $ 15,085 |
Amortization Period (in years) | 1 year |
Intangible Assets - Additional
Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | 9 Months Ended | |
Jun. 27, 2015 | Jun. 28, 2014 | |
Schedule of Intangible Assets Disclosure [Line Items] | ||
Aggregate amortization expense | $ 38.8 | $ 50.6 |
Estimated Amortization Expense, 2015 | 58.1 | |
Estimated Amortization Expense, 2016 | 62.6 | |
Estimated Amortization Expense, 2017 | 53.5 | |
Estimated Amortization Expense, 2018 | 53.5 | |
Estimated Amortization Expense, 2019 | 53.5 | |
Estimated Amortization Expense, 2020 | $ 53.5 |
Summary of Changes in Carrying
Summary of Changes in Carrying Value of Goodwill (Detail) - Entity [Domain] $ in Thousands | 9 Months Ended |
Jun. 27, 2015USD ($) | |
Goodwill [Line Items] | |
Goodwill, Beginning Balance | $ 3,525,077 |
Goodwill acquired during the year | 816,490 |
Purchase price allocation adjustments | (2,424) |
Other | (14,184) |
Goodwill, Ending Balance | 4,324,959 |
Power & Control | |
Goodwill [Line Items] | |
Goodwill, Beginning Balance | 1,563,438 |
Goodwill acquired during the year | 406,706 |
Other | (3,585) |
Goodwill, Ending Balance | 1,966,559 |
Airframe | |
Goodwill [Line Items] | |
Goodwill, Beginning Balance | 1,906,270 |
Goodwill acquired during the year | 409,784 |
Purchase price allocation adjustments | (2,424) |
Other | (10,599) |
Goodwill, Ending Balance | 2,303,031 |
Non-aviation | |
Goodwill [Line Items] | |
Goodwill, Beginning Balance | 55,369 |
Goodwill, Ending Balance | $ 55,369 |
Debt (Detail)
Debt (Detail) - Entity [Domain] - USD ($) $ in Thousands | Jun. 27, 2015 | Sep. 30, 2014 |
Debt Instrument [Line Items] | ||
Short-term borrowings - trade receivable securitization facility | $ 200,000 | $ 200,000 |
Total debt outstanding | 8,249,057 | 7,273,131 |
Less current portion | 44,195 | 39,295 |
LONG-TERM DEBT | 8,204,862 | 7,233,836 |
Term Loans | ||
Debt Instrument [Line Items] | ||
Debt instrument, outstanding | 4,399,057 | 3,873,131 |
5 1/2% Senior Subordinated Notes, Due 2020 | ||
Debt Instrument [Line Items] | ||
Debt instrument, outstanding | 550,000 | 550,000 |
7 1/2% Senior Subordinated Notes, Due 2021 | ||
Debt Instrument [Line Items] | ||
Debt instrument, outstanding | 500,000 | 500,000 |
6.00% Senior Subordinated Notes, Due 2022 | ||
Debt Instrument [Line Items] | ||
Debt instrument, outstanding | 1,150,000 | 1,150,000 |
6 1/2% Senior Subordinated Notes, Due 2024 | ||
Debt Instrument [Line Items] | ||
Debt instrument, outstanding | 1,200,000 | $ 1,200,000 |
6 1/2% Senior Subordinated Notes, Due 2025 | ||
Debt Instrument [Line Items] | ||
Debt instrument, outstanding | $ 450,000 |
Debt (Parenthetical) (Detail)
Debt (Parenthetical) (Detail) | 9 Months Ended | 12 Months Ended | |
Jun. 27, 2015 | Sep. 30, 2014 | May. 14, 2015 | |
5 1/2% Senior Subordinated Notes, Due 2020 | |||
Debt Instrument [Line Items] | |||
Senior subordinate note, due date | 2,020 | 2,020 | |
Debt instrument interest rate stated percentage | 5.50% | 5.50% | |
7 1/2% Senior Subordinated Notes, Due 2021 | |||
Debt Instrument [Line Items] | |||
Senior subordinate note, due date | 2,021 | 2,021 | |
Debt instrument interest rate stated percentage | 7.50% | 7.50% | |
6.00% Senior Subordinated Notes, Due 2022 | |||
Debt Instrument [Line Items] | |||
Senior subordinate note, due date | 2,022 | 2,022 | |
Debt instrument interest rate stated percentage | 6.00% | 6.00% | |
6 1/2% Senior Subordinated Notes, Due 2024 | |||
Debt Instrument [Line Items] | |||
Senior subordinate note, due date | 2,024 | 2,024 | |
Debt instrument interest rate stated percentage | 6.50% | 6.50% | |
6 1/2% Senior Subordinated Notes, Due 2025 | |||
Debt Instrument [Line Items] | |||
Senior subordinate note, due date | 2,025 | 2,025 | |
Debt instrument interest rate stated percentage | 6.50% | 6.50% | 6.50% |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | May. 20, 2015 | May. 14, 2015 | Jun. 27, 2015 | Sep. 30, 2014 |
6 1/2% Senior Subordinated Notes, Due 2025 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 450,000,000 | |||
Debt instrument, maturity date | May 15, 2025 | |||
Percentage of principal amount of debt on issue price | 100.00% | |||
Debt instrument interest rate stated percentage | 6.50% | 6.50% | 6.50% | |
Frequency of interest repayment | Semiannually in arrears on May 15 and November 15 of each year | |||
Debt instrument event of default percentage of principal | 25.00% | |||
Incremental Assumption and Refinancing Facility Agreement | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 130,000,000 | |||
Revolving credit facility maximum borrowing capacity | $ 550,000,000 | |||
Revolving credit facility maturity date | Feb. 28, 2018 | |||
Letters of credit outstanding | $ 16,100,000 | |||
Borrowings available under credit facility | $ 533,900,000 | |||
Incremental Assumption and Refinancing Facility Agreement | Tranche E Term Loan | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 1,000,000,000 | |||
Debt instrument, maturity date | May 14, 2022 | |||
Incremental Assumption and Refinancing Facility Agreement | Tranche B | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, refinanced amount | $ 498,000,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 27, 2015 | Jun. 28, 2014 | Sep. 30, 2014 | |
Income Tax Contingency [Line Items] | |||||
Effective income tax rate | 28.60% | 22.50% | 30.10% | 32.80% | |
Unrecognized tax benefit | $ 8.9 | $ 8.9 | $ 13.9 | ||
Effect of unrecognized tax benefits on effective tax rate | 8.5 | 8.5 | $ 13.5 | ||
Unrecognized Tax Benefits, Period Increase (Decrease) over the next 12 months | $ 3.5 | $ 3.5 | |||
Earliest Tax Year | |||||
Income Tax Contingency [Line Items] | |||||
Tax year under examination | 2,012 | ||||
Latest Tax Year | |||||
Income Tax Contingency [Line Items] | |||||
Tax year under examination | 2,013 |
Carrying Amounts and Fair Value
Carrying Amounts and Fair Values of Financial Instruments (Detail) - Entity [Domain] - USD ($) $ in Thousands | Jun. 27, 2015 | Sep. 30, 2014 | Jun. 28, 2014 | Sep. 30, 2013 | |
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Cash and cash equivalents, Assets, Carrying Amount | $ 915,350 | $ 819,548 | $ 729,134 | $ 564,740 | |
Short-term borrowings - trade receivable securitization facility, Carrying Amount | 200,000 | 200,000 | |||
Term Loans | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Long-term debt, Carrying Amount | 4,399,057 | 3,873,131 | |||
5 1/2% Senior Subordinated Notes, Due 2020 | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Long-term debt, Carrying Amount | 550,000 | 550,000 | |||
7 1/2% Senior Subordinated Notes, Due 2021 | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Long-term debt, Carrying Amount | 500,000 | 500,000 | |||
6.00% Senior Subordinated Notes, Due 2022 | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Long-term debt, Carrying Amount | 1,150,000 | 1,150,000 | |||
6 1/2% Senior Subordinated Notes, Due 2024 | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Long-term debt, Carrying Amount | 1,200,000 | 1,200,000 | |||
6 1/2% Senior Subordinated Notes, Due 2025 | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Long-term debt, Carrying Amount | 450,000 | ||||
Accrued Liabilities | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Interest rate swap agreements, Liabilities, Carrying Amount | [1] | 25,010 | 20,070 | ||
Other Non-Current Liabilities | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Interest rate swap agreements, Liabilities, Carrying Amount | [2] | 25,250 | 4,650 | ||
Level 1 | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Cash and cash equivalents, Assets, Fair Value | 915,350 | 819,548 | |||
Short-term borrowings - trade receivable securitization facility, Fair Value | 200,000 | 200,000 | |||
Level 1 | 5 1/2% Senior Subordinated Notes, Due 2020 | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Long-term debt, Fair Value | 546,000 | 529,000 | |||
Level 1 | 7 1/2% Senior Subordinated Notes, Due 2021 | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Long-term debt, Fair Value | 535,000 | 531,000 | |||
Level 1 | 6.00% Senior Subordinated Notes, Due 2022 | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Long-term debt, Fair Value | 1,153,000 | 1,121,000 | |||
Level 1 | 6 1/2% Senior Subordinated Notes, Due 2024 | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Long-term debt, Fair Value | 1,194,000 | 1,182,000 | |||
Level 1 | 6 1/2% Senior Subordinated Notes, Due 2025 | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Long-term debt, Fair Value | 452,000 | ||||
Level 2 | Term Loans | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Long-term debt, Fair Value | 4,365,000 | 3,821,000 | |||
Level 2 | Accrued Liabilities | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Interest rate swap agreements, Liabilities, Fair Value | [1] | 25,010 | 20,070 | ||
Level 2 | Other Non-Current Liabilities | |||||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | |||||
Interest rate swap agreements, Liabilities, Fair Value | [2] | $ 25,250 | $ 4,650 | ||
[1] | Included in Accrued liabilities on the Condensed Consolidated Balance Sheet. | ||||
[2] | Included in Other non-current liabilities on the Condensed Consolidated Balance Sheet. |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) | 9 Months Ended | 12 Months Ended |
Jun. 27, 2015 | Sep. 30, 2014 | |
5 1/2% Senior Subordinated Notes, Due 2020 | ||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | ||
Senior subordinate note, due date | 2,020 | 2,020 |
7 1/2% Senior Subordinated Notes, Due 2021 | ||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | ||
Senior subordinate note, due date | 2,021 | 2,021 |
6.00% Senior Subordinated Notes, Due 2022 | ||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | ||
Senior subordinate note, due date | 2,022 | 2,022 |
6 1/2% Senior Subordinated Notes, Due 2024 | ||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | ||
Senior subordinate note, due date | 2,024 | 2,024 |
6 1/2% Senior Subordinated Notes, Due 2025 | ||
Carrying Amounts and Fair Values of Financial Instruments [Line Items] | ||
Senior subordinate note, due date | 2,025 | 2,025 |
Derivatives and Hedging Activ47
Derivatives and Hedging Activities - Additional Information (Detail) | 9 Months Ended | |
Jun. 27, 2015USD ($)Agreement | Jul. 31, 2015USD ($)Agreement | |
Derivative [Line Items] | ||
Derivative loss to be recognized | $ 19,900,000 | |
Interest rate swap agreements beginning September 30, 2014 | ||
Derivative [Line Items] | ||
Number of interest rate cap agreements | Agreement | 3 | |
Aggregate notional amount | $ 1,000,000,000 | |
Fixed rate of interest under interest rate swap | 5.40% | |
Variable interest rate | 2.40% | |
Basis spread on variable rate | 3.00% | |
Interest rate swap agreements to swap variable rates on the credit facility for a fixed rate | ||
Derivative [Line Items] | ||
Number of interest rate cap agreements | Agreement | 3 | |
Aggregate notional amount | $ 353,000,000 | |
Fixed rate of interest under interest rate swap | 5.17% | |
Variable interest rate | 2.17% | |
Basis spread on variable rate | 3.00% | |
Interest Rate Cap Agreements [Member] | Subsequent Event | ||
Derivative [Line Items] | ||
Number of interest rate cap agreements | Agreement | 6 | |
Aggregate notional amount | $ 750,000,000 | |
Interest Rate Cap Agreements [Member] | Subsequent Event | London Interbank Offered Rate (LIBOR) | ||
Derivative [Line Items] | ||
Derivative cap interest rate | 2.50% | |
Forward-starting interest rate swap agreements beginning March 31, 2016 | ||
Derivative [Line Items] | ||
Number of interest rate cap agreements | Agreement | 5 | |
Aggregate notional amount | $ 750,000,000 | |
Fixed rate of interest under interest rate swap | 5.80% | |
Variable interest rate | 2.80% | |
Basis spread on variable rate | 3.00% |
Segments - Additional Informati
Segments - Additional Information (Detail) | 9 Months Ended |
Jun. 27, 2015Segment | |
Segment Reporting Information [Line Items] | |
Number of reporting segments | 3 |
Net Sales by Reportable Segment
Net Sales by Reportable Segment (Detail) - Entity [Domain] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 27, 2015 | Jun. 28, 2014 | |
Segment Reporting Information [Line Items] | ||||
NET SALES | $ 691,395 | $ 610,582 | $ 1,897,323 | $ 1,730,665 |
Operating Segments | Power & Control | ||||
Segment Reporting Information [Line Items] | ||||
NET SALES | 341,867 | 290,878 | 917,466 | 848,472 |
Operating Segments | Airframe | ||||
Segment Reporting Information [Line Items] | ||||
NET SALES | 325,250 | 295,620 | 909,820 | 810,572 |
Operating Segments | Non-aviation | ||||
Segment Reporting Information [Line Items] | ||||
NET SALES | $ 24,278 | $ 24,084 | $ 70,037 | $ 71,621 |
EBITDA Defined by Segment to Co
EBITDA Defined by Segment to Consolidated Income Before Taxes Operations (Detail) - Entity [Domain] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 27, 2015 | Jun. 28, 2014 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Earnings before interest taxes depreciation and amortization | $ 312,855 | $ 275,584 | $ 870,652 | $ 782,109 |
Depreciation and amortization expense | 26,921 | 24,821 | 67,767 | 74,541 |
Interest expense-net | 106,796 | 87,613 | 305,623 | 250,755 |
Acquisition-related costs | 12,271 | 2,355 | 19,288 | 18,297 |
Stock compensation expense | 9,841 | 6,516 | 23,435 | 18,849 |
Refinancing costs | 18,159 | 131,490 | 18,159 | 131,490 |
Other, net | 126 | 1,912 | (763) | 1,322 |
INCOME BEFORE INCOME TAXES | 138,741 | 20,877 | 437,143 | 286,855 |
Operating Segments | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Earnings before interest taxes depreciation and amortization | 318,829 | 281,201 | 889,598 | 798,419 |
Operating Segments | Power & Control | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Earnings before interest taxes depreciation and amortization | 163,710 | 146,998 | 459,508 | 424,682 |
Operating Segments | Airframe | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Earnings before interest taxes depreciation and amortization | 150,200 | 129,579 | 415,293 | 358,906 |
Operating Segments | Non-aviation | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Earnings before interest taxes depreciation and amortization | 4,919 | 4,624 | 14,797 | 14,831 |
Corporate, Non-Segment | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Earnings before interest taxes depreciation and amortization | $ 5,974 | $ 5,617 | $ 18,946 | $ 16,310 |
Total Assets by Segment (Detail
Total Assets by Segment (Detail) - Entity [Domain] - USD ($) $ in Thousands | Jun. 27, 2015 | Sep. 30, 2014 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 8,350,382 | $ 6,756,848 |
Operating Segments | Power & Control | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 3,242,893 | 2,453,308 |
Operating Segments | Airframe | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 3,855,517 | 3,243,516 |
Operating Segments | Non-aviation | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 131,944 | 132,988 |
Corporate, Non-Segment | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 1,120,028 | $ 927,036 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Event - USD ($) | Aug. 02, 2015 | Jul. 29, 2015 |
Subsequent Event [Line Items] | ||
Cash consideration paid to acquire business | $ 325,000,000 | |
Business combination, tax benefits to be realized | $ 107,000,000 | |
Business combination, tax benefit period | 15 years | |
Amended "Securitization Facility" due August 2, 2016 | ||
Subsequent Event [Line Items] | ||
Line of Credit facility expiration date | Aug. 2, 2016 | |
Revolving credit facility maximum borrowing capacity | $ 250,000,000 | |
Matured "Securitization Facility" due August 7, 2015 | ||
Subsequent Event [Line Items] | ||
Revolving credit facility maximum borrowing capacity | $ 225,000,000 |
Supplemental Guarantor Inform53
Supplemental Guarantor Information - Additional Information (Detail) | Jun. 27, 2015 |
Supplemental Guarantor Information [Line Items] | |
Percentage of ownership in subsidiary | 100.00% |
Supplemental Condensed Consolid
Supplemental Condensed Consolidating Balance Sheet (Detail) - USD ($) $ in Thousands | Jun. 27, 2015 | Sep. 30, 2014 | Jun. 28, 2014 | Sep. 30, 2013 |
Supplemental Guarantor Information [Line Items] | ||||
Cash and cash equivalents | $ 915,350 | $ 819,548 | $ 729,134 | $ 564,740 |
Trade accounts receivable - Net | 419,955 | 351,307 | ||
Inventories - Net | 574,186 | 459,074 | ||
Deferred income taxes | 37,623 | 37,669 | ||
Prepaid expenses and other | 82,372 | 21,978 | ||
Total current assets | 2,029,486 | 1,689,576 | ||
PROPERTY, PLANT AND EQUIPMENT - Net | 250,923 | 212,108 | ||
Goodwill | 4,324,959 | 3,525,077 | ||
TRADEMARKS AND TRADE NAMES | 696,806 | 514,520 | ||
OTHER INTANGIBLE ASSETS - Net | 945,394 | 702,633 | ||
DEBT ISSUE COSTS - Net | 80,120 | 92,393 | ||
OTHER | 22,694 | 20,541 | ||
TOTAL ASSETS | 8,350,382 | 6,756,848 | ||
Current portion of long-term debt | 44,195 | 39,295 | ||
Short-term borrowings - trade receivable securitization facility | 200,000 | 200,000 | ||
Accounts payable | 129,050 | 115,741 | ||
Accrued liabilities | 306,444 | 230,871 | ||
Total current liabilities | 679,689 | 585,907 | ||
LONG-TERM DEBT | 8,204,862 | 7,233,836 | ||
DEFERRED INCOME TAXES | 493,601 | 402,247 | ||
OTHER NON-CURRENT LIABILITIES | 141,255 | 90,957 | ||
Total liabilities | 9,519,407 | 8,312,947 | ||
STOCKHOLDERS' (DEFICIT) EQUITY | (1,169,025) | (1,556,099) | ||
TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY | 8,350,382 | 6,756,848 | ||
Eliminations | ||||
Supplemental Guarantor Information [Line Items] | ||||
Trade accounts receivable - Net | (10,251) | (1,980) | ||
Inventories - Net | (700) | (700) | ||
Total current assets | (10,951) | (2,680) | ||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | (9,716,175) | (7,467,575) | ||
OTHER INTANGIBLE ASSETS - Net | (1,461) | (1,460) | ||
TOTAL ASSETS | (9,728,587) | (7,471,715) | ||
Accounts payable | (10,237) | (1,984) | ||
Total current liabilities | (10,237) | (1,984) | ||
Total liabilities | (10,237) | (1,984) | ||
STOCKHOLDERS' (DEFICIT) EQUITY | (9,720,144) | (7,469,731) | ||
TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY | (9,730,381) | (7,471,715) | ||
TransDigm Group | ||||
Supplemental Guarantor Information [Line Items] | ||||
Cash and cash equivalents | 8,469 | 2,088 | 2,110 | 1,313 |
Total current assets | 8,469 | 2,088 | ||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | (1,177,494) | (1,558,187) | ||
TOTAL ASSETS | (1,169,025) | (1,556,099) | ||
STOCKHOLDERS' (DEFICIT) EQUITY | (1,169,025) | (1,556,099) | ||
TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY | (1,169,025) | (1,556,099) | ||
TransDigm Inc. | ||||
Supplemental Guarantor Information [Line Items] | ||||
Cash and cash equivalents | 853,618 | 782,648 | 689,790 | 536,863 |
Trade accounts receivable - Net | (262) | (305) | ||
Inventories - Net | 37,165 | 32,287 | ||
Deferred income taxes | 36,814 | 37,669 | ||
Prepaid expenses and other | 50,967 | 2,040 | ||
Total current assets | 978,302 | 854,339 | ||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | 6,662,175 | 5,327,465 | ||
PROPERTY, PLANT AND EQUIPMENT - Net | 17,984 | 15,884 | ||
Goodwill | 150,877 | 64,461 | ||
TRADEMARKS AND TRADE NAMES | 31,748 | 19,377 | ||
OTHER INTANGIBLE ASSETS - Net | 7,235 | 20,689 | ||
DEBT ISSUE COSTS - Net | 80,104 | 92,155 | ||
OTHER | 6,166 | 7,845 | ||
TOTAL ASSETS | 7,934,591 | 6,402,215 | ||
Current portion of long-term debt | 44,195 | 39,295 | ||
Accounts payable | 17,485 | 17,629 | ||
Accrued liabilities | 151,606 | 106,631 | ||
Total current liabilities | 213,286 | 163,555 | ||
LONG-TERM DEBT | 8,204,862 | 7,233,836 | ||
DEFERRED INCOME TAXES | 490,782 | 402,538 | ||
OTHER NON-CURRENT LIABILITIES | 67,177 | 42,470 | ||
Total liabilities | 8,976,107 | 7,842,399 | ||
STOCKHOLDERS' (DEFICIT) EQUITY | (1,041,516) | (1,440,184) | ||
TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY | 7,934,591 | 6,402,215 | ||
Subsidiary Guarantors | ||||
Supplemental Guarantor Information [Line Items] | ||||
Cash and cash equivalents | 2,011 | 3,793 | 549 | 7,900 |
Trade accounts receivable - Net | 30,612 | 1,711 | ||
Inventories - Net | 441,217 | 382,016 | ||
Deferred income taxes | 43 | |||
Prepaid expenses and other | 13,426 | 14,789 | ||
Total current assets | 487,309 | 402,309 | ||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | 4,282,143 | 3,758,085 | ||
PROPERTY, PLANT AND EQUIPMENT - Net | 189,311 | 167,257 | ||
Goodwill | 4,015,541 | 3,289,295 | ||
TRADEMARKS AND TRADE NAMES | 605,621 | 449,706 | ||
OTHER INTANGIBLE ASSETS - Net | 920,078 | 642,305 | ||
OTHER | 14,678 | 11,754 | ||
TOTAL ASSETS | 10,514,681 | 8,720,711 | ||
Accounts payable | 89,131 | 85,328 | ||
Accrued liabilities | 95,408 | 98,308 | ||
Total current liabilities | 184,539 | 183,636 | ||
DEFERRED INCOME TAXES | 3,053 | |||
OTHER NON-CURRENT LIABILITIES | 36,403 | 42,445 | ||
Total liabilities | 223,995 | 226,081 | ||
STOCKHOLDERS' (DEFICIT) EQUITY | 10,290,686 | 8,494,630 | ||
TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY | 10,514,681 | 8,720,711 | ||
Non-Guarantor Subsidiaries | ||||
Supplemental Guarantor Information [Line Items] | ||||
Cash and cash equivalents | 51,252 | 31,019 | $ 36,685 | $ 18,664 |
Trade accounts receivable - Net | 399,856 | 351,881 | ||
Inventories - Net | 96,504 | 45,471 | ||
Deferred income taxes | 766 | |||
Prepaid expenses and other | 17,979 | 5,149 | ||
Total current assets | 566,357 | 433,520 | ||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | (50,649) | (59,788) | ||
PROPERTY, PLANT AND EQUIPMENT - Net | 43,628 | 28,967 | ||
Goodwill | 158,541 | 171,321 | ||
TRADEMARKS AND TRADE NAMES | 59,437 | 45,437 | ||
OTHER INTANGIBLE ASSETS - Net | 19,542 | 41,099 | ||
DEBT ISSUE COSTS - Net | 16 | 238 | ||
OTHER | 1,850 | 942 | ||
TOTAL ASSETS | 798,722 | 661,736 | ||
Short-term borrowings - trade receivable securitization facility | 200,000 | 200,000 | ||
Accounts payable | 32,671 | 14,768 | ||
Accrued liabilities | 59,430 | 25,932 | ||
Total current liabilities | 292,101 | 240,700 | ||
DEFERRED INCOME TAXES | (234) | (291) | ||
OTHER NON-CURRENT LIABILITIES | 37,675 | 6,042 | ||
Total liabilities | 329,542 | 246,451 | ||
STOCKHOLDERS' (DEFICIT) EQUITY | 469,180 | 415,285 | ||
TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT) EQUITY | $ 798,722 | $ 661,736 |
Supplemental Condensed Consol55
Supplemental Condensed Consolidating Statement of Income and Comprehensive Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 27, 2015 | Jun. 28, 2014 | Jun. 27, 2015 | Jun. 28, 2014 | |
Supplemental Guarantor Information [Line Items] | ||||
NET SALES | $ 691,395 | $ 610,582 | $ 1,897,323 | $ 1,730,665 |
COST OF SALES | 331,940 | 283,054 | 875,078 | 811,419 |
GROSS PROFIT | 359,455 | 327,528 | 1,022,245 | 919,246 |
SELLING AND ADMINISTRATIVE EXPENSES | 81,849 | 71,146 | 223,354 | 199,761 |
AMORTIZATION OF INTANGIBLE ASSETS | 13,910 | 16,402 | 37,966 | 50,385 |
INCOME (LOSS) FROM OPERATIONS | 263,696 | 239,980 | 760,925 | 669,100 |
INTEREST EXPENSE - Net | 106,796 | 87,613 | 305,623 | 250,755 |
Refinancing costs | 18,159 | 131,490 | 18,159 | 131,490 |
INCOME BEFORE INCOME TAXES | 138,741 | 20,877 | 437,143 | 286,855 |
INCOME TAX PROVISION (BENEFIT) | 39,629 | 4,700 | 131,604 | 94,200 |
Net income | 99,112 | 16,177 | 305,539 | 192,655 |
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX | 25,816 | (6,214) | (33,421) | (329) |
TOTAL COMPREHENSIVE INCOME | $ 124,928 | $ 9,963 | 272,118 | 192,326 |
Eliminations | ||||
Supplemental Guarantor Information [Line Items] | ||||
NET SALES | (9,932) | (7,839) | ||
COST OF SALES | (9,932) | (8,062) | ||
GROSS PROFIT | 0 | 223 | ||
INCOME (LOSS) FROM OPERATIONS | 0 | 223 | ||
EQUITY IN INCOME OF SUBSIDIARIES | 863,730 | 636,738 | ||
INCOME BEFORE INCOME TAXES | (863,730) | (636,515) | ||
Net income | (863,730) | (636,515) | ||
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX | 46,299 | 329 | ||
TOTAL COMPREHENSIVE INCOME | (817,431) | (636,186) | ||
TransDigm Group | ||||
Supplemental Guarantor Information [Line Items] | ||||
EQUITY IN INCOME OF SUBSIDIARIES | (305,539) | (192,655) | ||
INCOME BEFORE INCOME TAXES | 305,539 | 192,655 | ||
Net income | 305,539 | 192,655 | ||
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX | (33,421) | (329) | ||
TOTAL COMPREHENSIVE INCOME | 272,118 | 192,326 | ||
TransDigm Inc. | ||||
Supplemental Guarantor Information [Line Items] | ||||
NET SALES | 95,145 | 88,655 | ||
COST OF SALES | 57,550 | 53,714 | ||
GROSS PROFIT | 37,595 | 34,941 | ||
SELLING AND ADMINISTRATIVE EXPENSES | 59,979 | 46,302 | ||
AMORTIZATION OF INTANGIBLE ASSETS | 1,044 | 1,041 | ||
INCOME (LOSS) FROM OPERATIONS | (23,428) | (12,402) | ||
INTEREST EXPENSE - Net | 313,706 | 249,957 | ||
Refinancing costs | 18,159 | 131,490 | ||
EQUITY IN INCOME OF SUBSIDIARIES | (558,191) | (444,083) | ||
INCOME BEFORE INCOME TAXES | 202,898 | 50,234 | ||
INCOME TAX PROVISION (BENEFIT) | (102,641) | (142,421) | ||
Net income | 305,539 | 192,655 | ||
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX | (25,418) | (7,401) | ||
TOTAL COMPREHENSIVE INCOME | 280,121 | 185,254 | ||
Subsidiary Guarantors | ||||
Supplemental Guarantor Information [Line Items] | ||||
NET SALES | 1,619,184 | 1,503,341 | ||
COST OF SALES | 700,720 | 660,960 | ||
GROSS PROFIT | 918,464 | 842,381 | ||
SELLING AND ADMINISTRATIVE EXPENSES | 136,490 | 129,695 | ||
AMORTIZATION OF INTANGIBLE ASSETS | 33,941 | 45,043 | ||
INCOME (LOSS) FROM OPERATIONS | 748,033 | 667,643 | ||
INTEREST EXPENSE - Net | (289) | (46) | ||
INCOME BEFORE INCOME TAXES | 748,322 | 667,689 | ||
INCOME TAX PROVISION (BENEFIT) | 226,369 | 229,333 | ||
Net income | 521,953 | 438,356 | ||
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX | 1,944 | 2,173 | ||
TOTAL COMPREHENSIVE INCOME | 523,897 | 440,529 | ||
Non-Guarantor Subsidiaries | ||||
Supplemental Guarantor Information [Line Items] | ||||
NET SALES | 192,926 | 146,508 | ||
COST OF SALES | 126,740 | 104,807 | ||
GROSS PROFIT | 66,186 | 41,701 | ||
SELLING AND ADMINISTRATIVE EXPENSES | 26,885 | 23,764 | ||
AMORTIZATION OF INTANGIBLE ASSETS | 2,981 | 4,301 | ||
INCOME (LOSS) FROM OPERATIONS | 36,320 | 13,636 | ||
INTEREST EXPENSE - Net | (7,794) | 844 | ||
INCOME BEFORE INCOME TAXES | 44,114 | 12,792 | ||
INCOME TAX PROVISION (BENEFIT) | 7,876 | 7,288 | ||
Net income | 36,238 | 5,504 | ||
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX | (22,825) | 4,899 | ||
TOTAL COMPREHENSIVE INCOME | $ 13,413 | $ 10,403 |
Supplemental Condensed Consol56
Supplemental Condensed Consolidating Statement of Cash Flows (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 27, 2015 | Jun. 28, 2014 | |
Supplemental Guarantor Information [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | $ 373,427 | $ 349,529 |
Capital expenditures, net of disposals | (40,299) | (25,450) |
Proceeds from revolving credit facility | 75,250 | |
Cash proceeds from sale of real estate | 16,380 | |
Acquisition of business, net of cash acquired | (1,293,498) | (311,872) |
Repayment on revolving credit facility | (75,250) | |
Net cash used in investing activities | (1,333,797) | (320,942) |
Excess tax benefits related to share-based payment arrangements | 50,580 | 40,481 |
Proceeds from exercise of stock options | 52,982 | 14,649 |
Dividends paid | (3,365) | (1,445,293) |
Treasury stock repurchased | (72,402) | |
Repurchase of senior subordinated notes due 2018 | (1,720,997) | |
Proceeds from trade receivable securitization facility - net | 199,390 | |
Other financing activities | (949) | (78) |
Net cash provided by (used in) financing activities | 1,058,249 | 135,731 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | (2,077) | 76 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 95,802 | 164,394 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 819,548 | 564,740 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 915,350 | 729,134 |
2014 term loan | ||
Supplemental Guarantor Information [Line Items] | ||
Proceeds from term loan - net | 806,378 | |
Repayment on term loan | (4,126) | |
2013 term loan | ||
Supplemental Guarantor Information [Line Items] | ||
Repayment on term loan | (999,272) | (15,522) |
Senior Subordinated Notes Due 2022 and 2024 | ||
Supplemental Guarantor Information [Line Items] | ||
Proceeds from senior subordinated notes - net | 2,329,125 | |
2015 term loan | ||
Supplemental Guarantor Information [Line Items] | ||
Proceeds from term loan - net | 1,516,653 | |
Senior Subordinated Notes Due 2025 | ||
Supplemental Guarantor Information [Line Items] | ||
Proceeds from senior subordinated notes - net | 445,746 | |
Eliminations | ||
Supplemental Guarantor Information [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | 18 | (7,097) |
Intercompany activities | (18) | 7,097 |
Net cash provided by (used in) financing activities | (18) | 7,097 |
TransDigm Group | ||
Supplemental Guarantor Information [Line Items] | ||
Proceeds from revolving credit facility | 75,250 | |
Repayment on revolving credit facility | (75,250) | |
Intercompany activities | (1,052,819) | 1,463,362 |
Excess tax benefits related to share-based payment arrangements | 50,580 | 40,481 |
Proceeds from exercise of stock options | 52,982 | 14,649 |
Dividends paid | (3,365) | (1,445,293) |
Treasury stock repurchased | (72,402) | |
Net cash provided by (used in) financing activities | 6,381 | 797 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 6,381 | 797 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 2,088 | 1,313 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 8,469 | 2,110 |
TransDigm Group | 2014 term loan | ||
Supplemental Guarantor Information [Line Items] | ||
Repayment on term loan | (4,126) | |
TransDigm Group | 2013 term loan | ||
Supplemental Guarantor Information [Line Items] | ||
Repayment on term loan | (999,272) | |
TransDigm Group | 2015 term loan | ||
Supplemental Guarantor Information [Line Items] | ||
Proceeds from term loan - net | 1,516,653 | |
TransDigm Group | Senior Subordinated Notes Due 2025 | ||
Supplemental Guarantor Information [Line Items] | ||
Proceeds from senior subordinated notes - net | 445,746 | |
TransDigm Inc. | ||
Supplemental Guarantor Information [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | (109,574) | (75,896) |
Capital expenditures, net of disposals | (3,713) | (2,142) |
Acquisition of business, net of cash acquired | (1,293,498) | (311,872) |
Net cash used in investing activities | (1,297,211) | (314,014) |
Intercompany activities | 1,478,706 | (856,069) |
Repurchase of senior subordinated notes due 2018 | (1,720,997) | |
Other financing activities | (949) | (78) |
Net cash provided by (used in) financing activities | 1,477,755 | 542,837 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 70,970 | 152,927 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 782,648 | 536,863 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 853,618 | 689,790 |
TransDigm Inc. | 2014 term loan | ||
Supplemental Guarantor Information [Line Items] | ||
Proceeds from term loan - net | 806,378 | |
TransDigm Inc. | 2013 term loan | ||
Supplemental Guarantor Information [Line Items] | ||
Repayment on term loan | (15,522) | |
TransDigm Inc. | Senior Subordinated Notes Due 2022 and 2024 | ||
Supplemental Guarantor Information [Line Items] | ||
Proceeds from senior subordinated notes - net | 2,329,125 | |
Subsidiary Guarantors | ||
Supplemental Guarantor Information [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | 472,150 | 721,101 |
Capital expenditures, net of disposals | (30,710) | (20,667) |
Cash proceeds from sale of real estate | 16,380 | |
Net cash used in investing activities | (30,710) | (4,287) |
Intercompany activities | (443,222) | (724,165) |
Net cash provided by (used in) financing activities | (443,222) | (724,165) |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (1,782) | (7,351) |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 3,793 | 7,900 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 2,011 | 549 |
Non-Guarantor Subsidiaries | ||
Supplemental Guarantor Information [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | 10,833 | (288,579) |
Capital expenditures, net of disposals | (5,876) | (2,641) |
Net cash used in investing activities | (5,876) | (2,641) |
Intercompany activities | 17,353 | 109,775 |
Proceeds from trade receivable securitization facility - net | 199,390 | |
Net cash provided by (used in) financing activities | 17,353 | 309,165 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | (2,077) | 76 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 20,233 | 18,021 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 31,019 | 18,664 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | $ 51,252 | $ 36,685 |