Document and Entity Information
Document and Entity Information Document - shares | 3 Months Ended | |
Jan. 02, 2016 | Jan. 26, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jan. 2, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
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 | 53,466,525 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jan. 02, 2016 | Sep. 30, 2015 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 805,291 | $ 714,033 |
Trade accounts receivable - Net | 427,265 | 444,072 |
Inventories - Net | 599,311 | 591,401 |
Prepaid expenses and other | 28,908 | 37,081 |
Total current assets | 1,860,775 | 1,786,587 |
PROPERTY, PLANT AND EQUIPMENT - Net | 268,028 | 260,684 |
GOODWILL | 4,683,630 | 4,686,220 |
OTHER INTANGIBLE ASSETS - Net | 1,487,316 | 1,539,851 |
OTHER | 30,229 | 30,593 |
TOTAL ASSETS | 8,329,978 | 8,303,935 |
CURRENT LIABILITIES: | ||
Current portion of long-term debt | 43,445 | 43,427 |
Short-term borrowings - trade receivable securitization facility | 199,817 | 199,792 |
Accounts payable | 113,607 | 142,822 |
Accrued liabilities | 299,573 | 271,553 |
Total current liabilities | 656,442 | 657,594 |
LONG-TERM DEBT | 8,099,159 | 8,106,383 |
DEFERRED INCOME TAXES | 410,110 | 404,997 |
OTHER NON-CURRENT LIABILITIES | 128,537 | 173,267 |
Total liabilities | 9,294,248 | 9,342,241 |
STOCKHOLDERS’ DEFICIT: | ||
Common stock - $.01 par value; authorized 224,400,000 shares; issued 55,323,774 and 55,100,094 at January 2, 2016 and September 30, 2015, respectively | 553 | 551 |
Paid-in capital | 984,436 | 950,324 |
Accumulated deficit | (1,606,443) | (1,717,232) |
Accumulated other comprehensive loss | (96,101) | (96,009) |
Treasury stock, at cost; 1,738,968 and 1,415,100 shares at January 2, 2016 and September 30, 2015, respectively | (246,715) | (175,940) |
Total stockholders’ deficit | (964,270) | (1,038,306) |
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT | $ 8,329,978 | $ 8,303,935 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets Parenthetical - $ / shares | Jan. 02, 2016 | Sep. 30, 2015 |
Statement of Financial Position [Abstract] | ||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 224,400,000 | 224,400,000 |
Common Stock, Shares, Issued | 55,323,774 | 55,100,094 |
Treasury Stock, Shares | 1,738,968 | 1,415,100 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Jan. 02, 2016 | Dec. 27, 2014 | |
NET SALES | $ 701,695 | $ 586,898 |
COST OF SALES | 327,128 | 265,725 |
GROSS PROFIT | 374,567 | 321,173 |
SELLING AND ADMINISTRATIVE EXPENSES | 82,203 | 67,479 |
AMORTIZATION OF INTANGIBLE ASSETS | 16,323 | 13,026 |
INCOME FROM OPERATIONS | 276,041 | 240,668 |
INTEREST EXPENSE - Net | 111,983 | 98,935 |
INCOME BEFORE INCOME TAXES | 164,058 | 141,733 |
INCOME TAX PROVISION | 49,157 | 46,200 |
NET INCOME | 114,901 | 95,533 |
NET INCOME APPLICABLE TO COMMON STOCK | $ 111,901 | $ 92,168 |
Net earnings per share - see Note 5: | ||
Basic and diluted (in dollars per share) | $ 1.97 | $ 1.63 |
Weighted-average shares outstanding: | ||
Basic and diluted (in shares) | 56,805 | 56,591 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 02, 2016 | Dec. 27, 2014 | |
Net income | $ 114,901 | $ 95,533 |
Other comprehensive loss, net of tax: | ||
Foreign currency translation adjustments | (8,950) | (10,748) |
Interest rate swap and cap agreements, net of taxes of $(5,092) and $5,892 for the thirteen week periods ended January 2, 2016 and December 27, 2014, respectively | 8,858 | (10,538) |
Other comprehensive loss, net of tax | (92) | (21,286) |
TOTAL COMPREHENSIVE INCOME | $ 114,809 | $ 74,247 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Income Parentheticial - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 02, 2016 | Dec. 27, 2014 | |
Statement of Comprehensive Income [Abstract] | ||
Interest rate swap and cap agreements tax | $ (5,092) | $ 5,892 |
Condensed Consolidated Stateme7
Condensed Consolidated Statement of Changes in Stockholders' Deficit - 3 months ended Jan. 02, 2016 - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Treasury Stock |
BALANCE (in shares) at Sep. 30, 2015 | 55,100,094 | 55,100,094 | (1,415,100) | |||
BALANCE at Sep. 30, 2015 | $ (1,038,306) | $ 551 | $ 950,324 | $ (1,717,232) | $ (96,009) | $ (175,940) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Unvested dividend equivalents | (4,112) | (4,112) | ||||
Compensation expense recognized for employee stock options | 10,681 | 10,681 | ||||
Excess tax benefits related to share-based payment arrangements | 14,539 | 14,539 | ||||
Exercise of employee stock options (in shares) | 223,680 | |||||
Exercise of employee stock options | 8,894 | $ 2 | 8,892 | |||
Treasury Stock, Shares, Acquired | (323,868) | |||||
Treasury Stock, Value, Acquired, Cost Method | (70,775) | $ (70,775) | ||||
Net income | 114,901 | 114,901 | ||||
Foreign currency translation adjustments | (8,950) | (8,950) | ||||
Interest rate swaps and caps, net of tax | $ 8,858 | 8,858 | ||||
BALANCE (in shares) at Jan. 02, 2016 | 55,323,774 | 55,323,774 | (1,738,968) | |||
BALANCE at Jan. 02, 2016 | $ (964,270) | $ 553 | $ 984,436 | $ (1,606,443) | $ (96,101) | $ (246,715) |
Condensed Consolidated Stateme8
Condensed Consolidated Statement of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 02, 2016 | Dec. 27, 2014 | |
OPERATING ACTIVITIES: | ||
Net income | $ 114,901 | $ 95,533 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 9,700 | 8,425 |
Amortization of intangible assets | 16,501 | 13,357 |
Amortization of debt issuance costs | 3,832 | 3,999 |
Non-cash equity compensation | 10,681 | 5,764 |
Excess tax benefits related to share-based payment arrangements | (14,539) | (8,264) |
Deferred income taxes | 601 | 923 |
Changes in assets/liabilities, net of effects from acquisitions of businesses: | ||
Trade accounts receivable | 14,368 | 17,096 |
Inventories | (14,108) | (12,646) |
Income taxes receivable/payable | 30,343 | 40,589 |
Other assets | 917 | (3,156) |
Accounts payable | (28,160) | (22,773) |
Accrued interest | 29,939 | 74,471 |
Accrued and other liabilities | (10,846) | (24,359) |
Net cash provided by operating activities | 164,130 | 188,959 |
INVESTING ACTIVITIES: | ||
Capital expenditures, net of disposals | (10,172) | (8,138) |
Net cash used in investing activities | (10,172) | (8,138) |
FINANCING ACTIVITIES: | ||
Excess tax benefits related to share-based payment arrangements | 14,539 | 8,264 |
Proceeds from exercise of stock options | 8,892 | 7,391 |
Dividends paid | (3,000) | (3,365) |
Treasury stock purchased | (70,775) | 0 |
Repayment on term loans | (10,960) | 0 |
Other | (87) | (41) |
Net cash (used in) provided by financing activities | (61,391) | 12,249 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | (1,309) | (989) |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 91,258 | 192,081 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 714,033 | 819,548 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 805,291 | 1,011,629 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid during the period for interest | 78,733 | 15,307 |
Cash paid during the period for income taxes | $ 884 | $ 944 |
DESCRIPTION OF THE BUSINESS
DESCRIPTION OF THE BUSINESS | 3 Months Ended |
Jan. 02, 2016 | |
Accounting Policies [Abstract] | |
DESCRIPTION OF THE BUSINESS | DESCRIPTION OF THE BUSINESS Description of the Business – TransDigm Group Incorporated (“TD Group”), through its wholly-owned subsidiary, TransDigm Inc., is a leading global designer, producer and supplier of highly engineered aircraft components for use on nearly all commercial and military aircraft in service today. TransDigm Inc. along with TransDigm Inc.’s direct and indirect wholly-owned operating subsidiaries (collectively, with TD Group, the “Company” or “TransDigm”), offers a broad range of proprietary aerospace components. TD Group has no significant assets or operations other than its 100% ownership of TransDigm Inc. TD Group’s common stock is listed on the New York Stock Exchange, or the NYSE, under the trading symbol “TDG.” 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, seat belts 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 | 3 Months Ended |
Jan. 02, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
UNAUDITED INTERIM FINANCIAL INFOMRATION | 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, 2015 included in TD Group’s Form 10-K filed on November 13, 2015. 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, 2015 condensed consolidated balance sheet was derived from TD Group’s audited financial statements. The results of operations for the thirteen week period ended January 2, 2016 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 related to the adoption of new accounting pronouncements during the thirteen week period ended January 2, 2016 impacting the classification of both debt issuance costs and deferred income taxes in the Condensed Consolidated Balance Sheets. The accounting pronouncements and impact of the adoption of the pronouncements are summarized in Note 4, "Recent Accounting Pronouncements." |
ACQUISITIONS
ACQUISITIONS | 3 Months Ended |
Jan. 02, 2016 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS During the fiscal year ended September 30, 2015 , the Company completed the acquisitions of PneuDraulics, Inc. ("PneuDraulics"), the assets of the aerospace business of Pexco LLC (“Pexco Aerospace”), the aerospace business of Franke Aquarotter GmbH (now named Adams Rite Aerospace GmbH), and the Telair Cargo Group (“Telair”). 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. As of January 2, 2016 , the purchase price allocations for each of the acquisitions referenced above remain preliminary as the Company completes its assessments of deferred taxes and certain reserves. Pro forma net sales and results of operations for the acquisitions had they occurred at the beginning of the applicable thirteen week period s ended January 2, 2016 or December 27, 2014 are not material 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 to 30 years . PneuDraulics – On August 19, 2015, TransDigm Inc. acquired all of the outstanding stock of PneuDraulics for approximately $323.5 million in cash. PneuDraulics manufactures proprietary, highly engineered aerospace pneumatic and hydraulic components and subsystems for commercial transport, regional, business jet and military applications. These products fit well with TransDigm’s overall business direction. PneuDraulics is included in TransDigm’s Power & Control segment. The purchase price includes approximately $104.5 million of tax benefits to be realized by the Company over a 15 year period beginning in 2015, and the Company expects that approximately $ 220.9 million of goodwill recognized for the acquisition will be deductible for tax purposes. Pexco Aerospace – On May 14, 2015, Pexco Aerospace, Inc., a newly formed subsidiary of TransDigm Inc., acquired the assets of the aerospace business of Pexco LLC (“Pexco Aerospace”) for a total purchase price of approximately $496.4 million in cash, less a purchase price adjustment of $0.4 million received in the fourth quarter of fiscal 2015. Pexco Aerospace manufactures extruded plastic interior parts for use in the commercial aerospace industry. These products fit well with TransDigm’s overall business direction. Pexco Aerospace is included in TransDigm’s Airframe segment. The purchase price includes approximately $166.4 million of tax benefits to be realized by TransDigm over a 15 year period beginning in 2015, and the Company expects that approximately $407.4 million of goodwill recognized for the acquisition will be deductible for tax purposes. Adams Rite Aerospace GmbH – On March 31, 2015, the Company’s Adams Rite subsidiary acquired the aerospace business of Franke Aquarotter GmbH (now known as Adams Rite Aerospace GmbH) for approximately $75.3 million in cash. Adams Rite Aerospace GmbH manufactures proprietary faucets and related products for use on commercial transports and regional jets. These products fit well with TransDigm’s overall business direction. Adams Rite Aerospace GmbH is included in TransDigm’s Airframe segment. The Company expects that approximately $63.9 million of goodwill recognized for the acquisition will not be deductible for tax purposes. Telair Cargo Group – On March 26, 2015, TransDigm Germany GmbH, a subsidiary of TransDigm Inc., acquired all of the outstanding stock of Telair International GmbH ("Telair International"), TransDigm Inc. acquired all of the outstanding stock of Nordisk Aviation Products ("Nordisk"), and Telair US LLC, a newly formed subsidiary of TransDigm Inc. ("Telair US"), acquired the assets of the AAR Cargo business (collectively, "Telair Cargo Group"). The total purchase price was approximately $730.9 million in cash, which included a net $7.7 million purchase price adjustment paid in the fourth quarter of fiscal 2015. Telair Cargo Group manufactures aerospace on-board cargo loading and handling, restraint systems and unit load devices for a variety of commercial and military platforms with positions on a wide range of new and existing aircraft. These products fit well with TransDigm’s overall business direction. The business consists of three major operating units: Telair International, Nordisk and Telair US. Telair International and Telair US are included in TransDigm’s Power & Control segment and Nordisk is included in TransDigm’s Airframe segment. The total purchase price of Telair Cargo Group 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 16,011 Intangible assets 203,860 Goodwill 489,790 Other 1,445 Total assets acquired $ 854,523 Liabilities assumed: Current liabilities $ 59,661 Other noncurrent liabilities 64,001 Total liabilities assumed $ 123,662 Net assets acquired $ 730,861 The Company expects that approximately $35.8 million of goodwill recognized for the acquisition will be deductible for tax purposes and approximately $454.0 million of goodwill recognized for the acquisition will not be deductible for tax purposes. |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 3 Months Ended |
Jan. 02, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | 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.” In addition to superseding and replacing nearly all existing U.S. GAAP revenue recognition guidance, including industry-specific guidance, ASC 606 establishes a new control-based revenue recognition model; changes the basis for deciding when revenue is recognized over time or at a point in time; provides new and more detailed guidance on specific topics; and expands and improves disclosures about revenue. The guidance is effective for the Company for annual reporting periods, including interim periods therein, beginning October 1, 2018. The Company is currently evaluating the impact that the update will have on its financial position, results of operations, cash flows and financial statement disclosures. In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs,” which expands upon the guidance on the presentation of debt issuance costs. The guidance requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the debt liability, consistent with debt discounts. The guidance does not change the current requirements surrounding the recognition and measurement of debt issuance costs, and the amortization of debt issuance costs will continue to be reported as interest expense. The guidance is effective for the Company beginning October 1, 2016. However, as early adoption is permissible, the Company adopted the pronouncement effective October 1, 2015. The adoption of this pronouncement did not have a significant impact on our consolidated financial position and results of operations, although it did change the financial statement classification of debt issuance costs. In connection with adopting the pronouncement beginning October 1, 2015, the Company reclassified $74.2 million and $77.7 million in debt issuance costs as of January 2, 2016 and September 30, 2015, to Current portion of long-term debt and Long-term debt in the liabilities section of the Condensed Consolidated Balance Sheets, respectively. In September 2015, the FASB issued ASU 2015-16, "Simplifying the Accounting for Measurement-Period Adjustments," a new standard intended to simplify the accounting for measurement period adjustments in a business combination. Measurement period adjustments are changes to provisional amounts recorded when the accounting for a business combination is incomplete as of the end of a reporting period. The measurement period can extend for up to a year following the transaction date. During the measurement period, companies may make adjustments to provisional amounts when information necessary to complete the measurement is received. The new guidance requires companies to recognize these adjustments, including any related impacts to net income, in the reporting period in which the adjustments are determined. Companies are no longer required to retroactively apply measurement period adjustments to all periods presented. The guidance is effective for the Company on October 1, 2016. However, as early adoption is permissible, the Company adopted the pronouncement beginning October 1, 2015. The adoption of this pronouncement did not have a significant impact on the Company's financial statements and financial statement disclosures. In November 2015, the FASB issued ASU 2015-17, “Balance Sheet Classification of Deferred Taxes,” which will require entities to present deferred tax assets and liabilities as noncurrent in a classified balance sheet. This guidance simplifies the current guidance, which requires entities to separately present deferred tax assets and liabilities as current and noncurrent in a classified balance sheet. ASU 2015-17 is effective for fiscal years beginning after December 15, 2016, and interim periods within those years, and may be applied either prospectively to all deferred tax assets and liabilities or retrospectively to all periods presented. As early adoption is permissible, the Company adopted this pronouncement beginning October 1, 2015 and applied this pronouncement retrospectively. The adoption of this pronouncement resulted in the reclassification of $45.6 million from Current deferred income tax assets and $0.4 million from Other long-term assets in the Condensed Consolidated Balance Sheet as of January 2, 2016 to Noncurrent deferred income tax liabilities. Additionally, $45.4 million was reclassified from Current deferred income tax assets in the Condensed Consolidated Balance Sheet as of September 30, 2015 to Noncurrent deferred income tax liabilities. |
EARNINGS RELEASE PER SHARE (TWO
EARNINGS RELEASE PER SHARE (TWO-CLASS METHOD) | 3 Months Ended |
Jan. 02, 2016 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE (TWO-CLASS METHOD) | EARNINGS PER SHARE (TWO-CLASS METHOD) The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share data): Thirteen Week Periods Ended January 2, 2016 December 27, 2014 Numerator for earnings per share: Net income $ 114,901 $ 95,533 Less dividends paid on participating securities (3,000 ) (3,365 ) Net income applicable to common stock - basic and diluted $ 111,901 $ 92,168 Denominator for basic and diluted earnings per share under the two-class method: Weighted average common shares outstanding 53,706 52,511 Vested options deemed participating securities 3,099 4,080 Total shares for basic and diluted earnings per share 56,805 56,591 Basic and diluted earnings per share $ 1.97 $ 1.63 |
INVENTORIES
INVENTORIES | 3 Months Ended |
Jan. 02, 2016 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories are stated at the lower of cost or market. Cost of inventories is generally determined by the average cost and the first-in, first-out (FIFO) methods and includes material, labor and overhead related to the manufacturing process. Inventories consist of the following (in thousands): January 2, 2016 September 30, 2015 Raw materials and purchased component parts $ 403,127 $ 371,073 Work-in-progress 147,039 164,793 Finished Goods 119,716 122,956 Total 669,882 658,822 Reserves for excess and obsolete inventory and LIFO (70,571 ) (67,421 ) Inventories - net $ 599,311 $ 591,401 |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 3 Months Ended |
Jan. 02, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | INTANGIBLE ASSETS Intangible assets subject to amortization consist of the following (in thousands): January 2, 2016 September 30, 2015 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Technology $ 1,077,848 $ 246,643 $ 831,205 $ 1,100,317 $ 233,434 $ 866,883 Order backlog 17,835 13,059 4,776 19,501 10,709 8,792 Other 43,215 14,132 29,083 43,229 13,557 29,672 Total $ 1,138,898 $ 273,834 $ 865,064 $ 1,163,047 $ 257,700 $ 905,347 The aggregate amortization expense on identifiable intangible assets for the thirteen week period s ended January 2, 2016 and December 27, 2014 was approximately $16.3 million and $13.0 million , respectively. The estimated amortization expense is $64.7 million for fiscal year 2016 and $57.5 million for each of the five succeeding fiscal years 2017 through 2021 . The following is a summary of changes in the carrying value of goodwill by segment from September 30, 2015 through January 2, 2016 (in thousands): Power & Control Airframe Non- aviation Total Balance, September 30, 2015 $ 2,238,443 $ 2,392,408 $ 55,369 $ 4,686,220 Purchase price allocation adjustments 4,165 35 — 4,200 Other 2 (6,792 ) — (6,790 ) Balance, January 2, 2016 $ 2,242,610 $ 2,385,651 $ 55,369 $ 4,683,630 |
DEBT
DEBT | 3 Months Ended |
Jan. 02, 2016 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The Company’s debt consists of the following (in thousands): January 2, 2016 Gross Amount Debt Issuance Costs Original Issue Discount Net Amount Short-term borrowings—trade receivable securitization facility $ 200,000 $ (183 ) $ — $ 199,817 Term loans $ 4,371,854 $ (41,309 ) $ (5,266 ) $ 4,325,279 5 1/2% senior subordinated notes due 2020 (2020 Notes) 550,000 (5,091 ) — 544,909 7 1/2% senior subordinated notes due 2021 (2021 Notes) 500,000 (3,627 ) — 496,373 6% senior subordinated notes due 2022 (2022 Notes) 1,150,000 (9,461 ) — 1,140,539 6 1/2% senior subordinated notes due 2024 (2024 Notes) 1,200,000 (10,100 ) — 1,189,900 6 1/2% senior subordinated notes due 2025 (2025 Notes) 450,000 (4,396 ) — 445,604 8,221,854 (73,984 ) (5,266 ) 8,142,604 Less current portion 43,840 (395 ) — 43,445 Long-term debt $ 8,178,014 $ (73,589 ) $ (5,266 ) $ 8,099,159 September 30, 2015 Gross Amount Debt Issuance Costs Original Issue Discount Net Amount Short-term borrowings—trade receivable securitization facility $ 200,000 $ (208 ) $ — $ 199,792 Term loans $ 4,382,813 $ (43,660 ) $ (5,471 ) $ 4,333,682 2020 Notes 550,000 (5,355 ) — 544,645 2021 Notes 500,000 (3,789 ) — 496,211 2022 Notes 1,150,000 (9,821 ) — 1,140,179 2024 Notes 1,200,000 (10,394 ) — 1,189,606 2025 Notes 450,000 (4,513 ) — 445,487 8,232,813 (77,532 ) (5,471 ) 8,149,810 Less current portion 43,840 (413 ) — 43,427 Long-term debt $ 8,188,973 $ (77,119 ) $ (5,471 ) $ 8,106,383 |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Jan. 02, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 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 period s ended January 2, 2016 and December 27, 2014 , the effective income tax rate was 30.0% and 32.6% , respectively. The Company’s lower effective tax rate for the thirteen week period was primarily due to foreign earnings taxed at rates lower than the U.S. statutory rate and a discrete adjustment related to the permanent reinstatement of the US research and development tax credit. The Company’s effective tax rate for these periods was less than the Federal statutory tax rate primarily due to the domestic manufacturing deduction and foreign earnings taxed at rates lower than the U.S. statutory rate. 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 January 2, 2016 and September 30, 2015 , TD Group had $6.6 million and $6.9 million in unrecognized tax benefits, the recognition of which would have an effect of approximately $6.3 million and $6.5 million on the effective tax rate at January 2, 2016 and September 30, 2015 , respectively. The Company believes that the tax positions that comprise the unrecognized tax benefit will be reduced by approximately $1.6 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 | 3 Months Ended |
Jan. 02, 2016 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | 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): January 2, 2016 September 30, 2015 Level Carrying Amount Fair Value Carrying Amount Fair Value Assets: Cash and cash equivalents 1 $ 805,291 $ 805,291 $ 714,033 $ 714,033 Interest rate cap agreements (1) 2 7,980 7,980 8,180 8,180 Liabilities: Interest rate swap agreements (2) 2 25,500 25,500 24,770 24,770 Interest rate swap agreements (3) 2 34,850 34,850 49,730 49,730 Short-term borrowings - trade receivable securitization facility (4) 1 199,817 199,817 199,792 199,792 Long-term debt, including current portion: Term loans (4) 2 4,325,279 4,223,000 4,333,682 4,344,000 2020 Notes (4) 1 544,909 534,000 544,645 520,000 2021 Notes (4) 1 496,373 513,000 496,211 524,000 2022 Notes (4) 1 1,140,539 1,121,000 1,140,179 1,081,000 2024 Notes (4) 1 1,189,900 1,167,000 1,189,606 1,119,000 2025 Notes (4) 1 445,604 435,000 445,487 417,000 (1) Included in Other non-current assets on the Condensed Consolidated Balance Sheet. (2) Included in Accrued liabilities on the Condensed Consolidated Balance Sheet. (3) Included in Other non-current liabilities on the Condensed Consolidated Balance Sheet. (4) The carrying amount of the debt instrument is presented net of the debt issuance costs in connection with the Company's adoption of ASU 2015-03. Refer to Note 8, "Debt," for gross carrying amounts. The Company values its financial instruments using an industry standard market approach, in which prices and other relevant information is generated by market transactions involving identical or comparable assets or liabilities. No financial instruments were recognized using unobservable inputs. 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 interest rate caps were measured at fair value using implied volatility rates of each individual caplet and the yield curve for the related periods. 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. The fair value of Cash and cash equivalents, Trade accounts receivable-net and Accounts payable approximated book value due to the short-term nature of these instruments at January 2, 2016 and September 30, 2015 . |
DERIVATIVES AND HEDGING ACTIVIT
DERIVATIVES AND HEDGING ACTIVITIES | 3 Months Ended |
Jan. 02, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVES AND HEDGING ACTIVITIES | 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 and cap 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 and caps, resulting in an acceleration of payment under the swaps and caps. Interest rate swap and cap agreements are used to manage interest rate risk associated with floating-rate borrowings under our credit facility. The interest rate swap and cap 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 and cap 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 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 loss in stockholders’ 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 January 2, 2016 , five forward-starting interest rate swap agreements beginning March 31, 2016 were in place to hedge the variable interest rates on the 2014 Term Loans 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 2014 Term Loans to a fixed rate of 5.8% ( 2.8% plus the 3% margin percentage ) over the term of the interest rate swap agreements. At January 2, 2016 , six interest rate cap agreements beginning September 30, 2015 were in place to offset the variable interest rates on the 2015 Term Loans 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 LIBOR of 2.5% through June 30, 2020. At January 2, 2016 , three interest rate swap agreements beginning September 30, 2014 were in place to hedge the variable interest rates on the 2014 Term Loans 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 2014 Term Loans to a fixed rate of 5.4% ( 2.4% plus the 3% margin percentage ) over the term of the interest rate swap agreements. In connection with the refinancing of the 2011 Term Loans, 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 deficit amortized into earnings totaled $1.1 million for the thirteen week period ended December 27, 2014 . There is no remaining amortization for these dedesignated swap agreements as of September 30, 2015 . Based on the fair value amounts of the interest rate swap agreements determined as of January 2, 2016 , the estimated net amount of existing gains and losses expected to be reclassified into interest expense within the next twelve months is approximately $25.5 million . |
SEGMENTS
SEGMENTS | 3 Months Ended |
Jan. 02, 2016 | |
Segment Reporting [Abstract] | |
SEGMENTS | SEGMENTS The Company’s businesses are organized and managed in three reporting segments: Power & Control, Airframe and Non-aviation. 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, power conditioning devices, specialized AC/DC electric motors and generators, and cargo loading and handling systems. 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, seat belts and safety restraints, engineered interior surfaces and related components, lighting and control technology, military personnel parachutes, and cargo delivery systems. 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 seat belts 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 incentive 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 Periods Ended January 2, 2016 December 27, 2014 Net sales to external customers Power & Control $ 347,209 $ 283,379 Airframe 331,138 281,614 Non-aviation 23,348 21,905 $ 701,695 $ 586,898 The following table reconciles EBITDA As Defined by segment to consolidated income before income taxes (in thousands): Thirteen Week Periods Ended January 2, 2016 December 27, 2014 EBITDA As Defined Power & Control $ 161,776 $ 146,128 Airframe 155,088 125,821 Non-aviation 6,386 4,738 Total segment EBITDA As Defined 323,250 276,687 Unallocated corporate expenses 3,837 6,959 Total Company EBITDA As Defined 319,413 269,728 Depreciation and amortization expense 26,201 21,785 Interest expense - net 111,983 98,935 Acquisition-related costs 7,225 1,700 Stock compensation expense 10,681 5,764 Other, net (735 ) (189 ) Income before income taxes $ 164,058 $ 141,733 The following table presents total assets by segment (in thousands): January 2, 2016 September 30, 2015 Total assets Power & Control $ 3,558,152 $ 3,550,866 Airframe 3,883,245 3,922,439 Non-aviation 130,349 129,935 Corporate 758,232 700,695 $ 8,329,978 $ 8,303,935 The Company’s sales principally originate from the United States, and the Company’s long-lived assets are principally located in the United States. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 3 Months Ended |
Jan. 02, 2016 | |
Statement of Comprehensive Income [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | ACCUMULATED OTHER COMPREHENSIVE LOSS The following table presents the components of accumulated other comprehensive loss, net of taxes, for the thirteen week period ended January 2, 2016 (in thousands): Unrealized (loss) gain on derivatives designated and qualifying as cash flow hedges Defined benefit pension plan activity Currency translation adjustment Total Balance at September 30, 2015 $ (51,492 ) $ (12,013 ) $ (32,504 ) $ (96,009 ) Current-period other comprehensive income (loss) 8,858 — (8,950 ) (92 ) Balance at January 2, 2016 $ (42,634 ) $ (12,013 ) $ (41,454 ) $ (96,101 ) |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Jan. 02, 2016 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS On January 4, 2016, Hook Acquisition Sub Inc., a subsidiary of TransDigm Inc., completed the tender offer of all the outstanding stock of Breeze-Eastern Corporation (“Breeze-Eastern”) for $19.61 per share in cash. Following consummation of the tender offer, Hook Acquisition Sub Inc. was merged into Breeze-Eastern on January 4, 2016; in connection therewith, all outstanding stock of Breeze-Eastern was canceled and Breeze-Eastern became a wholly owned subsidiary of TransDigm Inc. The purchase price for the tender offer, net of cash acquired of approximately $27 million , was approximately $178 million in cash. Breeze-Eastern manufactures high performance lifting and pulling devices for military and civilian aircraft, including rescue hoists, winches and cargo hooks, and weapons-lifting systems. These products fit well with TransDigm’s overall business direction and Breeze-Eastern will be included in TransDigm's Power & Control segment. Subsequent to the end of the thirteen week period ended January 2, 2016 and prior to the new program described in the next paragraph becoming effective, the Company repurchased 128,319 shares of its common stock at a gross cost of approximately $27.9 million at the weighted-average price per share of $217.47 under the stock repurchase program authorized on October 22, 2014. On January 21, 2016, our Board of Directors authorized a stock repurchase program replacing our previous repurchase program permitting us to repurchase a portion of our outstanding shares not to exceed $450 million . The Company repurchased 324,200 shares of its common stock at a gross cost of approximately $63.7 million at the weighted-average price per share of $196.47 under the stock repurchase program authorized on January 21, 2016. |
SUPPLEMENTAL GUARANTOR INFORMAT
SUPPLEMENTAL GUARANTOR INFORMATION | 3 Months Ended |
Jan. 02, 2016 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
SUPPLEMENTAL GUARANTOR INFORMATION | 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 January 2, 2016 and September 30, 2015 and its statements of income and comprehensive income and cash flows for the thirteen week period s ended January 2, 2016 and December 27, 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 JANUARY 2, 2016 (Amounts in thousands) TransDigm Group TransDigm Inc. Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 20,286 $ 730,494 $ 4,349 $ 50,162 $ — $ 805,291 Trade accounts receivable - Net — — 40,775 405,540 (19,050 ) 427,265 Inventories - Net — 41,270 456,600 102,141 (700 ) 599,311 Prepaid expenses and other — 4,425 16,802 7,681 — 28,908 Total current assets 20,286 776,189 518,526 565,524 (19,750 ) 1,860,775 INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES (984,556 ) 6,972,463 4,664,857 (29,095 ) (10,623,669 ) — PROPERTY, PLANT AND EQUIPMENT -Net — 16,447 209,947 41,634 — 268,028 GOODWILL — 39,333 4,012,751 631,546 — 4,683,630 OTHER INTANGIBLE ASSETS - Net — 38,245 1,188,955 261,577 (1,461 ) 1,487,316 OTHER — 13,941 14,620 1,668 — 30,229 TOTAL ASSETS $ (964,270 ) $ 7,856,618 $ 10,609,656 $ 1,472,854 $ (10,644,880 ) $ 8,329,978 LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY CURRENT LIABILITIES: Current portion of long-term debt $ — $ 43,445 $ — $ — $ — $ 43,445 Short-term borrowings - trade receivable securitization facility — — — 199,817 — 199,817 Accounts payable — 14,828 80,246 34,222 (15,689 ) 113,607 Accrued liabilities — 159,158 99,800 40,615 — 299,573 Total current liabilities — 217,431 180,046 274,654 (15,689 ) 656,442 LONG-TERM DEBT — 8,099,159 — — — 8,099,159 DEFERRED INCOME TAXES — 319,247 2,330 88,533 — 410,110 OTHER NON-CURRENT LIABILITIES — 69,359 39,788 19,390 — 128,537 Total liabilities — 8,705,196 222,164 382,577 (15,689 ) 9,294,248 STOCKHOLDERS’ (DEFICIT) EQUITY (964,270 ) (848,578 ) 10,387,492 1,090,277 (10,629,191 ) (964,270 ) TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY $ (964,270 ) $ 7,856,618 $ 10,609,656 $ 1,472,854 $ (10,644,880 ) $ 8,329,978 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING BALANCE SHEET AS OF SEPTEMBER 30, 2015 (Amounts in thousands) TransDigm Group TransDigm Inc. Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 1,500 $ 659,365 $ 7,911 $ 45,257 $ — $ 714,033 Trade accounts receivable - Net — — 48,369 413,380 (17,677 ) 444,072 Inventories - Net — 34,457 461,103 96,541 (700 ) 591,401 Prepaid expenses and other — 2,804 15,096 19,181 — 37,081 Total current assets 1,500 696,626 532,479 574,359 (18,377 ) 1,786,587 INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES (1,039,806 ) 6,963,034 4,501,501 (33,208 ) (10,391,521 ) — PROPERTY, PLANT AND EQUIPMENT - Net — 16,565 201,499 42,620 — 260,684 GOODWILL — 65,886 3,984,199 636,135 — 4,686,220 OTHER INTANGIBLE ASSETS - Net — 38,621 1,236,376 266,315 (1,461 ) 1,539,851 OTHER — 13,712 14,528 2,353 — 30,593 TOTAL ASSETS $ (1,038,306 ) $ 7,794,444 $ 10,470,582 $ 1,488,574 $ (10,411,359 ) $ 8,303,935 LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY CURRENT LIABILITIES: Current portion of long-term debt $ — $ 43,427 $ — $ — $ — $ 43,427 Short-term borrowings - trade receivable securitization facility — — — 199,792 — 199,792 Accounts payable — 16,826 102,968 37,556 (14,528 ) 142,822 Accrued liabilities — 97,045 117,243 57,265 — 271,553 Total current liabilities — 157,298 220,211 294,613 (14,528 ) 657,594 LONG-TERM DEBT — 8,106,383 — — — 8,106,383 DEFERRED INCOME TAXES — 334,848 2,410 67,739 — 404,997 OTHER NON-CURRENT LIABILITIES — 99,743 35,222 38,302 — 173,267 Total liabilities — 8,698,272 257,843 400,654 (14,528 ) 9,342,241 STOCKHOLDERS’ (DEFICIT) EQUITY (1,038,306 ) (903,828 ) 10,212,739 1,087,920 (10,396,831 ) (1,038,306 ) TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY $ (1,038,306 ) $ 7,794,444 $ 10,470,582 $ 1,488,574 $ (10,411,359 ) $ 8,303,935 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME FOR THE THIRTEEN WEEK PERIOD ENDED JANUARY 2, 2016 (Amounts in thousands) TransDigm Group TransDigm Inc. Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET SALES $ — $ 26,689 $ 576,421 $ 104,280 $ (5,695 ) $ 701,695 COST OF SALES — 15,265 252,748 64,810 (5,695 ) 327,128 GROSS PROFIT — 11,424 323,673 39,470 — 374,567 SELLING AND ADMINISTRATIVE EXPENSES — 12,816 53,940 15,447 — 82,203 AMORTIZATION OF INTANGIBLE ASSETS — 363 13,463 2,497 — 16,323 (LOSS) INCOME FROM OPERATIONS — (1,755 ) 256,270 21,526 — 276,041 INTEREST EXPENSE (INCOME) - Net — 115,391 (555 ) (2,853 ) — 111,983 EQUITY IN INCOME OF SUBSIDIARIES (114,901 ) (205,972 ) — — 320,873 — INCOME BEFORE INCOME TAXES 114,901 88,826 256,825 24,379 (320,873 ) 164,058 INCOME TAX (BENEFIT) PROVISION — (26,075 ) 78,533 (3,301 ) — 49,157 NET INCOME $ 114,901 $ 114,901 $ 178,292 $ 27,680 $ (320,873 ) $ 114,901 OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX (92 ) 6,241 (3,564 ) (11,758 ) 9,081 (92 ) TOTAL COMPREHENSIVE INCOME $ 114,809 $ 121,142 $ 174,728 $ 15,922 $ (311,792 ) $ 114,809 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME FOR THE THIRTEEN WEEK PERIOD ENDED DECEMBER 27, 2014 (Amounts in thousands) TransDigm Group TransDigm Inc. Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET SALES $ — $ 31,568 $ 511,507 $ 46,886 $ (3,063 ) $ 586,898 COST OF SALES — 18,484 217,985 32,319 (3,063 ) 265,725 GROSS PROFIT — 13,084 293,522 14,567 — 321,173 SELLING AND ADMINISTRATIVE EXPENSES — 15,758 43,899 7,822 — 67,479 AMORTIZATION OF INTANGIBLE ASSETS — 347 10,701 1,978 — 13,026 (LOSS) INCOME FROM OPERATIONS — (3,021 ) 238,922 4,767 — 240,668 INTEREST EXPENSE (INCOME) - Net — 101,418 48 (2,531 ) — 98,935 EQUITY IN INCOME OF SUBSIDIARIES (95,533 ) (165,836 ) — — 261,369 — INCOME BEFORE INCOME TAXES 95,533 61,397 238,874 7,298 (261,369 ) 141,733 INCOME TAX (BENEFIT) PROVISION — (34,136 ) 78,514 1,822 — 46,200 NET INCOME $ 95,533 $ 95,533 $ 160,360 $ 5,476 $ (261,369 ) $ 95,533 OTHER COMPREHENSIVE LOSS, NET OF TAX (21,286 ) (6,709 ) (287 ) (14,290 ) 21,286 (21,286 ) TOTAL COMPREHENSIVE INCOME (LOSS) $ 74,247 $ 88,824 $ 160,073 $ (8,814 ) $ (240,083 ) $ 74,247 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THIRTEEN WEEK PERIOD ENDED JANUARY 2, 2016 (Amounts in thousands) TransDigm Group TransDigm Inc. Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ — $ (45,640 ) $ 187,569 $ 21,989 $ 212 $ 164,130 INVESTING ACTIVITIES: Capital expenditures, net of disposals — (455 ) (8,043 ) (1,674 ) — (10,172 ) Net cash used in investing activities — (455 ) (8,043 ) (1,674 ) — (10,172 ) FINANCING ACTIVITIES: Intercompany activities 69,130 128,271 (183,088 ) (14,101 ) (212 ) — Excess tax benefits related to share-based payment arrangements 14,539 — — — — 14,539 Proceeds from exercise of stock options 8,892 — — — — 8,892 Dividends paid (3,000 ) — — — — (3,000 ) Treasury stock purchased (70,775 ) — — — — (70,775 ) Repayment on term loans — (10,960 ) — — — (10,960 ) Other — (87 ) — — — (87 ) Net cash provided by (used in) financing activities 18,786 117,224 (183,088 ) (14,101 ) (212 ) (61,391 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS — — — (1,309 ) — (1,309 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 18,786 71,129 (3,562 ) 4,905 — 91,258 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 1,500 659,365 7,911 45,257 — 714,033 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 20,286 $ 730,494 $ 4,349 $ 50,162 $ — $ 805,291 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THIRTEEN WEEK PERIOD ENDED DECEMBER 27, 2014 (Amounts in thousands) TransDigm Group TransDigm Inc. Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES $ — $ 59,985 $ 142,334 $ (2,765 ) $ (10,595 ) $ 188,959 INVESTING ACTIVITIES: Capital expenditures, net of disposals — (467 ) (6,576 ) (1,095 ) — (8,138 ) Net cash used in investing activities — (467 ) (6,576 ) (1,095 ) — (8,138 ) FINANCING ACTIVITIES: Intercompany activities (13,663 ) 146,927 (139,352 ) (4,507 ) 10,595 — Excess tax benefits related to share-based payment arrangements 8,264 — — — — 8,264 Proceeds from exercise of stock options 7,391 — — — — 7,391 Dividends paid (3,365 ) — — — — (3,365 ) Other — (41 ) — — — (41 ) Net cash (used in) provided by financing activities (1,373 ) 146,886 (139,352 ) (4,507 ) 10,595 12,249 EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS — — — (989 ) — (989 ) (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (1,373 ) 206,404 (3,594 ) (9,356 ) — 192,081 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 2,088 782,648 3,793 31,019 — 819,548 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 715 $ 989,052 $ 199 $ 21,663 $ — $ 1,011,629 * * * * * |
RECENT ACCOUNTING PRONOUNCEME24
RECENT ACCOUNTING PRONOUNCEMENTS (Policies) | 3 Months Ended |
Jan. 02, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | 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.” In addition to superseding and replacing nearly all existing U.S. GAAP revenue recognition guidance, including industry-specific guidance, ASC 606 establishes a new control-based revenue recognition model; changes the basis for deciding when revenue is recognized over time or at a point in time; provides new and more detailed guidance on specific topics; and expands and improves disclosures about revenue. The guidance is effective for the Company for annual reporting periods, including interim periods therein, beginning October 1, 2018. The Company is currently evaluating the impact that the update will have on its financial position, results of operations, cash flows and financial statement disclosures. In April 2015, the FASB issued ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs,” which expands upon the guidance on the presentation of debt issuance costs. The guidance requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of the debt liability, consistent with debt discounts. The guidance does not change the current requirements surrounding the recognition and measurement of debt issuance costs, and the amortization of debt issuance costs will continue to be reported as interest expense. The guidance is effective for the Company beginning October 1, 2016. However, as early adoption is permissible, the Company adopted the pronouncement effective October 1, 2015. The adoption of this pronouncement did not have a significant impact on our consolidated financial position and results of operations, although it did change the financial statement classification of debt issuance costs. In connection with adopting the pronouncement beginning October 1, 2015, the Company reclassified $74.2 million and $77.7 million in debt issuance costs as of January 2, 2016 and September 30, 2015, to Current portion of long-term debt and Long-term debt in the liabilities section of the Condensed Consolidated Balance Sheets, respectively. In September 2015, the FASB issued ASU 2015-16, "Simplifying the Accounting for Measurement-Period Adjustments," a new standard intended to simplify the accounting for measurement period adjustments in a business combination. Measurement period adjustments are changes to provisional amounts recorded when the accounting for a business combination is incomplete as of the end of a reporting period. The measurement period can extend for up to a year following the transaction date. During the measurement period, companies may make adjustments to provisional amounts when information necessary to complete the measurement is received. The new guidance requires companies to recognize these adjustments, including any related impacts to net income, in the reporting period in which the adjustments are determined. Companies are no longer required to retroactively apply measurement period adjustments to all periods presented. The guidance is effective for the Company on October 1, 2016. However, as early adoption is permissible, the Company adopted the pronouncement beginning October 1, 2015. The adoption of this pronouncement did not have a significant impact on the Company's financial statements and financial statement disclosures. In November 2015, the FASB issued ASU 2015-17, “Balance Sheet Classification of Deferred Taxes,” which will require entities to present deferred tax assets and liabilities as noncurrent in a classified balance sheet. This guidance simplifies the current guidance, which requires entities to separately present deferred tax assets and liabilities as current and noncurrent in a classified balance sheet. ASU 2015-17 is effective for fiscal years beginning after December 15, 2016, and interim periods within those years, and may be applied either prospectively to all deferred tax assets and liabilities or retrospectively to all periods presented. As early adoption is permissible, the Company adopted this pronouncement beginning October 1, 2015 and applied this pronouncement retrospectively. The adoption of this pronouncement resulted in the reclassification of $45.6 million from Current deferred income tax assets and $0.4 million from Other long-term assets in the Condensed Consolidated Balance Sheet as of January 2, 2016 to Noncurrent deferred income tax liabilities. Additionally, $45.4 million was reclassified from Current deferred income tax assets in the Condensed Consolidated Balance Sheet as of September 30, 2015 to Noncurrent deferred income tax liabilities. |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 3 Months Ended |
Jan. 02, 2016 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | 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 16,011 Intangible assets 203,860 Goodwill 489,790 Other 1,445 Total assets acquired $ 854,523 Liabilities assumed: Current liabilities $ 59,661 Other noncurrent liabilities 64,001 Total liabilities assumed $ 123,662 Net assets acquired $ 730,861 |
EARNINGS RELEASE PER SHARE (T26
EARNINGS RELEASE PER SHARE (TWO-CLASS METHOD) (Tables) | 3 Months Ended |
Jan. 02, 2016 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share (in thousands, except per share data): Thirteen Week Periods Ended January 2, 2016 December 27, 2014 Numerator for earnings per share: Net income $ 114,901 $ 95,533 Less dividends paid on participating securities (3,000 ) (3,365 ) Net income applicable to common stock - basic and diluted $ 111,901 $ 92,168 Denominator for basic and diluted earnings per share under the two-class method: Weighted average common shares outstanding 53,706 52,511 Vested options deemed participating securities 3,099 4,080 Total shares for basic and diluted earnings per share 56,805 56,591 Basic and diluted earnings per share $ 1.97 $ 1.63 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Jan. 02, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories consist of the following (in thousands): January 2, 2016 September 30, 2015 Raw materials and purchased component parts $ 403,127 $ 371,073 Work-in-progress 147,039 164,793 Finished Goods 119,716 122,956 Total 669,882 658,822 Reserves for excess and obsolete inventory and LIFO (70,571 ) (67,421 ) Inventories - net $ 599,311 $ 591,401 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Jan. 02, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets Subject to Amortization | Intangible assets subject to amortization consist of the following (in thousands): January 2, 2016 September 30, 2015 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Technology $ 1,077,848 $ 246,643 $ 831,205 $ 1,100,317 $ 233,434 $ 866,883 Order backlog 17,835 13,059 4,776 19,501 10,709 8,792 Other 43,215 14,132 29,083 43,229 13,557 29,672 Total $ 1,138,898 $ 273,834 $ 865,064 $ 1,163,047 $ 257,700 $ 905,347 |
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, 2015 through January 2, 2016 (in thousands): Power & Control Airframe Non- aviation Total Balance, September 30, 2015 $ 2,238,443 $ 2,392,408 $ 55,369 $ 4,686,220 Purchase price allocation adjustments 4,165 35 — 4,200 Other 2 (6,792 ) — (6,790 ) Balance, January 2, 2016 $ 2,242,610 $ 2,385,651 $ 55,369 $ 4,683,630 |
DEBT (Tables)
DEBT (Tables) | 3 Months Ended |
Jan. 02, 2016 | |
Debt Disclosure [Abstract] | |
Debt | The Company’s debt consists of the following (in thousands): January 2, 2016 Gross Amount Debt Issuance Costs Original Issue Discount Net Amount Short-term borrowings—trade receivable securitization facility $ 200,000 $ (183 ) $ — $ 199,817 Term loans $ 4,371,854 $ (41,309 ) $ (5,266 ) $ 4,325,279 5 1/2% senior subordinated notes due 2020 (2020 Notes) 550,000 (5,091 ) — 544,909 7 1/2% senior subordinated notes due 2021 (2021 Notes) 500,000 (3,627 ) — 496,373 6% senior subordinated notes due 2022 (2022 Notes) 1,150,000 (9,461 ) — 1,140,539 6 1/2% senior subordinated notes due 2024 (2024 Notes) 1,200,000 (10,100 ) — 1,189,900 6 1/2% senior subordinated notes due 2025 (2025 Notes) 450,000 (4,396 ) — 445,604 8,221,854 (73,984 ) (5,266 ) 8,142,604 Less current portion 43,840 (395 ) — 43,445 Long-term debt $ 8,178,014 $ (73,589 ) $ (5,266 ) $ 8,099,159 September 30, 2015 Gross Amount Debt Issuance Costs Original Issue Discount Net Amount Short-term borrowings—trade receivable securitization facility $ 200,000 $ (208 ) $ — $ 199,792 Term loans $ 4,382,813 $ (43,660 ) $ (5,471 ) $ 4,333,682 2020 Notes 550,000 (5,355 ) — 544,645 2021 Notes 500,000 (3,789 ) — 496,211 2022 Notes 1,150,000 (9,821 ) — 1,140,179 2024 Notes 1,200,000 (10,394 ) — 1,189,606 2025 Notes 450,000 (4,513 ) — 445,487 8,232,813 (77,532 ) (5,471 ) 8,149,810 Less current portion 43,840 (413 ) — 43,427 Long-term debt $ 8,188,973 $ (77,119 ) $ (5,471 ) $ 8,106,383 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Jan. 02, 2016 | |
Fair Value Disclosures [Abstract] | |
Carrying Amounts and Fair Values of Financial Instruments | The following summarizes the carrying amounts and fair values of financial instruments (in thousands): January 2, 2016 September 30, 2015 Level Carrying Amount Fair Value Carrying Amount Fair Value Assets: Cash and cash equivalents 1 $ 805,291 $ 805,291 $ 714,033 $ 714,033 Interest rate cap agreements (1) 2 7,980 7,980 8,180 8,180 Liabilities: Interest rate swap agreements (2) 2 25,500 25,500 24,770 24,770 Interest rate swap agreements (3) 2 34,850 34,850 49,730 49,730 Short-term borrowings - trade receivable securitization facility (4) 1 199,817 199,817 199,792 199,792 Long-term debt, including current portion: Term loans (4) 2 4,325,279 4,223,000 4,333,682 4,344,000 2020 Notes (4) 1 544,909 534,000 544,645 520,000 2021 Notes (4) 1 496,373 513,000 496,211 524,000 2022 Notes (4) 1 1,140,539 1,121,000 1,140,179 1,081,000 2024 Notes (4) 1 1,189,900 1,167,000 1,189,606 1,119,000 2025 Notes (4) 1 445,604 435,000 445,487 417,000 (1) Included in Other non-current assets on the Condensed Consolidated Balance Sheet. (2) Included in Accrued liabilities on the Condensed Consolidated Balance Sheet. (3) Included in Other non-current liabilities on the Condensed Consolidated Balance Sheet. (4) The carrying amount of the debt instrument is presented net of the debt issuance costs in connection with the Company's adoption of ASU 2015-03. Refer to Note 8, "Debt," for gross carrying amounts. |
SEGMENTS (Tables)
SEGMENTS (Tables) | 3 Months Ended |
Jan. 02, 2016 | |
Segment Reporting [Abstract] | |
Net Sales by Reportable Segment | The following table presents net sales by reportable segment (in thousands): Thirteen Week Periods Ended January 2, 2016 December 27, 2014 Net sales to external customers Power & Control $ 347,209 $ 283,379 Airframe 331,138 281,614 Non-aviation 23,348 21,905 $ 701,695 $ 586,898 |
EBITDA Defined by Segment to Consolidated Income Before Taxes | The following table reconciles EBITDA As Defined by segment to consolidated income before income taxes (in thousands): Thirteen Week Periods Ended January 2, 2016 December 27, 2014 EBITDA As Defined Power & Control $ 161,776 $ 146,128 Airframe 155,088 125,821 Non-aviation 6,386 4,738 Total segment EBITDA As Defined 323,250 276,687 Unallocated corporate expenses 3,837 6,959 Total Company EBITDA As Defined 319,413 269,728 Depreciation and amortization expense 26,201 21,785 Interest expense - net 111,983 98,935 Acquisition-related costs 7,225 1,700 Stock compensation expense 10,681 5,764 Other, net (735 ) (189 ) Income before income taxes $ 164,058 $ 141,733 |
Total Assets by Segment | The following table presents total assets by segment (in thousands): January 2, 2016 September 30, 2015 Total assets Power & Control $ 3,558,152 $ 3,550,866 Airframe 3,883,245 3,922,439 Non-aviation 130,349 129,935 Corporate 758,232 700,695 $ 8,329,978 $ 8,303,935 |
ACCUMULATED OTHER COMPREHENSI32
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 3 Months Ended |
Jan. 02, 2016 | |
Statement of Comprehensive Income [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following table presents the components of accumulated other comprehensive loss, net of taxes, for the thirteen week period ended January 2, 2016 (in thousands): Unrealized (loss) gain on derivatives designated and qualifying as cash flow hedges Defined benefit pension plan activity Currency translation adjustment Total Balance at September 30, 2015 $ (51,492 ) $ (12,013 ) $ (32,504 ) $ (96,009 ) Current-period other comprehensive income (loss) 8,858 — (8,950 ) (92 ) Balance at January 2, 2016 $ (42,634 ) $ (12,013 ) $ (41,454 ) $ (96,101 ) |
SUPPLEMENTAL GUARANTOR INFORM33
SUPPLEMENTAL GUARANTOR INFORMATION (Tables) | 3 Months Ended |
Jan. 02, 2016 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Supplemental Condensed Consolidating Balance Sheet | TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING BALANCE SHEET AS OF JANUARY 2, 2016 (Amounts in thousands) TransDigm Group TransDigm Inc. Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 20,286 $ 730,494 $ 4,349 $ 50,162 $ — $ 805,291 Trade accounts receivable - Net — — 40,775 405,540 (19,050 ) 427,265 Inventories - Net — 41,270 456,600 102,141 (700 ) 599,311 Prepaid expenses and other — 4,425 16,802 7,681 — 28,908 Total current assets 20,286 776,189 518,526 565,524 (19,750 ) 1,860,775 INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES (984,556 ) 6,972,463 4,664,857 (29,095 ) (10,623,669 ) — PROPERTY, PLANT AND EQUIPMENT -Net — 16,447 209,947 41,634 — 268,028 GOODWILL — 39,333 4,012,751 631,546 — 4,683,630 OTHER INTANGIBLE ASSETS - Net — 38,245 1,188,955 261,577 (1,461 ) 1,487,316 OTHER — 13,941 14,620 1,668 — 30,229 TOTAL ASSETS $ (964,270 ) $ 7,856,618 $ 10,609,656 $ 1,472,854 $ (10,644,880 ) $ 8,329,978 LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY CURRENT LIABILITIES: Current portion of long-term debt $ — $ 43,445 $ — $ — $ — $ 43,445 Short-term borrowings - trade receivable securitization facility — — — 199,817 — 199,817 Accounts payable — 14,828 80,246 34,222 (15,689 ) 113,607 Accrued liabilities — 159,158 99,800 40,615 — 299,573 Total current liabilities — 217,431 180,046 274,654 (15,689 ) 656,442 LONG-TERM DEBT — 8,099,159 — — — 8,099,159 DEFERRED INCOME TAXES — 319,247 2,330 88,533 — 410,110 OTHER NON-CURRENT LIABILITIES — 69,359 39,788 19,390 — 128,537 Total liabilities — 8,705,196 222,164 382,577 (15,689 ) 9,294,248 STOCKHOLDERS’ (DEFICIT) EQUITY (964,270 ) (848,578 ) 10,387,492 1,090,277 (10,629,191 ) (964,270 ) TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY $ (964,270 ) $ 7,856,618 $ 10,609,656 $ 1,472,854 $ (10,644,880 ) $ 8,329,978 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING BALANCE SHEET AS OF SEPTEMBER 30, 2015 (Amounts in thousands) TransDigm Group TransDigm Inc. Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 1,500 $ 659,365 $ 7,911 $ 45,257 $ — $ 714,033 Trade accounts receivable - Net — — 48,369 413,380 (17,677 ) 444,072 Inventories - Net — 34,457 461,103 96,541 (700 ) 591,401 Prepaid expenses and other — 2,804 15,096 19,181 — 37,081 Total current assets 1,500 696,626 532,479 574,359 (18,377 ) 1,786,587 INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES (1,039,806 ) 6,963,034 4,501,501 (33,208 ) (10,391,521 ) — PROPERTY, PLANT AND EQUIPMENT - Net — 16,565 201,499 42,620 — 260,684 GOODWILL — 65,886 3,984,199 636,135 — 4,686,220 OTHER INTANGIBLE ASSETS - Net — 38,621 1,236,376 266,315 (1,461 ) 1,539,851 OTHER — 13,712 14,528 2,353 — 30,593 TOTAL ASSETS $ (1,038,306 ) $ 7,794,444 $ 10,470,582 $ 1,488,574 $ (10,411,359 ) $ 8,303,935 LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY CURRENT LIABILITIES: Current portion of long-term debt $ — $ 43,427 $ — $ — $ — $ 43,427 Short-term borrowings - trade receivable securitization facility — — — 199,792 — 199,792 Accounts payable — 16,826 102,968 37,556 (14,528 ) 142,822 Accrued liabilities — 97,045 117,243 57,265 — 271,553 Total current liabilities — 157,298 220,211 294,613 (14,528 ) 657,594 LONG-TERM DEBT — 8,106,383 — — — 8,106,383 DEFERRED INCOME TAXES — 334,848 2,410 67,739 — 404,997 OTHER NON-CURRENT LIABILITIES — 99,743 35,222 38,302 — 173,267 Total liabilities — 8,698,272 257,843 400,654 (14,528 ) 9,342,241 STOCKHOLDERS’ (DEFICIT) EQUITY (1,038,306 ) (903,828 ) 10,212,739 1,087,920 (10,396,831 ) (1,038,306 ) TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY $ (1,038,306 ) $ 7,794,444 $ 10,470,582 $ 1,488,574 $ (10,411,359 ) $ 8,303,935 |
Supplemental Condensed Consolidating Income Statement | TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME FOR THE THIRTEEN WEEK PERIOD ENDED JANUARY 2, 2016 (Amounts in thousands) TransDigm Group TransDigm Inc. Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET SALES $ — $ 26,689 $ 576,421 $ 104,280 $ (5,695 ) $ 701,695 COST OF SALES — 15,265 252,748 64,810 (5,695 ) 327,128 GROSS PROFIT — 11,424 323,673 39,470 — 374,567 SELLING AND ADMINISTRATIVE EXPENSES — 12,816 53,940 15,447 — 82,203 AMORTIZATION OF INTANGIBLE ASSETS — 363 13,463 2,497 — 16,323 (LOSS) INCOME FROM OPERATIONS — (1,755 ) 256,270 21,526 — 276,041 INTEREST EXPENSE (INCOME) - Net — 115,391 (555 ) (2,853 ) — 111,983 EQUITY IN INCOME OF SUBSIDIARIES (114,901 ) (205,972 ) — — 320,873 — INCOME BEFORE INCOME TAXES 114,901 88,826 256,825 24,379 (320,873 ) 164,058 INCOME TAX (BENEFIT) PROVISION — (26,075 ) 78,533 (3,301 ) — 49,157 NET INCOME $ 114,901 $ 114,901 $ 178,292 $ 27,680 $ (320,873 ) $ 114,901 OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX (92 ) 6,241 (3,564 ) (11,758 ) 9,081 (92 ) TOTAL COMPREHENSIVE INCOME $ 114,809 $ 121,142 $ 174,728 $ 15,922 $ (311,792 ) $ 114,809 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME FOR THE THIRTEEN WEEK PERIOD ENDED DECEMBER 27, 2014 (Amounts in thousands) TransDigm Group TransDigm Inc. Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET SALES $ — $ 31,568 $ 511,507 $ 46,886 $ (3,063 ) $ 586,898 COST OF SALES — 18,484 217,985 32,319 (3,063 ) 265,725 GROSS PROFIT — 13,084 293,522 14,567 — 321,173 SELLING AND ADMINISTRATIVE EXPENSES — 15,758 43,899 7,822 — 67,479 AMORTIZATION OF INTANGIBLE ASSETS — 347 10,701 1,978 — 13,026 (LOSS) INCOME FROM OPERATIONS — (3,021 ) 238,922 4,767 — 240,668 INTEREST EXPENSE (INCOME) - Net — 101,418 48 (2,531 ) — 98,935 EQUITY IN INCOME OF SUBSIDIARIES (95,533 ) (165,836 ) — — 261,369 — INCOME BEFORE INCOME TAXES 95,533 61,397 238,874 7,298 (261,369 ) 141,733 INCOME TAX (BENEFIT) PROVISION — (34,136 ) 78,514 1,822 — 46,200 NET INCOME $ 95,533 $ 95,533 $ 160,360 $ 5,476 $ (261,369 ) $ 95,533 OTHER COMPREHENSIVE LOSS, NET OF TAX (21,286 ) (6,709 ) (287 ) (14,290 ) 21,286 (21,286 ) TOTAL COMPREHENSIVE INCOME (LOSS) $ 74,247 $ 88,824 $ 160,073 $ (8,814 ) $ (240,083 ) $ 74,247 |
Supplemental Condensed Consolidating Cash Flow Statement | TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THIRTEEN WEEK PERIOD ENDED JANUARY 2, 2016 (Amounts in thousands) TransDigm Group TransDigm Inc. Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ — $ (45,640 ) $ 187,569 $ 21,989 $ 212 $ 164,130 INVESTING ACTIVITIES: Capital expenditures, net of disposals — (455 ) (8,043 ) (1,674 ) — (10,172 ) Net cash used in investing activities — (455 ) (8,043 ) (1,674 ) — (10,172 ) FINANCING ACTIVITIES: Intercompany activities 69,130 128,271 (183,088 ) (14,101 ) (212 ) — Excess tax benefits related to share-based payment arrangements 14,539 — — — — 14,539 Proceeds from exercise of stock options 8,892 — — — — 8,892 Dividends paid (3,000 ) — — — — (3,000 ) Treasury stock purchased (70,775 ) — — — — (70,775 ) Repayment on term loans — (10,960 ) — — — (10,960 ) Other — (87 ) — — — (87 ) Net cash provided by (used in) financing activities 18,786 117,224 (183,088 ) (14,101 ) (212 ) (61,391 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS — — — (1,309 ) — (1,309 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 18,786 71,129 (3,562 ) 4,905 — 91,258 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 1,500 659,365 7,911 45,257 — 714,033 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 20,286 $ 730,494 $ 4,349 $ 50,162 $ — $ 805,291 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THIRTEEN WEEK PERIOD ENDED DECEMBER 27, 2014 (Amounts in thousands) TransDigm Group TransDigm Inc. Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES $ — $ 59,985 $ 142,334 $ (2,765 ) $ (10,595 ) $ 188,959 INVESTING ACTIVITIES: Capital expenditures, net of disposals — (467 ) (6,576 ) (1,095 ) — (8,138 ) Net cash used in investing activities — (467 ) (6,576 ) (1,095 ) — (8,138 ) FINANCING ACTIVITIES: Intercompany activities (13,663 ) 146,927 (139,352 ) (4,507 ) 10,595 — Excess tax benefits related to share-based payment arrangements 8,264 — — — — 8,264 Proceeds from exercise of stock options 7,391 — — — — 7,391 Dividends paid (3,365 ) — — — — (3,365 ) Other — (41 ) — — — (41 ) Net cash (used in) provided by financing activities (1,373 ) 146,886 (139,352 ) (4,507 ) 10,595 12,249 EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS — — — (989 ) — (989 ) (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (1,373 ) 206,404 (3,594 ) (9,356 ) — 192,081 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 2,088 782,648 3,793 31,019 — 819,548 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 715 $ 989,052 $ 199 $ 21,663 $ — $ 1,011,629 |
DESCRIPTION OF THE BUSINESS - N
DESCRIPTION OF THE BUSINESS - Narratives (Details) | Jan. 02, 2016 |
Accounting Policies [Abstract] | |
Percentage of ownership in subsidiary | 100.00% |
ACQUISITIONS - Narratives (Deta
ACQUISITIONS - Narratives (Details) - USD ($) $ in Thousands | Aug. 19, 2015 | May. 14, 2015 | Mar. 31, 2015 | Mar. 26, 2015 | Jan. 02, 2016 | Sep. 30, 2015 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 4,683,630 | $ 4,686,220 | ||||
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 | |||||
PneuDrualics, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition cost | $ 323,500 | |||||
Tax benefits | $ 104,500 | |||||
Tax benefit recognition period (in years) | 15 years | |||||
Goodwill | $ 220,900 | |||||
Pexco Aerospace, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition cost | $ 496,400 | |||||
Tax benefits | $ 166,400 | |||||
Tax benefit recognition period (in years) | 15 years | |||||
Business acquisition purchase price adjustment | $ 400 | |||||
Amount of goodwill expected to be tax deductible | $ 407,400 | |||||
Adams Rite Aerospace GmbH | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition cost | $ 75,300 | |||||
Goodwill | $ 63,900 | |||||
Telair Cargo Group | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition cost | $ 730,900 | |||||
Goodwill | 489,790 | |||||
Business acquisition purchase price adjustment | 7,700 | |||||
Amount of goodwill expected to be tax deductible | 35,800 | |||||
Amount of goodwill expected to not be tax deductible | $ 454,000 |
ACQUISITIONS - Business Combina
ACQUISITIONS - Business Combinations Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Jan. 02, 2016 | Sep. 30, 2015 | Mar. 26, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 4,683,630 | $ 4,686,220 | |
Telair Cargo Group | |||
Business Acquisition [Line Items] | |||
Current assets, excluding cash acquired | $ 143,417 | ||
Property, plant, and equipment | 16,011 | ||
Intangible assets | 203,860 | ||
Goodwill | 489,790 | ||
Other | 1,445 | ||
Total assets acquired | 854,523 | ||
Current liabilities | 59,661 | ||
Other noncurrent liabilities | 64,001 | ||
Total liabilities assumed | 123,662 | ||
Net assets acquired | $ 730,861 |
RECENT ACCOUNTING PRONOUNCEME37
RECENT ACCOUNTING PRONOUNCEMENTS - Narratives (Details) - USD ($) $ in Thousands | Jan. 02, 2016 | Sep. 30, 2015 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Debt issuance costs | $ 73,984 | $ 77,532 |
OTHER | 30,229 | 30,593 |
Noncurrent deferred tax liabilities | 410,110 | 404,997 |
Assets | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Debt issuance costs | 74,200 | 77,700 |
Adjustments for New Accounting Principle, Early Adoption, Effect | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Noncurrent deferred tax asset | (45,600) | (45,400) |
OTHER | (400) | |
Noncurrent deferred tax liabilities | $ 45,400 | |
Adjustments for New Accounting Principle, Early Adoption, Effect | Deferred Income Tax Assets, Net, Current | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Noncurrent deferred tax liabilities | 45,600 | |
Adjustments for New Accounting Principle, Early Adoption, Effect | Other Long Term Assets | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Noncurrent deferred tax liabilities | $ 400 |
EARNINGS RELEASE PER SHARE (T38
EARNINGS RELEASE PER SHARE (TWO-CLASS METHOD) - Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Jan. 02, 2016 | Dec. 27, 2014 | |
Numerator for earnings per share: | ||
Net income | $ 114,901 | $ 95,533 |
Less dividends paid on participating securities | (3,000) | (3,365) |
Net income applicable to common stock - basic and diluted | $ 111,901 | $ 92,168 |
Denominator for basic and diluted earnings per share under the two-class method, in shares: | ||
Weighted average common shares outstanding | 53,706 | 52,511 |
Vested options deemed participating securities | 3,099 | 4,080 |
Basic and diluted (in shares) | 56,805 | 56,591 |
Basic and diluted earnings per share (in dollars per share) | $ 1.97 | $ 1.63 |
INVENTORIES - Schedule of Inven
INVENTORIES - Schedule of Inventory (Details) - USD ($) $ in Thousands | Jan. 02, 2016 | Sep. 30, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials and purchased component parts | $ 403,127 | $ 371,073 |
Work-in-progress | 147,039 | 164,793 |
Finished Goods | 119,716 | 122,956 |
Total | 669,882 | 658,822 |
Reserves for excess and obsolete inventory and LIFO | (70,571) | (67,421) |
Inventories - Net | $ 599,311 | $ 591,401 |
INTANGIBLE ASSETS - Intangible
INTANGIBLE ASSETS - Intangible Assets Subject to Amortization (Details) - USD ($) $ in Thousands | Jan. 02, 2016 | Sep. 30, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 1,138,898 | $ 1,163,047 |
Accumulated Amortization | 273,834 | 257,700 |
Net | 865,064 | 905,347 |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,077,848 | 1,100,317 |
Accumulated Amortization | 246,643 | 233,434 |
Net | 831,205 | 866,883 |
Order backlog | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 17,835 | 19,501 |
Accumulated Amortization | 13,059 | 10,709 |
Net | 4,776 | 8,792 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 43,215 | 43,229 |
Accumulated Amortization | 14,132 | 13,557 |
Net | $ 29,083 | $ 29,672 |
INTANGIBLE ASSETS - Summary of
INTANGIBLE ASSETS - Summary of changes in carrying value of Goodwill (Details) $ in Thousands | 3 Months Ended |
Jan. 02, 2016USD ($) | |
Goodwill [Roll Forward] | |
Balance | $ 4,686,220 |
Purchase price allocation adjustments | 4,200 |
Other | (6,790) |
Balance | 4,683,630 |
Power & Control | |
Goodwill [Roll Forward] | |
Balance | 2,238,443 |
Purchase price allocation adjustments | 4,165 |
Other | 2 |
Balance | 2,242,610 |
Airframe | |
Goodwill [Roll Forward] | |
Balance | 2,392,408 |
Purchase price allocation adjustments | 35 |
Other | (6,792) |
Balance | 2,385,651 |
Non- aviation | |
Goodwill [Roll Forward] | |
Balance | 55,369 |
Purchase price allocation adjustments | 0 |
Other | 0 |
Balance | $ 55,369 |
INTANGIBLE ASSETS - Narratives
INTANGIBLE ASSETS - Narratives (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 02, 2016 | Dec. 27, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization of intangible assets | $ 16,323 | $ 13,026 |
Estimated Amortization Expense, 2016 | 64,700 | |
Estimated Amortization Expense, 2017 | 57,500 | |
Estimated Amortization Expense, 2018 | 57,500 | |
Estimated Amortization Expense, 2019 | 57,500 | |
Estimated Amortization Expense, 2020 | 57,500 | |
Estimated Amortization Expense, 2021 | $ 57,500 |
DEBT - Schedule of Debt (Detail
DEBT - Schedule of Debt (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||||||
Jan. 02, 2016 | Dec. 27, 2014 | Sep. 30, 2015 | May. 14, 2015 | Jun. 04, 2014 | Jul. 01, 2013 | Oct. 15, 2012 | |
Debt Instrument [Line Items] | |||||||
Gross Amount | $ 8,221,854 | $ 8,232,813 | |||||
Debt Issuance Costs | (73,984) | (77,532) | |||||
Original Issue Discount | (5,266) | (5,471) | |||||
Short-term borrowings - trade receivable securitization facility | 199,817 | 199,792 | |||||
Total debt outstanding | 8,142,604 | 8,149,810 | |||||
Long-term Debt, Current Maturities, Net | 43,445 | 43,427 | |||||
Long-term Debt, Excluding Current Maturities, Gross | 8,178,014 | 8,188,973 | |||||
Deferred Finance Costs, Excluding Current Maturities | (73,589) | (77,119) | |||||
Debt Instrument, Unamortized Discount, Excluding Current Maturities | (5,266) | (5,471) | |||||
Long-term debt | 8,099,159 | 8,106,383 | |||||
Term loans | |||||||
Debt Instrument [Line Items] | |||||||
Gross Amount | 4,371,854 | 4,382,813 | |||||
Debt Issuance Costs | (41,309) | (43,660) | |||||
Original Issue Discount | (5,266) | (5,471) | |||||
Total debt outstanding | $ 4,325,279 | 4,333,682 | |||||
Senior Subordinated Notes | 5 1/2% senior subordinated notes due 2020 (2020 Notes) | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument Maturity Year | 2,020 | 2,020 | |||||
Interest rate | 5.50% | ||||||
Gross Amount | $ 550,000 | 550,000 | |||||
Debt Issuance Costs | (5,091) | (5,355) | |||||
Original Issue Discount | 0 | 0 | |||||
Total debt outstanding | $ 544,909 | 544,645 | |||||
Senior Subordinated Notes | 7 1/2% senior subordinated notes due 2021 (2021 Notes) | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument Maturity Year | 2,021 | 2,021 | |||||
Interest rate | 7.50% | ||||||
Gross Amount | $ 500,000 | 500,000 | |||||
Debt Issuance Costs | (3,627) | (3,789) | |||||
Original Issue Discount | 0 | 0 | |||||
Total debt outstanding | $ 496,373 | 496,211 | |||||
Senior Subordinated Notes | 6% senior subordinated notes due 2022 (2022 Notes) | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument Maturity Year | 2,022 | 2,022 | |||||
Interest rate | 6.00% | ||||||
Gross Amount | $ 1,150,000 | 1,150,000 | |||||
Debt Issuance Costs | (9,461) | (9,821) | |||||
Original Issue Discount | 0 | 0 | |||||
Total debt outstanding | $ 1,140,539 | 1,140,179 | |||||
Senior Subordinated Notes | 6 1/2% senior subordinated notes due 2024 (2024 Notes) | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument Maturity Year | 2,024 | 2,024 | |||||
Interest rate | 6.50% | ||||||
Gross Amount | $ 1,200,000 | 1,200,000 | |||||
Debt Issuance Costs | (10,100) | (10,394) | |||||
Original Issue Discount | 0 | 0 | |||||
Total debt outstanding | $ 1,189,900 | 1,189,606 | |||||
Senior Subordinated Notes | 6 1/2% senior subordinated notes due 2025 (2025 Notes) | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument Maturity Year | 2,025 | 2,025 | |||||
Interest rate | 6.50% | ||||||
Gross Amount | $ 450,000 | 450,000 | |||||
Debt Issuance Costs | (4,396) | (4,513) | |||||
Original Issue Discount | 0 | 0 | |||||
Total debt outstanding | 445,604 | 445,487 | |||||
Short-term borrowings—trade receivable securitization facility | |||||||
Debt Instrument [Line Items] | |||||||
Short-term borrowings—trade receivable securitization facility, Gross | 200,000 | 200,000 | |||||
Debt Issuance Costs | (183) | (208) | |||||
Original Issue Discount | 0 | 0 | |||||
Short-term borrowings - trade receivable securitization facility | 199,817 | 199,792 | |||||
Less current portion | |||||||
Debt Instrument [Line Items] | |||||||
Debt Issuance Costs | (395) | (413) | |||||
Original Issue Discount | 0 | 0 | |||||
Long-term Debt, Current Maturities, Gross | 43,840 | 43,840 | |||||
Long-term Debt, Current Maturities, Net | $ 43,445 | $ 43,427 |
INCOME TAXES - Narratives (Deta
INCOME TAXES - Narratives (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |||
Effective income tax rate | 30.00% | 32.60% | |
Unrecognized tax benefits | $ 6.6 | $ 6.9 | |
Tax rate effect | 6.3 | $ 6.5 | |
Reduction in tax position | $ 1.6 |
FAIR VALUE MEASUREMENTS - Carry
FAIR VALUE MEASUREMENTS - Carrying Amounts and Fair Values of Financial Instruments (Detail) - USD ($) $ in Thousands | Jan. 02, 2016 | Sep. 30, 2015 | Dec. 27, 2014 | Sep. 30, 2014 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Cash and cash equivalents | $ 805,291 | $ 714,033 | $ 1,011,629 | $ 819,548 | |
Short-term borrowings - trade receivable securitization facility | 199,817 | 199,792 | |||
Long-term Debt | 8,142,604 | 8,149,810 | |||
Other Noncurrent Assets | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate cap agreements | [1] | 7,980 | 8,180 | ||
Accrued Liabilities | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate swap agreements | [2] | 25,500 | 24,770 | ||
Other Noncurrent Liabilities | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate swap agreements | [3] | 34,850 | 49,730 | ||
Term loans | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Long-term Debt | 4,325,279 | 4,333,682 | |||
5 1/2% senior subordinated notes due 2020 (2020 Notes) | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Long-term Debt | 544,909 | 544,645 | |||
7 1/2% senior subordinated notes due 2021 (2021 Notes) | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Long-term Debt | 496,373 | 496,211 | |||
6% senior subordinated notes due 2022 (2022 Notes) | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Long-term Debt | 1,140,539 | 1,140,179 | |||
6 1/2% senior subordinated notes due 2024 (2024 Notes) | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Long-term Debt | 1,189,900 | 1,189,606 | |||
6 1/2% senior subordinated notes due 2025 (2025 Notes) | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Long-term Debt | 445,604 | 445,487 | |||
Level 1 | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Cash and cash equivalents, Fair Value | 805,291 | 714,033 | |||
Short-term borrowings - trade receivable securitization facility, Fair Value | 199,817 | 199,792 | |||
Level 1 | 5 1/2% senior subordinated notes due 2020 (2020 Notes) | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Long-term debt, including current portion, Fair Value | 534,000 | 520,000 | |||
Level 1 | 7 1/2% senior subordinated notes due 2021 (2021 Notes) | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Long-term debt, including current portion, Fair Value | 513,000 | 524,000 | |||
Level 1 | 6% senior subordinated notes due 2022 (2022 Notes) | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Long-term debt, including current portion, Fair Value | 1,121,000 | 1,081,000 | |||
Level 1 | 6 1/2% senior subordinated notes due 2024 (2024 Notes) | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Long-term debt, including current portion, Fair Value | 1,167,000 | 1,119,000 | |||
Level 1 | 6 1/2% senior subordinated notes due 2025 (2025 Notes) | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Long-term debt, including current portion, Fair Value | 435,000 | 417,000 | |||
Level 2 | Other Noncurrent Assets | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate cap agreements, Fair Value | [1] | 7,980 | 8,180 | ||
Level 2 | Accrued Liabilities | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate swap agreements, Fair Value | [2] | 25,500 | 24,770 | ||
Level 2 | Other Noncurrent Liabilities | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Interest rate swap agreements, Fair Value | [3] | 34,850 | 49,730 | ||
Level 2 | Term loans | |||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||||
Long-term debt, including current portion, Fair Value | $ 4,223,000 | $ 4,344,000 | |||
[1] | Included in Other non-current assets on the Condensed Consolidated Balance Sheet. | ||||
[2] | Included in Accrued liabilities on the Condensed Consolidated Balance Sheet. | ||||
[3] | Included in Other non-current liabilities on the Condensed Consolidated Balance Sheet. |
DERIVATIVES AND HEDGING ACTIV46
DERIVATIVES AND HEDGING ACTIVITIES - Naratives (Details) | 3 Months Ended | |
Jan. 02, 2016USD ($)agreements | Dec. 27, 2014USD ($) | |
Derivative [Line Items] | ||
Amortized into earnings | $ 1,100,000 | |
Derivative loss to be recognized | $ 25,500,000 | |
Forward-starting interest rate swap agreements beginning March 31, 2016 | ||
Derivative [Line Items] | ||
Number of interest rate derivative agreements held | agreements | 5 | |
Interest rate derivative agreement, notional amount | $ 750,000,000 | |
Fixed rate of interest under interest rate derivative agreement | 5.80% | |
Interest rate derivative agreement description | 2.8% plus the 3% margin percentage | |
Variable interest rate | 2.80% | |
Basis spread on variable rate | 3.00% | |
Interest Rate Cap | ||
Derivative [Line Items] | ||
Number of interest rate derivative agreements held | agreements | 6 | |
Interest rate derivative agreement, notional amount | $ 750,000,000 | |
Fixed rate of interest under interest rate derivative agreement | 2.50% | |
Interest rate swap agreements beginning September 30, 2014 | ||
Derivative [Line Items] | ||
Number of interest rate derivative agreements held | agreements | 3 | |
Interest rate derivative agreement, notional amount | $ 1,000,000,000 | |
Fixed rate of interest under interest rate derivative agreement | 5.40% | |
Interest rate derivative agreement description | 2.4% plus the 3% margin percentage | |
Variable interest rate | 2.40% | |
Basis spread on variable rate | 3.00% | |
Credit Facility 2013 | ||
Derivative [Line Items] | ||
Interest rate derivative agreement, notional amount | $ 353,000,000 |
SEGMENTS - Narratives (Details)
SEGMENTS - Narratives (Details) | 3 Months Ended |
Jan. 02, 2016Segment | |
Segment Reporting [Abstract] | |
Number of reporting segments | 3 |
SEGMENTS - Net Sales by Reporta
SEGMENTS - Net Sales by Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 02, 2016 | Dec. 27, 2014 | |
Segment Reporting Information [Line Items] | ||
Net Sales | $ 701,695 | $ 586,898 |
Operating Segments | Power & Control | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 347,209 | 283,379 |
Operating Segments | Airframe | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 331,138 | 281,614 |
Operating Segments | Non- aviation | ||
Segment Reporting Information [Line Items] | ||
Net Sales | $ 23,348 | $ 21,905 |
SEGMENTS - EBITDA Defined by Se
SEGMENTS - EBITDA Defined by Segment to Consoldiated Income Before Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 02, 2016 | Dec. 27, 2014 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
EBITDA As Defined | $ 319,413 | $ 269,728 |
Interest expense - net | 111,983 | 98,935 |
Stock compensation expense | 10,681 | 5,764 |
Income before income taxes | 164,058 | 141,733 |
Operating Segments | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
EBITDA As Defined | 323,250 | 276,687 |
Operating Segments | Power & Control | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
EBITDA As Defined | 161,776 | 146,128 |
Operating Segments | Airframe | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
EBITDA As Defined | 155,088 | 125,821 |
Operating Segments | Non- aviation | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
EBITDA As Defined | 6,386 | 4,738 |
Corporate, Non-Segment | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
EBITDA As Defined | 3,837 | 6,959 |
Segment Reconciling Items | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Depreciation and amortization expense | 26,201 | 21,785 |
Interest expense - net | 111,983 | 98,935 |
Acquisition-related costs | 7,225 | 1,700 |
Stock compensation expense | 10,681 | 5,764 |
Other, net | $ (735) | $ (189) |
SEGMENTS - Total Assets by Segm
SEGMENTS - Total Assets by Segment (Details) - USD ($) $ in Thousands | Jan. 02, 2016 | Sep. 30, 2015 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 8,329,978 | $ 8,303,935 |
Operating Segments | Power & Control | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 3,558,152 | 3,550,866 |
Operating Segments | Airframe | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 3,883,245 | 3,922,439 |
Operating Segments | Non- aviation | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 130,349 | 129,935 |
Corporate, Non-Segment | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 758,232 | $ 700,695 |
ACCUMULATED OTHER COMPREHENSI51
ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 02, 2016 | Dec. 27, 2014 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance at beginning of period | $ (96,009) | |
Interest rate swaps and caps, net of tax | 8,858 | $ (10,538) |
Foreign currency translation adjustments | (8,950) | (10,748) |
Other comprehensive loss, net of tax | (92) | $ (21,286) |
Balance at end of period | (96,101) | |
Unrealized (loss) gain on derivatives designated and qualifying as cash flow hedges | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance at beginning of period | (51,492) | |
Interest rate swaps and caps, net of tax | 8,858 | |
Balance at end of period | (42,634) | |
Defined benefit pension plan activity | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance at beginning of period | (12,013) | |
Pension liability adjustments, net of tax | 0 | |
Balance at end of period | (12,013) | |
Currency translation adjustment | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance at beginning of period | (32,504) | |
Foreign currency translation adjustments | (8,950) | |
Balance at end of period | $ (41,454) |
SUBSEQUENT EVENTS - Narratives
SUBSEQUENT EVENTS - Narratives (Details) - USD ($) | Jan. 04, 2016 | Feb. 10, 2016 | Jan. 20, 2016 | Jan. 02, 2016 | Jan. 21, 2016 |
Subsequent Event [Line Items] | |||||
Gross cost of acquired shares | $ 70,775,000 | ||||
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Shares repurchased (in shares) | 324,200 | 128,319 | |||
Gross cost of acquired shares | $ 63,700,000 | $ 27,900,000 | |||
Weighted average price per share | $ 196.47 | $ 217.47 | |||
Maximum amount of shares to be repurchased | $ 450,000,000 | ||||
Breeze-Eastern | Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Price per share (in dollars per share) | $ 19.61 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | $ 27,000,000 | ||||
Business acquisition cost | $ 178,000,000 |
SUPPLEMENTAL GUARANTOR INFORM53
SUPPLEMENTAL GUARANTOR INFORMATION - Supplemental Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Thousands | Jan. 02, 2016 | Sep. 30, 2015 | Dec. 27, 2014 | Sep. 30, 2014 |
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Cash and cash equivalents | $ 805,291 | $ 714,033 | $ 1,011,629 | $ 819,548 |
Trade accounts receivable - Net | 427,265 | 444,072 | ||
Inventories - Net | 599,311 | 591,401 | ||
Prepaid expenses and other | 28,908 | 37,081 | ||
Total current assets | 1,860,775 | 1,786,587 | ||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | 0 | 0 | ||
PROPERTY, PLANT AND EQUIPMENT - Net | 268,028 | 260,684 | ||
GOODWILL | 4,683,630 | 4,686,220 | ||
OTHER INTANGIBLE ASSETS - Net | 1,487,316 | 1,539,851 | ||
OTHER | 30,229 | 30,593 | ||
TOTAL ASSETS | 8,329,978 | 8,303,935 | ||
Current portion of long-term debt | 43,445 | 43,427 | ||
Short-term borrowings - trade receivable securitization facility | 199,817 | 199,792 | ||
Accounts payable | 113,607 | 142,822 | ||
Accrued liabilities | 299,573 | 271,553 | ||
Total current liabilities | 656,442 | 657,594 | ||
LONG-TERM DEBT | 8,099,159 | 8,106,383 | ||
DEFERRED INCOME TAXES | 410,110 | 404,997 | ||
OTHER NON-CURRENT LIABILITIES | 128,537 | 173,267 | ||
Total liabilities | 9,294,248 | 9,342,241 | ||
STOCKHOLDERS’ (DEFICIT) EQUITY | (964,270) | (1,038,306) | ||
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | 8,329,978 | 8,303,935 | ||
Eliminations | ||||
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Trade accounts receivable - Net | (19,050) | (17,677) | ||
Inventories - Net | (700) | (700) | ||
Prepaid expenses and other | 0 | 0 | ||
Total current assets | (19,750) | (18,377) | ||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | (10,623,669) | (10,391,521) | ||
PROPERTY, PLANT AND EQUIPMENT - Net | 0 | 0 | ||
GOODWILL | 0 | 0 | ||
OTHER INTANGIBLE ASSETS - Net | (1,461) | (1,461) | ||
OTHER | 0 | 0 | ||
TOTAL ASSETS | (10,644,880) | (10,411,359) | ||
Current portion of long-term debt | 0 | 0 | ||
Short-term borrowings - trade receivable securitization facility | 0 | 0 | ||
Accounts payable | (15,689) | (14,528) | ||
Accrued liabilities | 0 | 0 | ||
Total current liabilities | (15,689) | (14,528) | ||
LONG-TERM DEBT | 0 | 0 | ||
DEFERRED INCOME TAXES | 0 | 0 | ||
OTHER NON-CURRENT LIABILITIES | 0 | 0 | ||
Total liabilities | (15,689) | (14,528) | ||
STOCKHOLDERS’ (DEFICIT) EQUITY | (10,629,191) | (10,396,831) | ||
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | (10,644,880) | (10,411,359) | ||
TransDigm Group | ||||
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Cash and cash equivalents | 20,286 | 1,500 | 715 | 2,088 |
Trade accounts receivable - Net | 0 | 0 | ||
Inventories - Net | 0 | 0 | ||
Prepaid expenses and other | 0 | 0 | ||
Total current assets | 20,286 | 1,500 | ||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | (984,556) | (1,039,806) | ||
PROPERTY, PLANT AND EQUIPMENT - Net | 0 | 0 | ||
GOODWILL | 0 | 0 | ||
OTHER INTANGIBLE ASSETS - Net | 0 | 0 | ||
OTHER | 0 | 0 | ||
TOTAL ASSETS | (964,270) | (1,038,306) | ||
Current portion of long-term debt | 0 | 0 | ||
Short-term borrowings - trade receivable securitization facility | 0 | 0 | ||
Accounts payable | 0 | 0 | ||
Accrued liabilities | 0 | 0 | ||
Total current liabilities | 0 | 0 | ||
LONG-TERM DEBT | 0 | 0 | ||
DEFERRED INCOME TAXES | 0 | 0 | ||
OTHER NON-CURRENT LIABILITIES | 0 | 0 | ||
Total liabilities | 0 | 0 | ||
STOCKHOLDERS’ (DEFICIT) EQUITY | (964,270) | (1,038,306) | ||
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | (964,270) | (1,038,306) | ||
TransDigm Inc. | ||||
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Cash and cash equivalents | 730,494 | 659,365 | 989,052 | 782,648 |
Trade accounts receivable - Net | 0 | 0 | ||
Inventories - Net | 41,270 | 34,457 | ||
Prepaid expenses and other | 4,425 | 2,804 | ||
Total current assets | 776,189 | 696,626 | ||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | 6,972,463 | 6,963,034 | ||
PROPERTY, PLANT AND EQUIPMENT - Net | 16,447 | 16,565 | ||
GOODWILL | 39,333 | 65,886 | ||
OTHER INTANGIBLE ASSETS - Net | 38,245 | 38,621 | ||
OTHER | 13,941 | 13,712 | ||
TOTAL ASSETS | 7,856,618 | 7,794,444 | ||
Current portion of long-term debt | 43,445 | 43,427 | ||
Short-term borrowings - trade receivable securitization facility | 0 | 0 | ||
Accounts payable | 14,828 | 16,826 | ||
Accrued liabilities | 159,158 | 97,045 | ||
Total current liabilities | 217,431 | 157,298 | ||
LONG-TERM DEBT | 8,099,159 | 8,106,383 | ||
DEFERRED INCOME TAXES | 319,247 | 334,848 | ||
OTHER NON-CURRENT LIABILITIES | 69,359 | 99,743 | ||
Total liabilities | 8,705,196 | 8,698,272 | ||
STOCKHOLDERS’ (DEFICIT) EQUITY | (848,578) | (903,828) | ||
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | 7,856,618 | 7,794,444 | ||
Subsidiary Guarantors | ||||
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Cash and cash equivalents | 4,349 | 7,911 | 199 | 3,793 |
Trade accounts receivable - Net | 40,775 | 48,369 | ||
Inventories - Net | 456,600 | 461,103 | ||
Prepaid expenses and other | 16,802 | 15,096 | ||
Total current assets | 518,526 | 532,479 | ||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | 4,664,857 | 4,501,501 | ||
PROPERTY, PLANT AND EQUIPMENT - Net | 209,947 | 201,499 | ||
GOODWILL | 4,012,751 | 3,984,199 | ||
OTHER INTANGIBLE ASSETS - Net | 1,188,955 | 1,236,376 | ||
OTHER | 14,620 | 14,528 | ||
TOTAL ASSETS | 10,609,656 | 10,470,582 | ||
Current portion of long-term debt | 0 | 0 | ||
Short-term borrowings - trade receivable securitization facility | 0 | 0 | ||
Accounts payable | 80,246 | 102,968 | ||
Accrued liabilities | 99,800 | 117,243 | ||
Total current liabilities | 180,046 | 220,211 | ||
LONG-TERM DEBT | 0 | 0 | ||
DEFERRED INCOME TAXES | 2,330 | 2,410 | ||
OTHER NON-CURRENT LIABILITIES | 39,788 | 35,222 | ||
Total liabilities | 222,164 | 257,843 | ||
STOCKHOLDERS’ (DEFICIT) EQUITY | 10,387,492 | 10,212,739 | ||
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | 10,609,656 | 10,470,582 | ||
Non- Guarantor Subsidiaries | ||||
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Cash and cash equivalents | 50,162 | 45,257 | $ 21,663 | $ 31,019 |
Trade accounts receivable - Net | 405,540 | 413,380 | ||
Inventories - Net | 102,141 | 96,541 | ||
Prepaid expenses and other | 7,681 | 19,181 | ||
Total current assets | 565,524 | 574,359 | ||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | (29,095) | (33,208) | ||
PROPERTY, PLANT AND EQUIPMENT - Net | 41,634 | 42,620 | ||
GOODWILL | 631,546 | 636,135 | ||
OTHER INTANGIBLE ASSETS - Net | 261,577 | 266,315 | ||
OTHER | 1,668 | 2,353 | ||
TOTAL ASSETS | 1,472,854 | 1,488,574 | ||
Current portion of long-term debt | 0 | 0 | ||
Short-term borrowings - trade receivable securitization facility | 199,817 | 199,792 | ||
Accounts payable | 34,222 | 37,556 | ||
Accrued liabilities | 40,615 | 57,265 | ||
Total current liabilities | 274,654 | 294,613 | ||
LONG-TERM DEBT | 0 | 0 | ||
DEFERRED INCOME TAXES | 88,533 | 67,739 | ||
OTHER NON-CURRENT LIABILITIES | 19,390 | 38,302 | ||
Total liabilities | 382,577 | 400,654 | ||
STOCKHOLDERS’ (DEFICIT) EQUITY | 1,090,277 | 1,087,920 | ||
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | $ 1,472,854 | $ 1,488,574 |
SUPPLEMENTAL GUARANTOR INFORM54
SUPPLEMENTAL GUARANTOR INFORMATION - Supplemental Condensed Consolidating Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 02, 2016 | Dec. 27, 2014 | |
Condensed Income Statements, Captions [Line Items] | ||
NET SALES | $ 701,695 | $ 586,898 |
COST OF SALES | 327,128 | 265,725 |
GROSS PROFIT | 374,567 | 321,173 |
SELLING AND ADMINISTRATIVE EXPENSES | 82,203 | 67,479 |
AMORTIZATION OF INTANGIBLE ASSETS | 16,323 | 13,026 |
(LOSS) INCOME FROM OPERATIONS | 276,041 | 240,668 |
INTEREST EXPENSE (INCOME) - Net | (111,983) | (98,935) |
EQUITY IN INCOME OF SUBSIDIARIES | 0 | 0 |
INCOME BEFORE INCOME TAXES | 164,058 | 141,733 |
INCOME TAX PROVISION | 49,157 | 46,200 |
NET INCOME | 114,901 | 95,533 |
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX | (92) | (21,286) |
TOTAL COMPREHENSIVE INCOME | 114,809 | 74,247 |
Eliminations | ||
Condensed Income Statements, Captions [Line Items] | ||
NET SALES | (5,695) | (3,063) |
COST OF SALES | (5,695) | (3,063) |
GROSS PROFIT | 0 | 0 |
SELLING AND ADMINISTRATIVE EXPENSES | 0 | 0 |
AMORTIZATION OF INTANGIBLE ASSETS | 0 | 0 |
(LOSS) INCOME FROM OPERATIONS | 0 | 0 |
INTEREST EXPENSE (INCOME) - Net | 0 | 0 |
EQUITY IN INCOME OF SUBSIDIARIES | (320,873) | (261,369) |
INCOME BEFORE INCOME TAXES | (320,873) | (261,369) |
INCOME TAX PROVISION | 0 | 0 |
NET INCOME | (320,873) | (261,369) |
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX | 9,081 | 21,286 |
TOTAL COMPREHENSIVE INCOME | (311,792) | (240,083) |
TransDigm Group | ||
Condensed Income Statements, Captions [Line Items] | ||
NET SALES | 0 | 0 |
COST OF SALES | 0 | 0 |
GROSS PROFIT | 0 | 0 |
SELLING AND ADMINISTRATIVE EXPENSES | 0 | 0 |
AMORTIZATION OF INTANGIBLE ASSETS | 0 | 0 |
(LOSS) INCOME FROM OPERATIONS | 0 | 0 |
INTEREST EXPENSE (INCOME) - Net | 0 | 0 |
EQUITY IN INCOME OF SUBSIDIARIES | 114,901 | 95,533 |
INCOME BEFORE INCOME TAXES | 114,901 | 95,533 |
INCOME TAX PROVISION | 0 | 0 |
NET INCOME | 114,901 | 95,533 |
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX | (92) | (21,286) |
TOTAL COMPREHENSIVE INCOME | 114,809 | 74,247 |
TransDigm Inc. | ||
Condensed Income Statements, Captions [Line Items] | ||
NET SALES | 26,689 | 31,568 |
COST OF SALES | 15,265 | 18,484 |
GROSS PROFIT | 11,424 | 13,084 |
SELLING AND ADMINISTRATIVE EXPENSES | 12,816 | 15,758 |
AMORTIZATION OF INTANGIBLE ASSETS | 363 | 347 |
(LOSS) INCOME FROM OPERATIONS | (1,755) | (3,021) |
INTEREST EXPENSE (INCOME) - Net | (115,391) | (101,418) |
EQUITY IN INCOME OF SUBSIDIARIES | 205,972 | 165,836 |
INCOME BEFORE INCOME TAXES | 88,826 | 61,397 |
INCOME TAX PROVISION | (26,075) | (34,136) |
NET INCOME | 114,901 | 95,533 |
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX | 6,241 | (6,709) |
TOTAL COMPREHENSIVE INCOME | 121,142 | 88,824 |
Subsidiary Guarantors | ||
Condensed Income Statements, Captions [Line Items] | ||
NET SALES | 576,421 | 511,507 |
COST OF SALES | 252,748 | 217,985 |
GROSS PROFIT | 323,673 | 293,522 |
SELLING AND ADMINISTRATIVE EXPENSES | 53,940 | 43,899 |
AMORTIZATION OF INTANGIBLE ASSETS | 13,463 | 10,701 |
(LOSS) INCOME FROM OPERATIONS | 256,270 | 238,922 |
INTEREST EXPENSE (INCOME) - Net | 555 | (48) |
EQUITY IN INCOME OF SUBSIDIARIES | 0 | 0 |
INCOME BEFORE INCOME TAXES | 256,825 | 238,874 |
INCOME TAX PROVISION | 78,533 | 78,514 |
NET INCOME | 178,292 | 160,360 |
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX | (3,564) | (287) |
TOTAL COMPREHENSIVE INCOME | 174,728 | 160,073 |
Non- Guarantor Subsidiaries | ||
Condensed Income Statements, Captions [Line Items] | ||
NET SALES | 104,280 | 46,886 |
COST OF SALES | 64,810 | 32,319 |
GROSS PROFIT | 39,470 | 14,567 |
SELLING AND ADMINISTRATIVE EXPENSES | 15,447 | 7,822 |
AMORTIZATION OF INTANGIBLE ASSETS | 2,497 | 1,978 |
(LOSS) INCOME FROM OPERATIONS | 21,526 | 4,767 |
INTEREST EXPENSE (INCOME) - Net | 2,853 | 2,531 |
EQUITY IN INCOME OF SUBSIDIARIES | 0 | 0 |
INCOME BEFORE INCOME TAXES | 24,379 | 7,298 |
INCOME TAX PROVISION | (3,301) | 1,822 |
NET INCOME | 27,680 | 5,476 |
OTHER COMPREHENSIVE (LOSS) INCOME, NET OF TAX | (11,758) | (14,290) |
TOTAL COMPREHENSIVE INCOME | $ 15,922 | $ (8,814) |
SUPPLEMENTAL GUARANTOR INFORM55
SUPPLEMENTAL GUARANTOR INFORMATION - Supplemental Condensed Consolidating Cash Flow Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 02, 2016 | Dec. 27, 2014 | |
Condensed Cash Flow Statements, Captions [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | $ 164,130 | $ 188,959 |
Capital expenditures, net of disposals | (10,172) | (8,138) |
Net cash used in investing activities | (10,172) | (8,138) |
Intercompany activities | 0 | 0 |
Excess tax benefits related to share-based payment arrangements | 14,539 | 8,264 |
Proceeds from exercise of stock options | 8,892 | 7,391 |
Dividends paid | (3,000) | (3,365) |
Treasury stock purchased | (70,775) | 0 |
Repayment on term loans | (10,960) | 0 |
Other | (87) | (41) |
Net cash (used in) provided by financing activities | (61,391) | 12,249 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | (1,309) | (989) |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | 91,258 | 192,081 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 714,033 | 819,548 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 805,291 | 1,011,629 |
Eliminations | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | 212 | (10,595) |
Capital expenditures, net of disposals | 0 | 0 |
Net cash used in investing activities | 0 | 0 |
Intercompany activities | (212) | 10,595 |
Excess tax benefits related to share-based payment arrangements | 0 | 0 |
Proceeds from exercise of stock options | 0 | 0 |
Dividends paid | 0 | 0 |
Treasury stock purchased | 0 | |
Repayment on term loans | 0 | |
Other | 0 | 0 |
Net cash (used in) provided by financing activities | (212) | 10,595 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | 0 | 0 |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | 0 | 0 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 0 | 0 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 0 | 0 |
TransDigm Group | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | 0 | 0 |
Capital expenditures, net of disposals | 0 | 0 |
Net cash used in investing activities | 0 | 0 |
Intercompany activities | 69,130 | (13,663) |
Excess tax benefits related to share-based payment arrangements | 14,539 | 8,264 |
Proceeds from exercise of stock options | 8,892 | 7,391 |
Dividends paid | (3,000) | (3,365) |
Treasury stock purchased | (70,775) | |
Repayment on term loans | 0 | |
Other | 0 | 0 |
Net cash (used in) provided by financing activities | 18,786 | (1,373) |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | 0 | 0 |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | 18,786 | (1,373) |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 1,500 | 2,088 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 20,286 | 715 |
TransDigm Inc. | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | (45,640) | 59,985 |
Capital expenditures, net of disposals | (455) | (467) |
Net cash used in investing activities | (455) | (467) |
Intercompany activities | 128,271 | 146,927 |
Excess tax benefits related to share-based payment arrangements | 0 | 0 |
Proceeds from exercise of stock options | 0 | 0 |
Dividends paid | 0 | 0 |
Treasury stock purchased | 0 | |
Repayment on term loans | (10,960) | |
Other | (87) | (41) |
Net cash (used in) provided by financing activities | 117,224 | 146,886 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | 0 | 0 |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | 71,129 | 206,404 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 659,365 | 782,648 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 730,494 | 989,052 |
Subsidiary Guarantors | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | 187,569 | 142,334 |
Capital expenditures, net of disposals | (8,043) | (6,576) |
Net cash used in investing activities | (8,043) | (6,576) |
Intercompany activities | (183,088) | (139,352) |
Excess tax benefits related to share-based payment arrangements | 0 | 0 |
Proceeds from exercise of stock options | 0 | 0 |
Dividends paid | 0 | 0 |
Treasury stock purchased | 0 | |
Repayment on term loans | 0 | |
Other | 0 | 0 |
Net cash (used in) provided by financing activities | (183,088) | (139,352) |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | 0 | 0 |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (3,562) | (3,594) |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 7,911 | 3,793 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 4,349 | 199 |
Non- Guarantor Subsidiaries | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | 21,989 | (2,765) |
Capital expenditures, net of disposals | (1,674) | (1,095) |
Net cash used in investing activities | (1,674) | (1,095) |
Intercompany activities | (14,101) | (4,507) |
Excess tax benefits related to share-based payment arrangements | 0 | 0 |
Proceeds from exercise of stock options | 0 | 0 |
Dividends paid | 0 | 0 |
Treasury stock purchased | 0 | |
Repayment on term loans | 0 | |
Other | 0 | 0 |
Net cash (used in) provided by financing activities | (14,101) | (4,507) |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | (1,309) | (989) |
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | 4,905 | (9,356) |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 45,257 | 31,019 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | $ 50,162 | $ 21,663 |