Document and Entity Information
Document and Entity Information Document - shares | 3 Months Ended | |
Dec. 29, 2018 | Feb. 01, 2019 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Dec. 29, 2018 | |
Document Fiscal Year Focus | 2,019 | |
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 | 52,897,155 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 29, 2018 | Sep. 30, 2018 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 2,337,316 | $ 2,073,017 |
Trade accounts receivable - Net | 657,684 | 704,310 |
Inventories - Net | 838,705 | 805,292 |
Prepaid expenses and other | 92,913 | 74,668 |
Total current assets | 3,926,618 | 3,657,287 |
PROPERTY, PLANT AND EQUIPMENT - NET | 395,970 | 388,333 |
GOODWILL | 6,228,913 | 6,223,290 |
OTHER INTANGIBLE ASSETS - NET | 1,772,554 | 1,788,404 |
DERIVATIVE ASSETS | 26,044 | 97,286 |
OTHER | 39,179 | 42,867 |
TOTAL ASSETS | 12,389,278 | 12,197,467 |
CURRENT LIABILITIES: | ||
Current portion of long-term debt | 75,847 | 75,817 |
Short-term borrowings - trade receivable securitization facility | 299,662 | 299,519 |
Accounts payable | 176,010 | 173,603 |
Accrued liabilities | 399,747 | 351,443 |
Total current liabilities | 951,266 | 900,382 |
LONG-TERM DEBT | 12,507,616 | 12,501,946 |
DEFERRED INCOME TAXES | 375,048 | 399,496 |
OTHER NON-CURRENT LIABILITIES | 222,241 | 204,114 |
Total liabilities | 14,056,171 | 14,005,938 |
STOCKHOLDERS’ DEFICIT: | ||
Common stock - $.01 par value; authorized 224,400,000 shares; issued 57,005,381 and 56,895,686 at December 29, 2018 and September 30, 2018, respectively | 570 | 569 |
Additional paid-in capital | 1,239,561 | 1,208,742 |
Accumulated deficit | (2,050,727) | (2,246,578) |
Accumulated other comprehensive (loss) income | (80,993) | 4,100 |
Treasury stock, at cost; 4,161,326 shares at December 29, 2018 and September 30, 2018, respectively | (775,304) | (775,304) |
Total stockholders’ deficit | (1,666,893) | (1,808,471) |
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT | $ 12,389,278 | $ 12,197,467 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets Parenthetical - $ / shares | Dec. 29, 2018 | Sep. 30, 2018 |
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 | 57,005,381 | 56,895,686 |
Treasury Stock, Shares | 4,161,326 | 4,161,326 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | |
NET SALES | $ 993,302 | $ 847,960 |
COST OF SALES | 429,185 | 371,310 |
GROSS PROFIT | 564,117 | 476,650 |
SELLING AND ADMINISTRATIVE EXPENSES | 122,183 | 106,528 |
AMORTIZATION OF INTANGIBLE ASSETS | 20,034 | 17,112 |
INCOME FROM OPERATIONS | 421,900 | 353,010 |
INTEREST EXPENSE - NET | 172,000 | 160,933 |
REFINANCING COSTS | 136 | 1,113 |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 249,764 | 190,964 |
INCOME TAX PROVISION | 53,722 | (121,047) |
INCOME FROM CONTINUING OPERATIONS | 196,042 | 312,011 |
INCOME FROM DISCONTINUED OPERATIONS, NET OF TAX | 0 | 2,764 |
NET INCOME | 196,042 | 314,775 |
NET INCOME APPLICABLE TO COMMON STOCK | $ 171,733 | $ 258,627 |
Net earnings per share: | ||
Net earnings per share from continuing operations - basic and diluted | $ 3.05 | $ 4.60 |
Net earnings per share from discontinued operations - basic and diluted | 0 | 0.05 |
Net earnings per share | $ 3.05 | $ 4.65 |
Weighted-average shares outstanding: | ||
Basic and diluted (in shares) | 56,266 | 55,600 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | |
Net income | $ 196,042 | $ 314,775 |
Other comprehensive (loss) income, net of tax: | ||
Foreign currency translation adjustments | (11,228) | 5,152 |
Interest rate swap and cap agreements | (73,865) | 18,248 |
Other comprehensive (loss) income, net of tax | (85,093) | 23,400 |
TOTAL COMPREHENSIVE INCOME | $ 110,949 | $ 338,175 |
Condensed Consolidated Statem_3
Condensed Consolidated Statement of Changes in Stockholders' Deficit - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive (Loss) Income | Treasury Stock |
BALANCE (in shares) at Sep. 30, 2017 | 56,093,659 | |||||
BALANCE (in shares) at Sep. 30, 2017 | (4,159,207) | |||||
BALANCE at Sep. 30, 2017 | $ (2,951,204) | $ 561 | $ 1,095,319 | $ (3,187,220) | $ (85,143) | $ (774,721) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Accrued unvested dividend equivalents and other | (4,509) | (4,509) | ||||
Compensation expense recognized for employee stock options | 10,533 | 10,533 | ||||
Exercise of employee stock options, restricted stock activity and other, net (in shares) | 189,082 | |||||
Exercise of employee stock options | 7,292 | $ 2 | 7,290 | |||
Net income | 314,775 | 314,775 | ||||
Foreign currency translation adjustments | 5,152 | 5,152 | ||||
Interest rate swaps and caps, net of tax | 18,248 | 18,248 | ||||
BALANCE (in shares) at Dec. 30, 2017 | 56,282,741 | |||||
BALANCE (in shares) at Dec. 30, 2017 | (4,159,207) | |||||
BALANCE at Dec. 30, 2017 | $ (2,599,713) | $ 563 | 1,113,142 | (2,876,954) | (61,743) | $ (774,721) |
BALANCE (in shares) at Sep. 30, 2018 | 56,895,686 | 56,895,686 | ||||
BALANCE (in shares) at Sep. 30, 2018 | (4,161,326) | (4,161,326) | ||||
BALANCE at Sep. 30, 2018 | $ (1,808,471) | $ 569 | 1,208,742 | (2,246,578) | 4,100 | $ (775,304) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Cumulative Effect on Retained Earnings, Net of Tax | Accounting Standards Update 2014-09 | 3,284 | 3,284 | ||||
Cumulative Effect on Retained Earnings, Net of Tax | Accounting Standards Update 2016-16 | (353) | (353) | ||||
Accrued unvested dividend equivalents and other | (3,122) | (3,122) | ||||
Compensation expense recognized for employee stock options | 16,645 | 16,645 | ||||
Exercise of employee stock options, restricted stock activity and other, net (in shares) | 109,695 | |||||
Exercise of employee stock options | 14,175 | $ 1 | 14,174 | |||
Net income | 196,042 | 196,042 | ||||
Foreign currency translation adjustments | (11,228) | (11,228) | ||||
Interest rate swaps and caps, net of tax | $ (73,865) | (73,865) | ||||
BALANCE (in shares) at Dec. 29, 2018 | 57,005,381 | 57,005,381 | ||||
BALANCE (in shares) at Dec. 29, 2018 | (4,161,326) | (4,161,326) | ||||
BALANCE at Dec. 29, 2018 | $ (1,666,893) | $ 570 | $ 1,239,561 | $ (2,050,727) | $ (80,993) | $ (775,304) |
Condensed Consolidated Statem_4
Condensed Consolidated Statement of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | |
OPERATING ACTIVITIES: | ||
Net income | $ 196,042 | $ 314,775 |
Net income from discontinued operations | 0 | (2,764) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 15,242 | 13,385 |
Amortization of intangible assets | 20,176 | 17,254 |
Amortization of debt issuance costs, original issue discount and premium | 5,967 | 5,319 |
Refinancing costs | 136 | 1,113 |
Non-cash equity compensation | 17,730 | 11,113 |
Deferred income taxes | 3 | (170,137) |
Changes in assets/liabilities, net of effects from acquisitions of businesses: | ||
Trade accounts receivable | 45,413 | 81,175 |
Inventories | (25,393) | (12,508) |
Income taxes receivable/payable | 51,541 | 50,468 |
Other assets | (9,242) | 1,531 |
Accounts payable | 2,897 | (4,428) |
Accrued interest | 20,975 | 1,672 |
Accrued and other liabilities | (11,599) | (15,157) |
Net cash provided by operating activities | 329,888 | 292,811 |
INVESTING ACTIVITIES: | ||
Capital expenditures | (23,805) | (15,290) |
Payments made in connection with acquisitions | (28,718) | 0 |
Net cash used in investing activities | (52,523) | (15,290) |
FINANCING ACTIVITIES: | ||
Proceeds from exercise of stock options | 14,174 | 7,290 |
Dividend equivalent payments | (24,309) | (56,148) |
Proceeds from term loans, net | 0 | 793,864 |
Repayments on term loans | 0 | (815,631) |
Other | (260) | (362) |
Net cash used in financing activities | (10,395) | (70,987) |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | (2,671) | 767 |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 264,299 | 207,301 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 2,073,017 | 650,561 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 2,337,316 | 857,862 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid during the period for interest | 153,806 | 153,929 |
Cash paid (refunded) during the period for income taxes | $ 2,123 | $ (267) |
DESCRIPTION OF THE BUSINESS
DESCRIPTION OF THE BUSINESS | 3 Months Ended |
Dec. 29, 2018 | |
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 every 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, databus and power controls, 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, high performance hoists, winches and lifting devices, and cargo loading, handling and delivery systems. |
UNAUDITED INTERIM FINANCIAL INF
UNAUDITED INTERIM FINANCIAL INFORMATION | 3 Months Ended |
Dec. 29, 2018 | |
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 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, 2018 included in TD Group’s Form 10-K filed on November 9, 2018. 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, 2018 condensed consolidated balance sheet was derived from TD Group’s audited financial statements. The results of operations for the thirteen week period ended December 29, 2018 are not necessarily indicative of the results to be expected for the full year. |
ACQUISITIONS AND DIVESTITURES
ACQUISITIONS AND DIVESTITURES | 3 Months Ended |
Dec. 29, 2018 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS AND DIVESTITURES On October 9, 2018, the Company entered into a merger agreement with Esterline Technologies Corporation, ("Esterline"), under which the Company agreed to acquire Esterline. All required regulatory reviews of the Esterline acquisition are complete, other than the European Commission antitrust review and the French foreign investment review. Subject to satisfactory completion of these reviews and other customary closing conditions, the Company currently expects the closing of the acquisition to occur in March or April 2019. Under the terms of the merger agreement, the Company will purchase each share of Esterline common stock outstanding for $122.50 per share in cash. TransDigm anticipates that the total transaction value will be approximately $4.0 billion , representing the $122.50 price paid per share for common stock outstanding plus existing debt. In connection with the merger agreement, the Company entered into a commitment letter for a senior secured term facility up to $3.7 billion . On January 30, 2019, in lieu of the term loans borrowings contemplated by the commitment letter, the Company entered into a purchase agreement in connection with a private offering of $3.8 billion aggregate principal amount in 6.25% senior secured notes due 2026. In addition, on February 1, 2019, the Company entered into a purchase agreement in connection with a private offering of $200 million aggregate principal amount of 6.25% senior secured notes due 2026. The Company intends to use the net proceeds from both secured notes offerings to fund the purchase price of the Esterline acquisition. Refer to Note 16, "Subsequent Events," for further information. During the thirteen week period ended December 29, 2018 , Extant Aerospace ("Extant"), a wholly owned subsidiary of the Company, completed the acquisition of substantially all of the assets and technical data rights of NavCom Defense Electronics ("NavCom"). During the fiscal year ended September 30, 2018 , the Company completed the acquisitions of Skandia Inc. ("Skandia"), Extant, and the Kirkhill elastomers business ("Kirkhill"). The Company accounted for the acquisitions using the acquisition method and included the results of operations of the acquisitions in its condensed consolidated financial statements from the effective date of each acquisition. As of December 29, 2018 , the one-year measurement period is open for NavCom, Skandia, Extant and Kirkhill; therefore, the assets acquired and liabilities assumed related to these acquisitions are subject to adjustment until the end of their respective one-year measurement periods. The Company is in the process of obtaining a third-party valuation of certain intangible assets and tangible assets of NavCom and Skandia. Pro forma net sales and results of operations for the acquisitions had they occurred at the beginning of the applicable thirteen week period ended December 29, 2018 or December 30, 2017 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 . NavCom – On October 1, 2018, the Company's Extant subsidiary completed the acquisition of substantially all of the assets and technical data rights from the Corona, California operations of NavCom for approximately $27 million in cash. NavCom develops, manufactures, and supports high-reliability, mission-critical electronics, avionics and sub-assemblies. NavCom is included as a product line of Extant, which is included in TransDigm's Power and Control segment. The Company expects that approximately $11 million goodwill recognized for the acquisition will be deductible for tax purposes over 15 years. Skandia – On July 13, 2018, the Company acquired all of the outstanding stock of Skandia for a total purchase price of approximately $84.3 million , which includes a $0.2 million working capital settlement paid in the fourth quarter of fiscal 2018. Skandia provides highly engineered seating foam, foam fabrication, flammability testing and acoustic solutions for the business jet market. Skandia is included as a product line within an existing reporting unit in TransDigm's Airframe segment. The Company expects that no goodwill recognized for the acquisition will be deductible for tax purposes. Extant – On April 24, 2018, the Company acquired all of the outstanding stock of Extant for a total purchase price of approximately $533.4 million in cash, which is net of a $0.2 million working capital settlement received in the third quarter of fiscal 2018. Extant provides a broad range of proprietary aftermarket products and repair and overhaul services to the aerospace and defense end markets. Extant is included in TransDigm's Power and Control segment. Prior to the Company's acquisition of Extant, Extant was owned by an equity fund sponsored by Warburg Pincus LLC. Michael Graff, a director of TransDigm, is a managing director of Warburg Pincus LLC and was chairman of the board of Extant. Robert Henderson, Vice Chairman of TransDigm, was also on the board of Extant and owned less than 2% of Extant on a fully diluted basis. In addition, Mr. Graff, Mr. W. Nicholas Howley, TransDigm's Executive Chairman, and Messrs. Douglas Peacock and David Barr, directors of TransDigm, each had minority interests of less than 1% in the Warburg Pincus LLC fund that owned Extant. The total purchase price of Extant 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 $ 56,031 Property, plant, and equipment 4,096 Intangible assets 105,000 Goodwill 403,158 Total assets acquired 568,285 Liabilities assumed: Current liabilities 9,876 Other noncurrent liabilities 25,028 Total liabilities assumed 34,904 Net assets acquired $ 533,381 The Company expects that approximately $44 million of the $105 million intangibles recognized for the acquisition will be deductible for tax purposes over 15 years. Of the $403 million of goodwill recognized for the acquisition, none will be deductible for tax purposes. Kirkhill – On March 15, 2018, the Company acquired the assets and certain liabilities of the Kirkhill elastomers business from Esterline for a total purchase price of approximately $49.3 million , which is net of a $0.6 million working capital settlement received in the third quarter of fiscal 2018. Kirkhill's products are primarily proprietary, sole source with significant aftermarket content and used in a broad variety of most major commercial transport and military platforms. Kirkhill is included in TransDigm's Airframe segment. The Company expects that no goodwill recognized for the acquisition will be deductible for tax purposes. The Kirkhill acquisition includes loss contract reserves recorded at a fair value of approximately $37.5 million at December 29, 2018 and $39.2 million at September 30, 2018. As of December 29, 2018 and September 30, 2018, $7.3 million and $9.0 million is classified as a component of accrued liabilities and $30.2 million at both December 29, 2018 and September 30, 2018 is classified as a component of other non-current liabilities in the condensed consolidated balance sheets. The Company is committed under certain existing Kirkhill agreements to supply products to our customers at selling prices that are not sufficient to cover the costs to produce such product. These agreements were existing at the time of the acquisition. The value of this reserve is analyzed and adjusted at each reporting period. Schroth – On February 22, 2017, the Company acquired all of the outstanding stock of Schroth Safety Products GmbH and certain aviation and defense assets and liabilities from subsidiaries of Takata Corporation (collectively, "Schroth"), for a total purchase price of approximately $89.7 million , which consisted primarily of $79.7 million paid in cash during fiscal 2017 and an approximately $9.0 million indemnity holdback, of which $8.5 million was paid in April 2018 and $0.5 million remains a reserve as of December 29, 2018 . In connection with the settlement of a Department of Justice investigation into the competitive effects of the acquisition, during the fourth quarter of 2017, the Company committed to dispose of the Schroth business. Therefore, Schroth was classified as held-for-sale beginning in the fourth quarter of 2017 and the results of operations of were reflected as discontinued operations in the consolidated financial statements. On January 26, 2018, the Company completed the sale of Schroth in a management buyout to a private equity fund and certain members of Schroth management for approximately $61.4 million , which included a working capital adjustment of $0.3 million that was paid in July 2018. There was no activity from discontinued operations in the thirteen week period ended December 29, 2018 . Income from discontinued operations was $2.8 million in the condensed consolidated statements of income for the thirteen week period ended December 30, 2017 , which is summarized as follows (amounts in thousands): Thirteen Week Period Ended December 30, 2017 Net sales $ 9,129 Income from discontinued operations before income taxes 810 Income tax benefit (1,954 ) Income from discontinued operations $ 2,764 |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 3 Months Ended |
Dec. 29, 2018 | |
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 created a new topic in the Accounting Standards Codification (“ASC”) 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 requires an entity to recognize revenue in a manner that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard also specifies the accounting of some costs to obtain or fulfill a contract with a customer and expands the disclosure requirements around contracts with customers. The Company adopted this standard in the first quarter of 2019 using the modified retrospective method. The adoption of this standard did not have a material impact on our consolidated results of operations, financial position or cash flows. Refer to Note 5, "Revenue Recognition," for additional disclosures relating to ASC 606. In February 2016, the FASB issued ASU 2016-02, “Leases (ASC 842),” which will require that a lessee recognize assets and liabilities on the balance sheet for all leases with a lease term of more than twelve months, with the result being the recognition of a right of use asset and a lease liability. Additionally, in July 2018, the FASB issued ASU 2018-10, "Codification Improvements to ASC 842, Leases" which provides narrow amendments to clarify how to apply certain aspects of the new leases standard. The new leases standard guidance is effective for the Company for annual reporting periods, including interim periods therein, beginning October 1, 2019, with early adoption permitted. The Company is currently evaluating the impact of adopting this standard on our consolidated financial statements and disclosures. In June 2016, the FASB issued ASU 2016-13, "Financial Instruments—Credit Losses: Measurement of Credit Losses on Financial Instruments (ASU 2016-13)," which changes the impairment model for most financial assets. The new model uses a forward-looking expected loss method, which will generally result in earlier recognition of allowances for losses. ASU 2016-13 is effective for annual and interim periods beginning after December 15, 2019 and early adoption is permitted for annual and interim periods beginning after December 15, 2018. The Company is currently evaluating the impact of adopting this standard on our consolidated financial statements and disclosures. In October 2016, the FASB issued ASU 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory” (ASU 2016-16). This accounting standard requires companies to recognize the income tax effects of intercompany sales and transfers of assets, other than inventory, in the period in which the transfer occurs. Under previous guidance companies were required to defer the income tax effects of intercompany transfers of assets by recording prepaid taxes, until such assets were sold to an outside party or otherwise recognized. Current guidance requires companies to write off any income tax amounts previously deferred as prepaid taxes from past intercompany transactions, and to record deferred tax balances for amounts not previously recognized, through a cumulative-effect adjustment to retained earnings. ASU 2016-16 is effective for public business entities for fiscal years beginning after December 15, 2017, including interim periods within those years. The Company adopted this standard in the first quarter of fiscal 2019. The adoption of this standard did not have a material impact on our consolidated financial statements. Refer to the condensed consolidated statements of stockholders' deficit for the impact of the adoption of ASU 2016-16 on retained earnings. In January 2017, the FASB issued ASU 2017-04, “Simplifying the Test for Goodwill Impairment,” to eliminate Step 2 from the goodwill impairment test in order to simplify the subsequent measurement of goodwill. The guidance is effective for fiscal years beginning after December 15, 2019, with early adoption permitted. The adoption of this standard is not expected to have a material impact on our consolidated financial statements and disclosures. In March 2017, the FASB issued ASU 2017-07, "Compensation—Retirement Benefits (ASC 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost," that changes how employers that sponsor defined benefit and/or other postretirement benefit plans present the net periodic benefit cost in the income statement. Under previous guidance, companies included all components of the net periodic benefit costs in the same lines as the service cost component. Current guidance requires employers to present the other components of the net periodic benefit costs separately from the line items that include the service cost and outside of any subtotal of operating income. In addition, only the service cost component will be eligible for capitalization in assets. Employers will have to disclose the lines used to present the other components of net periodic benefit cost, if the components are not presented separately in the income statement. The standard is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within the fiscal year. The Company adopted this standard in the first quarter of fiscal 2019. The adoption of this standard did not have a material impact on our consolidated financial statements. In May 2017, the FASB issued ASU 2017-09, "Compensation—Stock Compensation (ASC 718): Scope of Modification Accounting," which provides clarity on which changes to the terms or conditions of share-based payment awards require an entity to apply the modification accounting provisions required in ASC 718. The standard is effective for all entities for annual periods beginning after December 15, 2017, with early adoption permitted, including adoption in any interim period for which financial statements have not yet been issued. The Company adopted this standard in the first quarter of fiscal 2019. The adoption of this standard did not have a material impact on our consolidated financial statements. In February 2018, the FASB issued ASU 2018-02, "Income Statement - Reporting Comprehensive Income (ASC 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income," which gives entities the option to reclassify tax effects stranded in accumulated other comprehensive income as a result of the Tax Cuts and Jobs Act (the "Act") into retained earnings. The guidance allows entities to reclassify from accumulated other comprehensive income to retained earnings stranded tax effects resulting from the Act's new federal corporate income tax rate. The guidance also allows entities to elect to reclassify other stranded tax effects that relate to the Act but do not directly relate to the change in the federal tax rate (e.g., state taxes, changing from a worldwide tax system to a territorial system). Tax effects that are stranded in accumulated other comprehensive income for other reasons (e.g., prior changes in tax law, a change in valuation allowance) may not be reclassified. The standard is effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within the fiscal year. Early adoption is permitted, including adoption in any interim period for which financial statements have not yet been issued. Entities have the option to apply the guidance retrospectively or in the period of adoption. The adoption of this standard is not expected to have a material impact on our consolidated financial statements. In March 2018, the FASB issued ASU 2018-05, “Income Taxes (ASC 740), Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118.” The ASU adds various SEC paragraphs pursuant to the issuance of the December 2017 SEC Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (“SAB 118”), which was effective immediately. The SEC issued SAB 118 to address concerns about reporting entities’ ability to timely comply with the accounting requirements to recognize all of the effects of the Tax Cuts and Jobs Act in the period of enactment. SAB 118 allowed disclosure that timely determination of some or all of the income tax effects from the Tax Cuts and Jobs Act were incomplete by the due date of the financial statements and if possible to provide a reasonable estimate. We have finalized our accounting for the tax effects of the Tax Cuts and Jobs Act under the guidance of SAB 118. Such finalization did not result in a material impact to the provisional tax effects previously recorded in our consolidated financial statements. Refer to Note 10, "Income Taxes," for further information. In accordance with SEC Final Rule Release No. 33-10532, we have adopted Rule 3-04 of Regulation S-X during the first quarter of fiscal 2019 and have disclosed changes in the Consolidated Condensed Statements of Stockholders' Deficit for all periods presented. |
REVENUE
REVENUE | 3 Months Ended |
Dec. 29, 2018 | |
Revenue Recognition [Abstract] | |
Revenue from Contract with Customer [Text Block] | REVENUE RECOGNITION The Company adopted ASC 606, “Revenue from Contracts with Customers,” beginning October 1, 2018 using the modified retrospective method. The new standard primarily impacted the Company's timing of revenue recognition for certain contracts and subcontracts with the U.S. government that contain termination for convenience clauses and resulted in an increase to retained earnings of $3.3 million . The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The cumulative effect of the changes made to our condensed consolidated balance sheet as of October 1, 2018 for the adoption of ASC 606 were as follows (in thousands): September 30, 2018 Adjustments due to ASC 606 October 1, 2018 Assets Unbilled receivables (1) $ 10,056 $ 8,272 $ 18,328 Inventories - Net 805,292 (3,977 ) 801,315 Liabilities and Shareholders' Equity Deferred income taxes $ 399,496 $ 1,011 $ 400,507 Accumulated deficit (2,246,578 ) 3,284 (2,243,294 ) (1) Included in prepaid expenses and other on the condensed consolidated balance sheet. The Company does not expect the impact of the adoption of ASC 606 to be material on an ongoing basis. The impact of the adoption of ASC 606 on the condensed consolidated statement of income and condensed consolidated balance sheet was not material for the thirteen week period ended December 29, 2018 . Accounting Policy —Revenue is recognized from the sale of products when control transfers to the customer, which is demonstrated by our right to payment, a transfer of title, a transfer of the risk and rewards of ownership, or the customer acceptance, but most frequently upon shipment where the customer obtains physical possession of the good. The majority of the Company's revenue is recorded at a point in time. In some contracts, the Company found that under ASC 606 control transferred to the customer over time, primarily in contracts where the customer is required to pay for the cost of both the finished and unfinished goods at the time of cancellation plus a reasonable profit relative to the work performed for products that were customized for the customer. Upon adoption of ASC 606, we recognize revenue over time for those agreements that have a right to margin and where the products being produced have no alternative use. Prior to the adoption date, revenue related to these agreements was recognized when the goods were shipped; as a result of the adoption of ASC 606, a portion of our revenue may be earned in periods earlier than it would have been in prior years. The cumulative adjustment to retained earnings upon adoption, which is presented in the table above, represents those earnings that would have been recognized in the previous year had ASC 606 been in effect during that time. Based on our production cycle, it is generally expected that goods related to the revenue represented in that adjustment will be shipped and billed within the current year. For revenue recognized over time, we estimate the amount of revenue attributable to a contract earned at a given point during the production cycle based on certain costs, such as materials and labor incurred to date, plus the expected profit, which is a cost-to-cost input method. The Company’s payment terms vary by the type and location of the customer and the products or services offered. The Company does not offer any payment terms that would meet the requirements for consideration as a significant financing component under ASC 606. Shipping and handling fees and costs incurred in connection with products sold are recorded in cost of sales in the consolidated statements of income, and are not considered a performance obligation to our customers. The Company pays sales commissions that relate to contracts for products or services that are satisfied at a point in time or over a period of one year or less and so are recorded per the practical expedient expensed as incurred. These costs are reported as a component of selling and administrative expenses in the unaudited condensed consolidated statement of operations. We offer assurance type warranties on our products as well as separately sold warranty contracts. Revenue related to warranty contracts that are sold separately is recognized over the life of the warranty term. Variable consideration is estimated at the expected value (sum of the probability of weighted amounts) or most likely amount, whichever method is found to be most appropriate to estimate the consideration to which the Company will be entitled, and only to the extent it is probable that a subsequent change in estimate will not result in a significant revenue reversal when estimating the amount of revenue to recognize. Variable consideration is treated as a change to the sales transaction price and based largely on an assessment of all information (i.e., historical, current and forecasted) that is reasonably available to the Company. Variable consideration is estimated at contract inception and updated at the end of each reporting period as additional information becomes available. Contract Assets and Liabilities - Contract assets reflect revenue recognized and performance obligations satisfied in advance of customer billing or reimbursable costs related to a specific contract. Contract liabilities relate to payments received in advance of the satisfaction of performance under the contract. We receive payments from customers based on the terms established in our contracts. The following table summarizes our contract assets and liabilities balances (in thousands): December 29, 2018 October 1, 2018 Change Contract assets, current (1) $ 16,581 $ 18,328 $ (1,747 ) Contract assets, non-current (2) 118 118 — Total contract assets 16,699 18,446 (1,747 ) Contract liabilities, current (3) 5,385 2,742 2,643 Contract liabilities, non-current (4) — — — Total contract liabilities 5,385 2,742 2,643 Net contract asset $ 11,314 $ 15,704 $ (4,390 ) (1) Included in prepaid expenses and other on the condensed consolidated balance sheet. (2) Included in other non-current assets on the condensed consolidated balance sheet. (3) Included in accrued liabilities on the condensed consolidated balance sheet. (4) Included in other non-current liabilities on the condensed consolidated balance sheet. The net decrease in contract assets was primarily driven by invoices to the customer that reduced unbilled receivables. For the thirteen week period ended December 29, 2018 , we recognized revenue of $0.2 million that was previously included in the beginning balance of contract liabilities. See Note 13, “Segments,” for disclosures related to disaggregation of revenue. |
EARNINGS PER SHARE (TWO-CLASS M
EARNINGS PER SHARE (TWO-CLASS METHOD) | 3 Months Ended |
Dec. 29, 2018 | |
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 December 29, 2018 December 30, 2017 Numerator for earnings per share: Net income from continuing operations $ 196,042 $ 312,011 Less dividends paid on participating securities (24,309 ) (56,148 ) $ 171,733 $ 255,863 Net income from discontinued operations — 2,764 Net income applicable to common stock - basic and diluted $ 171,733 $ 258,627 Denominator for basic and diluted earnings per share under the two-class method: Weighted average common shares outstanding 52,793 52,024 Vested options deemed participating securities 3,473 3,576 Total shares for basic and diluted earnings per share 56,266 55,600 Net earnings per share from continuing operations - basic and diluted $ 3.05 $ 4.60 Net earnings per share from discontinued operations - basic and diluted — 0.05 Net earnings per share $ 3.05 $ 4.65 |
INVENTORIES
INVENTORIES | 3 Months Ended |
Dec. 29, 2018 | |
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): December 29, 2018 September 30, 2018 Raw materials and purchased component parts $ 581,694 $ 540,290 Work-in-progress 236,909 237,335 Finished goods 121,834 127,018 Total 940,437 904,643 Reserves for excess and obsolete inventory (101,732 ) (99,351 ) Inventories - Net $ 838,705 $ 805,292 |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 3 Months Ended |
Dec. 29, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | INTANGIBLE ASSETS Other intangible assets - net in the condensed consolidated balance sheets consist of the following (in thousands): December 29, 2018 September 30, 2018 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Trademarks and trade names $ 796,348 $ — $ 796,348 $ 799,749 $ — $ 799,749 Technology 1,348,881 433,382 915,499 1,347,314 416,579 930,735 Order backlog 12,700 7,035 5,665 12,200 5,409 6,791 Other 78,967 23,925 55,042 73,434 22,305 51,129 Total $ 2,236,896 $ 464,342 $ 1,772,554 $ 2,232,697 $ 444,293 $ 1,788,404 Intangible assets acquired during the thirteen week period ended December 29, 2018 were as follows (in thousands): Gross Amount Amortization Period Intangible assets not subject to amortization: Goodwill $ 8,256 Trademarks and trade names 2,700 10,956 Intangible assets subject to amortization: Technology 2,700 20 years Order backlog 500 1 year 3,200 17 years Total $ 14,156 The aggregate amortization expense on identifiable intangible assets for the thirteen week period s ended December 29, 2018 and December 30, 2017 was approximately $20.0 million and $17.1 million , respectively. The estimated amortization expense is $76.7 million for fiscal year 2019 and $70.9 million for each of the five succeeding fiscal years 2020 through 2024 . The following is a summary of changes in the carrying value of goodwill by segment from September 30, 2018 through December 29, 2018 (in thousands): Power & Control Airframe Non- aviation Total Balance - September 30, 2018 $ 3,677,683 $ 2,452,332 $ 93,275 $ 6,223,290 Goodwill acquired during the year 8,256 — — 8,256 Purchase price allocation adjustments 738 — — 738 Currency translation adjustment — (3,371 ) — (3,371 ) Balance - December 29, 2018 $ 3,686,677 $ 2,448,961 $ 93,275 $ 6,228,913 |
DEBT
DEBT | 3 Months Ended |
Dec. 29, 2018 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The Company’s debt consists of the following (in thousands): December 29, 2018 Gross Amount Debt Issuance Costs Original Issue Discount or Premium Net Amount Short-term borrowings—trade receivable securitization facility $ 300,000 $ (338 ) $ — $ 299,662 Term loans $ 7,599,932 $ (66,289 ) $ (20,076 ) $ 7,513,567 5.50% senior subordinated notes due 2020 (2020 Notes) 550,000 (1,923 ) — 548,077 6.00% senior subordinated notes due 2022 (2022 Notes) 1,150,000 (5,141 ) — 1,144,859 6.50% senior subordinated notes due 2024 (2024 Notes) 1,200,000 (6,571 ) — 1,193,429 6.50% senior subordinated notes due 2025 (2025 Notes) 750,000 (3,373 ) 3,499 750,126 6.375% senior subordinated notes due 2026 (6.375% 2026 Notes) 950,000 (7,546 ) — 942,454 6.875% senior subordinated notes due 2026 (6.875% 2026 Notes) 500,000 (5,561 ) (3,488 ) 490,951 12,699,932 (96,404 ) (20,065 ) 12,583,463 Less current portion 76,428 (581 ) — 75,847 Long-term debt $ 12,623,504 $ (95,823 ) $ (20,065 ) $ 12,507,616 September 30, 2018 Gross Amount Debt Issuance Costs Original Issue Discount or Premium Net Amount Short-term borrowings—trade receivable securitization facility $ 300,000 $ (481 ) $ — $ 299,519 Term loans $ 7,599,932 $ (69,697 ) $ (21,030 ) $ 7,509,205 5.50% 2020 Notes 550,000 (2,187 ) — 547,813 6.00% 2022 Notes 1,150,000 (5,501 ) — 1,144,499 6.50% 2024 Notes 1,200,000 (6,866 ) — 1,193,134 6.50% 2025 Notes 750,000 (3,505 ) 3,636 750,131 6.375% 2026 Notes 950,000 (7,798 ) — 942,202 6.875% 2026 Notes 500,000 (5,616 ) (3,605 ) 490,779 12,699,932 (101,170 ) (20,999 ) 12,577,763 Less current portion 76,427 (610 ) — 75,817 Long-term debt $ 12,623,505 $ (100,560 ) $ (20,999 ) $ 12,501,946 Accrued interest which is included in accrued liabilities was $117.6 million and $96.6 million as of December 29, 2018 and September 30, 2018 , respectively. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Dec. 29, 2018 | |
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 periods ended December 29, 2018 and December 30, 2017 , the effective income tax rate was 21.5% and (63.4)% , respectively. The Company's higher effective tax rate for the thirteen week period ended December 29, 2018 was primarily due to the discrete benefit recognized in the thirteen week period ended December 30, 2017 related to the remeasurement of deferred tax balances resulting from the provisions of The Tax Cuts and Jobs Act enacted on December 22, 2017 (the "Act"). The Company’s effective tax rate for the period ended December 29, 2018 was higher than the Federal statutory rate of 21% primarily resulting from our net interest expense limitation under IRC Section 163(j) offset by the benefit associated with the deduction for foreign-derived intangible income (FDII) and excess tax benefits for share-based payments. The Company’s effective tax rate for the period ended December 30, 2017 was less than the Federal statutory tax rate primarily due to the discrete adjustment related to the enactment of the Act described above. FDII was introduced, and interest deductibility under IRC Section 163(j) was modified by the Act and were both effective for TD Group beginning the thirteen week period ended December 29, 2018 . 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, Japan, 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 U.S. federal examination for fiscal 2014. In addition, the Company is subject to state income tax examinations for fiscal years 2011 and later. At December 29, 2018 and September 30, 2018 , TD Group had $14.0 million and $14.1 million in unrecognized tax benefits, the recognition of which would have an effect of approximately $13.0 million and $13.1 million on the effective tax rate at December 29, 2018 and September 30, 2018, respectively. The Company believes the tax positions that comprise the unrecognized tax benefits will be reduced by approximately $1.4 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 |
Dec. 29, 2018 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS The following table presents 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): December 29, 2018 September 30, 2018 Level Carrying Amount Fair Value Carrying Amount Fair Value Assets: Cash and cash equivalents 1 $ 2,337,316 $ 2,337,316 $ 2,073,017 $ 2,073,017 Interest rate cap agreements (1) 2 21,732 21,732 36,160 36,160 Interest rate swap agreements (2) 2 12,424 12,424 11,634 11,634 Interest rate swap agreements (1) 2 4,312 4,312 61,126 61,126 Liabilities: Interest rate swap agreements (3) 2 614 614 528 528 Interest rate swap agreements (4) 2 26,547 26,547 142 142 Short-term borrowings - trade receivable securitization facility (5) 1 299,662 299,662 299,519 299,519 Long-term debt, including current portion: Term loans (5) 2 7,513,567 7,125,065 7,509,205 7,607,323 5.50% 2020 Notes (5) 1 548,077 544,500 547,813 548,625 6.00% 2022 Notes (5) 1 1,144,859 1,132,750 1,144,499 1,155,750 6.50% 2024 Notes (5) 1 1,193,429 1,158,000 1,193,134 1,215,000 6.50% 2025 Notes (5) 1 750,126 716,250 750,131 757,500 6.375% 2026 Notes (5) 1 942,454 888,250 942,202 942,875 6.875% 2026 Notes (5) 1 490,951 480,000 490,779 507,500 (1) Included in other non-current assets on the condensed consolidated balance sheet. (2) Included in prepaid expenses and other on the condensed consolidated balance sheet. (3) Included in accrued liabilities on the condensed consolidated balance sheet. (4) Included in other non-current liabilities on the condensed consolidated balance sheet. (5) The carrying amount of the debt instrument is presented net of debt issuance costs, premium and discount. Refer to Note 9, "Debt," for gross carrying amounts. The Company values its financial instruments using an industry standard market approach, in which prices and other relevant information are 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 notes were based upon quoted market prices. There has not been any impact to the fair value of derivative liabilities due to the Company's own credit risk. Similarly, there has not been any impact to the fair value of derivative assets based on the Company's evaluation of counterparties' credit risks. 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 December 29, 2018 and September 30, 2018 . |
DERIVATIVES AND HEDGING ACTIVIT
DERIVATIVES AND HEDGING ACTIVITIES | 3 Months Ended |
Dec. 29, 2018 | |
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) income 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. As the interest rate swap and cap agreements are used to manage interest rate risk, any gains or losses from the derivative instruments that are reclassified into earnings are recognized in interest expense - net in the condensed consolidated statements of income. The following table summarizes the Company's interest rate swap agreements: Aggregate Notional Amount (in millions) Start Date End Date Related Term Loans Conversion of Related Variable Rate Debt to Fixed Rate of: $750 3/31/2016 6/30/2020 Tranche E 5.3% (2.8% plus the 2.5% margin percentage) $500 6/29/2018 3/31/2025 Tranche E 5.5% (3.0% plus the 2.5% margin percentage) $750 6/30/2020 6/30/2022 Tranche E 5.0% (2.5% plus the 2.5% margin percentage) $1,500 6/30/2022 3/31/2025 Tranche E 5.6% (3.1% plus the 2.5% margin percentage) $1,000 9/30/2014 6/28/2019 Tranche F 4.9% (2.4% plus the 2.5% margin percentage) $1,000 6/28/2019 6/30/2021 Tranche F 4.3% (1.8% plus the 2.5% margin percentage) $1,400 6/30/2021 3/31/2023 Tranche F 5.5% (3.0% plus the 2.5% margin percentage) $500 12/30/2016 12/31/2021 Tranche G 4.4% (1.9% plus the 2.5% margin percentage) $400 9/30/2017 9/30/2022 Tranche G 4.4% (1.9% plus the 2.5% margin percentage) $900 12/31/2021 6/28/2024 Tranche G 5.6% (3.1% plus the 2.5% margin percentage) $400 9/30/2022 6/28/2024 Tranche G 5.5% (3.0% plus the 2.5% margin percentage) The following table summarizes the Company's interest rate cap agreements: Aggregate Notional Amount Start Date End Date Related Term Loans Offsets Variable Rate Debt Attributable to Fluctuations Above: $750 9/30/2015 6/30/2020 Tranche E Three month LIBO rate of 2.5% $750 6/30/2020 6/30/2022 Tranche E Three month LIBO rate of 2.5% $400 6/30/2016 6/30/2021 Tranche F Three month LIBO rate of 2.0% $400 12/30/2016 12/31/2021 Tranche G Three month LIBO rate of 2.5% All interest rate swap and cap agreements are recognized in our condensed consolidated balance sheets at fair value. Certain derivative asset and liability balances are offset where master netting agreements provide for the legal right of setoff. For classification purposes, we record the net fair value of each type of derivative position that is expected to settle in less than one year with each counterparty as a net current asset or liability and each type of long-term position as a net non-current asset or liability. The amounts shown in the table below represent the gross amounts of recognized assets and liabilities, the amounts offset in the condensed consolidated balance sheet and the net amounts of assets and liabilities presented therein. December 29, 2018 September 30, 2018 Asset Liability Asset Liability Interest rate cap agreements $ 21,732 $ — $ 36,160 $ — Interest rate swap agreements 35,960 (46,385 ) 72,090 — Total 57,692 (46,385 ) 108,250 — Effect of counterparty netting (19,224 ) 19,224 670 (670 ) Net derivatives as classified in the balance sheet (1) $ 38,468 $ (27,161 ) $ 108,920 $ (670 ) (1) Refer to Note 11, "Fair Value Measurements," for the condensed consolidated balance sheet classification of our interest rate swap and cap agreements. Based on the fair value amounts of the interest rate swap and cap agreements determined as of December 29, 2018 , the estimated net amount of existing gains and losses and caplet amortization expected to be reclassified into interest income within the next twelve months is approximately $7.6 million . Effective September 30, 2016, the Company redesignated the interest rate cap agreements related to the $400 million and the $750 million aggregate notional amount with cap rates of 2.0% and 2.5% , respectively, based on the expected probable cash flows associated with the 2016 term loans and 2015 term loans in consideration of the Company’s ability to select one-month, two-month, three-month, or six-month LIBO rate set forth in the Second Amended and Restated Credit Agreement. Accordingly, amounts previously recorded as a component of accumulated other comprehensive (loss) income in stockholder’s deficit amortized into interest expense was $1.1 million and $1.0 million for the thirteen week period s ended December 29, 2018 and December 30, 2017, respectively. The accumulated other comprehensive loss to be reclassified into interest expense over the remaining term of the cap agreements is $9.9 million with a related tax benefit of $2.3 million as of December 29, 2018 . Effective December 30, 2017, the Company redesignated the existing interest rate swap agreements related to the $750 million , $500 million , $1,000 million and $750 million aggregate notional amounts with swap rates of 5.0% , 4.4% , 4.3% and 5.3% , respectively, based on the expected probable cash flows associated with certain term loans in consideration of the Company’s removal of the LIBO rate floor on the certain term loans as set forth in Amendment No. 4 to the Second Amended and Restated Credit Agreement. Accordingly, the amount recorded as a component of accumulated other comprehensive (loss) income in stockholders’ deficit related to these redesignated interest rate swap hedges will be amortized into earnings based on the original maturity date of the related interest rate swap agreements. Amounts previously recorded as a component of accumulated other comprehensive (loss) income in stockholder’s deficit amortized into interest expense was $0.3 million for the thirteen week period ended December 29, 2018 . The accumulated other comprehensive income to be reclassified into interest income over the remaining term of the swaps agreements is $0.9 million with a related tax expense of $0.2 million as of December 29, 2018 . Effective March 31, 2018, the Company redesignated the existing interest rate swap agreements related to the $1,000 million and the $400 million aggregate notional amount with swap rates of 4.9% and 4.4% , respectively, based on the expected probable cash flows associated with certain term loans in consideration of the Company’s removal of the LIBO rate floor on the certain term loans as set forth in the refinancing facility agreement dated February 22, 2018 related to the Second Amended and Restated Credit Agreement. Accordingly, the amount recorded as a component of accumulated other comprehensive (loss) income in stockholders’ deficit related to these redesignated interest rate swap hedges will be amortized into earnings based on the original maturity date of the related interest rate swap agreements. Amounts previously recorded as a component of accumulated other comprehensive (loss) income in stockholder’s deficit amortized into interest income was $0.7 million for the thirteen week period ended December 29, 2018 . The accumulated other comprehensive income to be reclassified into interest income over the remaining term of the swaps agreements is $10.7 million with a related tax expense of $2.5 million as of December 29, 2018 . |
SEGMENTS
SEGMENTS | 3 Months Ended |
Dec. 29, 2018 | |
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, databus and power controls, high performance hoists, winches and lifting devices 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, engineered connectors and elastomers, 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, hydraulic/electromechanical actuators and fuel valves for land based gas turbines, and refueling systems for heavy equipment used in mining, construction and other industries and turbine controls for the energy and oil and gas markets. Primary customers of this segment are off-road vehicle suppliers and subsystem suppliers, child restraint system suppliers, satellite and space system suppliers, manufacturers of heavy equipment used in mining, construction and other industries and turbine original equipment manufacturers, gas pipeline builders and electric utilities. 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 recorded as corporate expenses including refinancing costs, acquisition-related costs, transaction-related costs, foreign currency gains and losses, and non-cash compensation charges incurred in connection with the Company’s stock option plans. Acquisition-related costs represent accounting adjustments to inventory associated with acquisitions of businesses and product lines that were charged to cost of sales when the inventory was sold; costs incurred to integrate acquired businesses and product lines into the Company’s operations, facility relocation costs and other acquisition-related costs; transaction related costs comprising deal fees; legal, financial and tax diligence expenses and valuation costs that are required to be expensed as incurred and other acquisition accounting adjustments. EBITDA As Defined is not a measurement of financial performance under GAAP. Although the Company uses EBITDA As Defined to assess the performance of its business and for various other purposes, the use of this non-GAAP financial measure as an analytical tool has limitations, and it should not be considered in isolation or as a substitute for analysis of the Company’s results of operations as reported in accordance with GAAP. The Company’s segments are reported on the same basis used internally for evaluating performance and for allocating resources. The accounting policies for each segment are the same as those described in the summary of significant accounting policies in the Company’s consolidated financial statements. Intersegment sales and transfers are recorded at values based on market prices, which creates intercompany profit on intersegment sales or transfers that is eliminated in consolidation. Intersegment sales were insignificant for the periods presented below. Certain corporate-level expenses are allocated to the operating segments. The following table presents net sales by reportable segment (in thousands): Thirteen Week Periods Ended December 29, 2018 December 30, 2017 Net sales to external customers Power & Control Commercial OEM 132,601 115,593 Commercial Aftermarket 157,507 149,516 Defense 270,201 217,609 Total Power & Control $ 560,309 $ 482,718 Airframe Commercial OEM 133,146 106,501 Commercial Aftermarket 177,034 158,237 Defense 88,640 68,654 Total Airframe 398,820 333,392 Total Non-aviation 34,173 31,850 $ 993,302 $ 847,960 The following table reconciles EBITDA As Defined by segment to consolidated income from continuing operations before income taxes (in thousands): Thirteen Week Periods Ended December 29, 2018 December 30, 2017 EBITDA As Defined Power & Control $ 299,933 $ 244,775 Airframe 191,480 158,419 Non-aviation 10,719 8,996 Total segment EBITDA As Defined 502,132 412,190 Unallocated corporate expenses 15,444 10,657 Total Company EBITDA As Defined 486,688 401,533 Depreciation and amortization expense 35,418 30,639 Interest expense - net 172,000 160,933 Acquisition-related costs 11,739 2,074 Stock compensation expense 17,730 11,113 Refinancing costs 136 1,113 Other, net (99 ) 4,697 Income from continuing operations before income taxes $ 249,764 $ 190,964 The following table presents total assets by segment (in thousands): December 29, 2018 September 30, 2018 Total assets Power & Control $ 5,737,549 $ 5,698,524 Airframe 4,094,626 4,091,011 Non-aviation 232,756 234,770 Corporate 2,324,347 2,173,162 $ 12,389,278 $ 12,197,467 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 |
Dec. 29, 2018 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME The following table presents the components of accumulated other comprehensive (loss) income, net of taxes, for the thirteen week period ended December 29, 2018 (in thousands): Unrealized (loss) gain on derivatives designated and qualifying as cash flow hedges (1) Defined benefit pension plan activity Currency translation adjustment Total Balance at September 30, 2018 $ 67,191 $ (10,729 ) $ (52,362 ) $ 4,100 Current-period other comprehensive loss (74,394 ) — (11,228 ) (85,622 ) Amounts reclassified from AOCI related to interest rate swap and cap agreements 529 — — 529 Balance at December 29, 2018 $ (6,674 ) $ (10,729 ) $ (63,590 ) $ (80,993 ) (1) Unrealized (loss) gain represents interest rate swap and cap agreements, net of taxes of $22,270 and $(10,435) for the thirteen week period s ended December 29, 2018 and December 30, 2017 , respectively. A summary of reclassifications out of accumulated other comprehensive (loss) income for the thirteen week period s ended December 29, 2018 and December 30, 2017 is provided below (in thousands): Amount reclassified Thirteen Week Periods Ended Description of reclassifications out of accumulated other comprehensive (loss) income December 29, 2018 December 30, 2017 Amortization from redesignated interest rate swap and cap agreements (1) $ 692 $ 970 Deferred tax benefit from redesignated interest rate swap and cap agreements (163 ) (267 ) Losses reclassified into earnings, net of tax $ 529 $ 703 (1) This component of accumulated other comprehensive loss is included in interest expense (see Note 12, “Derivatives and Hedging Activities,” for additional information). |
SUPPLEMENTAL GUARANTOR INFORMAT
SUPPLEMENTAL GUARANTOR INFORMATION | 3 Months Ended |
Dec. 29, 2018 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
SUPPLEMENTAL GUARANTOR INFORMATION | SUPPLEMENTAL GUARANTOR INFORMATION TransDigm Inc.’s 2020 Notes, 2022 Notes, 2024 Notes, 2025 Notes and 6.375% 2026 Notes are jointly and severally guaranteed, on a senior subordinated basis, by TD Group, TransDigm UK Holdings plc ("TransDigm UK") and TransDigm Inc.’s Domestic Restricted Subsidiaries, as defined in the applicable Indentures. TransDigm UK's 6.875% 2026 Notes are jointly and severally guaranteed, on a senior subordinated basis, by TD Group, TransDigm Inc. and TransDigm Inc.'s Domestic Restricted Subsidiaries as defined in the applicable indenture. The following supplemental condensed consolidating financial information presents, in separate columns, the balance sheets of the Company as of December 29, 2018 and September 30, 2018 and its statements of income and comprehensive income and cash flows for the thirteen week period s ended December 29, 2018 and December 30, 2017 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, excluding TransDigm UK, (iii) TransDigm UK (iv) the Subsidiary Guarantors (other than TransDigm UK) on a combined basis, (v) Non-Guarantor Subsidiaries and (vi) the Company on a consolidated basis. Separate financial statements of TransDigm Inc. are not presented because TransDigm Inc.’s 2020 Notes, 2022 Notes, 2024 Notes, 2025 Notes and 6.375% 2026 Notes are fully and unconditionally guaranteed on a senior subordinated basis by TD Group, TransDigm UK and all of TransDigm Inc's Domestic Restricted Subsidiaries and because TD Group has no significant operations or assets separate from its investment in TransDigm Inc. Separate financial statements of TransDigm UK are not presented because TransDigm UK's 6.875% 2026 Notes, issued in May 2018, are fully and unconditionally guaranteed on a senior subordinated basis by TD Group, TransDigm Inc. and all of TransDigm Inc.'s Domestic Restricted Subsidiaries. TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING BALANCE SHEET AS OF DECEMBER 29, 2018 (Amounts in thousands) TransDigm Group TransDigm Inc. TransDigm UK Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 6,540 $ 2,231,849 $ 268 $ (1,219 ) $ 99,878 $ — $ 2,337,316 Trade accounts receivable - Net — — — 5,704 651,980 — 657,684 Inventories - Net — 46,203 — 672,103 124,856 (4,457 ) 838,705 Prepaid expenses and other — 51,813 — 27,749 13,351 — 92,913 Total current assets 6,540 2,329,865 268 704,337 890,065 (4,457 ) 3,926,618 INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES (1,673,433 ) 10,345,860 1,104,265 9,609,274 2,178,915 (21,564,881 ) — PROPERTY, PLANT AND EQUIPMENT - NET — 15,541 — 320,898 59,531 — 395,970 GOODWILL — 82,924 — 5,472,406 673,583 — 6,228,913 OTHER INTANGIBLE ASSETS - NET — 26,131 — 1,508,131 238,292 — 1,772,554 DERIVATIVE ASSETS — 26,044 — — — — 26,044 OTHER — 3,807 — 29,269 6,103 — 39,179 TOTAL ASSETS $ (1,666,893 ) $ 12,830,172 $ 1,104,533 $ 17,644,315 $ 4,046,489 $ (21,569,338 ) $ 12,389,278 LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY CURRENT LIABILITIES: Current portion of long-term debt $ — $ 75,847 $ — $ — $ — $ — $ 75,847 Short-term borrowings - trade receivable securitization facility — — — — 299,662 — 299,662 Accounts payable — 17,374 — 118,609 40,027 — 176,010 Accrued liabilities — 204,918 4,298 130,885 59,646 — 399,747 Total current liabilities — 298,139 4,298 249,494 399,335 — 951,266 LONG-TERM DEBT — 12,016,665 490,951 — — — 12,507,616 DEFERRED INCOME TAXES — 318,839 — (264 ) 56,473 — 375,048 OTHER NON-CURRENT LIABILITIES — 100,454 — 99,567 22,220 — 222,241 Total liabilities — 12,734,097 495,249 348,797 478,028 — 14,056,171 STOCKHOLDERS’ (DEFICIT) EQUITY (1,666,893 ) 96,075 609,284 17,295,518 3,568,461 (21,569,338 ) (1,666,893 ) TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY $ (1,666,893 ) $ 12,830,172 $ 1,104,533 $ 17,644,315 $ 4,046,489 $ (21,569,338 ) $ 12,389,278 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING BALANCE SHEET AS OF SEPTEMBER 30, 2018 (Amounts in thousands) TransDigm Group TransDigm Inc. TransDigm UK Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 389 $ 1,821,437 $ 125 $ (1,763 ) $ 252,829 $ — $ 2,073,017 Trade accounts receivable - Net — — — 40,916 663,394 — 704,310 Inventories - Net — 45,262 — 648,574 115,913 (4,457 ) 805,292 Prepaid expenses and other — 16,231 — 47,020 11,417 — 74,668 Total current assets 389 1,882,930 125 734,747 1,043,553 (4,457 ) 3,657,287 INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES (1,808,860 ) 10,459,497 1,099,886 8,928,726 2,160,236 (20,839,485 ) — PROPERTY, PLANT AND EQUIPMENT - NET — 15,562 — 319,567 53,204 — 388,333 GOODWILL — 97,002 — 5,466,148 660,140 — 6,223,290 OTHER INTANGIBLE ASSETS - NET — 31,362 — 1,514,983 242,059 — 1,788,404 DERIVATIVE ASSETS — 97,286 — — — — 97,286 OTHER — 7,347 — 29,805 5,715 — 42,867 TOTAL ASSETS $ (1,808,471 ) $ 12,590,986 $ 1,100,011 $ 16,993,976 $ 4,164,907 $ (20,843,942 ) $ 12,197,467 LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY CURRENT LIABILITIES: Current portion of long-term debt $ — $ 75,817 $ — $ — $ — $ — $ 75,817 Short-term borrowings - trade receivable securitization facility — — — — 299,519 — 299,519 Accounts payable — 18,470 — 115,735 39,398 — 173,603 Accrued liabilities — 118,600 13,274 162,618 56,951 — 351,443 Total current liabilities — 212,887 13,274 278,353 395,868 — 900,382 LONG-TERM DEBT — 12,011,166 490,780 — — — 12,501,946 DEFERRED INCOME TAXES — 345,357 — (2,329 ) 56,468 — 399,496 OTHER NON-CURRENT LIABILITIES — 77,573 — 104,829 21,712 — 204,114 Total liabilities — 12,646,983 504,054 380,853 474,048 — 14,005,938 STOCKHOLDERS’ (DEFICIT) EQUITY (1,808,471 ) (55,997 ) 595,957 16,613,123 3,690,859 (20,843,942 ) (1,808,471 ) TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY $ (1,808,471 ) $ 12,590,986 $ 1,100,011 $ 16,993,976 $ 4,164,907 $ (20,843,942 ) $ 12,197,467 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME FOR THE THIRTEEN WEEK PERIOD ENDED DECEMBER 29, 2018 (Amounts in thousands) TransDigm Group TransDigm Inc. TransDigm UK Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET SALES $ — $ 41,264 $ — $ 809,513 $ 161,595 $ (19,070 ) $ 993,302 COST OF SALES — 22,971 — 338,473 86,811 (19,070 ) 429,185 GROSS PROFIT — 18,293 — 471,040 74,784 — 564,117 SELLING AND ADMINISTRATIVE EXPENSES — 41,432 — 64,214 16,537 — 122,183 AMORTIZATION OF INTANGIBLE ASSETS — 230 — 17,753 2,051 — 20,034 (LOSS) INCOME FROM OPERATIONS — (23,369 ) — 389,073 56,196 — 421,900 INTEREST EXPENSE (INCOME) - NET — 175,634 4,672 323 (8,629 ) — 172,000 REFINANCING COSTS — 136 — — — — 136 EQUITY IN INCOME OF SUBSIDIARIES (196,042 ) (324,644 ) — — — 520,686 — INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES 196,042 125,505 (4,672 ) 388,750 64,825 (520,686 ) 249,764 INCOME TAX PROVISION — (70,537 ) — 118,607 5,652 — 53,722 INCOME FROM CONTINUING OPERATIONS 196,042 196,042 (4,672 ) 270,143 59,173 (520,686 ) 196,042 INCOME FROM DISCONTINUED OPERATIONS, NET OF TAX — — — — — — — NET INCOME $ 196,042 $ 196,042 $ (4,672 ) $ 270,143 $ 59,173 $ (520,686 ) $ 196,042 OTHER COMPREHENSIVE INCOME, NET OF TAX (85,093 ) (73,864 ) — 11,816 (13,085 ) 75,133 (85,093 ) TOTAL COMPREHENSIVE INCOME $ 110,949 $ 122,178 $ (4,672 ) $ 281,959 $ 46,088 $ (445,553 ) $ 110,949 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME FOR THE THIRTEEN WEEK PERIOD ENDED DECEMBER 30, 2017 (Amounts in thousands) TransDigm Group TransDigm Inc. TransDigm UK Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET SALES $ — $ 36,128 $ — $ 685,362 $ 145,530 $ (19,060 ) $ 847,960 COST OF SALES — 19,964 — 277,662 91,387 (17,703 ) 371,310 GROSS PROFIT — 16,164 — 407,700 54,143 (1,357 ) 476,650 SELLING AND ADMINISTRATIVE EXPENSES — 24,519 — (85,640 ) 165,430 2,219 106,528 AMORTIZATION OF INTANGIBLE ASSETS — 357 — 14,693 2,062 — 17,112 (LOSS) INCOME FROM OPERATIONS — (8,712 ) — 478,647 (113,349 ) (3,576 ) 353,010 INTEREST EXPENSE (INCOME) - NET — 165,860 — 281 (5,208 ) — 160,933 REFINANCING COSTS — 1,113 — — — — 1,113 EQUITY IN INCOME OF SUBSIDIARIES (314,775 ) (309,919 ) — — — 624,694 — INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES 314,775 134,234 — 478,366 (108,141 ) (628,270 ) 190,964 INCOME TAX PROVISION — (180,541 ) — 54,938 4,556 — (121,047 ) INCOME FROM CONTINUING OPERATIONS 314,775 314,775 — 423,428 (112,697 ) (628,270 ) 312,011 INCOME FROM DISCONTINUED OPERATIONS, NET OF TAX — — — 1,686 1,078 — 2,764 NET INCOME $ 314,775 $ 314,775 $ — $ 425,114 $ (111,619 ) $ (628,270 ) $ 314,775 OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX 23,400 18,932 — 8,975 13,419 (41,326 ) 23,400 TOTAL COMPREHENSIVE INCOME $ 338,175 $ 333,707 $ — $ 434,089 $ (98,200 ) $ (669,596 ) $ 338,175 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THIRTEEN WEEK PERIOD ENDED DECEMBER 29, 2018 (Amounts in thousands) TransDigm Group TransDigm Inc. TransDigm UK Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ — $ (19,362 ) $ (106 ) $ 284,915 $ 64,441 $ — $ 329,888 INVESTING ACTIVITIES: Capital expenditures — (623 ) — (19,110 ) (4,072 ) — (23,805 ) Payments made in connection with acquisitions — — — (28,718 ) — — (28,718 ) Net cash used in investing activities — (623 ) — (47,828 ) (4,072 ) — (52,523 ) FINANCING ACTIVITIES: Intercompany activities 16,286 430,458 448 (236,543 ) (210,649 ) — — Proceeds from exercise of stock options 14,174 — — — — — 14,174 Dividend equivalent payments (24,309 ) — — — — — (24,309 ) Other — (61 ) (199 ) — — — (260 ) Net cash provided by (used in) financing activities 6,151 430,397 249 (236,543 ) (210,649 ) — (10,395 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS — — — — (2,671 ) — (2,671 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 6,151 410,412 143 544 (152,951 ) — 264,299 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 389 1,821,437 125 (1,763 ) 252,829 — 2,073,017 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 6,540 $ 2,231,849 $ 268 $ (1,219 ) $ 99,878 $ — $ 2,337,316 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THIRTEEN WEEK PERIOD ENDED DECEMBER 30, 2017 (Amounts in thousands) TransDigm Group TransDigm Inc. TransDigm UK Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ — $ (157,604 ) $ — $ 482,518 $ (30,324 ) $ (1,779 ) $ 292,811 INVESTING ACTIVITIES: Capital expenditures — (268 ) — (13,836 ) (1,186 ) — (15,290 ) Net cash used in investing activities — (268 ) — (13,836 ) (1,186 ) — (15,290 ) FINANCING ACTIVITIES: Intercompany activities 50,213 499,177 — (468,165 ) (83,004 ) 1,779 — Proceeds from exercise of stock options 7,290 — — — — — 7,290 Special dividend and dividend equivalent payments (56,148 ) — — — — — (56,148 ) Proceeds from term loans, net — 793,864 — — — — 793,864 Repayment on term loans — (815,631 ) — — — — (815,631 ) Other (279 ) (83 ) — — — — (362 ) Net cash provided by (used in) financing activities 1,076 477,327 — (468,165 ) (83,004 ) 1,779 (70,987 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS — — — — 767 — 767 INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 1,076 319,455 — 517 (113,747 ) — 207,301 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 2,416 439,473 — (203 ) 208,875 — 650,561 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 3,492 $ 758,928 $ — $ 314 $ 95,128 $ — $ 857,862 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Dec. 29, 2018 | |
Subsequent Event [Line Items] | |
Subsequent Events [Text Block] | SUBSEQUENT EVENTS On January 30, 2019, the Company entered into a purchase agreement in connection with a private offering of $3.8 billion aggregate principal amount in 6.25% senior secured notes due 2026 (the “first secured notes offering”). In addition, on February 1, 2019, the Company entered into a purchase agreement in connection with a private offering of $200 million aggregate principal amount of 6.25% senior secured notes due 2026 (the “second secured notes offering”). All $4.0 billion aggregate principal amount of the secured notes will constitute a single class and will be issued under a single indenture. The notes in the first secured notes offering will be issued at a price of 100% of their principal amount and the notes in the second secured notes offering will be issued at a price of 101% of their principal amount. The Notes will be guaranteed, with certain exceptions, by TransDigm Group, TransDigm UK and all of TransDigm Inc.’s existing and future U.S. subsidiaries on a senior secured basis. The Company expects the secured notes offerings to close on or about February 13, 2019, subject to customary closing conditions. The Company intends to use the net proceeds from the secured notes offerings to fund the purchase price of the Esterline acquisition. On February 1, 2019, the Company entered into a purchase agreement in connection with a private offering of $550 million in new 7.50% senior subordinated notes due 2027. The offering is expected to close on February 13, 2019, subject to customary closing conditions. The net proceeds, plus existing cash on hand, are intended to be used to redeem all of the Company's outstanding 2020 Notes. Upon the redemption of the 2020 notes, approximately $2 million of unamortized debt issuance costs will be written off. |
RECENT ACCOUNTING PRONOUNCEME_2
RECENT ACCOUNTING PRONOUNCEMENTS (Policies) | 3 Months Ended |
Dec. 29, 2018 | |
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 created a new topic in the Accounting Standards Codification (“ASC”) 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 requires an entity to recognize revenue in a manner that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard also specifies the accounting of some costs to obtain or fulfill a contract with a customer and expands the disclosure requirements around contracts with customers. The Company adopted this standard in the first quarter of 2019 using the modified retrospective method. The adoption of this standard did not have a material impact on our consolidated results of operations, financial position or cash flows. Refer to Note 5, "Revenue Recognition," for additional disclosures relating to ASC 606. In February 2016, the FASB issued ASU 2016-02, “Leases (ASC 842),” which will require that a lessee recognize assets and liabilities on the balance sheet for all leases with a lease term of more than twelve months, with the result being the recognition of a right of use asset and a lease liability. Additionally, in July 2018, the FASB issued ASU 2018-10, "Codification Improvements to ASC 842, Leases" which provides narrow amendments to clarify how to apply certain aspects of the new leases standard. The new leases standard guidance is effective for the Company for annual reporting periods, including interim periods therein, beginning October 1, 2019, with early adoption permitted. The Company is currently evaluating the impact of adopting this standard on our consolidated financial statements and disclosures. In June 2016, the FASB issued ASU 2016-13, "Financial Instruments—Credit Losses: Measurement of Credit Losses on Financial Instruments (ASU 2016-13)," which changes the impairment model for most financial assets. The new model uses a forward-looking expected loss method, which will generally result in earlier recognition of allowances for losses. ASU 2016-13 is effective for annual and interim periods beginning after December 15, 2019 and early adoption is permitted for annual and interim periods beginning after December 15, 2018. The Company is currently evaluating the impact of adopting this standard on our consolidated financial statements and disclosures. In October 2016, the FASB issued ASU 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory” (ASU 2016-16). This accounting standard requires companies to recognize the income tax effects of intercompany sales and transfers of assets, other than inventory, in the period in which the transfer occurs. Under previous guidance companies were required to defer the income tax effects of intercompany transfers of assets by recording prepaid taxes, until such assets were sold to an outside party or otherwise recognized. Current guidance requires companies to write off any income tax amounts previously deferred as prepaid taxes from past intercompany transactions, and to record deferred tax balances for amounts not previously recognized, through a cumulative-effect adjustment to retained earnings. ASU 2016-16 is effective for public business entities for fiscal years beginning after December 15, 2017, including interim periods within those years. The Company adopted this standard in the first quarter of fiscal 2019. The adoption of this standard did not have a material impact on our consolidated financial statements. Refer to the condensed consolidated statements of stockholders' deficit for the impact of the adoption of ASU 2016-16 on retained earnings. In January 2017, the FASB issued ASU 2017-04, “Simplifying the Test for Goodwill Impairment,” to eliminate Step 2 from the goodwill impairment test in order to simplify the subsequent measurement of goodwill. The guidance is effective for fiscal years beginning after December 15, 2019, with early adoption permitted. The adoption of this standard is not expected to have a material impact on our consolidated financial statements and disclosures. In March 2017, the FASB issued ASU 2017-07, "Compensation—Retirement Benefits (ASC 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost," that changes how employers that sponsor defined benefit and/or other postretirement benefit plans present the net periodic benefit cost in the income statement. Under previous guidance, companies included all components of the net periodic benefit costs in the same lines as the service cost component. Current guidance requires employers to present the other components of the net periodic benefit costs separately from the line items that include the service cost and outside of any subtotal of operating income. In addition, only the service cost component will be eligible for capitalization in assets. Employers will have to disclose the lines used to present the other components of net periodic benefit cost, if the components are not presented separately in the income statement. The standard is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within the fiscal year. The Company adopted this standard in the first quarter of fiscal 2019. The adoption of this standard did not have a material impact on our consolidated financial statements. In May 2017, the FASB issued ASU 2017-09, "Compensation—Stock Compensation (ASC 718): Scope of Modification Accounting," which provides clarity on which changes to the terms or conditions of share-based payment awards require an entity to apply the modification accounting provisions required in ASC 718. The standard is effective for all entities for annual periods beginning after December 15, 2017, with early adoption permitted, including adoption in any interim period for which financial statements have not yet been issued. The Company adopted this standard in the first quarter of fiscal 2019. The adoption of this standard did not have a material impact on our consolidated financial statements. In February 2018, the FASB issued ASU 2018-02, "Income Statement - Reporting Comprehensive Income (ASC 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income," which gives entities the option to reclassify tax effects stranded in accumulated other comprehensive income as a result of the Tax Cuts and Jobs Act (the "Act") into retained earnings. The guidance allows entities to reclassify from accumulated other comprehensive income to retained earnings stranded tax effects resulting from the Act's new federal corporate income tax rate. The guidance also allows entities to elect to reclassify other stranded tax effects that relate to the Act but do not directly relate to the change in the federal tax rate (e.g., state taxes, changing from a worldwide tax system to a territorial system). Tax effects that are stranded in accumulated other comprehensive income for other reasons (e.g., prior changes in tax law, a change in valuation allowance) may not be reclassified. The standard is effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within the fiscal year. Early adoption is permitted, including adoption in any interim period for which financial statements have not yet been issued. Entities have the option to apply the guidance retrospectively or in the period of adoption. The adoption of this standard is not expected to have a material impact on our consolidated financial statements. In March 2018, the FASB issued ASU 2018-05, “Income Taxes (ASC 740), Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118.” The ASU adds various SEC paragraphs pursuant to the issuance of the December 2017 SEC Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (“SAB 118”), which was effective immediately. The SEC issued SAB 118 to address concerns about reporting entities’ ability to timely comply with the accounting requirements to recognize all of the effects of the Tax Cuts and Jobs Act in the period of enactment. SAB 118 allowed disclosure that timely determination of some or all of the income tax effects from the Tax Cuts and Jobs Act were incomplete by the due date of the financial statements and if possible to provide a reasonable estimate. We have finalized our accounting for the tax effects of the Tax Cuts and Jobs Act under the guidance of SAB 118. Such finalization did not result in a material impact to the provisional tax effects previously recorded in our consolidated financial statements. Refer to Note 10, "Income Taxes," for further information. In accordance with SEC Final Rule Release No. 33-10532, we have adopted Rule 3-04 of Regulation S-X during the first quarter of fiscal 2019 and have disclosed changes in the Consolidated Condensed Statements of Stockholders' Deficit for all periods presented. |
REVENUE Narrative (Policies)
REVENUE Narrative (Policies) | 3 Months Ended |
Dec. 29, 2018 | |
Revenue Recognition [Abstract] | |
Revenue Recognition, Policy [Policy Text Block] | Accounting Policy —Revenue is recognized from the sale of products when control transfers to the customer, which is demonstrated by our right to payment, a transfer of title, a transfer of the risk and rewards of ownership, or the customer acceptance, but most frequently upon shipment where the customer obtains physical possession of the good. The majority of the Company's revenue is recorded at a point in time. In some contracts, the Company found that under ASC 606 control transferred to the customer over time, primarily in contracts where the customer is required to pay for the cost of both the finished and unfinished goods at the time of cancellation plus a reasonable profit relative to the work performed for products that were customized for the customer. Upon adoption of ASC 606, we recognize revenue over time for those agreements that have a right to margin and where the products being produced have no alternative use. Prior to the adoption date, revenue related to these agreements was recognized when the goods were shipped; as a result of the adoption of ASC 606, a portion of our revenue may be earned in periods earlier than it would have been in prior years. The cumulative adjustment to retained earnings upon adoption, which is presented in the table above, represents those earnings that would have been recognized in the previous year had ASC 606 been in effect during that time. Based on our production cycle, it is generally expected that goods related to the revenue represented in that adjustment will be shipped and billed within the current year. For revenue recognized over time, we estimate the amount of revenue attributable to a contract earned at a given point during the production cycle based on certain costs, such as materials and labor incurred to date, plus the expected profit, which is a cost-to-cost input method. The Company’s payment terms vary by the type and location of the customer and the products or services offered. The Company does not offer any payment terms that would meet the requirements for consideration as a significant financing component under ASC 606. Shipping and handling fees and costs incurred in connection with products sold are recorded in cost of sales in the consolidated statements of income, and are not considered a performance obligation to our customers. The Company pays sales commissions that relate to contracts for products or services that are satisfied at a point in time or over a period of one year or less and so are recorded per the practical expedient expensed as incurred. These costs are reported as a component of selling and administrative expenses in the unaudited condensed consolidated statement of operations. We offer assurance type warranties on our products as well as separately sold warranty contracts. Revenue related to warranty contracts that are sold separately is recognized over the life of the warranty term. Variable consideration is estimated at the expected value (sum of the probability of weighted amounts) or most likely amount, whichever method is found to be most appropriate to estimate the consideration to which the Company will be entitled, and only to the extent it is probable that a subsequent change in estimate will not result in a significant revenue reversal when estimating the amount of revenue to recognize. Variable consideration is treated as a change to the sales transaction price and based largely on an assessment of all information (i.e., historical, current and forecasted) that is reasonably available to the Company. Variable consideration is estimated at contract inception and updated at the end of each reporting period as additional information becomes available. |
ACQUISITIONS AND DIVESTITURES (
ACQUISITIONS AND DIVESTITURES (Tables) | 3 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | |
Business Acquisition [Line Items] | ||
Disposal Groups, Including Discontinued Operations [Table Text Block] | The following is the summarized operating results for Schroth for the thirteen week periods ended December 29, 2018 and December 30, 2017 (in thousands): Thirteen Week Period Ended December 29, 2018 December 30, 2017 Net sales $ — $ 9,129 (Loss) Income from discontinued operations before income taxes — 810 Income tax benefit — (1,954 ) Income from discontinued operations $ — $ 2,764 | Income from discontinued operations was $2.8 million in the condensed consolidated statements of income for the thirteen week period ended December 30, 2017 , which is summarized as follows (amounts in thousands): Thirteen Week Period Ended December 30, 2017 Net sales $ 9,129 Income from discontinued operations before income taxes 810 Income tax benefit (1,954 ) Income from discontinued operations $ 2,764 |
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 $ 56,031 Property, plant, and equipment 4,096 Intangible assets 105,000 Goodwill 403,158 Total assets acquired 568,285 Liabilities assumed: Current liabilities 9,876 Other noncurrent liabilities 25,028 Total liabilities assumed 34,904 Net assets acquired $ 533,381 |
ACQUISITIONS AND DIVESTITURES D
ACQUISITIONS AND DIVESTITURES Discontinued Operations (Tables) | 3 Months Ended |
Dec. 29, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | DISCONTINUED OPERATIONS In connection with the settlement of a Department of Justice investigation into the competitive effects of the acquisition, during the fourth quarter of 2017, the Company committed to dispose of the Schroth business. Therefore, Schroth was classified as held-for-sale in the fourth quarter of 2017. The results of operations of Schroth are reflected as discontinued operations in the accompanying consolidated financial statements for all periods presented. On January 26, 2018, the Company completed the sale of Schroth in a management buyout to a private equity fund and certain members of Schroth management for approximately $61.4 million , which includes a working capital adjustment of $0.3 million that was settled on July 6, 2018. The Company previously acquired Schroth in February 2017 (refer to Note 3, “Acquisitions and Divestitures”). The income from discontinued operations was $2.8 million in the condensed consolidated statements of income for the thirteen week periods ended December 30, 2017 . The following is the summarized operating results for Schroth for the thirteen week periods ended December 29, 2018 and December 30, 2017 (in thousands): Thirteen Week Period Ended December 29, 2018 December 30, 2017 Net sales $ — $ 9,129 (Loss) Income from discontinued operations before income taxes — 810 Income tax benefit — (1,954 ) Income from discontinued operations $ — $ 2,764 |
REVENUE (Tables)
REVENUE (Tables) | 3 Months Ended |
Dec. 29, 2018 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |
Revenue, Initial Application Period Cumulative Effect Transition, Explanation of Change [Table Text Block] | The cumulative effect of the changes made to our condensed consolidated balance sheet as of October 1, 2018 for the adoption of ASC 606 were as follows (in thousands): September 30, 2018 Adjustments due to ASC 606 October 1, 2018 Assets Unbilled receivables (1) $ 10,056 $ 8,272 $ 18,328 Inventories - Net 805,292 (3,977 ) 801,315 Liabilities and Shareholders' Equity Deferred income taxes $ 399,496 $ 1,011 $ 400,507 Accumulated deficit (2,246,578 ) 3,284 (2,243,294 ) (1) Included in prepaid expenses and other on the condensed consolidated balance sheet. |
REVENUE Contract Assets and Lia
REVENUE Contract Assets and Liabilities (Tables) | 3 Months Ended |
Dec. 29, 2018 | |
Schedule of Contract Assets and Liabilities [Line Items] | |
Contract with Customer, Asset and Liability [Table Text Block] | The following table summarizes our contract assets and liabilities balances (in thousands): December 29, 2018 October 1, 2018 Change Contract assets, current (1) $ 16,581 $ 18,328 $ (1,747 ) Contract assets, non-current (2) 118 118 — Total contract assets 16,699 18,446 (1,747 ) Contract liabilities, current (3) 5,385 2,742 2,643 Contract liabilities, non-current (4) — — — Total contract liabilities 5,385 2,742 2,643 Net contract asset $ 11,314 $ 15,704 $ (4,390 ) (1) Included in prepaid expenses and other on the condensed consolidated balance sheet. (2) Included in other non-current assets on the condensed consolidated balance sheet. (3) Included in accrued liabilities on the condensed consolidated balance sheet. (4) Included in other non-current liabilities on the condensed consolidated balance sheet. |
EARNINGS PER SHARE (TWO-CLASS_2
EARNINGS PER SHARE (TWO-CLASS METHOD) (Tables) | 3 Months Ended |
Dec. 29, 2018 | |
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 December 29, 2018 December 30, 2017 Numerator for earnings per share: Net income from continuing operations $ 196,042 $ 312,011 Less dividends paid on participating securities (24,309 ) (56,148 ) $ 171,733 $ 255,863 Net income from discontinued operations — 2,764 Net income applicable to common stock - basic and diluted $ 171,733 $ 258,627 Denominator for basic and diluted earnings per share under the two-class method: Weighted average common shares outstanding 52,793 52,024 Vested options deemed participating securities 3,473 3,576 Total shares for basic and diluted earnings per share 56,266 55,600 Net earnings per share from continuing operations - basic and diluted $ 3.05 $ 4.60 Net earnings per share from discontinued operations - basic and diluted — 0.05 Net earnings per share $ 3.05 $ 4.65 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Dec. 29, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories consist of the following (in thousands): December 29, 2018 September 30, 2018 Raw materials and purchased component parts $ 581,694 $ 540,290 Work-in-progress 236,909 237,335 Finished goods 121,834 127,018 Total 940,437 904,643 Reserves for excess and obsolete inventory (101,732 ) (99,351 ) Inventories - Net $ 838,705 $ 805,292 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Dec. 29, 2018 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Schedule of Acquired Intangible Assets by Major Class [Table Text Block] | Intangible assets acquired during the thirteen week period ended December 29, 2018 were as follows (in thousands): Gross Amount Amortization Period Intangible assets not subject to amortization: Goodwill $ 8,256 Trademarks and trade names 2,700 10,956 Intangible assets subject to amortization: Technology 2,700 20 years Order backlog 500 1 year 3,200 17 years Total $ 14,156 |
Intangible Assets Subject to Amortization | Other intangible assets - net in the condensed consolidated balance sheets consist of the following (in thousands): December 29, 2018 September 30, 2018 Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Net Trademarks and trade names $ 796,348 $ — $ 796,348 $ 799,749 $ — $ 799,749 Technology 1,348,881 433,382 915,499 1,347,314 416,579 930,735 Order backlog 12,700 7,035 5,665 12,200 5,409 6,791 Other 78,967 23,925 55,042 73,434 22,305 51,129 Total $ 2,236,896 $ 464,342 $ 1,772,554 $ 2,232,697 $ 444,293 $ 1,788,404 |
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, 2018 through December 29, 2018 (in thousands): Power & Control Airframe Non- aviation Total Balance - September 30, 2018 $ 3,677,683 $ 2,452,332 $ 93,275 $ 6,223,290 Goodwill acquired during the year 8,256 — — 8,256 Purchase price allocation adjustments 738 — — 738 Currency translation adjustment — (3,371 ) — (3,371 ) Balance - December 29, 2018 $ 3,686,677 $ 2,448,961 $ 93,275 $ 6,228,913 |
DEBT (Tables)
DEBT (Tables) | 3 Months Ended |
Dec. 29, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Company’s debt consists of the following (in thousands): December 29, 2018 Gross Amount Debt Issuance Costs Original Issue Discount or Premium Net Amount Short-term borrowings—trade receivable securitization facility $ 300,000 $ (338 ) $ — $ 299,662 Term loans $ 7,599,932 $ (66,289 ) $ (20,076 ) $ 7,513,567 5.50% senior subordinated notes due 2020 (2020 Notes) 550,000 (1,923 ) — 548,077 6.00% senior subordinated notes due 2022 (2022 Notes) 1,150,000 (5,141 ) — 1,144,859 6.50% senior subordinated notes due 2024 (2024 Notes) 1,200,000 (6,571 ) — 1,193,429 6.50% senior subordinated notes due 2025 (2025 Notes) 750,000 (3,373 ) 3,499 750,126 6.375% senior subordinated notes due 2026 (6.375% 2026 Notes) 950,000 (7,546 ) — 942,454 6.875% senior subordinated notes due 2026 (6.875% 2026 Notes) 500,000 (5,561 ) (3,488 ) 490,951 12,699,932 (96,404 ) (20,065 ) 12,583,463 Less current portion 76,428 (581 ) — 75,847 Long-term debt $ 12,623,504 $ (95,823 ) $ (20,065 ) $ 12,507,616 September 30, 2018 Gross Amount Debt Issuance Costs Original Issue Discount or Premium Net Amount Short-term borrowings—trade receivable securitization facility $ 300,000 $ (481 ) $ — $ 299,519 Term loans $ 7,599,932 $ (69,697 ) $ (21,030 ) $ 7,509,205 5.50% 2020 Notes 550,000 (2,187 ) — 547,813 6.00% 2022 Notes 1,150,000 (5,501 ) — 1,144,499 6.50% 2024 Notes 1,200,000 (6,866 ) — 1,193,134 6.50% 2025 Notes 750,000 (3,505 ) 3,636 750,131 6.375% 2026 Notes 950,000 (7,798 ) — 942,202 6.875% 2026 Notes 500,000 (5,616 ) (3,605 ) 490,779 12,699,932 (101,170 ) (20,999 ) 12,577,763 Less current portion 76,427 (610 ) — 75,817 Long-term debt $ 12,623,505 $ (100,560 ) $ (20,999 ) $ 12,501,946 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Dec. 29, 2018 | |
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): December 29, 2018 September 30, 2018 Level Carrying Amount Fair Value Carrying Amount Fair Value Assets: Cash and cash equivalents 1 $ 2,337,316 $ 2,337,316 $ 2,073,017 $ 2,073,017 Interest rate cap agreements (1) 2 21,732 21,732 36,160 36,160 Interest rate swap agreements (2) 2 12,424 12,424 11,634 11,634 Interest rate swap agreements (1) 2 4,312 4,312 61,126 61,126 Liabilities: Interest rate swap agreements (3) 2 614 614 528 528 Interest rate swap agreements (4) 2 26,547 26,547 142 142 Short-term borrowings - trade receivable securitization facility (5) 1 299,662 299,662 299,519 299,519 Long-term debt, including current portion: Term loans (5) 2 7,513,567 7,125,065 7,509,205 7,607,323 5.50% 2020 Notes (5) 1 548,077 544,500 547,813 548,625 6.00% 2022 Notes (5) 1 1,144,859 1,132,750 1,144,499 1,155,750 6.50% 2024 Notes (5) 1 1,193,429 1,158,000 1,193,134 1,215,000 6.50% 2025 Notes (5) 1 750,126 716,250 750,131 757,500 6.375% 2026 Notes (5) 1 942,454 888,250 942,202 942,875 6.875% 2026 Notes (5) 1 490,951 480,000 490,779 507,500 (1) Included in other non-current assets on the condensed consolidated balance sheet. (2) Included in prepaid expenses and other on the condensed consolidated balance sheet. (3) Included in accrued liabilities on the condensed consolidated balance sheet. (4) Included in other non-current liabilities on the condensed consolidated balance sheet. (5) The carrying amount of the debt instrument is presented net of debt issuance costs, premium and discount. Refer to Note 9, "Debt," for gross carrying amounts. |
DERIVATIVES AND HEDGING ACTIV_2
DERIVATIVES AND HEDGING ACTIVITIES (Tables) | 3 Months Ended |
Dec. 29, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Notional Amounts of Outstanding Derivative Positions [Table Text Block] | The following table summarizes the Company's interest rate swap agreements: Aggregate Notional Amount (in millions) Start Date End Date Related Term Loans Conversion of Related Variable Rate Debt to Fixed Rate of: $750 3/31/2016 6/30/2020 Tranche E 5.3% (2.8% plus the 2.5% margin percentage) $500 6/29/2018 3/31/2025 Tranche E 5.5% (3.0% plus the 2.5% margin percentage) $750 6/30/2020 6/30/2022 Tranche E 5.0% (2.5% plus the 2.5% margin percentage) $1,500 6/30/2022 3/31/2025 Tranche E 5.6% (3.1% plus the 2.5% margin percentage) $1,000 9/30/2014 6/28/2019 Tranche F 4.9% (2.4% plus the 2.5% margin percentage) $1,000 6/28/2019 6/30/2021 Tranche F 4.3% (1.8% plus the 2.5% margin percentage) $1,400 6/30/2021 3/31/2023 Tranche F 5.5% (3.0% plus the 2.5% margin percentage) $500 12/30/2016 12/31/2021 Tranche G 4.4% (1.9% plus the 2.5% margin percentage) $400 9/30/2017 9/30/2022 Tranche G 4.4% (1.9% plus the 2.5% margin percentage) $900 12/31/2021 6/28/2024 Tranche G 5.6% (3.1% plus the 2.5% margin percentage) $400 9/30/2022 6/28/2024 Tranche G 5.5% (3.0% plus the 2.5% margin percentage) The following table summarizes the Company's interest rate cap agreements: Aggregate Notional Amount Start Date End Date Related Term Loans Offsets Variable Rate Debt Attributable to Fluctuations Above: $750 9/30/2015 6/30/2020 Tranche E Three month LIBO rate of 2.5% $750 6/30/2020 6/30/2022 Tranche E Three month LIBO rate of 2.5% $400 6/30/2016 6/30/2021 Tranche F Three month LIBO rate of 2.0% $400 12/30/2016 12/31/2021 Tranche G Three month LIBO rate of 2.5% |
Schedule of Interest Rate Derivatives | December 29, 2018 September 30, 2018 Asset Liability Asset Liability Interest rate cap agreements $ 21,732 $ — $ 36,160 $ — Interest rate swap agreements 35,960 (46,385 ) 72,090 — Total 57,692 (46,385 ) 108,250 — Effect of counterparty netting (19,224 ) 19,224 670 (670 ) Net derivatives as classified in the balance sheet (1) $ 38,468 $ (27,161 ) $ 108,920 $ (670 ) (1) Refer to Note 11, "Fair Value Measurements," for the condensed consolidated balance sheet classification of our interest rate swap and cap agreements. |
SEGMENTS (Tables)
SEGMENTS (Tables) | 3 Months Ended |
Dec. 29, 2018 | |
Segment Reporting [Abstract] | |
Net Sales by Reportable Segments | The following table presents net sales by reportable segment (in thousands): Thirteen Week Periods Ended December 29, 2018 December 30, 2017 Net sales to external customers Power & Control Commercial OEM 132,601 115,593 Commercial Aftermarket 157,507 149,516 Defense 270,201 217,609 Total Power & Control $ 560,309 $ 482,718 Airframe Commercial OEM 133,146 106,501 Commercial Aftermarket 177,034 158,237 Defense 88,640 68,654 Total Airframe 398,820 333,392 Total Non-aviation 34,173 31,850 $ 993,302 $ 847,960 |
EBITDA Defined by Segment to Consolidated Income Before Taxes | The following table reconciles EBITDA As Defined by segment to consolidated income from continuing operations before income taxes (in thousands): Thirteen Week Periods Ended December 29, 2018 December 30, 2017 EBITDA As Defined Power & Control $ 299,933 $ 244,775 Airframe 191,480 158,419 Non-aviation 10,719 8,996 Total segment EBITDA As Defined 502,132 412,190 Unallocated corporate expenses 15,444 10,657 Total Company EBITDA As Defined 486,688 401,533 Depreciation and amortization expense 35,418 30,639 Interest expense - net 172,000 160,933 Acquisition-related costs 11,739 2,074 Stock compensation expense 17,730 11,113 Refinancing costs 136 1,113 Other, net (99 ) 4,697 Income from continuing operations before income taxes $ 249,764 $ 190,964 |
Total Assets by Segment | The following table presents total assets by segment (in thousands): December 29, 2018 September 30, 2018 Total assets Power & Control $ 5,737,549 $ 5,698,524 Airframe 4,094,626 4,091,011 Non-aviation 232,756 234,770 Corporate 2,324,347 2,173,162 $ 12,389,278 $ 12,197,467 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 3 Months Ended |
Dec. 29, 2018 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The following table presents the components of accumulated other comprehensive (loss) income, net of taxes, for the thirteen week period ended December 29, 2018 (in thousands): Unrealized (loss) gain on derivatives designated and qualifying as cash flow hedges (1) Defined benefit pension plan activity Currency translation adjustment Total Balance at September 30, 2018 $ 67,191 $ (10,729 ) $ (52,362 ) $ 4,100 Current-period other comprehensive loss (74,394 ) — (11,228 ) (85,622 ) Amounts reclassified from AOCI related to interest rate swap and cap agreements 529 — — 529 Balance at December 29, 2018 $ (6,674 ) $ (10,729 ) $ (63,590 ) $ (80,993 ) (1) Unrealized (loss) gain represents interest rate swap and cap agreements, net of taxes of $22,270 and $(10,435) for the thirteen week period s ended December 29, 2018 and December 30, 2017 , respectively. |
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) [Table Text Block] | A summary of reclassifications out of accumulated other comprehensive (loss) income for the thirteen week period s ended December 29, 2018 and December 30, 2017 is provided below (in thousands): Amount reclassified Thirteen Week Periods Ended Description of reclassifications out of accumulated other comprehensive (loss) income December 29, 2018 December 30, 2017 Amortization from redesignated interest rate swap and cap agreements (1) $ 692 $ 970 Deferred tax benefit from redesignated interest rate swap and cap agreements (163 ) (267 ) Losses reclassified into earnings, net of tax $ 529 $ 703 (1) This component of accumulated other comprehensive loss is included in interest expense (see Note 12, “Derivatives and Hedging Activities,” for additional information). |
SUPPLEMENTAL GUARANTOR INFORM_2
SUPPLEMENTAL GUARANTOR INFORMATION (Tables) | 3 Months Ended |
Dec. 29, 2018 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Supplemental Condensed Consolidating Balance Sheet | TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING BALANCE SHEET AS OF DECEMBER 29, 2018 (Amounts in thousands) TransDigm Group TransDigm Inc. TransDigm UK Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 6,540 $ 2,231,849 $ 268 $ (1,219 ) $ 99,878 $ — $ 2,337,316 Trade accounts receivable - Net — — — 5,704 651,980 — 657,684 Inventories - Net — 46,203 — 672,103 124,856 (4,457 ) 838,705 Prepaid expenses and other — 51,813 — 27,749 13,351 — 92,913 Total current assets 6,540 2,329,865 268 704,337 890,065 (4,457 ) 3,926,618 INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES (1,673,433 ) 10,345,860 1,104,265 9,609,274 2,178,915 (21,564,881 ) — PROPERTY, PLANT AND EQUIPMENT - NET — 15,541 — 320,898 59,531 — 395,970 GOODWILL — 82,924 — 5,472,406 673,583 — 6,228,913 OTHER INTANGIBLE ASSETS - NET — 26,131 — 1,508,131 238,292 — 1,772,554 DERIVATIVE ASSETS — 26,044 — — — — 26,044 OTHER — 3,807 — 29,269 6,103 — 39,179 TOTAL ASSETS $ (1,666,893 ) $ 12,830,172 $ 1,104,533 $ 17,644,315 $ 4,046,489 $ (21,569,338 ) $ 12,389,278 LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY CURRENT LIABILITIES: Current portion of long-term debt $ — $ 75,847 $ — $ — $ — $ — $ 75,847 Short-term borrowings - trade receivable securitization facility — — — — 299,662 — 299,662 Accounts payable — 17,374 — 118,609 40,027 — 176,010 Accrued liabilities — 204,918 4,298 130,885 59,646 — 399,747 Total current liabilities — 298,139 4,298 249,494 399,335 — 951,266 LONG-TERM DEBT — 12,016,665 490,951 — — — 12,507,616 DEFERRED INCOME TAXES — 318,839 — (264 ) 56,473 — 375,048 OTHER NON-CURRENT LIABILITIES — 100,454 — 99,567 22,220 — 222,241 Total liabilities — 12,734,097 495,249 348,797 478,028 — 14,056,171 STOCKHOLDERS’ (DEFICIT) EQUITY (1,666,893 ) 96,075 609,284 17,295,518 3,568,461 (21,569,338 ) (1,666,893 ) TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY $ (1,666,893 ) $ 12,830,172 $ 1,104,533 $ 17,644,315 $ 4,046,489 $ (21,569,338 ) $ 12,389,278 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING BALANCE SHEET AS OF SEPTEMBER 30, 2018 (Amounts in thousands) TransDigm Group TransDigm Inc. TransDigm UK Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated ASSETS CURRENT ASSETS: Cash and cash equivalents $ 389 $ 1,821,437 $ 125 $ (1,763 ) $ 252,829 $ — $ 2,073,017 Trade accounts receivable - Net — — — 40,916 663,394 — 704,310 Inventories - Net — 45,262 — 648,574 115,913 (4,457 ) 805,292 Prepaid expenses and other — 16,231 — 47,020 11,417 — 74,668 Total current assets 389 1,882,930 125 734,747 1,043,553 (4,457 ) 3,657,287 INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES (1,808,860 ) 10,459,497 1,099,886 8,928,726 2,160,236 (20,839,485 ) — PROPERTY, PLANT AND EQUIPMENT - NET — 15,562 — 319,567 53,204 — 388,333 GOODWILL — 97,002 — 5,466,148 660,140 — 6,223,290 OTHER INTANGIBLE ASSETS - NET — 31,362 — 1,514,983 242,059 — 1,788,404 DERIVATIVE ASSETS — 97,286 — — — — 97,286 OTHER — 7,347 — 29,805 5,715 — 42,867 TOTAL ASSETS $ (1,808,471 ) $ 12,590,986 $ 1,100,011 $ 16,993,976 $ 4,164,907 $ (20,843,942 ) $ 12,197,467 LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY CURRENT LIABILITIES: Current portion of long-term debt $ — $ 75,817 $ — $ — $ — $ — $ 75,817 Short-term borrowings - trade receivable securitization facility — — — — 299,519 — 299,519 Accounts payable — 18,470 — 115,735 39,398 — 173,603 Accrued liabilities — 118,600 13,274 162,618 56,951 — 351,443 Total current liabilities — 212,887 13,274 278,353 395,868 — 900,382 LONG-TERM DEBT — 12,011,166 490,780 — — — 12,501,946 DEFERRED INCOME TAXES — 345,357 — (2,329 ) 56,468 — 399,496 OTHER NON-CURRENT LIABILITIES — 77,573 — 104,829 21,712 — 204,114 Total liabilities — 12,646,983 504,054 380,853 474,048 — 14,005,938 STOCKHOLDERS’ (DEFICIT) EQUITY (1,808,471 ) (55,997 ) 595,957 16,613,123 3,690,859 (20,843,942 ) (1,808,471 ) TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY $ (1,808,471 ) $ 12,590,986 $ 1,100,011 $ 16,993,976 $ 4,164,907 $ (20,843,942 ) $ 12,197,467 |
Supplemental Condensed Consolidating Income Statement | TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME FOR THE THIRTEEN WEEK PERIOD ENDED DECEMBER 29, 2018 (Amounts in thousands) TransDigm Group TransDigm Inc. TransDigm UK Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET SALES $ — $ 41,264 $ — $ 809,513 $ 161,595 $ (19,070 ) $ 993,302 COST OF SALES — 22,971 — 338,473 86,811 (19,070 ) 429,185 GROSS PROFIT — 18,293 — 471,040 74,784 — 564,117 SELLING AND ADMINISTRATIVE EXPENSES — 41,432 — 64,214 16,537 — 122,183 AMORTIZATION OF INTANGIBLE ASSETS — 230 — 17,753 2,051 — 20,034 (LOSS) INCOME FROM OPERATIONS — (23,369 ) — 389,073 56,196 — 421,900 INTEREST EXPENSE (INCOME) - NET — 175,634 4,672 323 (8,629 ) — 172,000 REFINANCING COSTS — 136 — — — — 136 EQUITY IN INCOME OF SUBSIDIARIES (196,042 ) (324,644 ) — — — 520,686 — INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES 196,042 125,505 (4,672 ) 388,750 64,825 (520,686 ) 249,764 INCOME TAX PROVISION — (70,537 ) — 118,607 5,652 — 53,722 INCOME FROM CONTINUING OPERATIONS 196,042 196,042 (4,672 ) 270,143 59,173 (520,686 ) 196,042 INCOME FROM DISCONTINUED OPERATIONS, NET OF TAX — — — — — — — NET INCOME $ 196,042 $ 196,042 $ (4,672 ) $ 270,143 $ 59,173 $ (520,686 ) $ 196,042 OTHER COMPREHENSIVE INCOME, NET OF TAX (85,093 ) (73,864 ) — 11,816 (13,085 ) 75,133 (85,093 ) TOTAL COMPREHENSIVE INCOME $ 110,949 $ 122,178 $ (4,672 ) $ 281,959 $ 46,088 $ (445,553 ) $ 110,949 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME FOR THE THIRTEEN WEEK PERIOD ENDED DECEMBER 30, 2017 (Amounts in thousands) TransDigm Group TransDigm Inc. TransDigm UK Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET SALES $ — $ 36,128 $ — $ 685,362 $ 145,530 $ (19,060 ) $ 847,960 COST OF SALES — 19,964 — 277,662 91,387 (17,703 ) 371,310 GROSS PROFIT — 16,164 — 407,700 54,143 (1,357 ) 476,650 SELLING AND ADMINISTRATIVE EXPENSES — 24,519 — (85,640 ) 165,430 2,219 106,528 AMORTIZATION OF INTANGIBLE ASSETS — 357 — 14,693 2,062 — 17,112 (LOSS) INCOME FROM OPERATIONS — (8,712 ) — 478,647 (113,349 ) (3,576 ) 353,010 INTEREST EXPENSE (INCOME) - NET — 165,860 — 281 (5,208 ) — 160,933 REFINANCING COSTS — 1,113 — — — — 1,113 EQUITY IN INCOME OF SUBSIDIARIES (314,775 ) (309,919 ) — — — 624,694 — INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES 314,775 134,234 — 478,366 (108,141 ) (628,270 ) 190,964 INCOME TAX PROVISION — (180,541 ) — 54,938 4,556 — (121,047 ) INCOME FROM CONTINUING OPERATIONS 314,775 314,775 — 423,428 (112,697 ) (628,270 ) 312,011 INCOME FROM DISCONTINUED OPERATIONS, NET OF TAX — — — 1,686 1,078 — 2,764 NET INCOME $ 314,775 $ 314,775 $ — $ 425,114 $ (111,619 ) $ (628,270 ) $ 314,775 OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX 23,400 18,932 — 8,975 13,419 (41,326 ) 23,400 TOTAL COMPREHENSIVE INCOME $ 338,175 $ 333,707 $ — $ 434,089 $ (98,200 ) $ (669,596 ) $ 338,175 |
Supplemental Condensed Consolidating Cash Flow Statement | TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THIRTEEN WEEK PERIOD ENDED DECEMBER 29, 2018 (Amounts in thousands) TransDigm Group TransDigm Inc. TransDigm UK Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ — $ (19,362 ) $ (106 ) $ 284,915 $ 64,441 $ — $ 329,888 INVESTING ACTIVITIES: Capital expenditures — (623 ) — (19,110 ) (4,072 ) — (23,805 ) Payments made in connection with acquisitions — — — (28,718 ) — — (28,718 ) Net cash used in investing activities — (623 ) — (47,828 ) (4,072 ) — (52,523 ) FINANCING ACTIVITIES: Intercompany activities 16,286 430,458 448 (236,543 ) (210,649 ) — — Proceeds from exercise of stock options 14,174 — — — — — 14,174 Dividend equivalent payments (24,309 ) — — — — — (24,309 ) Other — (61 ) (199 ) — — — (260 ) Net cash provided by (used in) financing activities 6,151 430,397 249 (236,543 ) (210,649 ) — (10,395 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS — — — — (2,671 ) — (2,671 ) INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 6,151 410,412 143 544 (152,951 ) — 264,299 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 389 1,821,437 125 (1,763 ) 252,829 — 2,073,017 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 6,540 $ 2,231,849 $ 268 $ (1,219 ) $ 99,878 $ — $ 2,337,316 TRANSDIGM GROUP INCORPORATED CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FOR THE THIRTEEN WEEK PERIOD ENDED DECEMBER 30, 2017 (Amounts in thousands) TransDigm Group TransDigm Inc. TransDigm UK Subsidiary Guarantors Non- Guarantor Subsidiaries Eliminations Total Consolidated NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES $ — $ (157,604 ) $ — $ 482,518 $ (30,324 ) $ (1,779 ) $ 292,811 INVESTING ACTIVITIES: Capital expenditures — (268 ) — (13,836 ) (1,186 ) — (15,290 ) Net cash used in investing activities — (268 ) — (13,836 ) (1,186 ) — (15,290 ) FINANCING ACTIVITIES: Intercompany activities 50,213 499,177 — (468,165 ) (83,004 ) 1,779 — Proceeds from exercise of stock options 7,290 — — — — — 7,290 Special dividend and dividend equivalent payments (56,148 ) — — — — — (56,148 ) Proceeds from term loans, net — 793,864 — — — — 793,864 Repayment on term loans — (815,631 ) — — — — (815,631 ) Other (279 ) (83 ) — — — — (362 ) Net cash provided by (used in) financing activities 1,076 477,327 — (468,165 ) (83,004 ) 1,779 (70,987 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS — — — — 767 — 767 INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 1,076 319,455 — 517 (113,747 ) — 207,301 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 2,416 439,473 — (203 ) 208,875 — 650,561 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 3,492 $ 758,928 $ — $ 314 $ 95,128 $ — $ 857,862 |
DESCRIPTION OF THE BUSINESS - N
DESCRIPTION OF THE BUSINESS - Narratives (Details) | Dec. 29, 2018 |
Accounting Policies [Abstract] | |
Percentage of ownership in subsidiary | 100.00% |
ACQUISITIONS AND DIVESTITURES -
ACQUISITIONS AND DIVESTITURES - Narratives (Details) - USD ($) | Oct. 09, 2018 | Oct. 01, 2018 | Jul. 13, 2018 | Apr. 24, 2018 | Mar. 15, 2018 | Jan. 26, 2018 | Feb. 22, 2017 | Dec. 29, 2018 | Sep. 30, 2018 | Dec. 30, 2017 | Feb. 01, 2019 | Jan. 30, 2019 |
Business Acquisition [Line Items] | ||||||||||||
Gross Amount | $ 12,699,932,000 | $ 12,699,932,000 | ||||||||||
GOODWILL | 6,228,913,000 | 6,223,290,000 | ||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 28,718,000 | $ 0 | ||||||||||
Income from discontinued operations | $ 0 | $ 2,764,000 | ||||||||||
Minimum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Estimated useful life of aircraft (in years) | 25 years | |||||||||||
Maximum | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Estimated useful life of aircraft (in years) | 30 years | |||||||||||
Esterline [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business Acquisition, Share Price | $ 122.50 | |||||||||||
Commitment Letter for Senior Secured Term Facility | $ 3,700,000,000 | |||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 4,000,000,000 | |||||||||||
Extant [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business acquisition, Intangibles, Tax Deductible Amount | $ 44,000,000 | |||||||||||
Business Acquisition Purchase Price Adjustment | $ 200,000 | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | $ 533,381,000 | |||||||||||
Tax benefit recognition period (in years) | 15 years | |||||||||||
GOODWILL | $ 403,158,000 | |||||||||||
Amount of goodwill expected to be tax deductible | 0 | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 105,000,000 | |||||||||||
Kirkhill [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Provision for Loss on Contracts | 37,500,000 | 39,200,000 | ||||||||||
Business Acquisition Purchase Price Adjustment | 600,000 | |||||||||||
Amount of goodwill expected to be tax deductible | $ 0 | |||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 49,300,000 | |||||||||||
Schroth [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business acquisition cost | $ 89,700,000 | |||||||||||
Business Acquisition Purchase Price Adjustment | 300,000 | |||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 79,700,000 | |||||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 9,000,000 | 8,500,000 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities | 500,000 | |||||||||||
NavCom [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Tax benefit recognition period (in years) | 15 years | |||||||||||
Amount of goodwill expected to be tax deductible | $ 11,000,000 | |||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 27,000,000 | |||||||||||
Skandia [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Business Acquisition Purchase Price Adjustment | 200,000 | |||||||||||
Amount of goodwill expected to be tax deductible | $ 0 | |||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 84,300,000 | |||||||||||
Accrued Liabilities | Kirkhill [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Provision for Loss on Contracts | 7,300,000 | 9,000,000 | ||||||||||
Other Noncurrent Liabilities | Kirkhill [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Provision for Loss on Contracts | $ 30,200,000 | $ 0 | ||||||||||
Schroth [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Divestiture, Sale Price | $ 61,400,000 | |||||||||||
Senior Notes [Member] | Senior Secured Notes $3.8B Due 2026 6.25% [Member] | Subsequent Event [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Gross Amount | $ 3,800,000,000 | |||||||||||
Interest rate | 6.25% | |||||||||||
Senior Notes [Member] | Senior Secured Notes $200M Due 2026 6.25% [Member] | Subsequent Event [Member] | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Gross Amount | $ 200,000,000 | |||||||||||
Interest rate | 6.25% |
ACQUISITIONS AND DIVESTITURES_2
ACQUISITIONS AND DIVESTITURES - Business Combinations Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Sep. 30, 2018 | Apr. 24, 2018 |
Business Acquisition [Line Items] | |||
Goodwill | $ 6,228,913 | $ 6,223,290 | |
Extant [Member] | |||
Business Acquisition [Line Items] | |||
Current assets, excluding cash acquired | $ 56,031 | ||
Property, plant, and equipment | 4,096 | ||
Intangible assets | 105,000 | ||
Goodwill | 403,158 | ||
Total assets acquired | 568,285 | ||
Current liabilities | 9,876 | ||
Other noncurrent liabilities | 25,028 | ||
Total liabilities assumed | 34,904 | ||
Net assets acquired | $ 533,381 |
ACQUISITIONS AND DIVESTITURES_3
ACQUISITIONS AND DIVESTITURES Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | Sep. 30, 2018 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
NET SALES | $ 993,302 | $ 847,960 | |
Income from discontinued operations | 0 | 2,764 | |
Discontinued Operations, Held-for-sale [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
NET SALES | 0 | 9,129 | |
(Loss) Income from discontinued operations before income taxes | 0 | 810 | |
(Loss) Income from discontinued operations, net of tax | 0 | $ (1,954) | |
Income from discontinued operations | $ 0 | $ 2,764 |
REVENUE (Details)
REVENUE (Details) $ in Thousands | 3 Months Ended |
Dec. 29, 2018USD ($) | |
Contract with Customer, Liability, Revenue Recognized | $ 200 |
Accounting Standards Update 2014-09 | |
Cumulative Effect on Retained Earnings, Net of Tax | 3,284 |
Accounting Standards Update 2014-09 | Accumulated Deficit | |
Cumulative Effect on Retained Earnings, Net of Tax | $ 3,284 |
REVENUE Tables (Details)
REVENUE Tables (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Dec. 29, 2018 | Oct. 01, 2018 | Sep. 30, 2018 | ||
Contract with Customer, Asset, Net, Current | [1] | $ 16,581 | $ 18,328 | |
Contract with Customer, Asset, Current, Increase or Decrease | [1] | (1,747) | ||
Unbilled Receivables, Current | [2] | 18,328 | $ 10,056 | |
Inventories - Net | 838,705 | 801,315 | 805,292 | |
DEFERRED INCOME TAXES | 375,048 | 400,507 | 399,496 | |
Accumulated deficit | (2,050,727) | (2,243,294) | (2,246,578) | |
Contract with Customer, Asset, Net, Noncurrent | [3] | 118 | 118 | |
Contract with customer, Asset, Non-current, Increase or Decrease | [3] | 0 | ||
Contract with Customer, Asset, Net | 16,699 | 18,446 | ||
Contract assets, Increase or Decrease | (1,747) | |||
Contract with Customer, Liability, Current | [4] | 5,385 | 2,742 | |
Contract liabilities, Current, Increase or Decrease | [4] | 2,643 | ||
Contract with Customer, Liability, Noncurrent | [5] | 0 | 0 | |
Contract liabilities, Non-current, Increase or Decrease | [5] | 0 | ||
Contract with Customer, Liability | 5,385 | 2,742 | ||
Contract Liabilities, Increase or Decrease | 2,643 | |||
Net Contract Asset | 11,314 | $ 15,704 | ||
Net Contract Asset, Increase or Decrease | (4,390) | |||
Accounting Standards Update 2014-09 | ||||
Unbilled Receivables, Current | [2] | 8,272 | ||
Inventories - Net | (3,977) | |||
DEFERRED INCOME TAXES | $ 1,011 | |||
Cumulative Effect on Retained Earnings, Net of Tax | 3,284 | |||
Accounting Standards Update 2014-09 | Accumulated Deficit | ||||
Cumulative Effect on Retained Earnings, Net of Tax | $ 3,284 | |||
[1] | Included in prepaid expenses and other on the condensed consolidated balance sheet. | |||
[2] | Included in prepaid expenses and other on the condensed consolidated balance sheet. | |||
[3] | Included in other non-current assets on the condensed consolidated balance sheet. | |||
[4] | Included in accrued liabilities on the condensed consolidated balance sheet. | |||
[5] | Included in other non-current liabilities on the condensed consolidated balance sheet. |
EARNINGS PER SHARE (TWO-CLASS_3
EARNINGS 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 | |
Dec. 29, 2018 | Dec. 30, 2017 | |
Numerator for earnings per share: | ||
INCOME FROM CONTINUING OPERATIONS | $ 196,042 | $ 312,011 |
Less dividends paid on participating securities | (24,309) | (56,148) |
Net Income Loss Attributable to Continuing Operations Available To Common Stockholders Basic And Vested Options Deemed Participating Securities | 171,733 | 255,863 |
Income from discontinued operations | 0 | 2,764 |
Net income applicable to common stock - basic and diluted | $ 171,733 | $ 258,627 |
Denominator for basic and diluted earnings per share under the two-class method, in shares: | ||
Weighted average common shares outstanding | 52,793 | 52,024 |
Vested options deemed participating securities | 3,473 | 3,576 |
Basic and diluted (in shares) | 56,266 | 55,600 |
Net earnings per share from continuing operations - basic and diluted | $ 3.05 | $ 4.60 |
Net earnings per share from discontinued operations - basic and diluted | 0 | 0.05 |
Basic and diluted earnings per share (in dollars per share) | $ 3.05 | $ 4.65 |
INVENTORIES - Schedule of Inven
INVENTORIES - Schedule of Inventory (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Oct. 01, 2018 | Sep. 30, 2018 |
Inventory Disclosure [Abstract] | |||
Raw materials and purchased component parts | $ 581,694 | $ 540,290 | |
Work-in-progress | 236,909 | 237,335 | |
Finished goods | 121,834 | 127,018 | |
Total | 940,437 | 904,643 | |
Reserves for excess and obsolete inventory | (101,732) | (99,351) | |
Inventories - Net | $ 838,705 | $ 801,315 | $ 805,292 |
INTANGIBLE ASSETS - Intangible
INTANGIBLE ASSETS - Intangible Assets Subject to Amortization (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Sep. 30, 2018 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Gross (Excluding Goodwill) | $ 2,236,896 | $ 2,232,697 |
Intangible Assets, Accumulated Amortization | 464,342 | 444,293 |
Total | 1,772,554 | 1,788,404 |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 1,348,881 | 1,347,314 |
Accumulated Amortization | 433,382 | 416,579 |
Net | 915,499 | 930,735 |
Order backlog | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 12,700 | 12,200 |
Accumulated Amortization | 7,035 | 5,409 |
Net | 5,665 | 6,791 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 78,967 | 73,434 |
Accumulated Amortization | 23,925 | 22,305 |
Net | 55,042 | 51,129 |
Trademarks and trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill), Gross | 796,348 | 799,749 |
Indefinite-Lived Intangible Assets, Accumulated Amortization | 0 | 0 |
Intangible Assets (Excluding Goodwill), Net | $ 796,348 | $ 799,749 |
INTANGIBLE ASSETS - Summary of
INTANGIBLE ASSETS - Summary of changes in carrying value of Goodwill (Details) $ in Thousands | 3 Months Ended |
Dec. 29, 2018USD ($) | |
Goodwill [Line Items] | |
Goodwill, Acquired During Period | $ 8,256 |
Goodwill [Roll Forward] | |
Balance at beginning of period | 6,223,290 |
Purchase price allocation adjustments | 738 |
Currency translation adjustment | (3,371) |
Balance at end of period | 6,228,913 |
Power & Control | |
Goodwill [Line Items] | |
Goodwill, Acquired During Period | 8,256 |
Goodwill [Roll Forward] | |
Balance at beginning of period | 3,677,683 |
Purchase price allocation adjustments | 738 |
Currency translation adjustment | 0 |
Balance at end of period | 3,686,677 |
Airframe | |
Goodwill [Line Items] | |
Goodwill, Acquired During Period | 0 |
Goodwill [Roll Forward] | |
Balance at beginning of period | 2,452,332 |
Purchase price allocation adjustments | 0 |
Currency translation adjustment | (3,371) |
Balance at end of period | 2,448,961 |
Non- aviation | |
Goodwill [Line Items] | |
Goodwill, Acquired During Period | 0 |
Goodwill [Roll Forward] | |
Balance at beginning of period | 93,275 |
Purchase price allocation adjustments | 0 |
Currency translation adjustment | 0 |
Balance at end of period | $ 93,275 |
INTANGIBLE ASSETS - Narratives
INTANGIBLE ASSETS - Narratives (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangible assets | $ 20,034 | $ 17,112 |
Estimated Amortization Expense, 2019 | 76,700 | |
Estimated Amortization Expense, 2020 | 70,905 | |
Estimated Amortization Expense, 2021 | 70,900 | |
Estimated Amortization Expense, 2022 | 70,900 | |
Estimated Amortization Expense, 2023 | 70,900 | |
Estimated Amortization Expense, 2024 | $ 70,900 |
INTANGIBLE ASSETS - Acquired In
INTANGIBLE ASSETS - Acquired Intangibles (Details) $ in Thousands | 3 Months Ended |
Dec. 29, 2018USD ($) | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Goodwill, Acquired During Period | $ 8,256 |
Indefinite-lived Intangible Assets Acquired | 10,956 |
Finite-lived Intangible Assets Acquired | $ 3,200 |
Finite-Lived Intangible Asset, Useful Life | 17 years |
Intangible Assets, Acquired During the Period | $ 14,156 |
Technology | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Finite-lived Intangible Assets Acquired | $ 2,700 |
Finite-Lived Intangible Asset, Useful Life | 20 years |
Order backlog | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Finite-lived Intangible Assets Acquired | $ 500 |
Finite-Lived Intangible Asset, Useful Life | 1 year |
Goodwill [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Goodwill, Acquired During Period | $ 8,256 |
Trademarks and trade names | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Indefinite-lived Intangible Assets Acquired | $ 2,700 |
DEBT - Schedule of Debt (Detail
DEBT - Schedule of Debt (Detail) - USD ($) $ in Thousands | Dec. 29, 2018 | Sep. 30, 2018 | |
Debt Instrument [Line Items] | |||
Gross Amount | $ 12,699,932 | $ 12,699,932 | |
Debt Issuance Costs | (96,404) | (101,170) | |
Debt Instrument, Unamortized Discount (Premium), Net | (20,065) | (20,999) | |
Short-term borrowings - trade receivable securitization facility | 299,662 | 299,519 | |
Total debt outstanding | 12,583,463 | 12,577,763 | |
Long-term Debt, Current Maturities, Net | 75,847 | 75,817 | |
Long-term Debt, Excluding Current Maturities, Gross | 12,623,504 | 12,623,505 | |
Deferred Finance Costs, Excluding Current Maturities | (95,823) | (100,560) | |
Debt Instrument, Unamortized Discount, Excluding Current Maturities | (20,065) | (20,999) | |
Long-term debt | 12,507,616 | 12,501,946 | |
Term loans | |||
Debt Instrument [Line Items] | |||
Gross Amount | 7,599,932 | 7,599,932 | |
Debt Issuance Costs | (66,289) | (69,697) | |
Debt Instrument, Unamortized Discount (Premium), Net | (20,076) | (21,030) | |
Total debt outstanding | [1] | $ 7,513,567 | $ 7,509,205 |
Senior Subordinated Notes | 5.50% senior subordinated notes due 2020 (2020 Notes) | |||
Debt Instrument [Line Items] | |||
Interest rate | 5.50% | 5.50% | |
Gross Amount | $ 550,000 | $ 550,000 | |
Debt Issuance Costs | (1,923) | (2,187) | |
Debt Instrument, Unamortized Discount (Premium), Net | 0 | 0 | |
Total debt outstanding | [1] | $ 548,077 | $ 547,813 |
Senior Subordinated Notes | 6.00% senior subordinated notes due 2022 (2022 Notes) | |||
Debt Instrument [Line Items] | |||
Interest rate | 6.00% | 6.00% | |
Gross Amount | $ 1,150,000 | $ 1,150,000 | |
Debt Issuance Costs | (5,141) | (5,501) | |
Debt Instrument, Unamortized Discount (Premium), Net | 0 | 0 | |
Total debt outstanding | [1] | $ 1,144,859 | $ 1,144,499 |
Senior Subordinated Notes | 6.50% senior subordinated notes due 2024 (2024 Notes) | |||
Debt Instrument [Line Items] | |||
Interest rate | 6.50% | 6.50% | |
Gross Amount | $ 1,200,000 | $ 1,200,000 | |
Debt Issuance Costs | (6,571) | (6,866) | |
Debt Instrument, Unamortized Discount (Premium), Net | 0 | 0 | |
Total debt outstanding | [1] | $ 1,193,429 | $ 1,193,134 |
Senior Subordinated Notes | 6.50% senior subordinated notes due 2025 (2025 Notes) | |||
Debt Instrument [Line Items] | |||
Interest rate | 6.50% | 6.50% | |
Gross Amount | $ 750,000 | $ 750,000 | |
Debt Issuance Costs | (3,373) | (3,505) | |
Debt Instrument, Unamortized Discount (Premium), Net | 3,499 | 3,636 | |
Total debt outstanding | [1] | $ 750,126 | $ 750,131 |
Senior Subordinated Notes | 6.375% senior subordinated notes due 2026 (6.375% 2026 Notes) | |||
Debt Instrument [Line Items] | |||
Interest rate | 6.375% | 6.375% | |
Gross Amount | $ 950,000 | $ 950,000 | |
Debt Issuance Costs | (7,546) | (7,798) | |
Debt Instrument, Unamortized Discount (Premium), Net | 0 | 0 | |
Total debt outstanding | [1] | $ 942,454 | $ 942,202 |
Senior Subordinated Notes | 6.875% senior subordinated noted due 2026 [Member] | |||
Debt Instrument [Line Items] | |||
Interest rate | 6.875% | 6.875% | |
Gross Amount | $ 500,000 | $ 500,000 | |
Debt Issuance Costs | (5,561) | (5,616) | |
Debt Instrument, Unamortized Discount (Premium), Net | (3,488) | (3,605) | |
Total debt outstanding | [1] | 490,951 | 490,779 |
Asset-backed Securities | |||
Debt Instrument [Line Items] | |||
Short-term borrowings—trade receivable securitization facility, Gross | 300,000 | 300,000 | |
Debt Issuance Costs | (338) | (481) | |
Debt Instrument, Unamortized Discount (Premium), Net | 0 | 0 | |
Short-term borrowings - trade receivable securitization facility | [1] | 299,662 | 299,519 |
Less current portion | |||
Debt Instrument [Line Items] | |||
Debt Issuance Costs | (581) | (610) | |
Debt Instrument, Unamortized Discount (Premium), Net | 0 | ||
Original Issue Discount or Premium | 0 | ||
Long-term Debt, Current Maturities, Gross | 76,428 | 76,427 | |
Long-term Debt, Current Maturities, Net | $ 75,847 | $ 75,817 | |
[1] | The carrying amount of the debt instrument is presented net of debt issuance costs, premium and discount. Refer to Note 9, "Debt," for gross carrying amounts. |
DEBT - Narratives (Details)
DEBT - Narratives (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | Sep. 30, 2018 | |
Debt Instrument [Line Items] | |||
Interest Payable, Current | $ 117,600 | $ 96,600 | |
Gross Amount | 12,699,932 | 12,699,932 | |
Refinancing Costs | 136 | $ 1,113 | |
Senior Subordinated Notes | 6.50% senior subordinated notes due 2025 (2025 Notes) | |||
Debt Instrument [Line Items] | |||
Gross Amount | $ 750,000 | $ 750,000 | |
Interest rate | 6.50% | 6.50% | |
Senior Subordinated Notes | 6.875% senior subordinated noted due 2026 [Member] | |||
Debt Instrument [Line Items] | |||
Gross Amount | $ 500,000 | $ 500,000 | |
Interest rate | 6.875% | 6.875% | |
Term loans | |||
Debt Instrument [Line Items] | |||
Gross Amount | $ 7,599,932 | $ 7,599,932 |
INCOME TAXES - Narratives (Deta
INCOME TAXES - Narratives (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | Sep. 30, 2018 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 35.00% | |
Effective income tax rate | 21.50% | (63.40%) | |
Unrecognized tax benefits | $ 14 | $ 14.1 | |
Tax rate effect | 13 | 13.1 | |
Reduction in tax position in next 12 months | 1.4 | ||
U.S. Tax Cuts and Jobs Act Effective 2018 [Member] | |||
Deferred Federal Income Tax Expense (Benefit) | 176.4 | 176.4 | |
Effective Income Tax Rate Reconciliation, Repatriation of Foreign Earnings, Amount | $ 30 | $ 30 |
FAIR VALUE MEASUREMENTS - Carry
FAIR VALUE MEASUREMENTS - Carrying Amounts and Fair Values of Financial Instruments (Detail) - USD ($) $ in Thousands | Dec. 29, 2018 | Sep. 30, 2018 | Dec. 30, 2017 | Sep. 30, 2017 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Cash and cash equivalents | $ 2,337,316 | $ 2,073,017 | $ 857,862 | $ 650,561 | ||
Short-term borrowings - trade receivable securitization facility | 299,662 | 299,519 | ||||
Long-term Debt | 12,583,463 | 12,577,763 | ||||
Other Noncurrent Assets | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Interest Rate Cash Flow Hedge Asset at Carrying Value | [1] | 21,732 | 36,160 | |||
Interest rate cap agreements | [1] | 4,312 | 61,126 | |||
Prepaid Expenses and Other Current Assets [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Interest rate cap agreements | [2] | 12,424 | 11,634 | |||
Accrued Liabilities | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Interest rate swap agreements | [3] | 614 | 528 | |||
Other Noncurrent Liabilities | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Interest rate swap agreements | [4] | 26,547 | 142 | |||
Term loans | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Long-term Debt | [5] | 7,513,567 | 7,509,205 | |||
Level 1 | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Cash and cash equivalents, Fair Value | 2,337,316 | 2,073,017 | ||||
Level 2 | Other Noncurrent Assets | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Interest rate cap agreements, Fair Value | [1] | 21,732 | 36,160 | |||
Interest Rate Swap Asset at Fair Value | [1] | 4,312 | 61,126 | |||
Level 2 | Prepaid Expenses and Other Current Assets [Member] | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Interest Rate Swap Asset at Fair Value | [2] | 12,424 | 11,634 | |||
Level 2 | Accrued Liabilities | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Interest rate swap agreements, Fair Value | [3] | 614 | 528 | |||
Level 2 | Other Noncurrent Liabilities | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Interest rate swap agreements, Fair Value | [4] | 26,547 | 142 | |||
Level 2 | Term loans | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Long-term debt, including current portion, Fair Value | 7,125,065 | 7,607,323 | ||||
5.50% senior subordinated notes due 2020 (2020 Notes) | Senior Subordinated Notes | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Long-term Debt | [5] | 548,077 | 547,813 | |||
5.50% senior subordinated notes due 2020 (2020 Notes) | Level 1 | Senior Subordinated Notes | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Long-term debt, including current portion, Fair Value | 544,500 | 548,625 | ||||
6.00% senior subordinated notes due 2022 (2022 Notes) | Senior Subordinated Notes | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Long-term Debt | [5] | 1,144,859 | 1,144,499 | |||
6.00% senior subordinated notes due 2022 (2022 Notes) | Level 1 | Senior Subordinated Notes | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Long-term debt, including current portion, Fair Value | 1,132,750 | 1,155,750 | ||||
6.50% senior subordinated notes due 2024 (2024 Notes) | Senior Subordinated Notes | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Long-term Debt | [5] | 1,193,429 | 1,193,134 | |||
6.50% senior subordinated notes due 2024 (2024 Notes) | Level 1 | Senior Subordinated Notes | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Long-term debt, including current portion, Fair Value | 1,158,000 | 1,215,000 | ||||
6.50% senior subordinated notes due 2025 (2025 Notes) | Senior Subordinated Notes | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Long-term Debt | [5] | 750,126 | 750,131 | |||
6.50% senior subordinated notes due 2025 (2025 Notes) | Level 1 | Senior Subordinated Notes | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Long-term debt, including current portion, Fair Value | 716,250 | 757,500 | ||||
6.375% senior subordinated notes due 2026 (6.375% 2026 Notes) | Senior Subordinated Notes | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Long-term Debt | [5] | 942,454 | 942,202 | |||
6.375% senior subordinated notes due 2026 (6.375% 2026 Notes) | Level 1 | Senior Subordinated Notes | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Long-term debt, including current portion, Fair Value | 888,250 | 942,875 | ||||
6.875% senior subordinated noted due 2026 [Member] | Senior Subordinated Notes | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Long-term Debt | [5] | 490,951 | 490,779 | |||
6.875% senior subordinated noted due 2026 [Member] | Level 1 | Senior Subordinated Notes | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Long-term debt, including current portion, Fair Value | 480,000 | 507,500 | ||||
Asset-backed Securities | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Short-term borrowings - trade receivable securitization facility | [5] | 299,662 | 299,519 | |||
Asset-backed Securities | Level 1 | ||||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||||
Short-term borrowings - trade receivable securitization facility, Fair Value | $ 299,662 | $ 299,519 | [5] | |||
[1] | Included in other non-current assets on the condensed consolidated balance sheet. | |||||
[2] | Included in prepaid expenses and other on the condensed consolidated balance sheet. | |||||
[3] | Included in accrued liabilities on the condensed consolidated balance sheet. | |||||
[4] | Included in other non-current liabilities on the condensed consolidated balance sheet. | |||||
[5] | The carrying amount of the debt instrument is presented net of debt issuance costs, premium and discount. Refer to Note 9, "Debt," for gross carrying amounts. |
DERIVATIVES AND HEDGING ACTIV_3
DERIVATIVES AND HEDGING ACTIVITIES - Schedule of Notional Amounts of Outstanding Derivatives (Details) - USD ($) | 3 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | ||
Tranche F | Interest Rate Swap | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 1,000,000,000 | ||
Derivative, Fixed Interest Rate | 0.00% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
Tranche F | Interest rate swap June 28, 2016 [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 1,000,000,000 | ||
Tranche F | Interest rate swap beginning June 30, 2021 [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 1,400,000,000 | ||
Derivative, Fixed Interest Rate | 0.00% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
Tranche F | Interest Rate Cap | |||
Derivative [Line Items] | |||
Derivative, Cap Interest Rate | 2.50% | ||
Tranche F | Interest rate cap agreements beginning June 30, 2016 [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 400,000,000 | ||
Derivative, Cap Interest Rate | 2.00% | ||
Tranche E | Interest rate cap beginning September 30, 2015 [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 750,000,000 | ||
Derivative, Cap Interest Rate | 2.50% | ||
Tranche E | Interest rate cap beginning June 30, 2020 [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 750,000,000 | ||
Tranche E | Interest rate swap beginning March 31, 2016 [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 750,000,000 | ||
Derivative, Fixed Interest Rate | 0.00% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
Tranche E | Interest rate swap beginning June 29, 2018 [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 500,000,000 | ||
Derivative, Fixed Interest Rate | 0.00% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
Tranche E | Interest rate swap beginning June 30, 2020 [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 750,000,000 | ||
Derivative, Fixed Interest Rate | 0.00% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
Tranche E | Interest rate swap beginning June 30, 2022 [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 1,500,000,000 | ||
Derivative, Fixed Interest Rate | 0.00% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
Tranche G [Member] | Interest Rate Swap | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 500,000,000 | ||
Derivative, Fixed Interest Rate | 4.40% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
Tranche G [Member] | Interest Rate Cap | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 400,000,000 | ||
Tranche G [Member] | Interest rate swap beginning September 30, 2017 [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 400,000,000 | ||
Derivative, Fixed Interest Rate | 4.40% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
Tranche G [Member] | Interest rate swap beginning December 31, 2021 [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 900,000,000 | ||
Derivative, Fixed Interest Rate | 0.00% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
Tranche G [Member] | Interest rate swap beginning September 30, 2022 [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 400,000,000 | ||
Derivative, Fixed Interest Rate | 0.00% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
Unrealized (loss) gain on derivatives designated and qualifying as cash flow hedges (1) | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||
Derivative [Line Items] | |||
Interest Expense | [1] | $ 692,000 | $ 970,000 |
[1] | This component of accumulated other comprehensive loss is included in interest expense (see Note 12, “Derivatives and Hedging Activities,” for additional information). |
DERIVATIVES AND HEDGING ACTIV_4
DERIVATIVES AND HEDGING ACTIVITIES - Schedule of Interest Rate Derivatives (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Sep. 30, 2018 | |
Derivative [Line Items] | |||
Derivative Asset, Fair Value, Gross Asset | $ 57,692 | $ 108,250 | |
Derivative Asset, Fair Value, Gross Liability | (46,385) | 0 | |
Derivative Asset, Collateral, Obligation to Return Cash, Offset | 19,224 | 670 | |
Derivative Liability, Collateral, Right to Reclaim Cash, Offset | 19,224 | (670) | |
Derivative Asset | [1] | 38,468 | 108,920 |
Derivative Liability | [1] | 27,161 | 670 |
Interest Rate Cap | |||
Derivative [Line Items] | |||
Derivative Asset, Fair Value, Gross Asset | 21,732 | 36,160 | |
Derivative Asset, Fair Value, Gross Liability | 0 | 0 | |
Interest Rate Swap | |||
Derivative [Line Items] | |||
Derivative Asset, Fair Value, Gross Asset | 35,960 | 72,090 | |
Derivative Asset, Fair Value, Gross Liability | $ (46,385) | $ 0 | |
[1] | Refer to Note 11, "Fair Value Measurements," for the condensed consolidated balance sheet classification of our interest rate swap and cap agreements. |
DERIVATIVES AND HEDGING ACTIV_5
DERIVATIVES AND HEDGING ACTIVITIES - Narratives (Details) - USD ($) | 3 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | ||
Unrealized (loss) gain on derivatives designated and qualifying as cash flow hedges (1) | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||
Derivative [Line Items] | |||
Interest Expense | [1] | $ 692,000 | $ 970,000 |
December 30, 2017 Redesignation [Member] | Unrealized (loss) gain on derivatives designated and qualifying as cash flow hedges (1) | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||
Derivative [Line Items] | |||
Interest Expense | 300,000 | ||
September 30, 2016 Redesignation [Member] | Unrealized (loss) gain on derivatives designated and qualifying as cash flow hedges (1) | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||
Derivative [Line Items] | |||
Interest Expense | 1,100,000 | ||
March 31, 2018 Redesignation [Member] | Unrealized (loss) gain on derivatives designated and qualifying as cash flow hedges (1) | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||
Derivative [Line Items] | |||
Interest Income, Other | $ 700,000 | ||
Interest Rate Swap and Cap | |||
Derivative [Line Items] | |||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimate of Time to Transfer | 12 months | ||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Net Amount to be Transferred | $ (7,600,000) | ||
Interest Rate Cap | |||
Derivative [Line Items] | |||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Gross Amount to be Transferred | 9,900,000 | ||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Tax to be Transferred | $ 2,300,000 | ||
Interest Rate Cap | Tranche F | |||
Derivative [Line Items] | |||
Derivative, Cap Interest Rate | 2.50% | ||
Interest Rate Cap | Tranche G [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 400,000,000 | ||
Interest rate swap beginning June 30, 2020 [Member] | Tranche E | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 750,000,000 | ||
Derivative, Fixed Interest Rate | 0.00% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
Interest rate cap beginning September 30, 2015 [Member] | Tranche E | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 750,000,000 | ||
Derivative, Cap Interest Rate | 2.50% | ||
Interest rate cap agreements beginning June 30, 2016 [Member] | Tranche F | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 400,000,000 | ||
Derivative, Cap Interest Rate | 2.00% | ||
Interest Rate Swap | Tranche F | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 1,000,000,000 | ||
Derivative, Fixed Interest Rate | 0.00% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
Interest Rate Swap | Tranche G [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 500,000,000 | ||
Derivative, Fixed Interest Rate | 4.40% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
Interest Rate Swap | December 30, 2017 Redesignation [Member] | |||
Derivative [Line Items] | |||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Gross Amount to be Transferred | $ 900,000 | ||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Tax to be Transferred | 200,000 | ||
Interest Rate Swap | March 31, 2018 Redesignation [Member] | |||
Derivative [Line Items] | |||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Gross Amount to be Transferred | 10,700,000 | ||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Tax to be Transferred | 2,500,000 | ||
Interest rate swap beginning September 30, 2017 [Member] | Tranche G [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 400,000,000 | ||
Derivative, Fixed Interest Rate | 4.40% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
Interest rate swap June 28, 2016 [Member] | Tranche F | |||
Derivative [Line Items] | |||
Derivative, Fixed Interest Rate | 0.00% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
Interest rate swap beginning March 31, 2016 [Member] | Tranche E | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 750,000,000 | ||
Derivative, Fixed Interest Rate | 0.00% | ||
Derivative, Variable Interest Rate | 0.00% | ||
Derivative, Basis Spread on Variable Rate | 0.00% | ||
[1] | This component of accumulated other comprehensive loss is included in interest expense (see Note 12, “Derivatives and Hedging Activities,” for additional information). |
SEGMENTS - Narratives (Details)
SEGMENTS - Narratives (Details) | 3 Months Ended |
Dec. 29, 2018Segment | |
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 | |
Dec. 29, 2018 | Dec. 30, 2017 | |
Segment Reporting Information [Line Items] | ||
Net Sales | $ 993,302 | $ 847,960 |
Operating Segments | Power & Control | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 560,309 | 482,718 |
Operating Segments | Airframe | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 398,820 | 333,392 |
Operating Segments | Non- aviation | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 34,173 | 31,850 |
Commercial OEM [Member] | Operating Segments | Power & Control | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 132,601 | 115,593 |
Commercial OEM [Member] | Operating Segments | Airframe | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 133,146 | 106,501 |
Commercial Aftermarket [Member] | Operating Segments | Power & Control | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 157,507 | 149,516 |
Commercial Aftermarket [Member] | Operating Segments | Airframe | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 177,034 | 158,237 |
Defense [Member] | Operating Segments | Power & Control | ||
Segment Reporting Information [Line Items] | ||
Net Sales | 270,201 | 217,609 |
Defense [Member] | Operating Segments | Airframe | ||
Segment Reporting Information [Line Items] | ||
Net Sales | $ 88,640 | $ 68,654 |
SEGMENTS - EBITDA Defined by Se
SEGMENTS - EBITDA Defined by Segment to Consolidated Income Before Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
EBITDA As Defined | $ 486,688 | $ 401,533 |
Interest expense - net | 172,000 | 160,933 |
Stock compensation expense | 17,730 | 11,113 |
Refinancing Costs | 136 | 1,113 |
Income from continuing operations before income taxes | 249,764 | 190,964 |
Operating Segments | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
EBITDA As Defined | 502,132 | 412,190 |
Operating Segments | Power & Control | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
EBITDA As Defined | 299,933 | 244,775 |
Operating Segments | Airframe | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
EBITDA As Defined | 191,480 | 158,419 |
Operating Segments | Non- aviation | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
EBITDA As Defined | 10,719 | 8,996 |
Corporate, Non-Segment | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
EBITDA As Defined | 15,444 | 10,657 |
Segment Reconciling Items | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||
Depreciation and amortization expense | 35,418 | 30,639 |
Interest expense - net | 172,000 | 160,933 |
Acquisition-related costs | 11,739 | 2,074 |
Stock compensation expense | 17,730 | 11,113 |
Refinancing Costs | 136 | 1,113 |
Other, net | $ (99) | $ 4,697 |
SEGMENTS - Total Assets by Segm
SEGMENTS - Total Assets by Segment (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Sep. 30, 2018 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 12,389,278 | $ 12,197,467 |
Operating Segments | Power & Control | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 5,737,549 | 5,698,524 |
Operating Segments | Airframe | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 4,094,626 | 4,091,011 |
Operating Segments | Non- aviation | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 232,756 | 234,770 |
Corporate, Non-Segment | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 2,324,347 | $ 2,173,162 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE LOSS - Narratives (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Other Comprehensive Loss, Derivatives Qualifying as Hedges, Tax | $ 22,270 | $ (10,435) |
ACCUMULATED OTHER COMPREHENSI_4
ACCUMULATED OTHER COMPREHENSIVE LOSS - Schedule of Accumulated Other Comprehensive Loss (Details) $ in Thousands | 3 Months Ended | |
Dec. 29, 2018USD ($) | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance at beginning of period | $ 4,100 | |
Current-period other comprehensive loss | (85,622) | |
Amounts reclassified from AOCI related to interest rate swap and cap agreements | 529 | |
Balance at end of period | (80,993) | |
Unrealized (loss) gain on derivatives designated and qualifying as cash flow hedges (1) | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance at beginning of period | 67,191 | [1] |
Current-period other comprehensive loss | (74,394) | [1] |
Amounts reclassified from AOCI related to interest rate swap and cap agreements | (529) | [1] |
Balance at end of period | (6,674) | [1] |
Defined benefit pension plan activity | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance at beginning of period | (10,729) | |
Current-period other comprehensive loss | 0 | |
Amounts reclassified from AOCI related to interest rate swap and cap agreements | 0 | |
Balance at end of period | (10,729) | |
Currency translation adjustment | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Balance at beginning of period | (52,362) | |
Current-period other comprehensive loss | (11,228) | |
Amounts reclassified from AOCI related to interest rate swap and cap agreements | 0 | |
Balance at end of period | $ (63,590) | |
[1] | Unrealized (loss) gain represents interest rate swap and cap agreements, net of taxes of $22,270 and $(10,435) for the thirteen week periods ended December 29, 2018 and December 30, 2017, respectively. |
ACCUMULATED OTHER COMPREHENSI_5
ACCUMULATED OTHER COMPREHENSIVE LOSS - Schedule of Amounts Recognized in Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Dec. 29, 2018 | Dec. 30, 2017 | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Deferred tax benefit from redesignated interest rate swap and cap agreements | $ 53,722 | $ (121,047) | |
Unrealized (loss) gain on derivatives designated and qualifying as cash flow hedges (1) | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Amortization from redesignated interest rate swap and cap agreements (1) | [1] | 692 | 970 |
Deferred tax benefit from redesignated interest rate swap and cap agreements | (163) | (267) | |
Losses reclassified into earnings, net of tax | $ 529 | $ 703 | |
[1] | This component of accumulated other comprehensive loss is included in interest expense (see Note 12, “Derivatives and Hedging Activities,” for additional information). |
SUPPLEMENTAL GUARANTOR INFORM_3
SUPPLEMENTAL GUARANTOR INFORMATION - Supplemental Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 29, 2018 | Oct. 01, 2018 | Sep. 30, 2018 | Dec. 30, 2017 | Sep. 30, 2017 |
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Cash and cash equivalents | $ 2,337,316 | $ 2,073,017 | $ 857,862 | $ 650,561 | |
Trade accounts receivable - Net | 657,684 | 704,310 | |||
Inventories - Net | 838,705 | $ 801,315 | 805,292 | ||
Prepaid expenses and other | 92,913 | 74,668 | |||
Total current assets | 3,926,618 | 3,657,287 | |||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | 0 | 0 | |||
PROPERTY, PLANT AND EQUIPMENT - NET | 395,970 | 388,333 | |||
GOODWILL | 6,228,913 | 6,223,290 | |||
OTHER INTANGIBLE ASSETS - NET | 1,772,554 | 1,788,404 | |||
DERIVATIVE ASSETS | 26,044 | 97,286 | |||
OTHER | 39,179 | 42,867 | |||
TOTAL ASSETS | 12,389,278 | 12,197,467 | |||
Current portion of long-term debt | 75,847 | 75,817 | |||
Short-term borrowings - trade receivable securitization facility | 299,662 | 299,519 | |||
Accounts payable | 176,010 | 173,603 | |||
Accrued liabilities | 399,747 | 351,443 | |||
Total current liabilities | 951,266 | 900,382 | |||
LONG-TERM DEBT | 12,507,616 | 12,501,946 | |||
DEFERRED INCOME TAXES | 375,048 | $ 400,507 | 399,496 | ||
OTHER NON-CURRENT LIABILITIES | 222,241 | 204,114 | |||
Total liabilities | 14,056,171 | 14,005,938 | |||
STOCKHOLDERS’ (DEFICIT) EQUITY | (1,666,893) | (1,808,471) | (2,599,713) | (2,951,204) | |
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | 12,389,278 | 12,197,467 | |||
Eliminations | |||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | |
Trade accounts receivable - Net | 0 | 0 | |||
Inventories - Net | (4,457) | (4,457) | |||
Prepaid expenses and other | 0 | 0 | |||
Total current assets | (4,457) | (4,457) | |||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | (21,564,881) | (20,839,485) | |||
PROPERTY, PLANT AND EQUIPMENT - NET | 0 | 0 | |||
GOODWILL | 0 | 0 | |||
OTHER INTANGIBLE ASSETS - NET | 0 | 0 | |||
DERIVATIVE ASSETS | 0 | 0 | |||
OTHER | 0 | 0 | |||
TOTAL ASSETS | (21,569,338) | (20,843,942) | |||
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 | (21,569,338) | (20,843,942) | |||
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | (21,569,338) | (20,843,942) | |||
TransDigm Group | |||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Cash and cash equivalents | 6,540 | 389 | 3,492 | 2,416 | |
Trade accounts receivable - Net | 0 | 0 | |||
Inventories - Net | 0 | 0 | |||
Prepaid expenses and other | 0 | 0 | |||
Total current assets | 6,540 | 389 | |||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | (1,673,433) | (1,808,860) | |||
PROPERTY, PLANT AND EQUIPMENT - NET | 0 | 0 | |||
GOODWILL | 0 | 0 | |||
OTHER INTANGIBLE ASSETS - NET | 0 | 0 | |||
DERIVATIVE ASSETS | 0 | 0 | |||
OTHER | 0 | 0 | |||
TOTAL ASSETS | (1,666,893) | (1,808,471) | |||
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 | (1,666,893) | (1,808,471) | |||
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | (1,666,893) | (1,808,471) | |||
TransDigm Inc. | |||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Cash and cash equivalents | 2,231,849 | 1,821,437 | 758,928 | 439,473 | |
Trade accounts receivable - Net | 0 | 0 | |||
Inventories - Net | 46,203 | 45,262 | |||
Prepaid expenses and other | 51,813 | 16,231 | |||
Total current assets | 2,329,865 | 1,882,930 | |||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | 10,345,860 | 10,459,497 | |||
PROPERTY, PLANT AND EQUIPMENT - NET | 15,541 | 15,562 | |||
GOODWILL | 82,924 | 97,002 | |||
OTHER INTANGIBLE ASSETS - NET | 26,131 | 31,362 | |||
DERIVATIVE ASSETS | 26,044 | 97,286 | |||
OTHER | 3,807 | 7,347 | |||
TOTAL ASSETS | 12,830,172 | 12,590,986 | |||
Current portion of long-term debt | 75,847 | 75,817 | |||
Short-term borrowings - trade receivable securitization facility | 0 | 0 | |||
Accounts payable | 17,374 | 18,470 | |||
Accrued liabilities | 204,918 | 118,600 | |||
Total current liabilities | 298,139 | 212,887 | |||
LONG-TERM DEBT | 12,016,665 | 12,011,166 | |||
DEFERRED INCOME TAXES | 318,839 | 345,357 | |||
OTHER NON-CURRENT LIABILITIES | 100,454 | 77,573 | |||
Total liabilities | 12,734,097 | 12,646,983 | |||
STOCKHOLDERS’ (DEFICIT) EQUITY | 96,075 | (55,997) | |||
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | 12,830,172 | 12,590,986 | |||
TransDigm UK [Member] | |||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Cash and cash equivalents | 268 | 125 | 0 | 0 | |
Trade accounts receivable - Net | 0 | 0 | |||
Inventories - Net | 0 | 0 | |||
Prepaid expenses and other | 0 | 0 | |||
Total current assets | 268 | 125 | |||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | 1,104,265 | 1,099,886 | |||
PROPERTY, PLANT AND EQUIPMENT - NET | 0 | 0 | |||
GOODWILL | 0 | 0 | |||
OTHER INTANGIBLE ASSETS - NET | 0 | 0 | |||
DERIVATIVE ASSETS | 0 | 0 | |||
OTHER | 0 | 0 | |||
TOTAL ASSETS | 1,104,533 | 1,100,011 | |||
Current portion of long-term debt | 0 | 0 | |||
Short-term borrowings - trade receivable securitization facility | 0 | 0 | |||
Accounts payable | 0 | 0 | |||
Accrued liabilities | 4,298 | 13,274 | |||
Total current liabilities | 4,298 | 13,274 | |||
LONG-TERM DEBT | 490,951 | 490,780 | |||
DEFERRED INCOME TAXES | 0 | 0 | |||
OTHER NON-CURRENT LIABILITIES | 0 | 0 | |||
Total liabilities | 495,249 | 504,054 | |||
STOCKHOLDERS’ (DEFICIT) EQUITY | 609,284 | 595,957 | |||
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | 1,104,533 | 1,100,011 | |||
Subsidiary Guarantors | |||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Cash and cash equivalents | (1,219) | (1,763) | 314 | (203) | |
Trade accounts receivable - Net | 5,704 | 40,916 | |||
Inventories - Net | 672,103 | 648,574 | |||
Prepaid expenses and other | 27,749 | 47,020 | |||
Total current assets | 704,337 | 734,747 | |||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | 9,609,274 | 8,928,726 | |||
PROPERTY, PLANT AND EQUIPMENT - NET | 320,898 | 319,567 | |||
GOODWILL | 5,472,406 | 5,466,148 | |||
OTHER INTANGIBLE ASSETS - NET | 1,508,131 | 1,514,983 | |||
DERIVATIVE ASSETS | 0 | 0 | |||
OTHER | 29,269 | 29,805 | |||
TOTAL ASSETS | 17,644,315 | 16,993,976 | |||
Current portion of long-term debt | 0 | 0 | |||
Short-term borrowings - trade receivable securitization facility | 0 | 0 | |||
Accounts payable | 118,609 | 115,735 | |||
Accrued liabilities | 130,885 | 162,618 | |||
Total current liabilities | 249,494 | 278,353 | |||
LONG-TERM DEBT | 0 | 0 | |||
DEFERRED INCOME TAXES | (264) | (2,329) | |||
OTHER NON-CURRENT LIABILITIES | 99,567 | 104,829 | |||
Total liabilities | 348,797 | 380,853 | |||
STOCKHOLDERS’ (DEFICIT) EQUITY | 17,295,518 | 16,613,123 | |||
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | 17,644,315 | 16,993,976 | |||
Non- Guarantor Subsidiaries | |||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Cash and cash equivalents | 99,878 | 252,829 | $ 95,128 | $ 208,875 | |
Trade accounts receivable - Net | 651,980 | 663,394 | |||
Inventories - Net | 124,856 | 115,913 | |||
Prepaid expenses and other | 13,351 | 11,417 | |||
Total current assets | 890,065 | 1,043,553 | |||
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES | 2,178,915 | 2,160,236 | |||
PROPERTY, PLANT AND EQUIPMENT - NET | 59,531 | 53,204 | |||
GOODWILL | 673,583 | 660,140 | |||
OTHER INTANGIBLE ASSETS - NET | 238,292 | 242,059 | |||
DERIVATIVE ASSETS | 0 | 0 | |||
OTHER | 6,103 | 5,715 | |||
TOTAL ASSETS | 4,046,489 | 4,164,907 | |||
Current portion of long-term debt | 0 | 0 | |||
Short-term borrowings - trade receivable securitization facility | 299,662 | 299,519 | |||
Accounts payable | 40,027 | 39,398 | |||
Accrued liabilities | 59,646 | 56,951 | |||
Total current liabilities | 399,335 | 395,868 | |||
LONG-TERM DEBT | 0 | 0 | |||
DEFERRED INCOME TAXES | 56,473 | 56,468 | |||
OTHER NON-CURRENT LIABILITIES | 22,220 | 21,712 | |||
Total liabilities | 478,028 | 474,048 | |||
STOCKHOLDERS’ (DEFICIT) EQUITY | 3,568,461 | 3,690,859 | |||
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | $ 4,046,489 | $ 4,164,907 |
SUPPLEMENTAL GUARANTOR INFORM_4
SUPPLEMENTAL GUARANTOR INFORMATION - Supplemental Condensed Consolidating Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | |
Condensed Income Statements, Captions [Line Items] | ||
NET SALES | $ 993,302 | $ 847,960 |
COST OF SALES | 429,185 | 371,310 |
GROSS PROFIT | 564,117 | 476,650 |
SELLING AND ADMINISTRATIVE EXPENSES | 122,183 | 106,528 |
AMORTIZATION OF INTANGIBLE ASSETS | 20,034 | 17,112 |
(LOSS) INCOME FROM OPERATIONS | 421,900 | 353,010 |
INTEREST EXPENSE - NET | 172,000 | 160,933 |
REFINANCING COSTS | 136 | 1,113 |
EQUITY IN INCOME OF SUBSIDIARIES | 0 | 0 |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 249,764 | 190,964 |
INCOME TAX PROVISION | 53,722 | (121,047) |
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | 196,042 | 312,011 |
Income from discontinued operations | 0 | 2,764 |
NET INCOME | 196,042 | 314,775 |
OTHER COMPREHENSIVE INCOME, NET OF TAX | (85,093) | 23,400 |
TOTAL COMPREHENSIVE INCOME | 110,949 | 338,175 |
Eliminations | ||
Condensed Income Statements, Captions [Line Items] | ||
NET SALES | (19,070) | (19,060) |
COST OF SALES | (19,070) | (17,703) |
GROSS PROFIT | 0 | (1,357) |
SELLING AND ADMINISTRATIVE EXPENSES | 0 | 2,219 |
AMORTIZATION OF INTANGIBLE ASSETS | 0 | 0 |
(LOSS) INCOME FROM OPERATIONS | 0 | (3,576) |
INTEREST EXPENSE - NET | 0 | 0 |
REFINANCING COSTS | 0 | 0 |
EQUITY IN INCOME OF SUBSIDIARIES | 520,686 | 624,694 |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | (520,686) | (628,270) |
INCOME TAX PROVISION | 0 | 0 |
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | (520,686) | (628,270) |
Income from discontinued operations | 0 | 0 |
NET INCOME | (520,686) | (628,270) |
OTHER COMPREHENSIVE INCOME, NET OF TAX | 75,133 | (41,326) |
TOTAL COMPREHENSIVE INCOME | (445,553) | (669,596) |
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 - NET | 0 | 0 |
REFINANCING COSTS | 0 | 0 |
EQUITY IN INCOME OF SUBSIDIARIES | (196,042) | (314,775) |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 196,042 | 314,775 |
INCOME TAX PROVISION | 0 | 0 |
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | 196,042 | 314,775 |
Income from discontinued operations | 0 | 0 |
NET INCOME | 196,042 | 314,775 |
OTHER COMPREHENSIVE INCOME, NET OF TAX | (85,093) | 23,400 |
TOTAL COMPREHENSIVE INCOME | 110,949 | 338,175 |
TransDigm Inc. | ||
Condensed Income Statements, Captions [Line Items] | ||
NET SALES | 41,264 | 36,128 |
COST OF SALES | 22,971 | 19,964 |
GROSS PROFIT | 18,293 | 16,164 |
SELLING AND ADMINISTRATIVE EXPENSES | 41,432 | 24,519 |
AMORTIZATION OF INTANGIBLE ASSETS | 230 | 357 |
(LOSS) INCOME FROM OPERATIONS | (23,369) | (8,712) |
INTEREST EXPENSE - NET | 175,634 | 165,860 |
REFINANCING COSTS | 136 | 1,113 |
EQUITY IN INCOME OF SUBSIDIARIES | (324,644) | (309,919) |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 125,505 | 134,234 |
INCOME TAX PROVISION | (70,537) | (180,541) |
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | 196,042 | 314,775 |
Income from discontinued operations | 0 | 0 |
NET INCOME | 196,042 | 314,775 |
OTHER COMPREHENSIVE INCOME, NET OF TAX | (73,864) | 18,932 |
TOTAL COMPREHENSIVE INCOME | 122,178 | 333,707 |
TransDigm UK [Member] | ||
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 - NET | 4,672 | 0 |
REFINANCING COSTS | 0 | 0 |
EQUITY IN INCOME OF SUBSIDIARIES | 0 | 0 |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | (4,672) | 0 |
INCOME TAX PROVISION | 0 | 0 |
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | (4,672) | 0 |
Income from discontinued operations | 0 | 0 |
NET INCOME | (4,672) | 0 |
OTHER COMPREHENSIVE INCOME, NET OF TAX | 0 | 0 |
TOTAL COMPREHENSIVE INCOME | (4,672) | 0 |
Subsidiary Guarantors | ||
Condensed Income Statements, Captions [Line Items] | ||
NET SALES | 809,513 | 685,362 |
COST OF SALES | 338,473 | 277,662 |
GROSS PROFIT | 471,040 | 407,700 |
SELLING AND ADMINISTRATIVE EXPENSES | 64,214 | (85,640) |
AMORTIZATION OF INTANGIBLE ASSETS | 17,753 | 14,693 |
(LOSS) INCOME FROM OPERATIONS | 389,073 | 478,647 |
INTEREST EXPENSE - NET | 323 | 281 |
REFINANCING COSTS | 0 | 0 |
EQUITY IN INCOME OF SUBSIDIARIES | 0 | 0 |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 388,750 | 478,366 |
INCOME TAX PROVISION | 118,607 | 54,938 |
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | 270,143 | 423,428 |
Income from discontinued operations | 0 | 1,686 |
NET INCOME | 270,143 | 425,114 |
OTHER COMPREHENSIVE INCOME, NET OF TAX | 11,816 | 8,975 |
TOTAL COMPREHENSIVE INCOME | 281,959 | 434,089 |
Non- Guarantor Subsidiaries | ||
Condensed Income Statements, Captions [Line Items] | ||
NET SALES | 161,595 | 145,530 |
COST OF SALES | 86,811 | 91,387 |
GROSS PROFIT | 74,784 | 54,143 |
SELLING AND ADMINISTRATIVE EXPENSES | 16,537 | 165,430 |
AMORTIZATION OF INTANGIBLE ASSETS | 2,051 | 2,062 |
(LOSS) INCOME FROM OPERATIONS | 56,196 | (113,349) |
INTEREST EXPENSE - NET | (8,629) | (5,208) |
REFINANCING COSTS | 0 | 0 |
EQUITY IN INCOME OF SUBSIDIARIES | 0 | 0 |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 64,825 | (108,141) |
INCOME TAX PROVISION | 5,652 | 4,556 |
Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent | 59,173 | (112,697) |
Income from discontinued operations | 0 | 1,078 |
NET INCOME | 59,173 | (111,619) |
OTHER COMPREHENSIVE INCOME, NET OF TAX | (13,085) | 13,419 |
TOTAL COMPREHENSIVE INCOME | $ 46,088 | $ (98,200) |
SUPPLEMENTAL GUARANTOR INFORM_5
SUPPLEMENTAL GUARANTOR INFORMATION - Supplemental Condensed Consolidating Cash Flow Statement (Details) - USD ($) | 3 Months Ended | |
Dec. 29, 2018 | Dec. 30, 2017 | |
Condensed Cash Flow Statements, Captions [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | $ 329,888,000 | $ 292,811,000 |
Capital expenditures | (23,805,000) | (15,290,000) |
Payments made in connection with acquisitions | (28,718,000) | 0 |
Net cash used in investing activities | (52,523,000) | (15,290,000) |
Intercompany activities | 0 | 0 |
Proceeds from exercise of stock options | 14,174,000 | 7,290,000 |
Dividend equivalent payments | (24,309,000) | (56,148,000) |
Proceeds from term loans, net | 0 | 793,864,000 |
Repayments on term loans | 0 | (815,631,000) |
Other | (260,000) | (362,000) |
Net cash provided by (used in) financing activities | (10,395,000) | (70,987,000) |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | (2,671,000) | 767,000 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 264,299,000 | 207,301,000 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 2,073,017,000 | 650,561,000 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 2,337,316,000 | 857,862,000 |
Eliminations | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | 0 | (1,779,000) |
Capital expenditures | 0 | 0 |
Payments made in connection with acquisitions | 0 | |
Net cash used in investing activities | 0 | 0 |
Intercompany activities | 0 | 1,779,000 |
Proceeds from exercise of stock options | 0 | 0 |
Dividend equivalent payments | 0 | 0 |
Proceeds from term loans, net | 0 | |
Repayments on term loans | 0 | |
Other | 0 | 0 |
Net cash provided by (used in) financing activities | 0 | 1,779,000 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | 0 | 0 |
INCREASE (DECREASE) 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 | 0 | 0 |
Payments made in connection with acquisitions | 0 | |
Net cash used in investing activities | 0 | 0 |
Intercompany activities | 16,286,000 | 50,213,000 |
Proceeds from exercise of stock options | 14,174,000 | 7,290,000 |
Dividend equivalent payments | (24,309,000) | (56,148,000) |
Proceeds from term loans, net | 0 | |
Repayments on term loans | 0 | |
Other | 0 | (279,000) |
Net cash provided by (used in) financing activities | 6,151,000 | 1,076,000 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | 0 | 0 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 6,151,000 | 1,076,000 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 389,000 | 2,416,000 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 6,540,000 | 3,492,000 |
TransDigm Inc. | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | (19,362,000) | (157,604,000) |
Capital expenditures | (623,000) | (268,000) |
Payments made in connection with acquisitions | 0 | |
Net cash used in investing activities | (623,000) | (268,000) |
Intercompany activities | 430,458,000 | 499,177,000 |
Proceeds from exercise of stock options | 0 | 0 |
Dividend equivalent payments | 0 | 0 |
Proceeds from term loans, net | 793,864,000 | |
Repayments on term loans | (815,631,000) | |
Other | (61,000) | (83,000) |
Net cash provided by (used in) financing activities | 430,397,000 | 477,327,000 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | 0 | 0 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 410,412,000 | 319,455,000 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 1,821,437,000 | 439,473,000 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 2,231,849,000 | 758,928,000 |
TransDigm UK [Member] | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | (106,000) | 0 |
Capital expenditures | 0 | 0 |
Payments made in connection with acquisitions | 0 | |
Net cash used in investing activities | 0 | 0 |
Intercompany activities | 448,000 | 0 |
Proceeds from exercise of stock options | 0 | 0 |
Dividend equivalent payments | 0 | 0 |
Proceeds from term loans, net | 0 | |
Repayments on term loans | 0 | |
Other | (199,000) | 0 |
Net cash provided by (used in) financing activities | 249,000 | 0 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | 0 | 0 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 143,000 | 0 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 125,000 | 0 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 268,000 | 0 |
Subsidiary Guarantors | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | 284,915,000 | 482,518,000 |
Capital expenditures | (19,110,000) | (13,836,000) |
Payments made in connection with acquisitions | (28,718,000) | |
Net cash used in investing activities | (47,828,000) | (13,836,000) |
Intercompany activities | (236,543,000) | (468,165,000) |
Proceeds from exercise of stock options | 0 | 0 |
Dividend equivalent payments | 0 | 0 |
Proceeds from term loans, net | 0 | |
Repayments on term loans | 0 | |
Other | 0 | 0 |
Net cash provided by (used in) financing activities | (236,543,000) | (468,165,000) |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | 0 | 0 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 544,000 | 517,000 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | (1,763,000) | (203,000) |
CASH AND CASH EQUIVALENTS, END OF PERIOD | (1,219,000) | 314,000 |
Non- Guarantor Subsidiaries | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
NET CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES | 64,441,000 | (30,324,000) |
Capital expenditures | (4,072,000) | (1,186,000) |
Payments made in connection with acquisitions | 0 | |
Net cash used in investing activities | (4,072,000) | (1,186,000) |
Intercompany activities | (210,649,000) | (83,004,000) |
Proceeds from exercise of stock options | 0 | 0 |
Dividend equivalent payments | 0 | 0 |
Proceeds from term loans, net | 0 | |
Repayments on term loans | 0 | |
Other | 0 | 0 |
Net cash provided by (used in) financing activities | (210,649,000) | (83,004,000) |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | (2,671,000) | 767,000 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (152,951,000) | (113,747,000) |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 252,829,000 | 208,875,000 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | $ 99,878,000 | $ 95,128,000 |
SUPPLEMENTAL GUARANTOR INFORM_6
SUPPLEMENTAL GUARANTOR INFORMATION Narrative (Details) | Dec. 29, 2018 |
Condensed Financial Statements, Captions [Line Items] | |
Percentage of ownership in subsidiary | 100.00% |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ in Thousands | Feb. 01, 2019 | Jan. 30, 2019 | Jul. 13, 2018 | Dec. 29, 2018 | Dec. 30, 2017 | Sep. 30, 2018 |
Subsequent Event [Line Items] | ||||||
Gross Amount | $ 12,699,932 | $ 12,699,932 | ||||
Payments to Acquire Businesses, Net of Cash Acquired | 28,718 | $ 0 | ||||
REFINANCING COSTS | 136 | $ 1,113 | ||||
Skandia [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 84,300 | |||||
Senior Secured Notes $3.8B Due 2026 6.25% [Member] | Senior Notes [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Gross Amount | $ 3,800,000 | |||||
Debt Instrument, Redemption Price, Percentage | 100.00% | |||||
Interest rate | 6.25% | |||||
Senior Secured Notes $4B Due 2026 6.25% [Member] | Senior Notes [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Gross Amount | $ 4,000,000 | |||||
Senior Subordinated Notes $550M Due 2027 7.50% [Member] | Senior Subordinated Notes | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Gross Amount | $ 550,000 | |||||
Interest rate | 7.50% | |||||
5.50% senior subordinated notes due 2020 (2020 Notes) | Senior Subordinated Notes | ||||||
Subsequent Event [Line Items] | ||||||
Gross Amount | $ 550,000 | $ 550,000 | ||||
Interest rate | 5.50% | 5.50% | ||||
5.50% senior subordinated notes due 2020 (2020 Notes) | Senior Subordinated Notes | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
REFINANCING COSTS | $ 2,000 | |||||
Senior Secured Notes $200M Due 2026 6.25% [Member] | Senior Notes [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Gross Amount | $ 200,000 | |||||
Debt Instrument, Redemption Price, Percentage | 101.00% | |||||
Interest rate | 6.25% |