Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Jan. 01, 2022 | Feb. 04, 2022 | |
Document Information Line Items | ||
Entity Registrant Name | RBC BEARINGS INCORPORATED | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --04-02 | |
Entity Common Stock, Shares Outstanding | 28,876,359 | |
Amendment Flag | false | |
Entity Central Index Key | 0001324948 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Document Period End Date | Jan. 1, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-40840 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 95-4372080 | |
Entity Address, Address Line One | One Tribology Center | |
Entity Address, City or Town | Oxford | |
Entity Address, State or Province | CT | |
Entity Address, Postal Zip Code | 06478 | |
City Area Code | (203) | |
Local Phone Number | 267-7001 | |
Entity Interactive Data Current | Yes | |
Common Stock, par value $0.01 per share | ||
Document Information Line Items | ||
Trading Symbol | ROLL | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Security Exchange Name | NASDAQ | |
5.00% Series A Mandatory Convertible Preferred Stock, par value $0.01 per share | ||
Document Information Line Items | ||
Trading Symbol | ROLLP | |
Title of 12(b) Security | 5.00% Series A Mandatory Convertible Preferred Stock, par value $0.01 per share | |
Security Exchange Name | NASDAQ |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jan. 01, 2022 | Apr. 03, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 255,503 | $ 151,086 |
Marketable securities | 90,249 | |
Accounts receivable, net of allowance for doubtful accounts of $2,619 as of January 1, 2022 and $1,792 as of April 3, 2021 | 199,785 | 110,472 |
Inventory | 510,175 | 364,147 |
Prepaid expenses and other current assets | 21,774 | 12,248 |
Total current assets | 987,237 | 728,202 |
Property, plant and equipment, net | 396,164 | 208,264 |
Operating lease assets, net | 42,816 | 35,664 |
Goodwill | 1,886,874 | 277,536 |
Intangible assets, net | 1,524,715 | 154,399 |
Other noncurrent assets | 37,244 | 30,195 |
Total assets | 4,875,050 | 1,434,260 |
Current liabilities: | ||
Accounts payable | 140,374 | 36,336 |
Accrued expenses and other current liabilities | 131,169 | 43,564 |
Current operating lease liabilities | 7,974 | 5,726 |
Current portion of long-term debt | 63,519 | 2,612 |
Total current liabilities | 343,036 | 88,238 |
Long-term debt, less current portion | 1,726,734 | 13,495 |
Long-term operating lease liabilities | 35,076 | 29,982 |
Deferred income taxes | 307,819 | 17,178 |
Other noncurrent liabilities | 127,411 | 55,416 |
Total liabilities | 2,540,076 | 204,309 |
Stockholders’ equity: | ||
Preferred stock, $.01 par value; authorized shares: 10,000,000 as of January 1, 2022 and April 3, 2021, respectively; issued shares: 4,600,000 and 0 as of January 1, 2022 and April 3, 2021, respectively | 46 | |
Common stock, $.01 par value; authorized shares: 60,000,000 as of January 1, 2022 and April 3, 2021, respectively; issued shares: 29,798,240 and 26,110,320 as of January 1, 2022 and April 3, 2021, respectively | 298 | 261 |
Additional paid-in capital | 1,531,552 | 445,073 |
Accumulated other comprehensive loss | (10,896) | (10,409) |
Retained earnings | 885,456 | 858,852 |
Treasury stock, at cost, 923,340 shares and 884,701 shares as of January 1, 2022 and April 3, 2021, respectively | (71,482) | (63,826) |
Total stockholders’ equity | 2,334,974 | 1,229,951 |
Total liabilities and stockholders’ equity | $ 4,875,050 | $ 1,434,260 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Jan. 01, 2022 | Apr. 03, 2021 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts (in Dollars) | $ 2,619 | $ 1,792 |
Preferred stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized | 10,000,000 | 10,000,000 |
Preferred stock, issued | 4,600,000 | 0 |
Common stock, par value (in Dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized | 60,000,000 | 60,000,000 |
Common stock, issued | 29,798,240 | 26,110,320 |
Treasury stock, shares | 923,340 | 884,701 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 01, 2022 | Dec. 26, 2020 | Jan. 01, 2022 | Dec. 26, 2020 | |
Income Statement [Abstract] | ||||
Net sales | $ 266,953 | $ 145,861 | $ 584,058 | $ 448,689 |
Cost of sales | 173,608 | 90,273 | 364,476 | 277,052 |
Gross margin | 93,345 | 55,588 | 219,582 | 171,637 |
Operating expenses: | ||||
Selling, general and administrative | 43,196 | 25,739 | 102,672 | 78,591 |
Other, net | 35,778 | 3,308 | 44,693 | 11,328 |
Total operating expenses | 78,974 | 29,047 | 147,365 | 89,919 |
Operating income | 14,371 | 26,541 | 72,217 | 81,718 |
Interest expense, net | 11,848 | 327 | 27,937 | 1,095 |
Other non-operating (income)/expense | 1,395 | (50) | 639 | 203 |
Income before income taxes | 1,128 | 26,264 | 43,641 | 80,420 |
Provision for income taxes | 1,191 | 4,695 | 10,776 | 15,741 |
Net income/(loss) | (63) | 21,569 | 32,865 | 64,679 |
Preferred stock dividends | 5,751 | 6,261 | ||
Net income/(loss) available to common stockholders | $ (5,814) | $ 21,569 | $ 26,604 | $ 64,679 |
Net income/(loss) per share available to common stockholders: | ||||
Basic (in Dollars per share) | $ (0.2) | $ 0.87 | $ 1.01 | $ 2.61 |
Diluted (in Dollars per share) | $ (0.2) | $ 0.86 | $ 1 | $ 2.59 |
Weighted average common shares: | ||||
Basic (in Shares) | 28,618,495 | 24,861,792 | 26,379,984 | 24,816,451 |
Diluted (in Shares) | 28,618,495 | 25,060,812 | 26,663,990 | 24,985,848 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income/(Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jan. 01, 2022 | Dec. 26, 2020 | Jan. 01, 2022 | Dec. 26, 2020 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net income/(loss) | $ (63) | $ 21,569 | $ 32,865 | $ 64,679 | |
Pension and postretirement liability adjustments, net of taxes | [1] | 318 | 260 | 954 | 779 |
Foreign currency translation adjustments | (1,951) | 3,823 | (1,441) | 5,609 | |
Total comprehensive income/(loss) | $ (1,696) | $ 25,652 | $ 32,378 | $ 71,067 | |
[1] | These adjustments were net of tax expense of $82 and $79 for the three-month periods ended January 1, 2022 and December 26, 2020, respectively and $247 and $237 for the nine-month periods ended January 1, 2022 and December 26, 2020, respectively. |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Common Stock | Preferred Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income/(Loss) | Retained Earnings | Treasury Stock | Total |
Balance at Mar. 28, 2020 | $ 259 | $ 412,400 | $ (6,898) | $ 769,219 | $ (56,981) | $ 1,117,999 | |
Balance (in Shares) at Mar. 28, 2020 | 25,881,415 | (838,982) | |||||
Net income/(loss) | 22,689 | 22,689 | |||||
Share-based compensation | 5,438 | 5,438 | |||||
Repurchase of common stock | $ (4,391) | (4,391) | |||||
Repurchase of common stock (in Shares) | (31,179) | ||||||
Exercise of equity awards | 231 | 231 | |||||
Exercise of equity awards (in Shares) | 4,200 | ||||||
Change in net prior service cost and actuarial losses, net of tax expense | 260 | 260 | |||||
Issuance of restricted stock, net of forfeitures | |||||||
Issuance of restricted stock, net of forfeitures (in Shares) | 56,157 | ||||||
Currency translation adjustments | 409 | 409 | |||||
Balance at Jun. 27, 2020 | $ 259 | 418,069 | (6,229) | 791,908 | $ (61,372) | 1,142,635 | |
Balance (in Shares) at Jun. 27, 2020 | 25,941,772 | (870,161) | |||||
Net income/(loss) | 20,421 | 20,421 | |||||
Share-based compensation | 5,231 | 5,231 | |||||
Repurchase of common stock | $ (8) | (8) | |||||
Repurchase of common stock (in Shares) | (62) | ||||||
Exercise of equity awards | $ 1 | 2,188 | 2,189 | ||||
Exercise of equity awards (in Shares) | 31,200 | ||||||
Change in net prior service cost and actuarial losses, net of tax expense | 259 | 259 | |||||
Issuance of restricted stock, net of forfeitures | |||||||
Issuance of restricted stock, net of forfeitures (in Shares) | (2,299) | ||||||
Currency translation adjustments | 1,377 | 1,377 | |||||
Balance at Sep. 26, 2020 | $ 260 | 425,488 | (4,593) | 812,329 | $ (61,380) | 1,172,104 | |
Balance (in Shares) at Sep. 26, 2020 | 25,970,673 | (870,223) | |||||
Net income/(loss) | 21,569 | 21,569 | |||||
Share-based compensation | 5,173 | 5,173 | |||||
Repurchase of common stock | $ (1,807) | (1,807) | |||||
Repurchase of common stock (in Shares) | (10,873) | ||||||
Exercise of equity awards | 3,685 | 3,685 | |||||
Exercise of equity awards (in Shares) | 40,199 | ||||||
Change in net prior service cost and actuarial losses, net of tax expense | 260 | 260 | |||||
Change in net prior service cost and actuarial losses, net of tax expense (in Shares) | |||||||
Issuance of restricted stock, net of forfeitures | |||||||
Issuance of restricted stock, net of forfeitures (in Shares) | 226 | ||||||
Currency translation adjustments | 3,823 | 3,823 | |||||
Currency translation adjustments (in Shares) | |||||||
Balance at Dec. 26, 2020 | $ 260 | 434,346 | (510) | 833,898 | $ (63,187) | 1,204,807 | |
Balance (in Shares) at Dec. 26, 2020 | 26,011,098 | (881,096) | |||||
Balance at Apr. 03, 2021 | $ 261 | 445,073 | (10,409) | 858,852 | $ (63,826) | 1,229,951 | |
Balance (in Shares) at Apr. 03, 2021 | 26,110,320 | (884,701) | |||||
Net income/(loss) | 25,999 | 25,999 | |||||
Share-based compensation | 5,772 | 5,772 | |||||
Repurchase of common stock | $ (6,264) | (6,264) | |||||
Repurchase of common stock (in Shares) | (31,572) | ||||||
Exercise of equity awards | $ 2 | 16,679 | 16,681 | ||||
Exercise of equity awards (in Shares) | 135,518 | ||||||
Change in net prior service cost and actuarial losses, net of tax expense | 318 | 318 | |||||
Issuance of restricted stock, net of forfeitures | |||||||
Issuance of restricted stock, net of forfeitures (in Shares) | 91,056 | ||||||
Currency translation adjustments | 1,919 | 1,919 | |||||
Balance at Jul. 03, 2021 | $ 263 | 467,524 | (8,172) | 884,851 | $ (70,090) | 1,274,376 | |
Balance (in Shares) at Jul. 03, 2021 | 26,336,894 | (916,273) | |||||
Balance at Apr. 03, 2021 | $ 261 | 445,073 | (10,409) | 858,852 | $ (63,826) | 1,229,951 | |
Balance (in Shares) at Apr. 03, 2021 | 26,110,320 | (884,701) | |||||
Currency translation adjustments | (1,441) | ||||||
Balance at Jan. 01, 2022 | $ 298 | $ 46 | 1,531,552 | (10,896) | 885,456 | $ (71,482) | 2,334,974 |
Balance (in Shares) at Jan. 01, 2022 | 29,798,240 | 4,600,000 | (923,340) | ||||
Balance at Jul. 03, 2021 | $ 263 | 467,524 | (8,172) | 884,851 | $ (70,090) | 1,274,376 | |
Balance (in Shares) at Jul. 03, 2021 | 26,336,894 | (916,273) | |||||
Net income/(loss) | 6,929 | 6,929 | |||||
Share-based compensation | 6,224 | 6,224 | |||||
Preferred stock issuance, net of issuance costs | $ 46 | 445,407 | 445,453 | ||||
Preferred stock issuance, net of issuance costs (in Shares) | 4,600,000 | ||||||
Common stock issuance, net of issuance costs | $ 35 | 605,642 | 605,677 | ||||
Common stock issuance, net of issuance costs (in Shares) | 3,450,000 | ||||||
Preferred stock dividends | (510) | (510) | |||||
Repurchase of common stock | $ (92) | (92) | |||||
Repurchase of common stock (in Shares) | (406) | ||||||
Exercise of equity awards | 131 | 131 | |||||
Exercise of equity awards (in Shares) | 1,332 | ||||||
Change in net prior service cost and actuarial losses, net of tax expense | 318 | 318 | |||||
Issuance of restricted stock, net of forfeitures | |||||||
Issuance of restricted stock, net of forfeitures (in Shares) | (1,064) | ||||||
Currency translation adjustments | (1,409) | (1,409) | |||||
Balance at Oct. 02, 2021 | $ 298 | $ 46 | 1,524,928 | (9,263) | 891,270 | $ (70,182) | 2,337,097 |
Balance (in Shares) at Oct. 02, 2021 | 29,787,162 | 4,600,000 | (916,679) | ||||
Net income/(loss) | (63) | (63) | |||||
Share-based compensation | 6,038 | 6,038 | |||||
Preferred stock issuance, net of issuance costs | (134) | (134) | |||||
Common stock issuance, net of issuance costs | (185) | (185) | |||||
Preferred stock dividends | (5,751) | (5,751) | |||||
Preferred stock dividends (in Shares) | |||||||
Repurchase of common stock | $ (1,300) | (1,300) | |||||
Repurchase of common stock (in Shares) | (6,661) | ||||||
Exercise of equity awards | 905 | 905 | |||||
Exercise of equity awards (in Shares) | 9,759 | ||||||
Change in net prior service cost and actuarial losses, net of tax expense | 318 | 318 | |||||
Issuance of restricted stock, net of forfeitures | |||||||
Issuance of restricted stock, net of forfeitures (in Shares) | 1,319 | ||||||
Currency translation adjustments | (1,951) | (1,951) | |||||
Balance at Jan. 01, 2022 | $ 298 | $ 46 | $ 1,531,552 | $ (10,896) | $ 885,456 | $ (71,482) | $ 2,334,974 |
Balance (in Shares) at Jan. 01, 2022 | 29,798,240 | 4,600,000 | (923,340) |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Unaudited) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | |||||
Jan. 01, 2022 | Oct. 02, 2021 | Jul. 03, 2021 | Dec. 26, 2020 | Sep. 26, 2020 | Jun. 27, 2020 | |
Statement of Stockholders' Equity [Abstract] | ||||||
Net of tax expense | $ 82 | $ 82 | $ 83 | $ 79 | $ 79 | $ 79 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Jan. 01, 2022 | Dec. 26, 2020 | |
Cash flows from operating activities: | ||
Net income | $ 32,865 | $ 64,679 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 37,355 | 24,812 |
Deferred income taxes | 778 | 2,580 |
Amortization of deferred financing costs | 17,600 | 365 |
Share-based compensation | 18,034 | 15,842 |
Loss/(gain) on disposition of assets | 68 | 965 |
Loss on extinguishment of debt | 890 | |
Consolidation, restructuring, and other noncash charges | 2,378 | 2,313 |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable | (5,929) | 23,285 |
Inventory | (8,531) | (4,717) |
Prepaid expenses and other current assets | (10,298) | (251) |
Other noncurrent assets | (225) | (11,724) |
Accounts payable | 34,215 | (11,400) |
Accrued expenses and other current liabilities | 6,003 | (4,575) |
Other noncurrent liabilities | 8,223 | 8,412 |
Net cash provided by operating activities | 133,426 | 110,586 |
Cash flows from investing activities: | ||
Purchase of property, plant and equipment | (21,761) | (8,809) |
Proceeds from sale of assets | 22 | 18 |
Purchase of marketable securities | (29,982) | (75,075) |
Proceeds from sale of marketable securities | 120,483 | |
Acquisition of business, net of cash acquired | (2,908,241) | 245 |
Net cash provided by/(used in) investing activities | (2,839,479) | (83,621) |
Cash flows from financing activities: | ||
Proceeds received from issuance of common stock | 605,492 | |
Proceeds received from issuance of preferred stock | 445,319 | |
Proceeds received from term loans, net of financing costs | 1,286,230 | |
Proceeds received from senior notes, net of financing costs | 494,200 | |
Finance fees paid in connection with credit facilities | (20,000) | |
Repayments of term loans | (9,952) | (3,287) |
Repayments of revolving credit facilities | (773) | |
Repayments of notes payable | (380) | (379) |
Principal payments on finance lease obligations | (679) | |
Exercise of stock options | 17,717 | 6,105 |
Repurchase of common stock | (7,656) | (6,206) |
Net cash provided by/(used in) financing activities | 2,810,291 | (4,540) |
Effect of exchange rate changes on cash | 179 | 512 |
Cash and cash equivalents: | ||
Increase during the period | 104,417 | 22,937 |
Cash and cash equivalents, at beginning of period | 151,086 | 103,255 |
Cash and cash equivalents, at end of period | 255,503 | 126,192 |
Supplemental disclosures of cash flow information: | ||
Income taxes | 12,405 | 12,880 |
Interest | $ 4,925 | $ 737 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Jan. 01, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. Basis of Presentation The interim consolidated financial statements included herein have been prepared by RBC Bearings Incorporated, a Delaware corporation (collectively with its subsidiaries, the “Company”), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. The interim financial statements included with this report have been prepared on a consistent basis with the Company’s audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended April 3, 2021. We condensed or omitted certain information and footnote disclosures normally included in our annual audited financial statements, which we prepared in accordance with U.S. Generally Accepted Accounting Principles (U.S. GAAP). As used in this report, the terms “we,” “us,” “our,” “RBC” and the “Company” mean RBC Bearings Incorporated and its subsidiaries, unless the context indicates another meaning. These statements reflect all adjustments, accruals, and estimates, consisting only of items of a normal recurring nature, that are, in the opinion of management, necessary for the fair presentation of the consolidated financial condition and consolidated results of operations for the interim periods presented. These financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto included in the Annual Report on Form 10-K. The results of operations for the three- and nine-month periods ended January 1, 2022 are not necessarily indicative of the operating results for the entire fiscal year ending April 2, 2022. The three- and nine-month periods ended January 1, 2022 and December 26, 2020 included 13 weeks, 39 weeks, 13 weeks and 39 weeks, respectively. The amounts shown are in thousands, unless otherwise indicated. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Jan. 01, 2022 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies The Company’s significant accounting policies are detailed in “Note 2 - Summary of Significant Accounting Policies” of our Annual Report on Form 10-K for the year ended April 3, 2021. Significant changes to our accounting policies as a result of adopting new accounting standards are discussed below. Recent Accounting Standards Adopted In December 2019, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes In August 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity The adoption of this ASU did not have a material impact on our financial position, results of operations or liquidity. Adoption of this ASU did simplify the accounting of the 5.00% Series A Mandatory Convertible Preferred Stock (“MCPS”) referred to in Note 5 by removing the requirement to assess the financial instrument for beneficial conversion features and clarifying how diluted EPS should be calculated using the “if-converted” method. Refer to Note 6 for further details regarding the “if-converted” method. In October 2021, the FASB issued ASU No. 2021-08, Business Combinations ( Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. Recent Accounting Standards Yet to Be Adopted In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform Facilitation of the Effects of Reference Rate Reform on Financial Reporting Other new pronouncements issued but not effective until after April 2, 2022 are not expected to have a material impact on our financial position, results of operations or liquidity. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 9 Months Ended |
Jan. 01, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | 3. Revenue from Contracts with Customers Disaggregation of Revenue The following table disaggregates total revenue by end market which is how we view our reportable segments (see Note 12): Three Months Ended Nine Months Ended January 1, 2022 December 26, 2020 January 1, 2022 December 26, 2020 Aerospace/Defense $ 93,203 $ 93,267 $ 276,483 $ 299,833 Industrial 173,750 52,594 307,575 148,856 $ 266,953 $ 145,861 $ 584,058 $ 448,689 The following table disaggregates total revenue by geographic origin: Three Months Ended Nine Months Ended January 1, 2022 December 26, 2020 January 1, 2022 December 26, 2020 United States $ 233,900 $ 130,082 $ 517,764 $ 402,808 International 33,053 15,779 66,294 45,881 $ 266,953 $ 145,861 $ 584,058 $ 448,689 The following table illustrates the approximate percentage of revenue recognized for performance obligations satisfied over time versus the amount of revenue recognized for performance obligations satisfied at a point in time: Three Months Ended Nine Months Ended January 1, 2022 December 26, 2020 January 1, 2022 December 26, 2020 Point-in-time 98 % 96 % 97 % 96 % Over time 2 % 4 % 3 % 4 % 100 % 100 % 100 % 100 % Remaining Performance Obligations Remaining performance obligations represent the transaction price of orders meeting the definition of a contract for which work has not been performed or has been partially performed and excludes unexercised contract options. The duration of the majority of our contracts, as defined by ASC Topic 606, is less than one year. The Company has elected to apply the practical expedient, which allows companies to exclude remaining performance obligations with an original expected duration of one year or less. The aggregate amount of the transaction price allocated to remaining performance obligations for such contracts with a duration of more than one year was approximately $289,870 at January 1, 2022. The Company expects to recognize revenue on approximately 59% and 86% of the remaining performance obligations over the next 12 and 24 months, respectively, with the remainder recognized thereafter. Contract Balances Contract Assets (Unbilled Receivables) Contract Liabilities (Deferred Revenue) Accounts Receivable Variable Consideration The amount of consideration to which the Company expects to be entitled in exchange for the goods and services is not generally subject to significant variations. However, the Company does offer certain customers rebates, prompt payment discounts, end-user discounts, the right to return eligible products, and/or other forms of variable consideration. The Company estimates this variable consideration using the expected value amount, which is based on historical experience. The Company includes estimated amounts in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. The Company adjusts the estimate of revenue at the earlier of when the amount of consideration the Company expects to receive changes or when the consideration becomes fixed. Accrued customer rebates were $37,314 and $2,674 at January 1, 2022 and April 3, 2021, respectively, and are included within accrued expenses and other current liabilities on the consolidated balance sheets. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Jan. 01, 2022 | |
Stockholders' Equity Note [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | 4. Accumulated Other Comprehensive Income (Loss) The components of comprehensive income (loss) that relate to the Company are net income, foreign currency translation adjustments, and pension plan and postretirement benefits. The following summarizes the activity within each component of accumulated other comprehensive income (loss), net of taxes: Currency Pension and Total Balance at April 3, 2021 $ 445 $ (10,854 ) $ (10,409 ) Other comprehensive income (loss) before reclassifications (1,441 ) (1,441 ) Amounts recorded in/reclassified from accumulated other comprehensive income (loss) 954 954 Net current period other comprehensive income (loss) (1,441 ) 954 (487 ) Balance at January 1, 2022 $ (996 ) $ (9,900 ) $ (10,896 ) |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Jan. 01, 2022 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | 5. Stockholders’ Equity Preferred Stock We are authorized to issue 10,000,000 shares of preferred stock, $0.01 par value per share, in one or more series and to fix the powers, designations, preferences and relative participating, option or other rights thereof, including dividend rights, conversion rights, voting rights, redemption terms, liquidation preferences and the number of shares constituting any series, without any further vote or action by our stockholders. On September 24, 2021, we completed an offering of 4,600,000 shares of 5.00% Series A Mandatory Convertible Preferred Stock (“MCPS”) in a public offering registered under the Securities Act of 1933, as amended (the “Securities Act”), including 600,000 shares issued pursuant to the full exercise of the option granted to the underwriters of the MCPS offering to purchase additional shares solely to cover over-allotments. The trading symbol for the MCPS is “ROLLP.” The net proceeds from the offering were approximately $445,273 after deducting underwriting discounts and commissions and offering expenses. On November 1, 2021, the Company used the proceeds to fund a portion of the cash purchase price for the acquisition of the Dodge Mechanical Power Transmission business (“Dodge”) from ABB Asea Brown Boveri Ltd. Holders of MCPS are entitled to receive, when, as and if declared by our Board of Directors, or an authorized committee thereof, out of funds legally available for payment, cumulative dividends at the annual rate of 5.00% of the liquidation preference of $100 per share, payable in cash or, subject to certain limitations, by delivery of shares of common stock or any combination of cash and shares of common stock, at our election; provided, however, that any unpaid dividends on the MCPS will continue to accumulate as described in the Certificate of Designations that sets forth the rights, preferences and privileges of the MCPS. During the third quarter of fiscal 2022, the Company had accrued dividends of $5,751, which were included in the dividend payment to be made on January 15, 2022. The MCPS has a liquidation preference of $100 per share plus accrued and unpaid dividends. As of January 1, 2022, the MCPS had an aggregate liquidation preference of $466,261. Subject to certain exceptions, no dividend or distribution will be declared or paid on shares of our common stock, and no common stock will be purchased, redeemed or otherwise acquired for consideration by us or any of our subsidiaries unless, in each case, all accumulated and unpaid dividends for all preceding dividend periods have been declared and paid, or a sufficient amount of cash or number of shares of common stock has been set apart for the payment of such dividends, on all outstanding shares of MCPS. In the event of our voluntary or involuntary liquidation, winding-up or dissolution, no distribution of our assets may be made to holders of our common stock until we have paid holders of MCPS, each of which will be entitled to receive a liquidation preference in the amount of $100 per share plus accumulated and unpaid dividends. Unless earlier converted or redeemed, each share of MCPS will automatically convert, for settlement on or about October 15, 2024, into between 0.4413 and 0.5405 shares of common stock, subject to customary anti-dilution adjustments. The conversion rate that will apply to mandatory conversions will be determined based on the average of the daily volume-weighted average prices over the 20 consecutive trading days beginning on, and including, the 21st scheduled trading day immediately before October 15, 2024. The conversion rate applicable to mandatory conversions may in certain circumstances be increased to compensate holders of the MCPS for certain unpaid accumulated dividends. Common Stock We are authorized to issue 60,000,000 shares of common stock, $0.01 par value per share. Holders of common stock are entitled to one vote per share. Holders of common stock are entitled to receive dividends, if and when declared by our Board of Directors, and to share ratably in our assets legally available for distribution to our stockholders in the event of liquidation after giving effect to any liquidation preference for the benefit of the MCPS or any other preferred stock then outstanding. Holders of common stock have no preemptive, subscription, redemption, or conversion rights. The holders of common stock do not have cumulative voting rights. The holders of a majority of the shares of common stock can elect all of the directors and can control our management and affairs. On September 24, 2021, we completed an offering of 3,450,000 shares of common stock in a public offering registered under the Securities Act at an offering price of $185 per share, including 450,000 shares issued pursuant to the full exercise of the option granted to the underwriters of the offering to purchase additional shares. The net proceeds from the offering were approximately $605,457 after deducting underwriting discounts and commissions and offering expenses. On November 1, 2021, the Company used the proceeds to fund a portion of the cash purchase price for the acquisition of Dodge. |
Net Income Per Share Available
Net Income Per Share Available to Common Stockholders | 9 Months Ended |
Jan. 01, 2022 | |
Earnings Per Share [Abstract] | |
Net Income Per Share Available to Common Stockholders | 6. Net Income Per Share Available to Common Stockholders Basic net income per share available to common stockholders is computed by dividing net income available to common stockholders by the weighted-average number of common shares outstanding. Diluted net income per share available to common stockholders is computed by dividing net income available to common stockholders by the sum of the weighted-average number of common shares and dilutive common share equivalents then outstanding using the treasury stock method. Common share equivalents consist of the incremental common shares issuable upon the exercise of stock options and the conversion of MCPS to common shares. We exclude outstanding stock options, stock awards and the MCPS from the calculations if the effect would be anti-dilutive. The dilutive effect of the MCPS is calculated using the if-converted method. The if-converted method assumes that these securities were converted to shares of common stock at the later of the September 24, 2021 issuance date or the beginning of the reporting period to the extent that the effect is dilutive. If the effect is anti-dilutive, we calculate net income per share available to common stockholders by adjusting net income in the numerator for the effect of the cumulative MCPS dividends for the respective period. For the three- and nine-month periods ended January 1, 2022, the effect of assuming the conversion of the 4,600,000 shares of MCPS into shares of common stock was anti-dilutive, and therefore excluded from the calculation of diluted earnings per share available to common stockholders. Accordingly, net income was reduced by cumulative MCPS dividends, as presented in our consolidated statement of operations, for purposes of calculating net income available to common stockholders. For the three months ended January 1, 2022, all employee stock options and restricted shares were excluded from the calculation of diluted earnings per share available to common stockholders as the Company generated a loss for the period. For the nine months ended January 1, 2022, 164,265 employee stock options and 200 restricted shares were excluded from the calculation of diluted earnings per share available to common stockholders. For the three months ended December 26, 2020, 443,294 employee stock options and 1,000 restricted shares were excluded from the calculation of diluted earnings per share available to common stockholders. For the nine months ended December 26, 2020, 480,631 employee stock options and 1,280 restricted shares were excluded from the calculation of diluted earnings per share available to common stockholders. The inclusion of these employee stock options and restricted shares would have been anti-dilutive. The table below reflects the calculation of weighted-average shares outstanding for each period presented as well as the computation of basic and diluted net income per share available to common stockholders. Since we were in a loss position for the three months ended January 1, 2022, basic net loss per share was the same as diluted net loss per share. Three Months Ended Nine months Ended January 1, 2022 December 26, 2020 January 1, 2022 December 26, 2020 Net income/(loss) $ (63 ) $ 21,569 $ 32,865 $ 64,679 Preferred stock dividends 5,751 — 6,261 — Net income/(loss) available to common stockholders $ (5,814 ) $ 21,569 $ 26,604 $ 64,679 Denominator for basic net income/(loss) per share available to common stockholders — weighted-average shares outstanding 28,618,495 24,861,792 26,379,984 24,816,451 Effect of dilution due to employee stock awards — 199,020 284,006 169,397 Effect of dilution due to MCPS — — — — Denominator for diluted net income/(loss) per share available to common stockholders — weighted-average shares outstanding 28,618,495 25,060,812 26,663,990 24,985,848 Basic net income/(loss) per share available to common stockholders $ (0.20 ) $ 0.87 $ 1.01 $ 2.61 Diluted net income/(loss) per share available to common stockholders $ (0.20 ) $ 0.86 $ 1.00 $ 2.59 |
Cash and Cash Equivalents
Cash and Cash Equivalents | 9 Months Ended |
Jan. 01, 2022 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents | 7. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. The Company maintains its cash accounts primarily with Bank of America, N.A., JPMorgan Chase & Co., HSBC Holdings plc, Credit Suisse Group AG, and Wells Fargo & Company. The Company has not experienced any losses in such accounts. |
Inventory
Inventory | 9 Months Ended |
Jan. 01, 2022 | |
Inventory Disclosure [Abstract] | |
Inventory | 8. Inventory Inventories are stated at the lower of cost or net realizable value, using the first-in, first-out method, and are summarized below: January 1, April 3, 2021 Raw materials $ 106,737 $ 57,764 Work in process 117,063 86,183 Finished goods 286,375 220,200 $ 510,175 $ 364,147 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Jan. 01, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 9. Goodwill and Intangible Assets Goodwill Goodwill balances, by segment, consist of the following: Plain Roller Ball Engineered Products Aerospace/Defense Industrial Total April 3, 2021 $ 79,597 $ 16,007 $ 5,623 $ 176,309 — — $ 277,536 Allocation in the third quarter of fiscal 2022 (1) (79,597 ) (16,007 ) (5,623 ) (176,309 ) 194,124 83,412 — Acquisition (2) — — — — — 1,611,470 1,611,470 Translation adjustments — — — — — (2,132 ) (2,132 ) January 1, 2022 — — — — $ 194,124 $ 1,692,750 $ 1,886,874 (1) Represents reallocation of goodwill as a result of our change in segments in the third quarter of fiscal 2022. See Note 12 for further details. (2) Goodwill associated with the acquisition of Dodge discussed further in Note 13. We evaluate our reportable operating segments periodically, as well as when changes in our operating segments occur. For changes in reportable segments, we reassign goodwill using a relative fair value allocation approach as mentioned in tickmark 1 above. As a result of this change in segments during the quarter, the Company performed an interim goodwill impairment analysis and determined that the estimated fair values of the segments exceeded their carrying values (including goodwill). As such, there was no impairment as a result of this change. Intangible Assets January 1, 2022 April 3, 2021 Weighted Gross Accumulated Gross Accumulated Product approvals 24 $ 50,878 $ 16,199 $ 50,878 $ 14,691 Customer relationships and lists (1) 24 1,294,952 39,999 109,762 28,253 Trade names (1) 25 216,346 12,786 16,333 10,392 Distributor agreements 5 722 722 722 722 Patents and trademarks 16 12,545 6,594 11,612 6,211 Domain names 10 437 437 437 437 Other (1) 3 5,521 4,230 3,745 2,665 1,581,401 80,967 193,489 63,371 Non-amortizable repair station certifications n/a 24,281 — 24,281 — Total 24 $ 1,605,682 $ 80,967 $ 217,770 $ 63,371 (1) Includes $1,185,000 of customer relationships, $200,000 of trade names and $82 of software intangibles resulting from the Dodge acquisition. Amortization expense for definite-lived intangible assets during the three-month periods ended January 1, 2022 and December 26, 2020 were $12,133 and $2,594, respectively. Amortization expense for definite-lived intangible assets during the nine-month periods ended January 1, 2022 and December 26, 2020 were $17,542 and $7,683, respectively. Estimated amortization expense for the remainder of fiscal 2022 and the five succeeding fiscal years and thereafter is as follows: Remainder of Fiscal 2022 $ 16,735 Fiscal 2023 67,403 Fiscal 2024 67,273 Fiscal 2025 66,570 Fiscal 2026 64,081 Fiscal 2027 63,489 Fiscal 2028 and thereafter 1,154,883 |
Debt
Debt | 9 Months Ended |
Jan. 01, 2022 | |
Debt Disclosure [Abstract] | |
Debt | 10. Debt The balances payable under all borrowing facilities are as follows: January 1, 2022 April 3, 2021 Revolver and term loan facilities $ 1,302,082 $ 11,657 Senior notes 500,000 — Debt issuance costs (22,298 ) (1,216 ) Other 10,469 5,666 Total debt 1,790,253 16,107 Less: current portion 63,519 2,612 Long-term debt $ 1,726,734 $ 13,495 The current portion of long-term debt as of January 1, 2022 included the current portion of the Term Loan Facility, a mortgage held at one of our foreign entities and a note payable for purchased equipment. The current portion of long-term debt as of April 3, 2021 included the current portion of the Foreign Term Loan and a mortgage held at one of our foreign entities. Domestic Credit Facility On November 1, 2021 RBC Bearings Incorporated, our top holding company, and our Roller Bearing Company of America, Inc. subsidiary (“RBCA”) entered into a Credit Agreement (the “New Credit Agreement”) with Wells Fargo Bank, National Association (“Wells Fargo”), as Administrative Agent, Collateral Agent, Swingline Lender and Letter of Credit Issuer and the other lenders party thereto, and terminated the Company’s prior Credit Agreement, which was entered into with Wells Fargo in 2015 (the “2015 Credit Agreement”). The New Credit Agreement provides the Company with (a) a $1,300,000 term loan facility (the “Term Loan Facility”), which was used to fund a portion of the cash purchase price for the acquisition of Dodge and to pay related fees and expenses, and (b) a $500,000 revolving credit facility (the “Revolving Credit Facility” and together with the Term Loan Facility, the “Facilities”). Debt issuance costs associated with the New Credit Agreement totaled $14,947 and will be amortized over the life of the New Credit Agreement. When the 2015 Credit Agreement was terminated the Company wrote off $890 of previously unamortized debt issuance costs. Amounts outstanding under the Facilities generally bear interest at either, at the Company’s option, (a) a base rate determined by reference to the higher of (i) Wells Fargo’s prime lending rate, (ii) the federal funds effective rate plus 1/2 of 1.00% and (iii) the one-month LIBOR rate plus 1.00% or (b) the LIBOR rate plus a specified margin, depending on the type of borrowing being made. The applicable margin is based on the Company's consolidated ratio of total net debt to consolidated EBITDA from time to time. Currently, the Company's margin is 0.75% for base rate loans and 1.75% for LIBOR rate loans. The Facilities are subject to a “LIBOR” floor of 0.00% and contain “hard-wired” LIBOR replacement provisions as set forth in the New Credit Agreement. We are also required to pay a commitment fee on the unutilized portion of the Revolving Credit Facility as well as letter of credit fees on any amounts secured by the revolver. As of January 1, 2022, the Company’s commitment fee rate is 0.25% and the letter of credit fee rate is 1.75%. The Term Loan Facility and the Revolving Credit Facility will mature on November 2, 2026 (the “Maturity Date”). The Company can elect to prepay some or all of the outstanding balance from time to time without penalty. Commencing one full fiscal quarter after the execution of the New Credit Agreement, the Term Loan Facility will amortize in quarterly installments with the balance payable on the Maturity Date unless otherwise extended in accordance with the terms of the Term Loan Facility. The required future principal payments are approximately $16,250 for the remainder of fiscal 2022, $65,000 for fiscal 2023, $73,125 for fiscal 2024, $105,625 for fiscal 2025, $138,125 for fiscal 2026 and $901,875 for fiscal 2027. The New Credit Agreement requires the Company to comply with various covenants, including the following financial covenants beginning with the test period ending December 31, 2021: (a) a maximum Total Net Leverage Ratio of 5.50:1.00, which maximum Total Net Leverage Ratio shall decrease during certain subsequent test periods as set forth in the New Credit Agreement (provided that, no more than once during the term of the Facilities, such maximum ratio applicable at such time may be increased by the Borrower by 0.50:1.00 for a period of 12 months after the consummation of a material acquisition), and (b) a minimum Interest Coverage Ratio of 2.00:1.00. The New Credit Agreement allows the Company to, among other things, make distributions to shareholders, repurchase its stock, incur other debt or liens, or acquire or dispose of assets provided that the Company complies with certain requirements and limitations of the New Credit Agreement. The Company’s domestic subsidiaries have guaranteed the Company’s obligations under the New Credit Agreement, and the Company’s obligations and the domestic subsidiaries’ guaranty are secured by a pledge of substantially all of the domestic assets of the Company and its domestic subsidiaries. As of January 1, 2022, $1,300,000 was outstanding under the Term Loan Facility and approximately $3,550 of the Revolving Credit Facility was being utilized to provide letters of credit to secure the Company’s obligations relating to certain insurance programs, and the Company had the ability to borrow up to an additional $496,450 under the Revolving Credit Facility. The Term Loan is reported at carrying value on the consolidated balance sheets. As the Term Loan is variable-rate debt, the carrying value approximates fair value. The Term Loan is classified within Level 2 of the fair value hierarchy. Senior Notes On October 7, 2021, RBCA issued $500,000 aggregate principal amount of 4.375% Senior Notes due 2029 (the “Senior Notes”). The net proceeds from the issuance of the Senior Notes were approximately $491,992 after deducting initial purchasers’ discounts and commissions and offering expenses. On November 1, 2021, the Company used the proceeds to fund a portion of the cash purchase price for the acquisition of Dodge. The Senior Notes were issued pursuant to an indenture, dated as of October 7, 2021 (the “Indenture”), between RBCA and Wilmington Trust, National Association, as trustee. The Indenture contains covenants limiting the ability of the Company to (i) incur additional indebtedness or guarantee indebtedness, (ii) declare or pay dividends, redeem stock or make other distributions to stockholders, (iii) make investments, (iv) create liens or use assets as security in other transactions, (v) merge or consolidate, or sell, transfer, lease or dispose of substantially all of its assets, (vi) enter into transactions with affiliates, and (vii) sell or transfer certain assets. These covenants contain various exceptions, limitations and qualifications. At any time that the Senior Notes are rated investment grade, certain covenants will be suspended. The Senior Notes are guaranteed jointly and severally on a senior unsecured basis by RBC Bearings and certain of RBCA’s existing and future wholly-owned domestic subsidiaries that also guarantee the New Credit Agreement. Interest on the Senior Notes accrues from October 7, 2021 at a rate of 4.375% and will be payable semi–annually in cash in arrears on April 15 and October 15 of each year, commencing April 15, 2022. The Senior Notes will mature on October 15, 2029. The Company may redeem some or all of the Senior Notes at any time on or after October 15, 2024 at the redemption prices set forth in the Indenture, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. The Company may also redeem up to 40% of the Senior Notes using the proceeds of certain equity offerings completed before October 15, 2024, at a redemption price equal to 104.375% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. In addition, at any time prior to October 15, 2024, the Company may redeem some or all of the Senior Notes at a price equal to 100% of the principal amount, plus a “make–whole” premium, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Company sells certain of its assets or experiences specific kinds of changes in control, the Company must offer to purchase the Senior Notes. The Senior Notes are reported at carrying value on the consolidated balance sheets. The fair value of the Senior Notes as of January 1, 2022 was $510,790 and was computed based on quoted market prices (observable inputs). The Senior Notes are classified within Level 2 of the fair value hierarchy. Foreign Term Loan and Revolving Credit Facility On August 15, 2019, one of our foreign subsidiaries, Schaublin SA (“Schaublin”), entered into two separate credit agreements (the “Foreign Credit Agreements”) with Credit Suisse (Switzerland) Ltd. to (i) finance the acquisition of Swiss Tool, and (ii) provide future working capital. The Foreign Credit Agreements provided Schaublin with a CHF 15,000 (approximately $15,383) term loan (the “Foreign Term Loan”), which expires on July 31, 2024 and a CHF 15,000 (approximately $15,383) revolving credit facility (the “Foreign Revolver”), which continues in effect until terminated by either Schaublin or Credit Suisse. Debt issuance costs associated with the Foreign Credit Agreements totaled CHF 270 (approximately $277) and will be amortized throughout the life of the Foreign Credit Agreements. As of January 1, 2022, approximately $76 in unamortized debt issuance costs remained. Amounts outstanding under the Foreign Term Loan and the Foreign Revolver generally bear interest at LIBOR plus a specified margin. The applicable margin is based on Schaublin’s ratio of total net debt to consolidated EBITDA at each measurement date. Currently, Schaublin’s margin is 1.00%. The Foreign Credit Agreements require Schaublin to comply with various covenants, which are tested annually on March 31. These covenants include, among other things, a financial covenant to maintain a ratio of consolidated net debt to adjusted EBITDA not greater than 2.50 to 1 as of March 31, 2021 and thereafter. Schaublin is also required to maintain an economic equity of CHF 20,000 at all times. The Foreign Credit Agreements allow Schaublin to, among other things, incur other debt or liens and acquire or dispose of assets provided that Schaublin complies with certain requirements and limitations of the Foreign Credit Agreements. As of January 1, 2022, Schaublin was in compliance with all such covenants. Schaublin’s parent company, Schaublin Holding, has guaranteed Schaublin’s obligations under the Foreign Credit Agreements. Schaublin Holding’s guaranty and the Foreign Credit Agreements are secured by a pledge of the capital stock of Schaublin. In addition, the Foreign Term Loan is secured with pledges of the capital stock of the top company and the two operating companies in the Swiss Tool System group of companies. As of January 1, 2022, there was approximately $2,082 outstanding under the Foreign Term Loan and no amounts outstanding under the Foreign Revolver, and Schaublin had the ability to borrow up to $16,439 under the Foreign Revolver. Schaublin’s required future principal payments are approximately $0 for the remainder of fiscal 2022, $0 for fiscal 2023 through fiscal 2024 and $2,082 for fiscal 2025. |
Income Taxes
Income Taxes | 9 Months Ended |
Jan. 01, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes The Company files income tax returns in numerous U.S. and foreign jurisdictions, with returns subject to examination for varying periods, but generally back to and including the year ending April 2, 2005. The Company is no longer subject to U.S. federal tax examination by the Internal Revenue Service for years ending before March 31, 2018. The effective income tax rates for the three-month periods ended January 1, 2022 and December 26, 2020 were 105.6% and 17.9%, respectively. In addition to discrete items, the effective income tax rates for these periods are different from the U.S. statutory rates due to the foreign-derived intangible income provision and U.S. credit for increasing research activities, which decrease the rate, and state income taxes, which increase the rate. The effective rate is higher in the three-month period ended January 1, 2022 because of non-deductible transaction costs incurred in connection with the Dodge acquisition and executive compensation deductions that may be disallowed under Section 162(m). The effective income tax rate for the three-month period ended January 1, 2022 of 105.6% includes $473 of tax benefits associated with share-based compensation partially offset by $146 of other items. The effective income tax rate without discrete items for the three-month period ended January 1, 2022 would have been 134.6%. The effective income tax rate for the three-month period ended December 26, 2020 of 17.9% included $1,003 of tax benefits associated with share-based compensation. The effective income tax rate without discrete items for the three-month period ended December 26, 2020 would have been 21.4%. The Company believes it is reasonably possible that some of its unrecognized tax positions may be effectively settled within the next twelve months due to the closing of audits and the statute of limitations expiring in varying jurisdictions. The decrease in the Company’s unrecognized tax positions reserve, pertaining primarily to federal and state credits and state tax, is estimated to be approximately $1,429 over the next 12 months. The effective income tax rate for the nine-month period ended January 1, 2022 was 24.7% compared to 19.6% for the nine-month period ended December 26, 2020. The effective income tax rate for the nine-month period ended January 1, 2022 of 24.7% includes $2,703 of tax benefits associated with share-based compensation and partially offset by the establishment of a $1,853 valuation allowance for capital loss carryforwards we do not expect to recognize. The effective income tax rate without these benefits and other items for the nine-month period ended January 1, 2022 would have been 26.4%. The effective income tax rate for the nine-month period ended December 26, 2020 of 19.6% included $1,682 of tax benefits associated with share-based compensation. The effective income tax rate without these benefits and other items for the nine-month period ended December 26, 2020 would have been 21.5%. |
Reportable Segments
Reportable Segments | 9 Months Ended |
Jan. 01, 2022 | |
Segment Reporting [Abstract] | |
Reportable Segments | 12. Reportable Segments The Company previously reported its financial results under four operating segments: Plain Bearings; Roller Bearings; Ball Bearings; and Engineered Products. During the third quarter of fiscal 2022, the Company completed the acquisition of Dodge, which has resulted in a change in the internal organization of the Company and how its chief operating decision maker makes operating decisions, assesses the performance of the business, and allocates resources. Accordingly, the Company’s financial results will now be reported in two new reportable operating segments: Aerospace/Defense and Industrial: Aerospace/Defense. Industrial. Financial information for fiscal 2021 has been recast to conform to the new segment presentation. Segment performance is evaluated based on segment net sales and gross margin. Items not allocated to segment operating income include corporate administrative expenses and certain other amounts. Three Months Ended Nine Months Ended January 1, 2022 December 26, 2020 January 1, 2022 December 26, 2020 Net External Sales Aerospace/Defense $ 93,203 $ 93,267 $ 276,483 $ 299,833 Industrial 173,750 52,594 307,575 148,856 $ 266,953 $ 145,861 $ 584,058 $ 448,689 Gross Margin Aerospace/Defense $ 37,486 $ 38,056 $ 112,666 $ 121,960 Industrial 55,859 17,532 106,916 49,677 $ 93,345 $ 55,588 $ 219,582 $ 171,637 Selling, General & Administrative Expenses Aerospace/Defense $ 7,114 $ 7,116 $ 21,646 $ 21,483 Industrial 18,168 4,396 29,836 13,019 Corporate 17,914 14,227 51,190 44,089 $ 43,196 $ 25,739 $ 102,672 $ 78,591 Operating Income Aerospace/Defense $ 28,543 $ 28,630 $ 84,629 $ 93,646 Industrial 23,197 12,904 62,414 35,247 Corporate (37,369 ) (14,993 ) (74,826 ) (47,175 ) $ 14,371 $ 26,541 $ 72,217 $ 81,718 January 1, April 3, Total Assets Aerospace/Defense $ 856,071 $ 792,280 Industrial 3,818,541 357,353 Corporate 200,438 284,627 $ 4,875,050 $ 1,434,260 |
Dodge Acquisition
Dodge Acquisition | 9 Months Ended |
Jan. 01, 2022 | |
Dodge Acquisition [Abstract] | |
Dodge Acquisition | 13. Dodge Acquisition On November 1, 2021, the Company completed the acquisition of Dodge for approximately $2,908,241, net of cash acquired and subject to certain adjustments. The purchase price was paid with (i) $1,285,053 of borrowing under the Term Loan Facility, net of issuance costs (see Note 10), (ii) $1,050,730 of net proceeds from the common stock and MCPS offerings (see Note 5), (iii) $491,992 of net proceeds from the Senior Notes offering (see Note 10), and (iv) approximately $80,466 of cash on hand. In the acquisition, the Company purchased 100% of the capital stock of certain entities, including Dodge Mechanical Power Transmission Company Inc. (now known as Dodge Industrial, Inc.), and certain other assets relating to ABB Asea Brown Boveri Ltd’s mechanical power transmission business. With headquarters in Greenville, South Carolina, Dodge is a leading manufacturer of mounted bearings and mechanical products with market-leading brand recognition. Dodge manufactures a complete line of mounted bearings, enclosed gearing and power transmission components across a diverse set of industrial end markets. Dodge primarily operates across the construction and mining aftermarket, and the food & beverage, warehousing and general machinery verticals, with sales predominately in the Americas. When the Company entered into the Dodge acquisition agreement in July 2021, its obligation to pay the purchase price was supported by a $2,800,000 bridge financing commitment (the “Bridge Commitment”), which was replaced prior to the closing of the acquisition by the equity and debt financings described in Notes 5 and 10 and cash on hand. Acquisition costs incurred in the three- and nine- month periods ended January 1, 2022 totaled $20,141 and $21,574 and were recorded as period expenses and included within other, net within the consolidated statements of operations. This acquisition was accounted for as a purchase transaction. The preliminary purchase price allocation is subject to change pending a final valuation of the assets and liabilities acquired. The assets acquired and liabilities assumed were recorded based on their fair values at the date of acquisition as follows: November 1, Cash and cash equivalents $ 81,868 Accounts receivable 83,532 Inventory 137,652 Prepaid expenses and other current assets 1,261 Property, plant and equipment 168,606 Operating lease assets 9,768 Goodwill 1,611,470 Other intangible assets 1,385,082 Other noncurrent assets 2,714 Accounts payable 69,757 Accrued rebates 29,352 Accrued expenses and other current liabilities 43,948 Deferred tax liabilities 289,792 Other noncurrent liabilities 58,995 Net assets acquired 2,990,109 Less cash received 81,868 Net consideration $ 2,908,241 The goodwill associated with this acquisition is the result of expected synergies from combining the operations of the acquired business with the Company’s operations and intangible assets that do not qualify for separate recognition, such as an assembled workforce. The majority of goodwill is not deductible for tax purposes. The fair value of the identifiable intangible assets of $1,385,082, consisting primarily of customer relationships and trade name, was determined using the income approach. Specifically, a multi-period, excess earnings method was utilized for the customer relationships and the relief-from-royalty method was utilized for the trade name. The fair value of the customer relationships, $1,185,000, is being amortized based on the economic pattern of benefit over a period of 24 years; the fair value of the trade name, $200,000, is being amortized on a straight-line basis over a 26 year term. These amortization periods represent the estimated useful lives of the assets. The results of operations for Dodge have been included in the Company’s financial statements for the period subsequent to the completion of the acquisition on November 1, 2021. Dodge contributed $109,976 of revenue and $5,348 of operating income for the quarter ended January 1, 2022. The following table reflects the unaudited pro forma operating results of the Company for the three- and nine-month fiscal periods ended January 1, 2022 and December 26, 2020, which gives effect to the acquisition of Dodge as if the Company had been acquired on March 29, 2020. The pro forma results are based on assumptions that the Company believes are reasonable under the circumstances. The pro forma results are not necessarily indicative of the operating results that would have occurred had the acquisitions been effective March 29, 2020, nor are they intended to be indicative of results that may occur in the future. The underlying pro forma information includes the historical financial results of the Company and the acquired business adjusted for certain items such as amortization of acquired intangible assets and acquisition costs incurred. The pro forma information does not include the effects of any synergies, cost reduction initiatives or anticipated integration costs related to the acquisitions. Three Months Ended Nine Months Ended January 1, 2022 December 26, 2020 January 1, 2022 December 26, 2020 Net sales $ 319,100 $ 287,116 $ 968,680 $ 852,757 Net income $ 17,958 $ 25,013 $ 72,623 $ 40,764 Basic net income per share available to common stockholders $ 0.45 $ 0.72 $ 2.27 $ 1.28 Diluted net income per share available to common stockholders $ 0.45 $ 0.72 $ 2.25 1.27 Upon closing, the Company entered into a transition services agreement ("TSA") with ABB, pursuant to which ABB agreed to support the information technology, human resources and benefits, finance, tax and treasury functions of the Dodge business for six to twelve months. The Company has the option to extend the support period for up to a maximum of an additional year for certain IT services. RBC has the right to terminate individual services at any point over the renewal term. All services are expected to be terminated by the end of the second quarter of fiscal 2023. Since the purchase of the Dodge business, costs associated with the TSA were $3,325 through January 1, 2022 and were included in other, net on the Company's consolidated statement of operations. The acquisition of Dodge resulted in additional lease obligations. The Company’s total lease obligations, including leases acquired, are $3,029 for the remainder of fiscal 2022, $11,880 for fiscal 2023, $10,093 for fiscal 2024, $8,605 for fiscal 2025, $8,024 for fiscal 2026, $8,175 for fiscal 2027 and $71,063 thereafter. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Jan. 01, 2022 | |
Accounting Policies [Abstract] | |
Recent Accounting Standards Adopted | Recent Accounting Standards Adopted In December 2019, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes In August 2020, the FASB issued ASU No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity The adoption of this ASU did not have a material impact on our financial position, results of operations or liquidity. Adoption of this ASU did simplify the accounting of the 5.00% Series A Mandatory Convertible Preferred Stock (“MCPS”) referred to in Note 5 by removing the requirement to assess the financial instrument for beneficial conversion features and clarifying how diluted EPS should be calculated using the “if-converted” method. Refer to Note 6 for further details regarding the “if-converted” method. In October 2021, the FASB issued ASU No. 2021-08, Business Combinations ( Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. |
Recent Accounting Standards Yet to Be Adopted | Recent Accounting Standards Yet to Be Adopted In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform Facilitation of the Effects of Reference Rate Reform on Financial Reporting Other new pronouncements issued but not effective until after April 2, 2022 are not expected to have a material impact on our financial position, results of operations or liquidity. |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 9 Months Ended |
Jan. 01, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of disaggregates total revenue by reportable segments | Three Months Ended Nine Months Ended January 1, 2022 December 26, 2020 January 1, 2022 December 26, 2020 Aerospace/Defense $ 93,203 $ 93,267 $ 276,483 $ 299,833 Industrial 173,750 52,594 307,575 148,856 $ 266,953 $ 145,861 $ 584,058 $ 448,689 |
Schedule of disaggregates total revenue by geographic origin | Three Months Ended Nine Months Ended January 1, 2022 December 26, 2020 January 1, 2022 December 26, 2020 United States $ 233,900 $ 130,082 $ 517,764 $ 402,808 International 33,053 15,779 66,294 45,881 $ 266,953 $ 145,861 $ 584,058 $ 448,689 |
Schedule of percentage of revenue recognized for performance obligations satisfied over time versus the amount of revenue recognized | Three Months Ended Nine Months Ended January 1, 2022 December 26, 2020 January 1, 2022 December 26, 2020 Point-in-time 98 % 96 % 97 % 96 % Over time 2 % 4 % 3 % 4 % 100 % 100 % 100 % 100 % |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Jan. 01, 2022 | |
Stockholders' Equity Note [Abstract] | |
Schedule of accumulated other comprehensive income (loss), net of taxes | Currency Pension and Total Balance at April 3, 2021 $ 445 $ (10,854 ) $ (10,409 ) Other comprehensive income (loss) before reclassifications (1,441 ) (1,441 ) Amounts recorded in/reclassified from accumulated other comprehensive income (loss) 954 954 Net current period other comprehensive income (loss) (1,441 ) 954 (487 ) Balance at January 1, 2022 $ (996 ) $ (9,900 ) $ (10,896 ) |
Net Income Per Share Availabl_2
Net Income Per Share Available to Common Stockholders (Tables) | 9 Months Ended |
Jan. 01, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of basic and diluted net income per common share | Three Months Ended Nine months Ended January 1, 2022 December 26, 2020 January 1, 2022 December 26, 2020 Net income/(loss) $ (63 ) $ 21,569 $ 32,865 $ 64,679 Preferred stock dividends 5,751 — 6,261 — Net income/(loss) available to common stockholders $ (5,814 ) $ 21,569 $ 26,604 $ 64,679 Denominator for basic net income/(loss) per share available to common stockholders — weighted-average shares outstanding 28,618,495 24,861,792 26,379,984 24,816,451 Effect of dilution due to employee stock awards — 199,020 284,006 169,397 Effect of dilution due to MCPS — — — — Denominator for diluted net income/(loss) per share available to common stockholders — weighted-average shares outstanding 28,618,495 25,060,812 26,663,990 24,985,848 Basic net income/(loss) per share available to common stockholders $ (0.20 ) $ 0.87 $ 1.01 $ 2.61 Diluted net income/(loss) per share available to common stockholders $ (0.20 ) $ 0.86 $ 1.00 $ 2.59 |
Inventory (Tables)
Inventory (Tables) | 9 Months Ended |
Jan. 01, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory | January 1, April 3, 2021 Raw materials $ 106,737 $ 57,764 Work in process 117,063 86,183 Finished goods 286,375 220,200 $ 510,175 $ 364,147 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Jan. 01, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill balances, by segment | Plain Roller Ball Engineered Products Aerospace/Defense Industrial Total April 3, 2021 $ 79,597 $ 16,007 $ 5,623 $ 176,309 — — $ 277,536 Allocation in the third quarter of fiscal 2022 (1) (79,597 ) (16,007 ) (5,623 ) (176,309 ) 194,124 83,412 — Acquisition (2) — — — — — 1,611,470 1,611,470 Translation adjustments — — — — — (2,132 ) (2,132 ) January 1, 2022 — — — — $ 194,124 $ 1,692,750 $ 1,886,874 (1) Represents reallocation of goodwill as a result of our change in segments in the third quarter of fiscal 2022. See Note 12 for further details. (2) Goodwill associated with the acquisition of Dodge discussed further in Note 13. |
Schedule of intangible assets | January 1, 2022 April 3, 2021 Weighted Gross Accumulated Gross Accumulated Product approvals 24 $ 50,878 $ 16,199 $ 50,878 $ 14,691 Customer relationships and lists (1) 24 1,294,952 39,999 109,762 28,253 Trade names (1) 25 216,346 12,786 16,333 10,392 Distributor agreements 5 722 722 722 722 Patents and trademarks 16 12,545 6,594 11,612 6,211 Domain names 10 437 437 437 437 Other (1) 3 5,521 4,230 3,745 2,665 1,581,401 80,967 193,489 63,371 Non-amortizable repair station certifications n/a 24,281 — 24,281 — Total 24 $ 1,605,682 $ 80,967 $ 217,770 $ 63,371 (1) Includes $1,185,000 of customer relationships, $200,000 of trade names and $82 of software intangibles resulting from the Dodge acquisition. |
Schedule of estimated amortization expense | Remainder of Fiscal 2022 $ 16,735 Fiscal 2023 67,403 Fiscal 2024 67,273 Fiscal 2025 66,570 Fiscal 2026 64,081 Fiscal 2027 63,489 Fiscal 2028 and thereafter 1,154,883 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Jan. 01, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of balances payable under borrowing facilities | January 1, 2022 April 3, 2021 Revolver and term loan facilities $ 1,302,082 $ 11,657 Senior notes 500,000 — Debt issuance costs (22,298 ) (1,216 ) Other 10,469 5,666 Total debt 1,790,253 16,107 Less: current portion 63,519 2,612 Long-term debt $ 1,726,734 $ 13,495 |
Reportable Segments (Tables)
Reportable Segments (Tables) | 9 Months Ended |
Jan. 01, 2022 | |
Segment Reporting [Abstract] | |
Schedule of segment information | Three Months Ended Nine Months Ended January 1, 2022 December 26, 2020 January 1, 2022 December 26, 2020 Net External Sales Aerospace/Defense $ 93,203 $ 93,267 $ 276,483 $ 299,833 Industrial 173,750 52,594 307,575 148,856 $ 266,953 $ 145,861 $ 584,058 $ 448,689 Gross Margin Aerospace/Defense $ 37,486 $ 38,056 $ 112,666 $ 121,960 Industrial 55,859 17,532 106,916 49,677 $ 93,345 $ 55,588 $ 219,582 $ 171,637 Selling, General & Administrative Expenses Aerospace/Defense $ 7,114 $ 7,116 $ 21,646 $ 21,483 Industrial 18,168 4,396 29,836 13,019 Corporate 17,914 14,227 51,190 44,089 $ 43,196 $ 25,739 $ 102,672 $ 78,591 Operating Income Aerospace/Defense $ 28,543 $ 28,630 $ 84,629 $ 93,646 Industrial 23,197 12,904 62,414 35,247 Corporate (37,369 ) (14,993 ) (74,826 ) (47,175 ) $ 14,371 $ 26,541 $ 72,217 $ 81,718 January 1, April 3, Total Assets Aerospace/Defense $ 856,071 $ 792,280 Industrial 3,818,541 357,353 Corporate 200,438 284,627 $ 4,875,050 $ 1,434,260 |
Dodge Acquisition (Tables)
Dodge Acquisition (Tables) | 9 Months Ended |
Jan. 01, 2022 | |
Dodge Acquisition [Abstract] | |
Schedule of assets acquired and liabilities assumed were recorded based on their fair value | November 1, Cash and cash equivalents $ 81,868 Accounts receivable 83,532 Inventory 137,652 Prepaid expenses and other current assets 1,261 Property, plant and equipment 168,606 Operating lease assets 9,768 Goodwill 1,611,470 Other intangible assets 1,385,082 Other noncurrent assets 2,714 Accounts payable 69,757 Accrued rebates 29,352 Accrued expenses and other current liabilities 43,948 Deferred tax liabilities 289,792 Other noncurrent liabilities 58,995 Net assets acquired 2,990,109 Less cash received 81,868 Net consideration $ 2,908,241 |
Schedule of cost reduction initiatives or anticipated integration costs related to the acquisitions | Three Months Ended Nine Months Ended January 1, 2022 December 26, 2020 January 1, 2022 December 26, 2020 Net sales $ 319,100 $ 287,116 $ 968,680 $ 852,757 Net income $ 17,958 $ 25,013 $ 72,623 $ 40,764 Basic net income per share available to common stockholders $ 0.45 $ 0.72 $ 2.27 $ 1.28 Diluted net income per share available to common stockholders $ 0.45 $ 0.72 $ 2.25 1.27 |
Significant Accounting Polici_2
Significant Accounting Policies (Details) | 9 Months Ended |
Jan. 01, 2022 | |
Accounting Policies [Abstract] | |
Series A Mandatory convertible preferred stock | 5.00% |
Revenue from Contracts with C_3
Revenue from Contracts with Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jan. 01, 2022 | Dec. 26, 2020 | Jan. 01, 2022 | Dec. 26, 2020 | Apr. 03, 2021 | |
Revenue from Contract with Customer [Abstract] | |||||
Aggregate amount of the transaction price allocated to remaining performance obligations | $ 289,870 | $ 289,870 | |||
Performance obligations expected to be satisfied in the future | The Company expects to recognize revenue on approximately 59% and 86% of the remaining performance obligations over the next 12 and 24 months, respectively, with the remainder recognized thereafter. | ||||
Current contract assets | 4,499 | $ 4,499 | $ 5,584 | ||
Impairment losses | 0 | 77 | |||
Current contract liabilities | 14,038 | 14,038 | 16,998 | ||
Contract liabilities | 2,205 | ||||
Recognized revenues | 3,783 | $ 2,291 | $ 10,056 | ||
Revenue recognized included in the contract liability | 10,562 | 10,562 | |||
Noncurrent contract liabilities | 8,072 | 8,072 | 3,754 | ||
Accounts receivable with customers, net | 199,785 | 199,785 | 110,472 | ||
Accrued customer rebates | $ 37,314 | $ 37,314 | $ 2,674 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers (Details) - Schedule of disaggregates total revenue by reportable segments - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 01, 2022 | Dec. 26, 2020 | Jan. 01, 2022 | Dec. 26, 2020 | |
Revenue, Major Customer [Line Items] | ||||
Net sales | $ 266,953 | $ 145,861 | $ 584,058 | $ 448,689 |
Aerospace/Defense [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Net sales | 93,203 | 93,267 | 276,483 | 299,833 |
Aerospace/Defense [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Net sales | $ 173,750 | $ 52,594 | $ 307,575 | $ 148,856 |
Revenue from Contracts with C_5
Revenue from Contracts with Customers (Details) - Schedule of disaggregates total revenue by geographic origin - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 01, 2022 | Dec. 26, 2020 | Jan. 01, 2022 | Dec. 26, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 266,953 | $ 145,861 | $ 584,058 | $ 448,689 |
United States [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 233,900 | 130,082 | 517,764 | 402,808 |
International [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 33,053 | $ 15,779 | $ 66,294 | $ 45,881 |
Revenue from Contracts with C_6
Revenue from Contracts with Customers (Details) - Schedule of percentage of revenue recognized for performance obligations satisfied over time versus the amount of revenue recognized | 3 Months Ended | 9 Months Ended | ||
Jan. 01, 2022 | Dec. 26, 2020 | Jan. 01, 2022 | Dec. 26, 2020 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Percentage of revenue | 100.00% | 100.00% | 100.00% | 100.00% |
Point-in-time [Member] | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Percentage of revenue | 98.00% | 96.00% | 97.00% | 96.00% |
Over time [Member] | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Percentage of revenue | 2.00% | 4.00% | 3.00% | 4.00% |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - Schedule of accumulated other comprehensive income (loss), net of taxes $ in Thousands | 9 Months Ended |
Jan. 01, 2022USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | $ (10,409) |
Other comprehensive income (loss) before reclassifications | (1,441) |
Amounts recorded in/reclassified from accumulated other comprehensive income (loss) | 954 |
Net current period other comprehensive income (loss) | (487) |
Ending balance | (10,896) |
Currency Translation [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | 445 |
Other comprehensive income (loss) before reclassifications | (1,441) |
Amounts recorded in/reclassified from accumulated other comprehensive income (loss) | |
Net current period other comprehensive income (loss) | (1,441) |
Ending balance | (996) |
Pension and Postretirement Liability [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Beginning balance | (10,854) |
Other comprehensive income (loss) before reclassifications | |
Amounts recorded in/reclassified from accumulated other comprehensive income (loss) | 954 |
Net current period other comprehensive income (loss) | 954 |
Ending balance | $ (9,900) |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | 1 Months Ended | 9 Months Ended | ||
Sep. 24, 2021 | Jan. 01, 2022 | Oct. 15, 2024 | Apr. 03, 2021 | |
Stockholders' Equity (Details) [Line Items] | ||||
Preferred stock, authorized | 10,000,000 | 10,000,000 | ||
Preferred stock, Value (in Dollars per share) | $ 0.01 | |||
Offering of shares | 4,600,000 | |||
Convertible preferred stock percentage | 5.00% | |||
Shares issued to cover over-allotments | 600,000 | |||
Net proceeds (in Dollars) | $ 445,273,000 | |||
Cumulative dividends rate | 5.00% | |||
Liquidation preference (in Dollars per share) | $ 100 | |||
AccuredDividens (in Dollars) | $ 5,751,000 | |||
Liquidation preference (in Dollars per share) | $ 100 | |||
Aggregate liquidation preference (in Dollars) | $ 466,261,000 | |||
Common stock, authorized | 60,000,000 | 60,000,000 | ||
Common stock par value (in Dollars per share) | $ 0.01 | $ 0.01 | ||
MCPS [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
Liquidation preference (in Dollars per share) | $ 100 | |||
Common Stock [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
Offering of shares | 3,450,000 | |||
Net proceeds (in Dollars) | $ 605,457,000 | |||
Common stock, authorized | 60,000,000 | |||
Common stock par value (in Dollars per share) | $ 0.01 | |||
Common stock voting rights | Holders of common stock are entitled to one vote per share. | |||
Offering price (in Dollars) | $ 185 | |||
Shares issued pursuant to the full exercise of the option granted to underwriters | 450,000 | |||
Forecast [Member] | Minimum [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
MCPS conversion rate to common stock | 0.4413 | |||
Forecast [Member] | Maximum [Member] | ||||
Stockholders' Equity (Details) [Line Items] | ||||
MCPS conversion rate to common stock | 0.5405 |
Net Income Per Share Availabl_3
Net Income Per Share Available to Common Stockholders (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Jan. 01, 2022 | Dec. 26, 2021 | Jan. 01, 2022 | Dec. 26, 2020 | |
Net Income Per Share Available to Common Stockholders (Details) [Line Items] | ||||
Conversion, shares | 4,600,000 | 4,600,000 | ||
Employee Stock Options [Member] | ||||
Net Income Per Share Available to Common Stockholders (Details) [Line Items] | ||||
Number of employee stock options and restricted shares excluded from calculation of diluted earnings per share | 443,294 | 164,265 | 480,631 | |
Restricted Stock [Member] | ||||
Net Income Per Share Available to Common Stockholders (Details) [Line Items] | ||||
Number of employee stock options and restricted shares excluded from calculation of diluted earnings per share | 1,000 | 200 | 1,280 |
Net Income Per Share Availabl_4
Net Income Per Share Available to Common Stockholders (Details) - Schedule of basic and diluted net income per common share - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Jan. 01, 2022 | Jan. 01, 2022 | Dec. 26, 2020 | Dec. 26, 2020 | Jan. 01, 2022 | Dec. 26, 2020 | Dec. 26, 2020 | |
Schedule of basic and diluted net income per common share [Abstract] | |||||||
Net income/(loss) (in Dollars) | $ (63) | $ (63) | $ 21,569 | $ 21,569 | $ 32,865 | $ 64,679 | $ 64,679 |
Preferred stock dividends (in Dollars) | 5,751 | 6,261 | |||||
Net income/(loss) available to common stockholders (in Dollars) | $ (5,814) | $ 21,569 | $ 26,604 | $ 64,679 | |||
Denominator for basic net income/(loss) per share available to common stockholders — weighted-average shares outstanding | 28,618,495 | 28,618,495 | 24,861,792 | 24,861,792 | 26,379,984 | 24,816,451 | 24,816,451 |
Effect of dilution due to employee stock awards | 199,020 | 284,006 | 169,397 | ||||
Effect of dilution due to MCPS | |||||||
Denominator for diluted net income/(loss) per share available to common stockholders — weighted-average shares outstanding | 28,618,495 | 28,618,495 | 25,060,812 | 25,060,812 | 26,663,990 | 24,985,848 | 24,985,848 |
Basic net income/(loss) per share available to common stockholders (in Dollars per share) | $ (0.2) | $ (0.2) | $ 0.87 | $ 0.87 | $ 1.01 | $ 2.61 | $ 2.61 |
Diluted net income/(loss) per share available to common stockholders (in Dollars per share) | $ (0.2) | $ (0.2) | $ 0.86 | $ 0.86 | $ 1 | $ 2.59 | $ 2.59 |
Inventory (Details) - Schedule
Inventory (Details) - Schedule of inventory - USD ($) $ in Thousands | Jan. 01, 2022 | Apr. 03, 2021 |
Schedule of inventory [Abstract] | ||
Raw materials | $ 106,737 | $ 57,764 |
Work in process | 117,063 | 86,183 |
Finished goods | 286,375 | 220,200 |
Inventory, Net, Total | $ 510,175 | $ 364,147 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 01, 2022 | Dec. 26, 2020 | Jan. 01, 2022 | Dec. 26, 2020 | |
Goodwill and Intangible Assets (Details) [Line Items] | ||||
Amortization expense | $ 12,133 | $ 2,594 | $ 17,542 | $ 7,683 |
Software [Member] | ||||
Goodwill and Intangible Assets (Details) [Line Items] | ||||
Acquisition | 82 | |||
Customer Relationships [Member] | ||||
Goodwill and Intangible Assets (Details) [Line Items] | ||||
Acquisition | 1,185,000 | |||
Trade Names [Member] | ||||
Goodwill and Intangible Assets (Details) [Line Items] | ||||
Acquisition | $ 200,000 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets (Details) - Schedule of goodwill balances, by segment $ in Thousands | 9 Months Ended | |
Jan. 01, 2022USD ($) | ||
Goodwill [Line Items] | ||
Balance at beginning | $ 277,536 | |
Allocation in the third quarter of fiscal 2022 | [1] | |
Acquisition | 1,611,470 | [2] |
Translation adjustments | (2,132) | |
Balance at end | 1,886,874 | |
Plain [Member] | ||
Goodwill [Line Items] | ||
Balance at beginning | 79,597 | |
Allocation in the third quarter of fiscal 2022 | (79,597) | [1] |
Acquisition | [2] | |
Translation adjustments | ||
Balance at end | ||
Roller [Member] | ||
Goodwill [Line Items] | ||
Balance at beginning | 16,007 | |
Allocation in the third quarter of fiscal 2022 | (16,007) | [1] |
Acquisition | [2] | |
Translation adjustments | ||
Balance at end | ||
Ball [Member] | ||
Goodwill [Line Items] | ||
Balance at beginning | 5,623 | |
Allocation in the third quarter of fiscal 2022 | (5,623) | [1] |
Acquisition | [2] | |
Translation adjustments | ||
Balance at end | ||
Engineered Products [Member] | ||
Goodwill [Line Items] | ||
Balance at beginning | 176,309 | |
Allocation in the third quarter of fiscal 2022 | (176,309) | [1] |
Acquisition | [2] | |
Translation adjustments | ||
Balance at end | ||
Aerospace/ Defense [Member] | ||
Goodwill [Line Items] | ||
Balance at beginning | ||
Allocation in the third quarter of fiscal 2022 | 194,124 | [1] |
Acquisition | [2] | |
Translation adjustments | ||
Balance at end | 194,124 | |
Industrial [Member] | ||
Goodwill [Line Items] | ||
Balance at beginning | ||
Allocation in the third quarter of fiscal 2022 | 83,412 | [1] |
Acquisition | 1,611,470 | [2] |
Translation adjustments | (2,132) | |
Balance at end | $ 1,692,750 | |
[1] | Represents reallocation of goodwill as a result of our change in segments in the third quarter of fiscal 2022. See Note 12 for further details. | |
[2] | Goodwill associated with the acquisition of Dodge discussed further in Note 13. |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets (Details) - Schedule of intangible assets - USD ($) $ in Thousands | 9 Months Ended | ||
Jan. 01, 2022 | Apr. 03, 2021 | ||
Finite-Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | $ 1,581,401 | $ 193,489 | |
Accumulated Amortization | $ 80,967 | 63,371 | |
Non-amortizable repair station certifications, Weighted Average Useful Lives | n/a | ||
Non-amortizable repair station certifications, Gross Carrying Amount | $ 24,281 | 24,281 | |
Total, Weighted Average Useful Lives | 24 years | ||
Total, Gross Carrying Amount | $ 1,605,682 | 217,770 | |
Total, Accumulated Amortization | $ 80,967 | 63,371 | |
Product approvals [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Useful Lives | 24 years | ||
Gross Carrying Amount | $ 50,878 | 50,878 | |
Accumulated Amortization | $ 16,199 | 14,691 | |
Customer relationships and lists [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Useful Lives | [1] | 24 years | |
Gross Carrying Amount | [1] | $ 1,294,952 | 109,762 |
Accumulated Amortization | [1] | $ 39,999 | 28,253 |
Trade Names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Useful Lives | [1] | 25 years | |
Gross Carrying Amount | [1] | $ 216,346 | 16,333 |
Accumulated Amortization | [1] | $ 12,786 | 10,392 |
Distributor agreements [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Useful Lives | 5 years | ||
Gross Carrying Amount | $ 722 | 722 | |
Accumulated Amortization | $ 722 | 722 | |
Patents and trademarks [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Useful Lives | 16 years | ||
Gross Carrying Amount | $ 12,545 | 11,612 | |
Accumulated Amortization | $ 6,594 | 6,211 | |
Domain names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Useful Lives | 10 years | ||
Gross Carrying Amount | $ 437 | 437 | |
Accumulated Amortization | $ 437 | 437 | |
Other [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted Average Useful Lives | 3 years | ||
Gross Carrying Amount | $ 5,521 | 3,745 | |
Accumulated Amortization | $ 4,230 | $ 2,665 | |
[1] | Includes $1,185,000 of customer relationships, $200,000 of trade names and $82 of software intangibles resulting from the Dodge acquisition. |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets (Details) - Schedule of estimated amortization expense $ in Thousands | Jan. 01, 2022USD ($) |
Schedule of estimated amortization expense [Abstract] | |
Remainder of Fiscal 2022 | $ 16,735 |
Fiscal 2023 | 67,403 |
Fiscal 2024 | 67,273 |
Fiscal 2025 | 66,570 |
Fiscal 2026 | 64,081 |
Fiscal 2027 | 63,489 |
Fiscal 2028 and thereafter | $ 1,154,883 |
Debt (Details)
Debt (Details) $ in Thousands | Oct. 15, 2024 | Oct. 07, 2021USD ($) | Aug. 15, 2019USD ($) | Aug. 15, 2019CHF (SFr) | Jan. 01, 2022USD ($) | Dec. 26, 2020USD ($) | Nov. 01, 2021USD ($) | Aug. 15, 2019CHF (SFr) |
Debt Instrument [Line Items] | ||||||||
Commitment fee rate | 0.25% | |||||||
Credit fee rate | 1.75% | |||||||
Future principal payments remainder of fiscal 2022 | $ 16,250 | |||||||
Future principal payments for fiscal 2023 | 65,000 | |||||||
Future principal payments for fiscal 2024 | 73,125 | |||||||
Future principal payments for fiscal 2025 | 105,625 | |||||||
Future principal payments for fiscal 2026 | 138,125 | |||||||
Future principal payments for fiscal 2027 | 901,875 | |||||||
Line of credit facility | 1,300,000 | |||||||
Revolving credit facility | 496,450 | |||||||
Aggregate principal amount | $ 500,000 | 1,286,230 | ||||||
Redemption price interest | 4.375% | |||||||
Initial purchasers’ discounts and commissions | $ 491,992 | |||||||
Interest rate | 4.375% | |||||||
Debt instrument description | The Senior Notes will mature on October 15, 2029. The Company may redeem some or all of the Senior Notes at any time on or after October 15, 2024 at the redemption prices set forth in the Indenture, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. The Company may also redeem up to 40% of the Senior Notes using the proceeds of certain equity offerings completed before October 15, 2024, at a redemption price equal to 104.375% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. In addition, at any time prior to October 15, 2024, the Company may redeem some or all of the Senior Notes at a price equal to 100% of the principal amount, plus a “make–whole” premium, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. If the Company sells certain of its assets or experiences specific kinds of changes in control, the Company must offer to purchase the Senior Notes. | |||||||
Fair value | 510,790 | |||||||
Term loan | $ 1,285,053 | |||||||
Credit agreements totaled (in Francs) | SFr | SFr 270 | |||||||
Foreign term loan outstanding amount | 16,439 | |||||||
Revolver [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Unamortized debt issuance costs | $ 76 | |||||||
Debt instrument, description of variable rate basis | Amounts outstanding under the Facilities generally bear interest at either, at the Company’s option, (a) a base rate determined by reference to the higher of (i) Wells Fargo’s prime lending rate, (ii) the federal funds effective rate plus 1/2 of 1.00% and (iii) the one-month LIBOR rate plus 1.00% or (b) the LIBOR rate plus a specified margin, depending on the type of borrowing being made. The applicable margin is based on the Company's consolidated ratio of total net debt to consolidated EBITDA from time to time. Currently, the Company's margin is 0.75% for base rate loans and 1.75% for LIBOR rate loans. The Facilities are subject to a “LIBOR” floor of 0.00% and contain “hard-wired” LIBOR replacement provisions as set forth in the New Credit Agreement. | |||||||
Revolving credit facility | $ 3,550 | |||||||
Domestic Credit Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, description of variable rate basis | The New Credit Agreement requires the Company to comply with various covenants, including the following financial covenants beginning with the test period ending December 31, 2021: (a) a maximum Total Net Leverage Ratio of 5.50:1.00, which maximum Total Net Leverage Ratio shall decrease during certain subsequent test periods as set forth in the New Credit Agreement (provided that, no more than once during the term of the Facilities, such maximum ratio applicable at such time may be increased by the Borrower by 0.50:1.00 for a period of 12 months after the consummation of a material acquisition), and (b) a minimum Interest Coverage Ratio of 2.00:1.00. | |||||||
Foreign Term Loan [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Foreign term loan outstanding amount | $ 2,082 | |||||||
Amended Credit Agreement [Member] | Revolver [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Letters of credit | 500,000 | |||||||
Unamortized debt issuance costs | 14,947 | |||||||
2015 Credit Agreement | Revolver [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Unamortized debt issuance costs | $ 890 | |||||||
Schaublin [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Percentage of bear interest | 1.00% | |||||||
Future annual principal payments in Fiscal 2022 | $ 0 | |||||||
Future annual principal payments in Fiscal 2023 through Fiscal 2024 | 0 | |||||||
Future annual principal payments in Fiscal 2025 | $ 2,082 | |||||||
Schaublin [Member] | Foreign Term Loan [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Term loan | $ 15,383 | SFr 15,000,000 | ||||||
Schaublin [Member] | Foreign Revolver [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving credit facility | 15,383 | SFr 15,000,000 | ||||||
Schaublin [Member] | Foreign credit agreements [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt issuance costs | $ 277 | |||||||
Foreign credit agreements, description | The Foreign Credit Agreements require Schaublin to comply with various covenants, which are tested annually on March 31. These covenants include, among other things, a financial covenant to maintain a ratio of consolidated net debt to adjusted EBITDA not greater than 2.50 to 1 as of March 31, 2021 and thereafter. Schaublin is also required to maintain an economic equity of CHF 20,000 at all times. |
Debt (Details) - Schedule of ba
Debt (Details) - Schedule of balances payable under borrowing facilities - USD ($) $ in Thousands | Jan. 01, 2022 | Apr. 03, 2021 |
Schedule of balances payable under borrowing facilities [Abstract] | ||
Revolver and term loan facilities | $ 1,302,082 | $ 11,657 |
Senior notes | 500,000 | |
Debt issuance costs | (22,298) | (1,216) |
Other | 10,469 | 5,666 |
Total debt | 1,790,253 | 16,107 |
Less: current portion | 63,519 | 2,612 |
Long-term debt | $ 1,726,734 | $ 13,495 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 01, 2022 | Dec. 26, 2020 | Jan. 01, 2022 | Dec. 26, 2020 | |
Income Taxes (Details) [Line Items] | ||||
Effective income tax rates | 105.60% | 17.90% | 24.70% | 19.60% |
Tax benefit associated with share-based compensation (in Dollars) | $ 473 | $ 1,003 | $ 2,703 | $ 1,682 |
Valuation allowance for capital loss carryforwards (in Dollars) | $ 146 | |||
Effective income tax rate without discrete | 134.60% | 21.40% | 24.70% | 21.50% |
Estimated decrease in unrecognized tax positions in federal and state credits and state tax (in Dollars) | $ 1,429 | |||
Valuation allowance (in Dollars) | $ 1,853 | $ 1,853 | ||
Effective income tax rate without these benefits and other items | 26.40% | 19.60% | ||
U.S. Statutory Rates [Member] | ||||
Income Taxes (Details) [Line Items] | ||||
Effective income tax rates | 105.60% | 17.90% |
Reportable Segments (Details)
Reportable Segments (Details) | 9 Months Ended |
Jan. 01, 2022 | |
Segment Reporting [Abstract] | |
Reportable business segments | 4 |
Reportable Segments (Details) -
Reportable Segments (Details) - Schedule of segment information - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jan. 01, 2022 | Dec. 26, 2020 | Jan. 01, 2022 | Dec. 26, 2020 | Apr. 03, 2021 | |
Net External Sales | |||||
Net External Sales | $ 266,953 | $ 145,861 | $ 584,058 | $ 448,689 | |
Gross Margin | |||||
Gross Margin | 93,345 | 55,588 | 219,582 | 171,637 | |
Selling, General & Administrative Expenses | |||||
Selling, General & Administrative Expenses | 43,196 | 25,739 | 102,672 | 78,591 | |
Operating Income | |||||
Operating Income | 14,371 | 26,541 | 72,217 | 81,718 | |
Total Assets | |||||
Total Assets | 4,875,050 | 4,875,050 | $ 1,434,260 | ||
Aerospace/Defense [Member] | |||||
Net External Sales | |||||
Net External Sales | 93,203 | 93,267 | 276,483 | 299,833 | |
Gross Margin | |||||
Gross Margin | 37,486 | 38,056 | 112,666 | 121,960 | |
Selling, General & Administrative Expenses | |||||
Selling, General & Administrative Expenses | 7,114 | 7,116 | 21,646 | 21,483 | |
Operating Income | |||||
Operating Income | 28,543 | 28,630 | 84,629 | 93,646 | |
Total Assets | |||||
Total Assets | 856,071 | 856,071 | 792,280 | ||
Industrial [Member] | |||||
Net External Sales | |||||
Net External Sales | 173,750 | 52,594 | 307,575 | 148,856 | |
Gross Margin | |||||
Gross Margin | 55,859 | 17,532 | 106,916 | 49,677 | |
Selling, General & Administrative Expenses | |||||
Selling, General & Administrative Expenses | 18,168 | 4,396 | 29,836 | 13,019 | |
Operating Income | |||||
Operating Income | 23,197 | 12,904 | 62,414 | 35,247 | |
Total Assets | |||||
Total Assets | 3,818,541 | 3,818,541 | 357,353 | ||
Corporate [Member] | |||||
Selling, General & Administrative Expenses | |||||
Selling, General & Administrative Expenses | 17,914 | 14,227 | 51,190 | 44,089 | |
Operating Income | |||||
Operating Income | (37,369) | $ (14,993) | (74,826) | $ (47,175) | |
Total Assets | |||||
Total Assets | $ 200,438 | $ 200,438 | $ 284,627 |
Dodge Acquisition (Details)
Dodge Acquisition (Details) - USD ($) $ in Thousands | Nov. 01, 2021 | Jan. 01, 2022 | Jan. 01, 2022 | Dec. 26, 2020 | Jul. 01, 2021 |
Dodge Acquisition (Details) [Line Items] | |||||
Net of cash acquired | $ 2,908,241 | $ 2,908,241 | $ (245) | ||
Term loan | 1,285,053 | ||||
Net proceeds from the common stock | 1,050,730 | ||||
Net proceeds from senior notes offering | 491,992 | ||||
Cash on hand | $ 80,466 | ||||
Purchase of capital stock, percentage | 100.00% | ||||
Purchase price of bridge financing commitment | $ 2,800,000 | ||||
Acquisition costs incurred | $ 20,141 | 21,574 | |||
Identifiable intangible assets | $ 1,385,082 | 1,385,082 | 1,385,082 | ||
Fair value of customer relationship | 200,000 | $ 200,000 | |||
Fair value term | 26 years | ||||
Revenue | $ 109,976 | ||||
Operating income | $ 5,348 | ||||
Other income | 3,325 | ||||
Total lease obligations, including leases acquired remainder of fiscal 2022 | 3,029 | 3,029 | |||
Total lease obligations, including leases acquired fiscal 2023 | 11,880 | 11,880 | |||
Total lease obligations, including leases acquired fiscal 2024 | 10,093 | 10,093 | |||
Total lease obligations, including leases acquired fiscal 2025 | 8,605 | 8,605 | |||
Total lease obligations, including leases acquired fiscal 2026 | 8,024 | 8,024 | |||
Total lease obligations, including leases acquired fiscal 2027 | 8,175 | 8,175 | |||
Total lease obligations, including leases acquired thereafter | 71,063 | 71,063 | |||
Customer Relationships [Member] | |||||
Dodge Acquisition (Details) [Line Items] | |||||
Fair value of customer relationship | $ 1,185,000 | $ 1,185,000 | |||
Fair value term | 24 years |
Dodge Acquisition (Details) - S
Dodge Acquisition (Details) - Schedule of assets acquired and liabilities assumed were recorded based on their fair value - USD ($) $ in Thousands | Jan. 01, 2022 | Nov. 01, 2021 |
Schedule of assets acquired and liabilities assumed were recorded based on their fair value [Abstract] | ||
Cash and cash equivalents | $ 81,868 | |
Accounts receivable | 83,532 | |
Inventory | 137,652 | |
Prepaid expenses and other current assets | 1,261 | |
Property, plant and equipment | 168,606 | |
Operating lease assets | 9,768 | |
Goodwill | 1,611,470 | |
Other intangible assets | $ 1,385,082 | 1,385,082 |
Other noncurrent assets | 2,714 | |
Accounts payable | 69,757 | |
Accrued rebates | 29,352 | |
Accrued expenses and other current liabilities | 43,948 | |
Deferred tax liabilities | 289,792 | |
Other noncurrent liabilities | 58,995 | |
Net assets acquired | 2,990,109 | |
Less cash received | 81,868 | |
Net consideration | $ 2,908,241 |
Dodge Acquisition (Details) -_2
Dodge Acquisition (Details) - Schedule of cost reduction initiatives or anticipated integration costs related to the acquisitions - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 01, 2022 | Dec. 26, 2020 | Jan. 01, 2022 | Dec. 26, 2020 | |
Schedule of cost reduction initiatives or anticipated integration costs related to the acquisitions [Abstract] | ||||
Net sales | $ 319,100 | $ 287,116 | $ 968,680 | $ 852,757 |
Net income | $ 17,958 | $ 25,013 | $ 72,623 | $ 40,764 |
Basic net income per share available to common stockholders | $ 0.45 | $ 0.72 | $ 2.27 | $ 1.28 |
Diluted net income per share available to common stockholders | $ 0.45 | $ 0.72 | $ 2.25 | $ 1.27 |