Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Sep. 27, 2014 | Oct. 31, 2014 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 27-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Trading Symbol | 'PMFG | ' |
Entity Registrant Name | 'PMFG, INC. | ' |
Entity Central Index Key | '0001422862 | ' |
Current Fiscal Year End Date | '--06-28 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 21,263,780 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 27, 2014 | Jun. 28, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $23,785 | $27,274 |
Restricted cash | 14,958 | 15,570 |
Accounts receivable - trade, net of allowance for doubtful accounts of $219 and $216 at September 27, 2014 and June 28, 2014 | 30,450 | 26,256 |
Inventories, net | 11,282 | 10,833 |
Costs and earnings in excess of billings on uncompleted contracts | 26,436 | 19,854 |
Deferred income taxes | 477 | 477 |
Other current assets | 5,084 | 4,570 |
Total current assets | 112,472 | 104,834 |
Property, plant and equipment, net | 32,504 | 31,633 |
Intangible assets, net | 11,682 | 11,870 |
Goodwill | 16,076 | 16,076 |
Deferred income taxes | 2,096 | 2,097 |
Other assets | 711 | 713 |
Total assets | 175,541 | 167,223 |
Current liabilities: | ' | ' |
Accounts payable | 26,214 | 19,914 |
Current maturities of long-term debt | 2,432 | 2,408 |
Billings in excess of costs and earnings on uncompleted contracts | 11,683 | 8,848 |
Commissions payable | 2,587 | 2,422 |
Income taxes payable | 426 | 463 |
Deferred income taxes | 297 | 304 |
Accrued product warranties | 2,411 | 2,527 |
Customer deposits | 3,383 | 3,129 |
Accrued liabilities and other | 7,106 | 9,710 |
Total current liabilities | 56,539 | 49,725 |
Long-term debt | 14,017 | 14,149 |
Deferred income taxes | 4,157 | 4,157 |
Other long-term liabilities | 1,691 | 1,720 |
Commitments and contingencies | ' | ' |
Stockholders' equity: | ' | ' |
Common stock - authorized, 50,000,000 shares of $0.01 par value; issued and outstanding, 21,253,980 and 21,062,721 shares at September 27, 2014 and June 28, 2014, respectively | 213 | 211 |
Preferred stock - authorized, 5,000,000 shares of $0.01 par value; no shares outstanding at September 27, 2014 or June 28, 2014 | 0 | 0 |
Additional paid-in capital | 98,051 | 97,545 |
Accumulated other comprehensive loss | -1,339 | -587 |
Accumulated deficit | -3,354 | -5,270 |
Total PMFG, Inc.'s stockholders' equity | 93,571 | 91,899 |
Noncontrolling interest | 5,566 | 5,573 |
Total equity | 99,137 | 97,472 |
Total liabilities and equity | $175,541 | $167,223 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 27, 2014 | Jun. 28, 2014 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Allowance for doubtful accounts | $219 | $216 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares issued | 21,253,980 | 21,062,721 |
Common stock, shares outstanding | 21,253,980 | 21,062,721 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, par value | $0.01 | $0.01 |
Preferred stock, shares outstanding | 0 | 0 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (unaudited) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Sep. 27, 2014 | Sep. 28, 2013 |
Income Statement [Abstract] | ' | ' |
Revenue | $45,259 | $29,071 |
Cost of goods sold | 30,425 | 19,364 |
Gross profit | 14,834 | 9,707 |
Operating expenses: | ' | ' |
Sales and marketing | 3,881 | 3,513 |
Engineering and project management | 3,366 | 2,526 |
General and administrative | 5,457 | 5,328 |
Operating expenses, Total | 12,704 | 11,367 |
Operating income (loss) | 2,130 | -1,660 |
Other income (expense): | ' | ' |
Interest income | 15 | 18 |
Interest expense | -331 | -438 |
Foreign exchange gain (loss) | 46 | -203 |
Other income | 274 | 66 |
Non operating income (expense), Total | 4 | -557 |
Income (loss) before income taxes | 2,134 | -2,217 |
Income tax benefit (expense) | -294 | 647 |
Net income (loss) | 1,840 | -1,570 |
Net income (loss) attributable to noncontrolling interest | -76 | 11 |
Net income (loss) attributable to PMFG, Inc. | $1,916 | ($1,581) |
Weighted-average common shares outstanding: | ' | ' |
Basic | 21,231 | 21,077 |
Options outstanding | 7 | ' |
Restricted stock units | 115 | ' |
Diluted | 21,353 | 21,077 |
Basic earnings (loss) per common share | $0.09 | ($0.07) |
Diluted earnings (loss) per common share | $0.09 | ($0.07) |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Sep. 27, 2014 | Sep. 28, 2013 |
Statement of Comprehensive Income [Abstract] | ' | ' |
Net income (loss) | $1,840 | ($1,570) |
Other comprehensive income: | ' | ' |
Foreign currency translation adjustment | -683 | 1,333 |
Other comprehensive income (loss) | -683 | 1,333 |
Comprehensive income (loss) | 1,157 | -237 |
Net income (loss) attributable to noncontrolling interest | -76 | 11 |
Other comprehensive income: | ' | ' |
Foreign currency translation adjustment | 69 | 26 |
Comprehensive income (loss) attributable to noncontrolling interests | -7 | 37 |
Comprehensive income (loss) attributable to PMFG, Inc. | $1,164 | ($274) |
Consolidated_Statement_of_Equi
Consolidated Statement of Equity (unaudited) (USD $) | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Total Stockholders' Equity | Non Controlling Interest |
In Thousands | |||||||
Beginning Balance at Jun. 28, 2014 | $97,472 | $211 | $97,545 | ($5,270) | ($587) | $91,899 | $5,573 |
Beginning Balance, shares at Jun. 28, 2014 | ' | 21,063 | ' | ' | ' | ' | ' |
Net income (loss) | 1,840 | ' | ' | 1,916 | ' | 1,916 | -76 |
Foreign currency translation adjustment | -683 | ' | ' | ' | -752 | -752 | 69 |
Stock-based compensation, net of forfeitures | 508 | 2 | 506 | ' | ' | 508 | ' |
Stock-based compensation, net of forfeitures (in shares) | ' | 191 | ' | ' | ' | ' | ' |
Ending Balance at Sep. 27, 2014 | $99,137 | $213 | $98,051 | ($3,354) | ($1,339) | $93,571 | $5,566 |
Ending Balance, shares at Sep. 27, 2014 | ' | 21,254 | ' | ' | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Sep. 27, 2014 | Sep. 28, 2013 |
Cash flows from operating activities: | ' | ' |
Net income (loss) | $1,840 | ($1,570) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ' | ' |
Depreciation and amortization | 684 | 578 |
Stock-based compensation | 508 | 464 |
Bad debt expense | 50 | ' |
Inventory valuation reserve | 32 | -71 |
Provision for warranty expense | 329 | 221 |
(Gain) loss on disposal of property | ' | -348 |
Foreign exchange (gain) loss | -46 | 203 |
Change in fair value of interest rate swap | -65 | 51 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | -4,251 | 1,237 |
Inventories | -488 | -925 |
Costs and earnings in excess of billings on uncompleted contracts | -6,676 | -938 |
Other assets | -545 | -1,057 |
Accounts payable | 6,285 | 2,532 |
Billings in excess of costs and earnings on uncompleted contracts | 2,813 | 3,474 |
Commissions payable | 165 | 268 |
Income taxes | -24 | 204 |
Product warranties | -445 | -285 |
Accrued liabilities and other | -1,105 | 807 |
Net cash provided by (used in) operating activities: | -939 | 4,845 |
Cash flows from investing activities: | ' | ' |
(Increase) decrease in restricted cash | 399 | -584 |
Purchases of property and equipment | -1,241 | -3,944 |
Net proceeds from sale of property | 3 | 521 |
Payments of deferred consideration | ' | -22 |
Net cash used in investing activities | -839 | -4,029 |
Cash flows from financing activities: | ' | ' |
Payment of debt | -1,808 | -533 |
Proceeds from short-term debt | ' | 1,634 |
Proceeds from long-term debt | ' | 3,872 |
Equity contribution from noncontrolling interest | ' | 800 |
Net cash provided by (used in) financing activities | -1,808 | 5,773 |
Effect of exchange rate changes on cash and cash equivalents | 97 | 291 |
Net increase (decrease) in cash and cash equivalents | -3,489 | 6,880 |
Cash and cash equivalents at beginning of period | 27,274 | 53,020 |
Cash and cash equivalents at end of period | 23,785 | 59,900 |
Supplemental information on cash flow: | ' | ' |
Income taxes paid (received) | 13 | -653 |
Interest paid | $324 | $353 |
SIGNIFICANT_ACCOUNTING_POLICIE
SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended | ||||||||
Sep. 27, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
SIGNIFICANT ACCOUNTING POLICIES | ' | ||||||||
1. SIGNIFICANT ACCOUNTING POLICIES | |||||||||
Basis of Presentation | |||||||||
The accompanying unaudited consolidated financial statements of PMFG, Inc. and subsidiaries have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. References to “Company,” “we,” “us” and “our” refer to PMFG, Inc. and its subsidiaries. The consolidated financial statements of the Company as of September 27, 2014 and for the three months ended September 27, 2014 and September 28, 2013 are unaudited and, in the opinion of management, all adjustments necessary for the fair presentation of the financial position and results of operations of the Company for the interim periods have been included and are of a normal recurring nature. The results of operations for such interim periods are not necessarily indicative of results for a full year. These consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s latest Annual Report on Form 10-K for the fiscal year ended June 28, 2014. | |||||||||
Each of the Company’s interim reporting periods ends on the Saturday closest to the last day of the corresponding quarterly calendar period. References to “fiscal 2015” and “fiscal 2014” refer to fiscal years ended June 27, 2015 and June 28, 2014, respectively. The first quarter of fiscal 2015 and fiscal 2014 ended on September 27, 2014, and September 28, 2013, respectively. | |||||||||
Basis of Consolidation | |||||||||
The Company’s financial statements for all periods presented are consolidated to include the accounts of all wholly-owned and majority-owned subsidiaries. All significant inter-company accounts and transactions have been eliminated in consolidation. The Company is the majority owner of Peerless Propulsys China Holdings LLC (“Peerless Propulsys”). The Company’s 60% equity investment in Peerless Propulsys entitles it to 80% of the earnings of Peerless Propulsys. Peerless Propulsys is the sole owner of Peerless China Manufacturing Co. Ltd. (“PCMC”). The non-controlling interest of Peerless Propulsys is reported as a separate component on the Consolidated Balance Sheets and Consolidated Statements of Operations. | |||||||||
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. Cash balances, including restricted cash, held within and outside the United States are as follows (in thousands): | |||||||||
September 27, | June 28, | ||||||||
2014 | 2014 | ||||||||
Domestic | $ | 15,570 | $ | 19,351 | |||||
International | 23,173 | 23,493 | |||||||
$ | 38,743 | $ | 42,844 | ||||||
The Company maintains cash balances in bank accounts that normally exceed Federal Deposit Insurance Corporation insured limits. As of September 27, 2014 and June 28, 2014, cash held in the United States exceeded federally insured limits by $6.5 million and $9.1 million, respectively. The Company has not experienced any losses related to this cash concentration. | |||||||||
The Company had restricted cash balances of $15.0 million and $15.6 million as of September 27, 2014 and June 28, 2014, respectively. Foreign restricted cash balances were $5.0 million and $5.6 million as of September 27, 2014 and June 28, 2014, respectively. Cash balances were restricted to collateralize letters of credit and financial institution guarantees issued in the ordinary course of business and to secure the term loans and letters of credit as required under the terms of our existing Credit Agreement. | |||||||||
Accounts Receivable | |||||||||
The Company’s accounts receivable are due from companies in various industries. Credit is extended based on an evaluation of the customer’s financial condition. Generally, collateral is not required except on credit extended to international customers. Accounts receivable are generally due within 30 days and are stated at amounts due from customers, net of an allowance for doubtful accounts. Accounts outstanding longer than contractual payment terms are considered past due. | |||||||||
The Company records an allowance on a specific basis by considering a number of factors, including the length of time the accounts receivable are past due, the Company’s previous loss history, the customer’s current ability to pay its obligation to the Company and the condition of the customer’s industry and the economy as a whole. The Company writes off accounts receivable when they become uncollectible. Payments subsequently received on such receivables are credited to the allowance for doubtful accounts in the period the payment is received. | |||||||||
Changes in the Company’s allowance for doubtful accounts are as follows (in thousands): | |||||||||
Three months ended | |||||||||
September 27, | September 28, | ||||||||
2014 | 2013 | ||||||||
Balance at beginning of period | $ | 216 | $ | 300 | |||||
Bad debt expense | 50 | — | |||||||
Accounts written off | (47 | ) | — | ||||||
Balance at end of period | $ | 219 | $ | 300 | |||||
Inventories | |||||||||
The Company values its inventories using the lower of weighted average cost or market. The Company regularly reviews the value of inventories on hand and records a provision for obsolete and slow-moving inventory based on historical usage and estimated future usage. In assessing the ultimate realization of its inventory, the Company is required to make judgments as to future demand requirements. As actual future demand or market conditions may vary from those projected by the Company, adjustments to inventory valuations may be required. | |||||||||
Property, Plant and Equipment | |||||||||
Depreciation of property, plant and equipment is calculated using the straight-line method over a period considered adequate to depreciate the total cost over the useful lives of the assets, as follows: | |||||||||
Buildings and improvements | 5 - 40 years | ||||||||
Equipment | 3 - 10 years | ||||||||
Furniture and fixtures | 3 - 15 years | ||||||||
Routine maintenance costs are expensed as incurred. Major improvements that extend the life, increase the capacity or improve the safety or the efficiency of property owned are capitalized. Major improvements to leased buildings are capitalized as leasehold improvements and amortized over the shorter of the estimated life or the remaining lease term. | |||||||||
In September 2013, the Company exited its leased manufacturing and office facility in Zhenjiang, China. The property was leased from the noncontrolling interest owner of Peerless Propulsys. Early termination of the lease resulted in $0.2 million of expense included in costs of goods sold in the three months ended September 28, 2013. | |||||||||
Long-Lived Assets | |||||||||
The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable and exceeds its fair value. If conditions indicate an asset might be impaired, the Company estimates the future cash flows expected to result from the use of the asset and its eventual disposition. The impairment would be measured by the amount by which the asset exceeds its fair value, typically represented by the discounted cash flows associated with the asset. | |||||||||
Goodwill and Other Intangible Assets | |||||||||
Goodwill relates primarily to acquisitions and represents the difference between the purchase price and the fair value of the net assets acquired. Goodwill is not amortized; however, it is measured at the reporting unit level to test for impairment annually, in the fourth quarter, or more frequently if conditions indicate an earlier review is necessary. A discounted future cash flow analysis is primarily used to determine whether impairment exists. If the estimated fair value of goodwill is less than the carrying value, goodwill is impaired and is written down to its estimated fair value. | |||||||||
Intangible assets subject to amortization include licensing agreements, customer relationships and acquired sales order backlog. These intangible assets are amortized over their estimated useful lives based on a pattern in which the economic benefit of the respective intangible asset is realized. Intangible assets considered to have indefinite lives include trade names and design guidelines. The Company evaluates the recoverability of indefinite lived intangible assets annually, in the fourth quarter, or whenever events or changes in circumstances indicate that an intangible asset’s carrying amount may not be recoverable. The Company uses the market and income approach methods to determine whether impairment exists. | |||||||||
Fair Value of Financial Instruments | |||||||||
The carrying amounts of cash and cash equivalents, trade receivables, other current assets, accounts payable and accrued expenses approximate fair value due to the short maturity of these instruments. The carrying amount of the Company’s debt approximates fair value as the debt bears interest at floating market rates. | |||||||||
Revenue Recognition | |||||||||
The Company recognizes revenue, net of sales taxes, from product sales or services provided when the following revenue recognition criteria are met: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the selling price is fixed or determinable and collectability is reasonably assured. | |||||||||
The Company provides certain products under long-term, generally fixed-priced, contracts that may extend over multiple financial periods, where revenue and cost of sales are recognized in accordance with accounting rules relating to construction-type and production-type contracts. Amounts recognized in revenue are calculated using the percentage of cost completed (i.e., cumulative cost incurred to date in comparison to the estimated total cost at completion). This method requires the Company to make estimates regarding the total costs of the project at completion, which impacts the amount of gross margin the Company recognizes in each reporting period. The Company routinely reviews its estimates relating to estimated total costs at completion and recognizes changes in those estimates as they are determined. Change orders affecting the contract amount are considered only after receipt of a legally binding agreement. Incremental costs related to change orders are included in the estimate of total costs upon the earlier of receipt of the change order or the Company’s committed purchase obligation. The percentage-of-completion method generally results in the recognition of reasonably consistent profit margins over the life of a contract. Approximately 80% of the Company’s revenue is accounted for using the percentage-of-completion accounting method. | |||||||||
Many of our customer contracts define events of default related to product performance and/or timing of delivery, as well as remedies for such events of default. Anticipated events of default and estimated remedies, such as those provided under liquidated damages clauses, are accounted for as reductions in revenue in the period in which the potential default is first identified and the damages can be reasonably estimated. Historically, the impact of liquidated damages has not been material to the Company’s consolidated financial position, results of operations, or cash flows. Anticipated losses on percentage-of-completion contracts are recorded in full in the period in which they become evident. | |||||||||
We typically bill our customers upon the occurrence of project milestones. Cumulative revenue recognized may be less or greater than cumulative costs and profits billed at any point during a contract’s term. The resulting difference is recognized as “costs and earnings in excess of billings on uncompleted contracts” or “billings in excess of costs and earnings on uncompleted contracts” on the Consolidated Balance Sheets. | |||||||||
Contracts that are considered short-term in nature and require less product customization are accounted for under the completed contract method. Revenue under the completed contract method is recognized upon shipment of the product. | |||||||||
Pre-contract, Start-up and Commissioning Costs | |||||||||
The Company does not consider the realization of any individual sales order as probable prior to order acceptance. Therefore, pre-contract costs incurred prior to sales order acceptance are included as a component of operating expenses when incurred. Some of the Company’s contracts require the installation and placing in service of the product after it is distributed to the end user. The costs of start-up and commissioning and the related revenue associated with the relevant percentage of completion of these projects are recognized in the period incurred. Estimates are based on historical experience and expectation of future conditions. | |||||||||
Warranty Costs | |||||||||
The Company provides to its customers product warranties for specific products during a defined period of time, generally less than 18 months after shipment of the product. Warranties cover the failure of a product to perform after it has been placed in service. The Company reserves for estimated future warranty costs in the period in which the revenue is recognized based on historical experience, expectation of future conditions, and the extent of concurrent supplier warranties in place. Warranty costs are included in “cost of goods sold” in the Consolidated Statements of Operations. | |||||||||
Income Taxes | |||||||||
The Company utilizes the asset and liability approach in its reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax basis of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount more likely than not to be realized. Income tax related interest and penalties are included in income tax expense. The Company recognizes in its financial statements the impact of a tax position taken or expected to be taken in a tax return, if that position is “more likely than not” of being sustained upon examination by the relevant taxing authority, based on the technical merits of the position. | |||||||||
The Company is required to estimate income taxes in each jurisdiction in which it operates. This process involves estimating actual current tax exposure together with assessing temporary differences resulting from different treatment of items for tax and accounting purposes. These differences result in deferred tax assets and liabilities. Judgment is required in assessing the future tax consequences of events that have been recognized in the Company’s financial statements or tax returns. In the event that actual results differ from these estimates, the Company’s provision for income taxes could be materially impacted. | |||||||||
At September 27, 2014, the Company had $16.5 million of operating loss carry forwards primarily in the United States and the United Kingdom. The portion attributable to the United States is available for carryover to future periods, subject to certain limitations and expiring beginning in fiscal 2034. The operating loss carryforward from the United Kingdom has no expiration. A valuation allowance of $5.6 million has been established to reduce the credits to the estimated future realization of the tax related benefit. | |||||||||
Earnings (Loss) Per Common Share | |||||||||
The Company calculates earnings (loss) per common share by dividing the earnings (loss) applicable to PMFG, Inc. stockholders by the weighted average number of common shares outstanding. Diluted earnings per common share include the dilutive effect of stock options, restricted stock units and warrants granted using the treasury stock method. For the three months ended September 28, 2013, 77,460 restricted stock units with performance and service based restrictions were excluded from the calculation of dilutive securities because they were anti-dilutive. Options to acquire 37,200 shares of common stock were excluded from the calculation of dilutive securities for the three months ended September 28, 2013 because they were anti-dilutive. Warrants to acquire 839,063 shares of common stock were excluded from the calculation of dilutive securities for the three months ended September 28, 2013, because they were anti-dilutive. All warrants expired on September 4, 2014. | |||||||||
Use of Estimates | |||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Because of the use of estimates inherent in the financial reporting process, actual results could differ from those estimates. | |||||||||
New Accounting Pronouncements | |||||||||
In May 2014, the Financial Accounting Standards Board (the “FASB”) issued a comprehensive new revenue recognition model that requires a company to recognize revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in exchange for those goods or services. This new guidance is effective for annual reporting periods beginning after December 15, 2016 and early adoption is not permitted. Accordingly, we plan to adopt the new guidance beginning in fiscal 2018. Companies may use either a full retrospective or a modified retrospective approach to adopt this new guidance and management is currently evaluating which transition approach to use. Management is assessing the expected impact of this new guidance on our consolidated financial statements. |
INVENTORIES
INVENTORIES | 3 Months Ended | ||||||||
Sep. 27, 2014 | |||||||||
Inventory Disclosure [Abstract] | ' | ||||||||
INVENTORIES | ' | ||||||||
2. INVENTORIES | |||||||||
Principal components of inventories are as follows (in thousands): | |||||||||
September 27, | June 28, | ||||||||
2014 | 2014 | ||||||||
Raw materials | $ | 8,135 | 6,250 | ||||||
Work in progress | 3,502 | 4,840 | |||||||
Finished goods | 514 | 580 | |||||||
12,151 | 11,670 | ||||||||
Reserve for obsolete and slow-moving inventory | (869 | ) | (837 | ) | |||||
$ | 11,282 | $ | 10,833 | ||||||
COSTS_AND_ESTIMATED_EARNINGS_O
COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS | 3 Months Ended | ||||||||
Sep. 27, 2014 | |||||||||
Contractors [Abstract] | ' | ||||||||
COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS | ' | ||||||||
3. COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS | |||||||||
The components of uncompleted contracts are as follows (in thousands): | |||||||||
September 27, | June 28, | ||||||||
2014 | 2014 | ||||||||
Costs incurred on uncompleted contracts and estimated earnings | $ | 91,426 | $ | 97,551 | |||||
Less billings to date | (76,673 | ) | (86,545 | ) | |||||
$ | 14,753 | $ | 11,006 | ||||||
The components of uncompleted contracts are reflected in the Consolidated Balance Sheets as follows (in thousands): | |||||||||
September 27, | June 28, | ||||||||
2014 | 2014 | ||||||||
Costs and earnings in excess of billings on uncompleted contracts | $ | 26,436 | $ | 19,854 | |||||
Billings in excess of costs and earnings on uncompleted contracts | (11,683 | ) | (8,848 | ) | |||||
$ | 14,753 | $ | 11,006 | ||||||
GOODWILL_AND_OTHER_INTANGIBLE_
GOODWILL AND OTHER INTANGIBLE ASSETS | 3 Months Ended | ||||||||||||||||||||||||||
Sep. 27, 2014 | |||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||||||
GOODWILL AND OTHER INTANGIBLE ASSETS | ' | ||||||||||||||||||||||||||
4. GOODWILL AND OTHER INTANGIBLE ASSETS | |||||||||||||||||||||||||||
The goodwill acquired with the purchase of Combustion Components Associates, Inc. (CCA) in fiscal 2014 is allocated to and assessed at the Environmental Systems segment, and the remaining goodwill is assessed at the Process Products segment. | |||||||||||||||||||||||||||
Goodwill | |||||||||||||||||||||||||||
There were no changes in the carrying amount of goodwill for the three months ended September 27, 2014. | |||||||||||||||||||||||||||
Acquisition-Related Intangibles | |||||||||||||||||||||||||||
Acquisition-related intangible assets are as follows (in thousands): | |||||||||||||||||||||||||||
Weighted | Gross Value | Accumulated | Net Book | Gross Value | Accumulated | Net Book | |||||||||||||||||||||
Average | September 27, 2014 | Amortization | Value | June 28, 2014 | Amortization | Value | |||||||||||||||||||||
Estimated | September 27, 2014 | June 28, 2014 | |||||||||||||||||||||||||
Remaining | |||||||||||||||||||||||||||
Useful Life | |||||||||||||||||||||||||||
(Years) | |||||||||||||||||||||||||||
Design guidelines | Indefinite | $ | 4,060 | $ | — | $ | 4,060 | $ | 4,060 | $ | — | $ | 4,060 | ||||||||||||||
Customer relationships | 7 | 8,840 | (4,300 | ) | $ | 4,540 | 8,840 | (4,112 | ) | 4,728 | |||||||||||||||||
Trade names | Indefinite | 3,082 | — | $ | 3,082 | 3,082 | — | 3,082 | |||||||||||||||||||
$ | 15,982 | $ | (4,300 | ) | $ | 11,682 | $ | 15,982 | $ | (4,112 | ) | $ | 11,870 | ||||||||||||||
Amortization expense on finite-lived intangible assets was $0.2 million for each of the three months ended September 27, 2014 and September 28, 2013. Estimated aggregate finite-lived intangible asset amortization expense for the next five years is as follows (in thousands): | |||||||||||||||||||||||||||
Fiscal Year | |||||||||||||||||||||||||||
2015 | $ | 675 | |||||||||||||||||||||||||
2016 | 600 | ||||||||||||||||||||||||||
2017 | 599 | ||||||||||||||||||||||||||
2018 | 594 | ||||||||||||||||||||||||||
2019 | 594 |
ACCRUED_PRODUCT_WARRANTIES
ACCRUED PRODUCT WARRANTIES | 3 Months Ended | ||||||||
Sep. 27, 2014 | |||||||||
Guarantees [Abstract] | ' | ||||||||
ACCRUED PRODUCT WARRANTIES | ' | ||||||||
5. ACCRUED PRODUCT WARRANTIES | |||||||||
Accrued product warranty activity is as follows (in thousands): | |||||||||
Three months ended | |||||||||
September 27, | September 28, | ||||||||
2014 | 2013 | ||||||||
Balance at beginning of period | $ | 2,527 | $ | 2,241 | |||||
Provision for warranty expenses | 329 | 221 | |||||||
Warranty charges | (445 | ) | (285 | ) | |||||
Balance at end of period | $ | 2,411 | $ | 2,177 | |||||
ACCRUED_LIABILITIES_AND_OTHER
ACCRUED LIABILITIES AND OTHER | 3 Months Ended | ||||||||
Sep. 27, 2014 | |||||||||
Payables and Accruals [Abstract] | ' | ||||||||
ACCRUED LIABILITIES AND OTHER | ' | ||||||||
6. ACCRUED LIABILITIES AND OTHER | |||||||||
The components of accrued liabilities and other are as follows (in thousands): | |||||||||
September 27, | June 28, | ||||||||
2014 | 2014 | ||||||||
Accrued compensation | $ | 2,773 | $ | 2,735 | |||||
Accrued services | 3,268 | 3,839 | |||||||
Subsidiary short term debt | — | 1,608 | |||||||
Deferred consideration | 312 | 567 | |||||||
Other | 753 | 961 | |||||||
$ | 7,106 | $ | 9,710 | ||||||
In July 2013, the Company obtained short-term financing from Bank of China Limited. The financing provided for borrowings up to ¥10 million ($1.6 million) at an interest rate of 6.6%, with interest payable quarterly. All amounts outstanding were paid with cash on hand in July 2014. | |||||||||
In fiscal 2014, the Company accrued $0.6 million of deferred consideration in connection with the CCA acquisition. The Company assessed the remaining liability to CCA as of September 27, 2014 and reduced the liability accordingly. The $0.3 million adjustment is included in other income and expense in the Consolidated Statement of Operations. |
DEBT
DEBT | 3 Months Ended | ||||||||||||
Sep. 27, 2014 | |||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||
DEBT | ' | ||||||||||||
7. DEBT | |||||||||||||
Outstanding long-term debt obligations are as follows (in thousands): | |||||||||||||
September 27, | June 28, | ||||||||||||
Maturities | 2014 | 2014 | |||||||||||
Term loan A | 2019 | $ | 890 | $ | 981 | ||||||||
Term loan B | 2022 | 9,357 | 9,466 | ||||||||||
PCMC loan | 2017 | 6,202 | 6,110 | ||||||||||
Total long-term debt | 16,449 | 16,557 | |||||||||||
Less current maturities | (2,432 | ) | (2,408 | ) | |||||||||
Total long-term debt, net of current portion | $ | 14,017 | $ | 14,149 | |||||||||
In September 2012, the Company entered into a Credit Agreement (the “Credit Agreement”) with Citibank, N.A., as administrative agent and other financial institutions party thereto. The Credit Agreement provides for, among other things, revolving credit commitments of $30.0 million to be used for working capital and general corporate purposes, term loan commitments of $2.0 million used for the purchase of equipment for a manufacturing facility in Denton, Texas (“Term Loan A”) and term loan commitments of $10.0 million used to fund the construction of the Denton facility (“Term Loan B”). All borrowings and other obligations of the Company are guaranteed by substantially all of its domestic subsidiaries and are secured by substantially all of the assets of the Company. | |||||||||||||
The revolving credit facility under the Credit Agreement will terminate on September 30, 2015, and all revolving credit loans mature on that date. Under the revolving credit facility, the Company has a maximum borrowing availability equal to the lesser of (a) $30.0 million or (b) the sum of 80% of eligible accounts receivable plus 50% of eligible inventory plus 100% of the cash amount held in a special collateral account less a foreign currency letter of credit reserve. At September 27, 2014, there were no outstanding borrowings and approximately $6.6 million of outstanding letters of credit under the Credit Agreement, leaving the Company with approximately $1.3 million of available capacity for additional borrowings and letters of credit under the Credit Agreement. | |||||||||||||
The Company is required to make quarterly principal payments on the term loans. The Credit Agreement also requires the Company to maintain an interest rate protection agreement with respect to at least 50% of the aggregate outstanding principal amount of the term loans. As of September 27, 2014, the remaining maturities on long-term debt are as follows: | |||||||||||||
Fiscal Year | |||||||||||||
2015 | $ | 2,232 | |||||||||||
2016 | 2,782 | ||||||||||||
2017 | 2,676 | ||||||||||||
2018 | 2,123 | ||||||||||||
2019 | 1,204 | ||||||||||||
Thereafter | 5,432 | ||||||||||||
$ | 16,449 | ||||||||||||
Interest on all loans must generally be paid quarterly. Interest rates on term loans use floating rates plus 1/2 of 1% up to 2%, plus a margin of between 0 to 75 basis points based upon the Company’s consolidated funded debt to consolidated EBITDA for the trailing four consecutive fiscal quarters. The rate at September 27, 2014 was 2.9% | |||||||||||||
At September 27, 2014, the Company was required to maintain a Consolidated Total Leverage Ratio (“CTL”) not to exceed 1.75 to 1.00. The CTL ratio is calculated as the ratio of the Company’s aggregate total liabilities to the sum of the excess of the Company’s total assets over its total liabilities as each is determined on a consolidated basis in accordance with generally accepted accounting principles. | |||||||||||||
Under the Credit Agreement, as amended, capital expenditures are limited to (a) those made in connection with the new manufacturing facility in Denton, Texas; (b) those made in connection with the new manufacturing facility in China, not to exceed $13.0 million; and (c) $3.0 million of other capital expenditures in any fiscal year plus any amounts below $3.0 million of expenditures from the immediately preceding fiscal year. The Credit Agreement also contains other covenants, including restrictions on additional debt, dividends, capital expenditures, acquisitions and dispositions. | |||||||||||||
In fiscal 2014, the Company obtained an amendment to the Credit Agreement. Pursuant to the amendment, if the Debt Service Coverage Ratio (“DSC”) is less than 1.50 to 1.00 as of the end of any fiscal quarter, the Company must deposit and maintain cash in a blocked collateral account (to which only the administrative agent under the Credit Agreement has access) in an aggregate amount equal to the greater of (a) $10.0 million or (b) the sum of (i) the aggregate principal amount of all revolving credit and swing line loans outstanding under the Credit Agreement, plus (ii) 100% of the undrawn face amount of all performance-related letters of credit outstanding under the Credit Agreement, plus (iii) 30% (subject to upward adjustment) of the undrawn face amount of all warranty-related letters of credit outstanding under the Credit Agreement, plus (iv) $3.0 million, less (v) all term loan principal payments made on or after March 29, 2014. The Company may withdraw the cash in the collateral account when it achieves a DSC of at least 1.50 to 1.00 as of the end of a subsequent fiscal quarter, so long as no default or borrowing base deficiency then exists. The DSC ratio is calculated as the ratio of the Company’s consolidated EBITDA, as defined in the Credit Agreement, less certain restricted cash payments, capitalized expenditures and taxes to the Company’s consolidated fixed charges, which is the sum of the Company’s current maturities of long-term debt and the amount of cash paid for interest on a trailing 12 month basis. At September 27, 2014, the Company’s DSC ratio was below 1.50 to 1.00, requiring restricted cash of $10.0 million to be on deposit with Citibank, N.A. | |||||||||||||
In July 2013, the Company’s subsidiary in China entered into a loan agreement with Bank of China Limited. The loan agreement provides for a loan commitment of ¥43.0 million ($7.2 million) to fund the construction of a manufacturing facility in Zhenjiang, China. The loan is secured by PCMC’s property, plant and equipment. The loan matures on December 20, 2017. At September 27, 2014, there was an outstanding borrowing of ¥38.0 million ($6.2 million). Beginning June 20, 2014, the Company is required to make semi-annual principal payments on the loan which will be paid using cash on hand in China. Interest rates use floating rates as established by The People’s Bank of China. The rate at September 27, 2014 was 7.0%. The loan agreement also contains covenants, including restrictions on additional debt, dividends, acquisitions and dispositions. At September 27, 2014, PCMC was in compliance with all of its debt covenants. PCMC had bank guarantees of $0.8 million and $0.8 million at September 27, 2014 and June 28, 2014, respectively, secured by $0.8 million and $0.8 million of restricted cash balances. | |||||||||||||
The Company’s U.K. subsidiary has a debenture agreement used to facilitate issuances of letters of credit and bank guarantees of £6.0 million ($9.7 million) at September 27, 2014 and £6.0 million ($10.2 million) at June 28, 2014. This facility was secured by substantially all of the assets of the Company’s U.K. subsidiary, a protective letter of credit issued by the Company to HSBC Bank and a cash deposit of £1.8 million ($2.9 million) at September 27, 2014 and £1.8 million ($3.0 million) at June 28, 2014, which is recorded as restricted cash on the Consolidated Balance Sheets. At September 27, 2014, there was £4.9 million ($8.0 million) of outstanding stand-by letters of credit and bank guarantees under this debenture agreement. At June 28, 2014, there was £4.6 million ($7.9 million) of outstanding stand-by letters of credit and bank guarantees under this debenture agreement. | |||||||||||||
The Company’s German subsidiary has a debenture agreement used to facilitate issuances of letters of credit and bank guarantees of €4.8 million ($6.1 million) at September 27, 2014 and €4.8 million ($6.6 million) at June 28, 2014. This facility is secured by substantially all of the assets of the Company’s German subsidiary and by a cash deposit of €0.8 million ($1.0 million) at September 27, 2014 and €0.9 million ($1.2 million) at June 28, 2014, which is recorded as restricted cash on the Consolidated Balance Sheets. At September 27, 2014, there was €2.4 million ($3.0 million) of outstanding stand-by letters of credit and bank guarantees under this debenture agreement. At June 28, 2014, there was €2.8 million ($3.8 million) of outstanding stand-by letters of credit and bank guarantees under this debenture agreement. | |||||||||||||
The Company’s subsidiary in Singapore had bank guarantees of $1.1 million and $1.5 million at September 27, 2014 and June 28, 2014, respectively. At September 27, 2014 and June 28, 2014, these guarantees are secured with a cash deposit of $0.2 million and $0.6 million, respectively, and a protective letter of credit issued by the Company to Citibank. |
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Sep. 27, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
COMMITMENTS AND CONTINGENCIES | ' |
8. COMMITMENTS AND CONTINGENCIES | |
Litigation | |
Under the contract for the Nitram acquisition, the Company had certain rights to indemnification from the selling stockholders for claims relating to breach of representations and certain other claims, including litigation costs and damages. In September 2014, the Company reached a final settlement with the Nitram selling shareholders to reimburse the Company for previously incurred warranty and environmental cleanup costs of approximately $0.8 million and resolve all outstanding matters. The Company recorded $0.4 million as an offset to cost of goods sold and the remainder was offset to general and administrative expense in the Consolidated Statement of Operations. | |
From time to time the Company is involved in various litigation matters arising in the ordinary course of its business. The Company accrues for its litigation contingencies when losses are both probable and reasonably estimable. |
STOCKBASED_COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended | ||||||||||||||||
Sep. 27, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||
STOCK-BASED COMPENSATION | ' | ||||||||||||||||
9. STOCK-BASED COMPENSATION | |||||||||||||||||
The following information represents the Company’s grants of stock-based compensation to employees and directors during the three months ended September 27, 2014 and September 28, 2013 (in thousands, except share amounts): | |||||||||||||||||
Three months ended | |||||||||||||||||
September 27, | September 28, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Grant Type | Number | Fair Value | Number | Fair Value | |||||||||||||
of Shares | of Grant | of Shares | of Grant | ||||||||||||||
Granted | Granted | ||||||||||||||||
Stock to directors | 44,196 | $ | 240 | 40,430 | $ | 300 | |||||||||||
Restricted stock awards | 148,563 | 807 | 101,410 | 752 | |||||||||||||
Restricted stock units | 96,363 | 523 | 77,460 | 575 | |||||||||||||
The stock granted to the members of the Board of Directors vested upon grant, therefore the fair value amount was recognized as expense at the time of grant. The compensation expense for the restricted stock awards granted to officers and other employees in fiscal 2015 and fiscal 2014 is recognized over a three-year vesting period. The compensation expense is based on the fair value of the awards on the grant date, net of forfeitures. | |||||||||||||||||
In July 2013 and July 2014, the Company also awarded restricted stock units (“RSUs”), which are subject to both service and performance conditions, to some of the officers of the Company. The fair value of the RSUs is based on the probability of the performance condition being achieved on the date of grant. The actual number of shares that are eligible to vest is determined based on the Company’s performance during the performance period, which is a year from the date of grant, against established metrics and could range from 0% to 200% of the number of units originally granted. The RSUs are issuable based on the one year performance period and cliff vest on the third anniversary of the grant date subject to the continued employment of the grantee. The Company recognizes compensation expense for the RSUs based upon management’s determination of the potential likelihood of achievement of the performance conditions at each reporting date, net of estimated forfeitures. | |||||||||||||||||
The Company recognized $0.5 million and $0.5 million of stock-based compensation expense in the three months ended September 27, 2014 and September 28, 2013, respectively. |
DERIVATIVE_FINANCIAL_INSTRUMEN
DERIVATIVE FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | 3 Months Ended | ||||||||||||||||
Sep. 27, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
DERIVATIVE FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | ' | ||||||||||||||||
10. DERIVATIVE FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | |||||||||||||||||
Derivative Financial Instruments | |||||||||||||||||
The Company has entered into interest rate swap agreements that effectively convert the interest rates on the long-term debt issued under the Credit Agreement from floating to fixed rates. The following table summarizes the interest rate agreements in effect as of September 27, 2014 (in thousands): | |||||||||||||||||
Fixed Interest Rate | Expiration Date | Notional Amounts | |||||||||||||||
1.95% | September 30, 2022 | $ | 9,000 | ||||||||||||||
1.50% | September 30, 2019 | 1,000 | |||||||||||||||
The swap agreements are recorded as an asset or liability in the Consolidated Balance Sheets at fair value, with the change in fair value recorded as interest expense within the Consolidated Statements of Operations. | |||||||||||||||||
The Company is exposed to market risk under these arrangements due to the possibility of interest rates on the term loans under the Credit Agreement declining to below the rates on the interest rate swap agreements. Credit risk under these arrangements is believed to be remote as the counterparty to the interest rate swap agreements is a major financial institution; however, if the counterparty to the derivative instrument arrangements becomes unable to fulfill its obligations to the Company, the financial benefits of the arrangements may be lost. | |||||||||||||||||
The derivatives recorded at fair value in the Company’s Consolidated Balance Sheets were (in thousands): | |||||||||||||||||
Derivative Liabilities | |||||||||||||||||
September 27, | June 28, | ||||||||||||||||
2014 | 2014 | ||||||||||||||||
Interest rate swap contracts | $ | (3 | ) | $ | (68 | ) | |||||||||||
Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value maximize the use of observable inputs and minimize the use of unobservable inputs. The Company utilizes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable. | |||||||||||||||||
• | Level 1 — Quoted prices in active markets for identical assets or liabilities. These are typically obtained from real-time quotes for transactions in active exchange markets involving identical assets. | ||||||||||||||||
• | Level 2 — Quoted prices for similar assets and liabilities in active markets; quoted prices included for identical or similar assets and liabilities that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. These are typically obtained from readily-available pricing sources for comparable instruments. | ||||||||||||||||
• | Level 3 — Unobservable inputs, where there is little or no market activity for the asset or liability. These inputs reflect the reporting entity’s own beliefs about the assumptions that market participants would use in pricing the asset or liability, based on the best information available in the circumstances. | ||||||||||||||||
A summary of derivative assets and liabilities measured at fair value on a recurring basis is as follows (in thousands): | |||||||||||||||||
Fair Value | Level 1 | Level 2 | Level 3 | ||||||||||||||
as of | |||||||||||||||||
September 27, 2014 | |||||||||||||||||
Liability - Interest rate swap contracts | $ | (3 | ) | $ | — | $ | (3 | ) | $ | — | |||||||
The fair value of the interest rate swaps is determined based on the notional amounts of the swaps and the forward LIBOR curve relative to the fixed interest rates under the swap agreements. The Company classifies these instruments in Level 2 because quoted market prices can be corroborated utilizing observable benchmark market rates at commonly quoted intervals, observable current and forward commodity market prices on active exchanges, and observable market transactions of spot currency rates and forward currency prices. |
SEGMENT_INFORMATION
SEGMENT INFORMATION | 3 Months Ended | ||||||||
Sep. 27, 2014 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
SEGMENT INFORMATION | ' | ||||||||
11. SEGMENT INFORMATION | |||||||||
The Company has two reportable segments: Process Products and Environmental Systems. The Process Products segment produces various types of separation and filtration equipment used for removing liquids and solids from gases and air. The segment also includes industrial silencing equipment to control noise pollution on a wide range of industrial processes and heat transfer equipment to conserve energy in many industrial processes and in petrochemical processing. The Environmental Systems segment designs, engineers and installs highly efficient systems for combustion modification, fuel conversions and post-combustion nitrogen oxide (NOx) control for both new and existing sources. These environmental control systems are used for air pollution abatement and converting burners to accommodate alternative sources of fuel. System applications include Selective Catalytic Reduction (“SCR”) systems and Selective Non-Catalytic Reduction (“SNCR”) systems. | |||||||||
The Company allocates all costs associated with the manufacture, sale and design of its products to the appropriate segment. Segment profit and loss is based on revenue less direct expenses of the segment before allocation of general and administrative costs. The Company does not allocate general and administrative expenses (“reconciling items”), assets, or expenditures for assets on a segment basis for internal management reporting; therefore this information is not presented. Segment information and a reconciliation to consolidated operating income (loss) for the three months ended September 27, 2014 and September 28, 2013 are presented below (in thousands): | |||||||||
Three months ended | |||||||||
September 27, | September 28, | ||||||||
2014 | 2013 | ||||||||
Revenue: | |||||||||
Process Products | $ | 28,483 | $ | 24,511 | |||||
Environmental Systems | 16,776 | 4,560 | |||||||
$ | 45,259 | $ | 29,071 | ||||||
Operating income (loss): | |||||||||
Process Products | $ | 3,817 | $ | 2,768 | |||||
Environmental Systems | 3,770 | 900 | |||||||
Corporate and other unallocated expenses | (5,457 | ) | (5,328 | ) | |||||
$ | 2,130 | $ | (1,660 | ) | |||||
SIGNIFICANT_ACCOUNTING_POLICIE1
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended | ||||||||
Sep. 27, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Basis of Presentation | ' | ||||||||
Basis of Presentation | |||||||||
The accompanying unaudited consolidated financial statements of PMFG, Inc. and subsidiaries have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. References to “Company,” “we,” “us” and “our” refer to PMFG, Inc. and its subsidiaries. The consolidated financial statements of the Company as of September 27, 2014 and for the three months ended September 27, 2014 and September 28, 2013 are unaudited and, in the opinion of management, all adjustments necessary for the fair presentation of the financial position and results of operations of the Company for the interim periods have been included and are of a normal recurring nature. The results of operations for such interim periods are not necessarily indicative of results for a full year. These consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s latest Annual Report on Form 10-K for the fiscal year ended June 28, 2014. | |||||||||
Each of the Company’s interim reporting periods ends on the Saturday closest to the last day of the corresponding quarterly calendar period. References to “fiscal 2015” and “fiscal 2014” refer to fiscal years ended June 27, 2015 and June 28, 2014, respectively. The first quarter of fiscal 2015 and fiscal 2014 ended on September 27, 2014, and September 28, 2013, respectively. | |||||||||
Basis of Consolidation | ' | ||||||||
Basis of Consolidation | |||||||||
The Company’s financial statements for all periods presented are consolidated to include the accounts of all wholly-owned and majority-owned subsidiaries. All significant inter-company accounts and transactions have been eliminated in consolidation. The Company is the majority owner of Peerless Propulsys China Holdings LLC (“Peerless Propulsys”). The Company’s 60% equity investment in Peerless Propulsys entitles it to 80% of the earnings of Peerless Propulsys. Peerless Propulsys is the sole owner of Peerless China Manufacturing Co. Ltd. (“PCMC”). The non-controlling interest of Peerless Propulsys is reported as a separate component on the Consolidated Balance Sheets and Consolidated Statements of Operations. | |||||||||
Cash and Cash Equivalents | ' | ||||||||
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. Cash balances, including restricted cash, held within and outside the United States are as follows (in thousands): | |||||||||
September 27, | June 28, | ||||||||
2014 | 2014 | ||||||||
Domestic | $ | 15,570 | $ | 19,351 | |||||
International | 23,173 | 23,493 | |||||||
$ | 38,743 | $ | 42,844 | ||||||
The Company maintains cash balances in bank accounts that normally exceed Federal Deposit Insurance Corporation insured limits. As of September 27, 2014 and June 28, 2014, cash held in the United States exceeded federally insured limits by $6.5 million and $9.1 million, respectively. The Company has not experienced any losses related to this cash concentration. | |||||||||
The Company had restricted cash balances of $15.0 million and $15.6 million as of September 27, 2014 and June 28, 2014, respectively. Foreign restricted cash balances were $5.0 million and $5.6 million as of September 27, 2014 and June 28, 2014, respectively. Cash balances were restricted to collateralize letters of credit and financial institution guarantees issued in the ordinary course of business and to secure the term loans and letters of credit as required under the terms of our existing Credit Agreement. | |||||||||
Accounts Receivable | ' | ||||||||
Accounts Receivable | |||||||||
The Company’s accounts receivable are due from companies in various industries. Credit is extended based on an evaluation of the customer’s financial condition. Generally, collateral is not required except on credit extended to international customers. Accounts receivable are generally due within 30 days and are stated at amounts due from customers, net of an allowance for doubtful accounts. Accounts outstanding longer than contractual payment terms are considered past due. | |||||||||
The Company records an allowance on a specific basis by considering a number of factors, including the length of time the accounts receivable are past due, the Company’s previous loss history, the customer’s current ability to pay its obligation to the Company and the condition of the customer’s industry and the economy as a whole. The Company writes off accounts receivable when they become uncollectible. Payments subsequently received on such receivables are credited to the allowance for doubtful accounts in the period the payment is received. | |||||||||
Changes in the Company’s allowance for doubtful accounts are as follows (in thousands): | |||||||||
Three months ended | |||||||||
September 27, | September 28, | ||||||||
2014 | 2013 | ||||||||
Balance at beginning of period | $ | 216 | $ | 300 | |||||
Bad debt expense | 50 | — | |||||||
Accounts written off | (47 | ) | — | ||||||
Balance at end of period | $ | 219 | $ | 300 | |||||
Inventories | ' | ||||||||
Inventories | |||||||||
The Company values its inventories using the lower of weighted average cost or market. The Company regularly reviews the value of inventories on hand, and records a provision for obsolete and slow-moving inventory based on historical usage and estimated future usage. In assessing the ultimate realization of its inventory, the Company is required to make judgments as to future demand requirements. As actual future demand or market conditions may vary from those projected by the Company, adjustments to inventory valuations may be required. | |||||||||
Property, Plant and Equipment | ' | ||||||||
Property, Plant and Equipment | |||||||||
Depreciation of property, plant and equipment is calculated using the straight-line method over a period considered adequate to depreciate the total cost over the useful lives of the assets, as follows: | |||||||||
Buildings and improvements | 5 - 40 years | ||||||||
Equipment | 3 - 10 years | ||||||||
Furniture and fixtures | 3 - 15 years | ||||||||
Routine maintenance costs are expensed as incurred. Major improvements that extend the life, increase the capacity or improve the safety or the efficiency of property owned are capitalized. Major improvements to leased buildings are capitalized as leasehold improvements and amortized over the shorter of the estimated life or the remaining lease term. | |||||||||
In September 2013, the Company exited its leased manufacturing and office facility in Zhenjiang, China. The property was leased from the noncontrolling interest owner of Peerless Propulsys. Early termination of the lease resulted in $0.2 million of expense included in costs of goods sold in the three months ended September 28, 2013. | |||||||||
Long-Lived Assets | ' | ||||||||
Long-Lived Assets | |||||||||
The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable and exceeds its fair value. If conditions indicate an asset might be impaired, the Company estimates the future cash flows expected to result from the use of the asset and its eventual disposition. The impairment would be measured by the amount by which the asset exceeds its fair value, typically represented by the discounted cash flows associated with the asset. | |||||||||
Goodwill and Other Intangible Assets | ' | ||||||||
Goodwill and Other Intangible Assets | |||||||||
Goodwill relates primarily to acquisitions and represents the difference between the purchase price and the fair value of the net assets acquired. Goodwill is not amortized; however, it is measured at the reporting unit level to test for impairment annually, in the fourth quarter, or more frequently if conditions indicate an earlier review is necessary. A discounted future cash flow analysis is primarily used to determine whether impairment exists. If the estimated fair value of goodwill is less than the carrying value, goodwill is impaired and is written down to its estimated fair value. | |||||||||
Intangible assets subject to amortization include licensing agreements, customer relationships and acquired sales order backlog. These intangible assets are amortized over their estimated useful lives based on a pattern in which the economic benefit of the respective intangible asset is realized. Intangible assets considered to have indefinite lives include trade names and design guidelines. The Company evaluates the recoverability of indefinite lived intangible assets annually, in the fourth quarter, or whenever events or changes in circumstances indicate that an intangible asset’s carrying amount may not be recoverable. The Company uses the market and income approach methods to determine whether impairment exists. | |||||||||
Fair Value of Financial Instruments | ' | ||||||||
Fair Value of Financial Instruments | |||||||||
The carrying amounts of cash and cash equivalents, trade receivables, other current assets, accounts payable and accrued expenses approximate fair value due to the short maturity of these instruments. The carrying amount of the Company’s debt approximates fair value as the debt bears interest at floating market rates. | |||||||||
Revenue Recognition | ' | ||||||||
Revenue Recognition | |||||||||
The Company recognizes revenue, net of sales taxes, from product sales or services provided when the following revenue recognition criteria are met: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the selling price is fixed or determinable and collectability is reasonably assured. | |||||||||
The Company provides certain products under long-term, generally fixed-priced, contracts that may extend over multiple financial periods, where revenue and cost of sales are recognized in accordance with accounting rules relating to construction-type and production-type contracts. Amounts recognized in revenue are calculated using the percentage of cost completed (i.e., cumulative cost incurred to date in comparison to the estimated total cost at completion). This method requires the Company to make estimates regarding the total costs of the project at completion, which impacts the amount of gross margin the Company recognizes in each reporting period. The Company routinely reviews its estimates relating to estimated total costs at completion and recognizes changes in those estimates as they are determined. Change orders affecting the contract amount are considered only after receipt of a legally binding agreement. Incremental costs related to change orders are included in the estimate of total costs upon the earlier of receipt of the change order or the Company’s committed purchase obligation. The percentage-of-completion method generally results in the recognition of reasonably consistent profit margins over the life of a contract. Approximately 80% of the Company’s revenue is accounted for using the percentage-of-completion accounting method. | |||||||||
Many of our customer contracts define events of default related to product performance and/or timing of delivery, as well as remedies for such events of default. Anticipated events of default and estimated remedies, such as those provided under liquidated damages clauses, are accounted for as reductions in revenue in the period in which the potential default is first identified and the damages can be reasonably estimated. Historically, the impact of liquidated damages has not been material to the Company’s consolidated financial position, results of operations, or cash flows. Anticipated losses on percentage-of-completion contracts are recorded in full in the period in which they become evident. | |||||||||
We typically bill our customers upon the occurrence of project milestones. Cumulative revenue recognized may be less or greater than cumulative costs and profits billed at any point during a contract’s term. The resulting difference is recognized as “costs and earnings in excess of billings on uncompleted contracts” or “billings in excess of costs and earnings on uncompleted contracts” on the Consolidated Balance Sheets. | |||||||||
Contracts that are considered short-term in nature and require less product customization are accounted for under the completed contract method. Revenue under the completed contract method is recognized upon shipment of the product. | |||||||||
Pre-contract, Start-up and Commissioning Costs | ' | ||||||||
Pre-contract, Start-up and Commissioning Costs | |||||||||
The Company does not consider the realization of any individual sales order as probable prior to order acceptance. Therefore, pre-contract costs incurred prior to sales order acceptance are included as a component of operating expenses when incurred. Some of the Company’s contracts require the installation and placing in service of the product after it is distributed to the end user. The costs of start-up and commissioning and the related revenue associated with the relevant percentage of completion of these projects are recognized in the period incurred. Estimates are based on historical experience and expectation of future conditions. | |||||||||
Warranty Costs | ' | ||||||||
Warranty Costs | |||||||||
The Company provides to its customers product warranties for specific products during a defined period of time, generally less than 18 months after shipment of the product. Warranties cover the failure of a product to perform after it has been placed in service. The Company reserves for estimated future warranty costs in the period in which the revenue is recognized based on historical experience, expectation of future conditions, and the extent of concurrent supplier warranties in place. Warranty costs are included in “cost of goods sold” in the Consolidated Statements of Operations. | |||||||||
Income Taxes | ' | ||||||||
Income Taxes | |||||||||
The Company utilizes the asset and liability approach in its reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax basis of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount more likely than not to be realized. Income tax related interest and penalties are included in income tax expense. The Company recognizes in its financial statements the impact of a tax position taken or expected to be taken in a tax return, if that position is “more likely than not” of being sustained upon examination by the relevant taxing authority, based on the technical merits of the position. | |||||||||
The Company is required to estimate income taxes in each jurisdiction in which it operates. This process involves estimating actual current tax exposure together with assessing temporary differences resulting from different treatment of items for tax and accounting purposes. These differences result in deferred tax assets and liabilities. Judgment is required in assessing the future tax consequences of events that have been recognized in the Company’s financial statements or tax returns. In the event that actual results differ from these estimates, the Company’s provision for income taxes could be materially impacted. | |||||||||
At September 27, 2014, the Company had $16.5 million of operating loss carry forwards primarily in the United States and the United Kingdom. The portion attributable to the United States is available for carryover to future periods, subject to certain limitations and expiring beginning in fiscal 2034. The operating loss carryforward from the United Kingdom has no expiration. A valuation allowance of $5.6 million has been established to reduce the credits to the estimated future realization of the tax related benefit. | |||||||||
Earnings (Loss) Per Common Share | ' | ||||||||
Earnings (Loss) Per Common Share | |||||||||
The Company calculates earnings (loss) per common share by dividing the earnings (loss) applicable to PMFG, Inc. stockholders by the weighted average number of common shares outstanding. Diluted earnings per common share include the dilutive effect of stock options, restricted stock units and warrants granted using the treasury stock method. For the three months ended September 28, 2013, 77,460 restricted stock units with performance and service based restrictions were excluded from the calculation of dilutive securities because they were anti-dilutive. Options to acquire 37,200 shares of common stock were excluded from the calculation of dilutive securities for the three months ended September 28, 2013 because they were anti-dilutive. Warrants to acquire 839,063 shares of common stock were excluded from the calculation of dilutive securities for the three months ended September 28, 2013, because they were anti-dilutive. All warrants expired on September 4, 2014. | |||||||||
Use of Estimates | ' | ||||||||
Use of Estimates | |||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Because of the use of estimates inherent in the financial reporting process, actual results could differ from those estimates. | |||||||||
New Accounting Pronouncements | ' | ||||||||
New Accounting Pronouncements | |||||||||
In May 2014, the Financial Accounting Standards Board (the “FASB”) issued a comprehensive new revenue recognition model that requires a company to recognize revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in exchange for those goods or services. This new guidance is effective for annual reporting periods beginning after December 15, 2016 and early adoption is not permitted. Accordingly, we plan to adopt the new guidance beginning in fiscal 2018. Companies may use either a full retrospective or a modified retrospective approach to adopt this new guidance and management is currently evaluating which transition approach to use. Management is assessing the expected impact of this new guidance on our consolidated financial statements. |
SIGNIFICANT_ACCOUNTING_POLICIE2
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended | ||||||||
Sep. 27, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Cash Balances Including Restricted Cash | ' | ||||||||
The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. Cash balances, including restricted cash, held within and outside the United States are as follows (in thousands): | |||||||||
September 27, | June 28, | ||||||||
2014 | 2014 | ||||||||
Domestic | $ | 15,570 | $ | 19,351 | |||||
International | 23,173 | 23,493 | |||||||
$ | 38,743 | $ | 42,844 | ||||||
Allowance for Doubtful Accounts | ' | ||||||||
Changes in the Company’s allowance for doubtful accounts are as follows (in thousands): | |||||||||
Three months ended | |||||||||
September 27, | September 28, | ||||||||
2014 | 2013 | ||||||||
Balance at beginning of period | $ | 216 | $ | 300 | |||||
Bad debt expense | 50 | — | |||||||
Accounts written off | (47 | ) | — | ||||||
Balance at end of period | $ | 219 | $ | 300 | |||||
Depreciation of Property, Plant and Equipment | ' | ||||||||
Depreciation of property, plant and equipment is calculated using the straight-line method over a period considered adequate to depreciate the total cost over the useful lives of the assets, as follows: | |||||||||
Buildings and improvements | 5 - 40 years | ||||||||
Equipment | 3 - 10 years | ||||||||
Furniture and fixtures | 3 - 15 years |
INVENTORIES_Tables
INVENTORIES (Tables) | 3 Months Ended | ||||||||
Sep. 27, 2014 | |||||||||
Inventory Disclosure [Abstract] | ' | ||||||||
Principal Components of Inventories | ' | ||||||||
Principal components of inventories are as follows (in thousands): | |||||||||
September 27, | June 28, | ||||||||
2014 | 2014 | ||||||||
Raw materials | $ | 8,135 | 6,250 | ||||||
Work in progress | 3,502 | 4,840 | |||||||
Finished goods | 514 | 580 | |||||||
12,151 | 11,670 | ||||||||
Reserve for obsolete and slow-moving inventory | (869 | ) | (837 | ) | |||||
$ | 11,282 | $ | 10,833 | ||||||
COSTS_AND_ESTIMATED_EARNINGS_O1
COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS (Tables) | 3 Months Ended | ||||||||
Sep. 27, 2014 | |||||||||
Contractors [Abstract] | ' | ||||||||
Components of Uncompleted Contracts | ' | ||||||||
The components of uncompleted contracts are as follows (in thousands): | |||||||||
September 27, | June 28, | ||||||||
2014 | 2014 | ||||||||
Costs incurred on uncompleted contracts and estimated earnings | $ | 91,426 | $ | 97,551 | |||||
Less billings to date | (76,673 | ) | (86,545 | ) | |||||
$ | 14,753 | $ | 11,006 | ||||||
Components of Uncompleted Contracts Reflected in Consolidated Balance Sheets | ' | ||||||||
The components of uncompleted contracts are reflected in the Consolidated Balance Sheets as follows (in thousands): | |||||||||
September 27, | June 28, | ||||||||
2014 | 2014 | ||||||||
Costs and earnings in excess of billings on uncompleted contracts | $ | 26,436 | $ | 19,854 | |||||
Billings in excess of costs and earnings on uncompleted contracts | (11,683 | ) | (8,848 | ) | |||||
$ | 14,753 | $ | 11,006 | ||||||
GOODWILL_AND_OTHER_INTANGIBLE_1
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 3 Months Ended | ||||||||||||||||||||||||||
Sep. 27, 2014 | |||||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ||||||||||||||||||||||||||
Acquisition-Related Intangible Assets | ' | ||||||||||||||||||||||||||
Acquisition-related intangible assets are as follows (in thousands): | |||||||||||||||||||||||||||
Weighted | Gross Value | Accumulated | Net Book | Gross Value | Accumulated | Net Book | |||||||||||||||||||||
Average | September 27, 2014 | Amortization | Value | June 28, 2014 | Amortization | Value | |||||||||||||||||||||
Estimated | September 27, 2014 | June 28, 2014 | |||||||||||||||||||||||||
Remaining | |||||||||||||||||||||||||||
Useful Life | |||||||||||||||||||||||||||
(Years) | |||||||||||||||||||||||||||
Design guidelines | Indefinite | $ | 4,060 | $ | — | $ | 4,060 | $ | 4,060 | $ | — | $ | 4,060 | ||||||||||||||
Customer relationships | 7 | 8,840 | (4,300 | ) | $ | 4,540 | 8,840 | (4,112 | ) | 4,728 | |||||||||||||||||
Trade names | Indefinite | 3,082 | — | $ | 3,082 | 3,082 | — | 3,082 | |||||||||||||||||||
$ | 15,982 | $ | (4,300 | ) | $ | 11,682 | $ | 15,982 | $ | (4,112 | ) | $ | 11,870 | ||||||||||||||
Estimated Aggregate Finite-Lived Intangible Asset Amortization Expense | ' | ||||||||||||||||||||||||||
Estimated aggregate finite-lived intangible asset amortization expense for the next five years is as follows (in thousands): | |||||||||||||||||||||||||||
Fiscal Year | |||||||||||||||||||||||||||
2015 | $ | 675 | |||||||||||||||||||||||||
2016 | 600 | ||||||||||||||||||||||||||
2017 | 599 | ||||||||||||||||||||||||||
2018 | 594 | ||||||||||||||||||||||||||
2019 | 594 |
ACCRUED_PRODUCT_WARRANTIES_Tab
ACCRUED PRODUCT WARRANTIES (Tables) | 3 Months Ended | ||||||||
Sep. 27, 2014 | |||||||||
Guarantees [Abstract] | ' | ||||||||
Accrued Product Warranty Activity | ' | ||||||||
Accrued product warranty activity is as follows (in thousands): | |||||||||
Three months ended | |||||||||
September 27, | September 28, | ||||||||
2014 | 2013 | ||||||||
Balance at beginning of period | $ | 2,527 | $ | 2,241 | |||||
Provision for warranty expenses | 329 | 221 | |||||||
Warranty charges | (445 | ) | (285 | ) | |||||
Balance at end of period | $ | 2,411 | $ | 2,177 | |||||
ACCRUED_LIABILITIES_AND_OTHER_
ACCRUED LIABILITIES AND OTHER (Tables) | 3 Months Ended | ||||||||
Sep. 27, 2014 | |||||||||
Payables and Accruals [Abstract] | ' | ||||||||
Components of Accrued Liabilities and Other | ' | ||||||||
The components of accrued liabilities and other are as follows (in thousands): | |||||||||
September 27, | June 28, | ||||||||
2014 | 2014 | ||||||||
Accrued compensation | $ | 2,773 | $ | 2,735 | |||||
Accrued services | 3,268 | 3,839 | |||||||
Subsidiary short term debt | — | 1,608 | |||||||
Deferred consideration | 312 | 567 | |||||||
Other | 753 | 961 | |||||||
$ | 7,106 | $ | 9,710 | ||||||
DEBT_Tables
DEBT (Tables) | 3 Months Ended | ||||||||||||
Sep. 27, 2014 | |||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||
Outstanding Long-Term Debt Obligations | ' | ||||||||||||
Outstanding long-term debt obligations are as follows (in thousands): | |||||||||||||
September 27, | June 28, | ||||||||||||
Maturities | 2014 | 2014 | |||||||||||
Term loan A | 2019 | $ | 890 | $ | 981 | ||||||||
Term loan B | 2022 | 9,357 | 9,466 | ||||||||||
PCMC loan | 2017 | 6,202 | 6,110 | ||||||||||
Total long-term debt | 16,449 | 16,557 | |||||||||||
Less current maturities | (2,432 | ) | (2,408 | ) | |||||||||
Total long-term debt, net of current portion | $ | 14,017 | $ | 14,149 | |||||||||
Summary of Maturities on Long-Term Debt | ' | ||||||||||||
As of September 27, 2014, the remaining maturities on long-term debt are as follows: | |||||||||||||
Fiscal Year | |||||||||||||
2015 | $ | 2,232 | |||||||||||
2016 | 2,782 | ||||||||||||
2017 | 2,676 | ||||||||||||
2018 | 2,123 | ||||||||||||
2019 | 1,204 | ||||||||||||
Thereafter | 5,432 | ||||||||||||
$ | 16,449 | ||||||||||||
STOCKBASED_COMPENSATION_Tables
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended | ||||||||||||||||
Sep. 27, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||
Grants of Stock-Based Compensation to Employees and Directors | ' | ||||||||||||||||
The following information represents the Company’s grants of stock-based compensation to employees and directors during the three months ended September 27, 2014 and September 28, 2013 (in thousands, except share amounts): | |||||||||||||||||
Three months ended | |||||||||||||||||
September 27, | September 28, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Grant Type | Number | Fair Value | Number | Fair Value | |||||||||||||
of Shares | of Grant | of Shares | of Grant | ||||||||||||||
Granted | Granted | ||||||||||||||||
Stock to directors | 44,196 | $ | 240 | 40,430 | $ | 300 | |||||||||||
Restricted stock awards | 148,563 | 807 | 101,410 | 752 | |||||||||||||
Restricted stock units | 96,363 | 523 | 77,460 | 575 |
DERIVATIVE_FINANCIAL_INSTRUMEN1
DERIVATIVE FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended | ||||||||||||||||
Sep. 27, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Summary of Interest Rate Agreements | ' | ||||||||||||||||
The following table summarizes the interest rate agreements in effect as of September 27, 2014 (in thousands): | |||||||||||||||||
Fixed Interest Rate | Expiration Date | Notional Amounts | |||||||||||||||
1.95% | September 30, 2022 | $ | 9,000 | ||||||||||||||
1.50% | September 30, 2019 | 1,000 | |||||||||||||||
Derivatives Recorded at Fair Value in Consolidated Balance Sheets | ' | ||||||||||||||||
The derivatives recorded at fair value in the Company’s Consolidated Balance Sheets were (in thousands): | |||||||||||||||||
Derivative Liabilities | |||||||||||||||||
September 27, | June 28, | ||||||||||||||||
2014 | 2014 | ||||||||||||||||
Interest rate swap contracts | $ | (3 | ) | $ | (68 | ) | |||||||||||
Summary of Derivative Assets and Liabilities Measured at Fair Value | ' | ||||||||||||||||
A summary of derivative assets and liabilities measured at fair value on a recurring basis is as follows (in thousands): | |||||||||||||||||
Fair Value | Level 1 | Level 2 | Level 3 | ||||||||||||||
as of | |||||||||||||||||
September 27, 2014 | |||||||||||||||||
Liability - Interest rate swap contracts | $ | (3 | ) | $ | — | $ | (3 | ) | $ | — |
SEGMENT_INFORMATION_Tables
SEGMENT INFORMATION (Tables) | 3 Months Ended | ||||||||
Sep. 27, 2014 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
Segment Information and Reconciliation to Operating Profit | ' | ||||||||
Segment information and a reconciliation to consolidated operating income (loss) for the three months ended September 27, 2014 and September 28, 2013 are presented below (in thousands): | |||||||||
Three months ended | |||||||||
September 27, | September 28, | ||||||||
2014 | 2013 | ||||||||
Revenue: | |||||||||
Process Products | $ | 28,483 | $ | 24,511 | |||||
Environmental Systems | 16,776 | 4,560 | |||||||
$ | 45,259 | $ | 29,071 | ||||||
Operating income (loss): | |||||||||
Process Products | $ | 3,817 | $ | 2,768 | |||||
Environmental Systems | 3,770 | 900 | |||||||
Corporate and other unallocated expenses | (5,457 | ) | (5,328 | ) | |||||
$ | 2,130 | $ | (1,660 | ) | |||||
Recovered_Sheet1
Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | 3 Months Ended | 3 Months Ended | ||||||||||
Sep. 27, 2014 | Sep. 28, 2013 | Jun. 28, 2014 | Sep. 28, 2013 | Sep. 28, 2013 | Sep. 28, 2013 | Sep. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Jun. 28, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | |
USD ($) | USD ($) | USD ($) | Stock Compensation Plan [Member] | Warrants [Member] | Restricted stock awards [Member] | U.K. Subsidiary Debenture [Member] | U.K. Subsidiary Debenture [Member] | U.K. Subsidiary Debenture [Member] | U.K. Subsidiary Debenture [Member] | United States | Maximum [Member] | Peerless Propulsys [Member] | |
USD ($) | GBP (£) | USD ($) | GBP (£) | USD ($) | |||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity method investment, ownership percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 60.00% |
Equity investment entitles to earnings | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 80.00% |
Maturity of liquid investments purchased | 'Three months or less | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash held in banks in the United States exceeding federally insured limits | $6,500,000 | ' | $9,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted cash | 14,958,000 | ' | 15,570,000 | ' | ' | ' | 2,900,000 | 1,800,000 | 3,000,000 | 1,800,000 | ' | ' | ' |
Foreign restricted cash balances | 5,000,000 | ' | 5,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accounts receivables due date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30 days | ' |
Lease termination expense | ' | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue recorded under percentage of completion accounting method | 80.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of product warranty | 'Less than 18 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating loss carryforwards | ' | ' | ' | ' | ' | ' | 16,500,000 | ' | ' | ' | 16,500,000 | ' | ' |
Operating loss carryforwards, Expiration date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1-Jul-34 | ' | ' |
Operating loss carryforwards, Valuation allowance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $5,600,000 | ' | ' |
Anti-dilutive securities excluded from computation of earnings per common share calculation | ' | ' | ' | 37,200 | 839,063 | 77,460 | ' | ' | ' | ' | ' | ' | ' |
Warrants expiration date | 4-Sep-14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash_Balances_Including_Restri
Cash Balances Including Restricted Cash (Detail) (USD $) | Sep. 27, 2014 | Jun. 28, 2014 |
In Thousands, unless otherwise specified | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ' | ' |
Cash balances, including restricted cash | $38,743 | $42,844 |
Domestic [Member] | ' | ' |
Restricted Cash and Cash Equivalents Items [Line Items] | ' | ' |
Cash balances, including restricted cash | 15,570 | 19,351 |
International [Member] | ' | ' |
Restricted Cash and Cash Equivalents Items [Line Items] | ' | ' |
Cash balances, including restricted cash | $23,173 | $23,493 |
Allowance_for_Doubtful_Account
Allowance for Doubtful Accounts (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Sep. 27, 2014 | Sep. 28, 2013 |
Allowance for Doubtful Accounts Receivable [Roll Forward] | ' | ' |
Balance at beginning of period | $216 | $300 |
Bad debt expense | 50 | ' |
Accounts written off | -47 | 0 |
Balance at end of period | $219 | $300 |
Depreciation_of_Property_Plant
Depreciation of Property, Plant and Equipment (Detail) | 3 Months Ended |
Sep. 27, 2014 | |
Buildings and improvements [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful lives | '40 years |
Buildings and improvements [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful lives | '5 years |
Equipment [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful lives | '10 years |
Equipment [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful lives | '3 years |
Furniture and fixtures [Member] | Maximum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful lives | '15 years |
Furniture and fixtures [Member] | Minimum [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful lives | '3 years |
Principal_Components_of_Invent
Principal Components of Inventories (Detail) (USD $) | Sep. 27, 2014 | Jun. 28, 2014 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ' | ' |
Raw materials | $8,135 | $6,250 |
Work in progress | 3,502 | 4,840 |
Finished goods | 514 | 580 |
Inventory, Gross, Total | 12,151 | 11,670 |
Reserve for obsolete and slow-moving inventory | -869 | -837 |
Inventories, net | $11,282 | $10,833 |
Components_of_Uncompleted_Cont
Components of Uncompleted Contracts (Detail) (USD $) | Sep. 27, 2014 | Jun. 28, 2014 |
In Thousands, unless otherwise specified | ||
Contractors [Abstract] | ' | ' |
Costs incurred on uncompleted contracts and estimated earnings | $91,426 | $97,551 |
Less billings to date | -76,673 | -86,545 |
Total uncompleted contracts | $14,753 | $11,006 |
Components_of_Uncompleted_Cont1
Components of Uncompleted Contracts Reflected in Consolidated Balance Sheets (Detail) (USD $) | Sep. 27, 2014 | Jun. 28, 2014 |
In Thousands, unless otherwise specified | ||
Contractors [Abstract] | ' | ' |
Costs and earnings in excess of billings on uncompleted contracts | $26,436 | $19,854 |
Billings in excess of costs and earnings on uncompleted contracts | -11,683 | -8,848 |
Total uncompleted contracts | $14,753 | $11,006 |
AcquisitionRelated_Intangible_
Acquisition-Related Intangible Assets (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Sep. 27, 2014 | Jun. 28, 2014 |
Finite And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Total Gross Value | $15,982 | $15,982 |
Accumulated Amortization | -4,300 | -4,112 |
Total Net Book Value | 11,682 | 11,870 |
Customer relationships [Member] | ' | ' |
Finite And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Weighted Average Estimated Useful Life | '7 years | ' |
Finite Gross Value | 8,840 | 8,840 |
Accumulated Amortization | -4,300 | -4,112 |
Finite Net Book Value | 4,540 | 4,728 |
Design guidelines [Member] | ' | ' |
Finite And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Indefinite Gross Value | 4,060 | 4,060 |
Indefinite Net Book Value | 4,060 | 4,060 |
Trade names [Member] | ' | ' |
Finite And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Indefinite Gross Value | 3,082 | 3,082 |
Indefinite Net Book Value | $3,082 | $3,082 |
Recovered_Sheet2
Goodwill and Other Intangible Assets - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Sep. 27, 2014 | Sep. 28, 2013 |
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' |
Amortization expense | $0.20 | $0.20 |
Estimated_Aggregate_FiniteLive
Estimated Aggregate Finite-Lived Intangible Asset Amortization Expense (Detail) (USD $) | Sep. 27, 2014 |
In Thousands, unless otherwise specified | |
Goodwill and Intangible Assets Disclosure [Abstract] | ' |
2015 | $675 |
2016 | 600 |
2017 | 599 |
2018 | 594 |
2019 | $594 |
Accrued_Product_Warranty_Activ
Accrued Product Warranty Activity (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Sep. 27, 2014 | Sep. 28, 2013 |
Guarantees [Abstract] | ' | ' |
Balance at beginning of period | $2,527 | $2,241 |
Provision for warranty expense | 329 | 221 |
Warranty charges | -445 | -285 |
Balance at end of period | $2,411 | $2,177 |
Components_of_Accrued_Liabilit
Components of Accrued Liabilities and Other (Detail) (USD $) | Sep. 27, 2014 | Jun. 28, 2014 |
In Thousands, unless otherwise specified | ||
Payables and Accruals [Abstract] | ' | ' |
Accrued compensation | $2,773 | $2,735 |
Accrued services | 3,268 | 3,839 |
Subsidiary short term debt | ' | 1,608 |
Deferred consideration | 312 | 567 |
Other | 753 | 961 |
Accrued liabilities and other | $7,106 | $9,710 |
Recovered_Sheet3
Accrued Liabilities and Other - Additional Information (Detail) | Sep. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Sep. 27, 2014 | Jun. 30, 2014 |
USD ($) | CNY | USD ($) | Combustion Components Associates, Inc [Member] | Combustion Components Associates, Inc [Member] | |
USD ($) | USD ($) | ||||
Schedule of Accrued Liabilities [Line Items] | ' | ' | ' | ' | ' |
Short-term borrowings | $1,600,000 | 10,000,000 | ' | ' | ' |
Interest rate on borrowings | 6.60% | 6.60% | ' | ' | ' |
Accrued deferred consideration in connection with acquisition | $312,000 | ' | $567,000 | $312,000 | $567,000 |
Outstanding_LongTerm_Debt_Obli
Outstanding Long-Term Debt Obligations (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Sep. 27, 2014 | Jun. 28, 2014 |
Debt Instrument [Line Items] | ' | ' |
Total long-term debt | $16,449 | $16,557 |
Less current maturities | -2,432 | -2,408 |
Total long-term debt, net of current portion | 14,017 | 14,149 |
Total long-term debt | 16,449 | 16,557 |
Term loan A [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt, maturity year | '2019 | ' |
Total long-term debt | 890 | 981 |
Total long-term debt | 890 | 981 |
Term loan B [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt, maturity year | '2022 | ' |
Total long-term debt | 9,357 | 9,466 |
Total long-term debt | 9,357 | 9,466 |
PCMC [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total long-term debt | 6,202 | 6,110 |
Total long-term debt | $6,202 | $6,110 |
PCMC loan[Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt, maturity year | '2017 | ' |
Debt_Additional_Information_De
Debt - Additional Information (Detail) | 3 Months Ended | 1 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | |||||||||||||||||||||||||||
Sep. 27, 2014 | Jun. 28, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Jun. 28, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Jun. 28, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Sep. 28, 2012 | Sep. 27, 2014 | Jun. 28, 2014 | Sep. 28, 2012 | Jul. 31, 2013 | Jul. 31, 2013 | Sep. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Sep. 27, 2014 | Sep. 28, 2012 | Sep. 27, 2014 | Sep. 27, 2014 | Mar. 29, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | |
USD ($) | USD ($) | Libor Plus [Member] | Federal Reserve System Plus [Member] | U.K. Subsidiary Debenture [Member] | U.K. Subsidiary Debenture [Member] | U.K. Subsidiary Debenture [Member] | U.K. Subsidiary Debenture [Member] | German Subsidiary [Member] | German Subsidiary [Member] | German Subsidiary [Member] | German Subsidiary [Member] | Singapore Subsidiary Debenture [Member] | Singapore Subsidiary Debenture [Member] | Citibank, N.A. [Member] | Term loan A [Member] | Term loan A [Member] | Term loan A [Member] | Term loan B [Member] | Term loan B [Member] | Term loan B [Member] | PCMC [Member] | PCMC [Member] | PCMC [Member] | PCMC [Member] | PCMC [Member] | Senior Secured Credit Agreement [Member] | Senior Secured Credit Agreement [Member] | Letter of Credit [Member] | Warranty Related Letter Of Credit [Member] | Warranty Related Letter Of Credit [Member] | Maximum [Member] | Minimum [Member] | |
USD ($) | GBP (£) | USD ($) | GBP (£) | USD ($) | EUR (€) | USD ($) | EUR (€) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | CNY | USD ($) | CNY | USD ($) | USD ($) | USD ($) | USD ($) | |||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
New credit facility borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,000,000 | ' | ' | $10,000,000 | ' | ' | ' | ' | ' | ' | $30,000,000 | ' | ' | ' | ' | ' |
Maturity period of revolving credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30-Sep-15 | ' | ' | ' | ' | ' | ' |
Percentage of eligible accounts receivable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 80.00% | ' | ' | ' | ' | ' | ' |
Percentage of eligible inventory | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' |
Percentage of cash in special collateral account | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | 100.00% | 30.00% | ' | ' | ' |
Outstanding borrowings under revolving credit facility | ' | ' | ' | ' | 8,000,000 | 4,900,000 | 7,900,000 | 4,600,000 | 3,000,000 | 2,400,000 | 3,800,000 | 2,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' |
Outstanding letters of credit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,600,000 | ' | ' | ' | ' | ' | ' |
Available capacity for additional borrowings | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,300,000 | ' | ' | ' | ' | ' | ' |
Maximum borrowing availability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,000,000 | ' | ' | ' | ' | ' | ' |
Minimum interest rate protection | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' |
Basis point based on CFD ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.75% | 0.00% |
Effective reserve rate | ' | ' | 2.00% | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, interest rate description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Interest on all loans must generally be paid quarterly. Interest rates on term loans use floating rates plus 1/2 of 1% up to 2%, plus a margin of between 0 to 75 basis points based upon the Company's consolidated funded debt to consolidated EBITDA for the trailing four consecutive fiscal quarters. | ' | ' | ' | ' | ' | ' |
Interest rate | 2.90% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consolidated total leverage ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.75% | ' |
Capital expenditure limit for new manufacturing facility in China | 13,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Other capital expenditure | 3,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expenditure limit under credit agreement | 3,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt service coverage ratio | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 150.00% | ' |
Cash in special collateral account | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding under the credit agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,000,000 | ' | ' |
Restricted cash | 14,958,000 | 15,570,000 | ' | ' | 2,900,000 | 1,800,000 | 3,000,000 | 1,800,000 | 1,000,000 | 800,000 | 1,200,000 | 900,000 | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | 800,000 | ' | 800,000 | ' | ' | ' | ' | ' | ' | ' |
Loan commitment amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,200,000 | 43,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowing amount outstanding | 16,449,000 | 16,557,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 890,000 | 981,000 | ' | 9,357,000 | 9,466,000 | ' | ' | ' | 6,200,000 | 38,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.00% | 7.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of letters of credit and bank guarantees | ' | ' | ' | ' | 9,700,000 | 6,000,000 | 10,200,000 | 6,000,000 | 6,100,000 | 4,800,000 | 6,600,000 | 4,800,000 | 1,100,000 | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 800,000 | ' | 800,000 | ' | ' | ' | ' | ' | ' | ' |
Secured cash deposit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $200,000 | $600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summary_of_Maturities_on_LongT
Summary of Maturities on Long-Term Debt (Detail) (USD $) | Sep. 27, 2014 | Jun. 28, 2014 |
In Thousands, unless otherwise specified | ||
Maturities of Long-term Debt [Abstract] | ' | ' |
2015 | $2,232 | ' |
2016 | 2,782 | ' |
2017 | 2,676 | ' |
2018 | 2,123 | ' |
2019 | 1,204 | ' |
Thereafter | 5,432 | ' |
Total long-term debt | $16,449 | $16,557 |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (USD $) | 3 Months Ended |
In Millions, unless otherwise specified | Sep. 27, 2014 |
Commitments and Contingencies Disclosure [Abstract] | ' |
Environmental cleanup cost | $0.80 |
Warrant expense included in general and administrative expense | $0.40 |
Grants_of_StockBased_Compensat
Grants of Stock-Based Compensation to Employees and Directors (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Sep. 27, 2014 | Sep. 28, 2013 |
Stock to directors [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Number of shares granted | 44,196 | 40,430 |
Fair value of grant | $240 | $300 |
Restricted stock awards [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Number of shares granted | 148,563 | 101,410 |
Fair value of grant | 807 | 752 |
Restricted stock units [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Number of shares granted | 96,363 | 77,460 |
Fair value of grant | $523 | $575 |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional Information (Detail) (USD $) | 3 Months Ended | 1 Months Ended | 3 Months Ended | |||||||
In Thousands, unless otherwise specified | Sep. 27, 2014 | Sep. 28, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Jul. 31, 2013 | Sep. 27, 2014 | Sep. 27, 2014 |
Restricted stock units [Member] | Restricted stock units [Member] | Restricted stock units [Member] | Restricted stock units [Member] | Restricted stock units [Member] | Restricted stock units [Member] | Fiscal Year 2015 [Member] | Fiscal year 2014 [Member] | |||
Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Restricted stock awards [Member] | Restricted stock awards [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based compensation vesting period | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | '3 years |
Change in range on the number of units granted | ' | ' | ' | ' | 0.00% | 0.00% | 200.00% | 200.00% | ' | ' |
Share-based compensation performance period | ' | ' | '1 year | '1 year | ' | ' | ' | ' | ' | ' |
Stock-based compensation | $508 | $464 | ' | ' | ' | ' | ' | ' | ' | ' |
Summary_of_Interest_Rate_Agree
Summary of Interest Rate Agreements (Detail) (Interest Expense [Member], USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Sep. 27, 2014 |
1.95 % Fixed Interest Rate Due In September 30, 2022 [Member] | ' |
Derivative [Line Items] | ' |
Fixed Interest Rate | 1.95% |
Expiration Date | 30-Sep-22 |
Notional Amounts | $9,000 |
1.50 % Fixed Interest Rate Due In September 30, 2019 [Member] | ' |
Derivative [Line Items] | ' |
Fixed Interest Rate | 1.50% |
Expiration Date | 30-Sep-19 |
Notional Amounts | $1,000 |
Derivatives_Recorded_at_Fair_V
Derivatives Recorded at Fair Value in Consolidated Balance Sheets (Detail) (Interest Rate Swap [Member], USD $) | Sep. 27, 2014 | Jun. 28, 2014 |
In Thousands, unless otherwise specified | ||
Interest Rate Swap [Member] | ' | ' |
Derivative [Line Items] | ' | ' |
Derivative Liabilities | ($3) | ($68) |
Summary_of_Derivative_Assets_a
Summary of Derivative Assets and Liabilities Measured at Fair Value (Detail) (Interest Rate Swap [Member], USD $) | Sep. 27, 2014 |
In Thousands, unless otherwise specified | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Liability - Interest rate swap contracts | ($3) |
Fair Value, Inputs, Level 1 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Liability - Interest rate swap contracts | ' |
Fair Value, Inputs, Level 2 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Liability - Interest rate swap contracts | -3 |
Fair Value, Inputs, Level 3 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Liability - Interest rate swap contracts | ' |
Segment_Information_Additional
Segment Information - Additional Information (Detail) | 3 Months Ended |
Sep. 27, 2014 | |
Segment | |
Segment Reporting [Abstract] | ' |
Number of reportable segments | 2 |
Segment_Information_and_Reconc
Segment Information and Reconciliation to Operating Profit (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Sep. 27, 2014 | Sep. 28, 2013 |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' |
Revenue | $45,259 | $29,071 |
Operating income (loss) | 2,130 | -1,660 |
Operating Segments [Member] | Process Products [Member] | ' | ' |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' |
Revenue | 28,483 | 24,511 |
Operating income (loss) | 3,817 | 2,768 |
Operating Segments [Member] | Environmental Systems [Member] | ' | ' |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' |
Revenue | 16,776 | 4,560 |
Operating income (loss) | 3,770 | 900 |
Reconciling items [Member] | ' | ' |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ' | ' |
Operating income (loss) | ($5,457) | ($5,328) |