Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2023 | Apr. 28, 2023 | |
Cover [Abstract] | ||
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-36102 | |
Entity Registrant Name | Knowles Corporation | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 90-1002689 | |
Entity Address, Address Line One | 1151 Maplewood Drive, | |
Entity Address, City or Town | Itasca, | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60143 | |
City Area Code | (630) | |
Local Phone Number | 250-5100 | |
Title of 12(b) Security | Common stock, $0.01 par value per share | |
Trading Symbol | KN | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 91,379,296 | |
Document Type | 10-Q | |
Entity Central Index Key | 0001587523 | |
Current Fiscal Year End Date | --12-31 | |
Document Period End Date | Mar. 31, 2023 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2023 |
CONSOLIDATED STATEMENTS OF EARN
CONSOLIDATED STATEMENTS OF EARNINGS (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
Revenues | $ 144.3 | $ 201.4 |
Cost of goods sold | 90.4 | 118.1 |
Gross profit | 53.8 | 83.3 |
Research and development expenses | 20 | 23.1 |
Selling and administrative expenses | 33.8 | 32.3 |
Restructuring charges | 1 | 6.6 |
Operating expenses | 54.8 | 62 |
Operating (loss) earnings | (1) | 21.3 |
Interest expense, net | 0.8 | 0.8 |
Other expense (income), net | 2.3 | (0.5) |
(Loss) earnings before income taxes | (4.1) | 21 |
Provision for income taxes | 1.1 | 2.9 |
Net (loss) earnings | $ (5.2) | $ 18.1 |
Earnings per share: | ||
Net earnings (loss) per share, basic | $ (0.06) | $ 0.20 |
Net earnings (loss) per share, diluted | $ (0.06) | $ 0.19 |
Weighted-average common shares outstanding: | ||
Basic (in shares) | 91,400,000 | 92,300,000 |
Diluted (in shares) | 91,400,000 | 94,300,000 |
Restructuring charges - cost of goods sold | $ 0.1 | $ 0 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net (loss) earnings | $ (5.2) | $ 18.1 |
Foreign currency translation | 3.6 | (2.2) |
Employee benefit plans: | ||
Amortization or settlement of actuarial losses and prior service costs | 0.2 | 0.1 |
Net change in employee benefit plans | 0.2 | 0.1 |
Changes in fair value of cash flow hedges: | ||
Unrealized net gains arising during period | 0.1 | 0 |
Net losses (gains) reclassified into earnings | 0.1 | (0.3) |
Total cash flow hedges | 0.2 | (0.3) |
Other comprehensive earnings (loss), net of tax | 4 | (2.4) |
Comprehensive (loss) earnings | $ (1.2) | $ 15.7 |
CONSOLIDATED BALANCE SHEETS (Un
CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 52 | $ 48.2 |
Accounts Receivable, after Allowance for Credit Loss, Current | 109.5 | 134.7 |
Inventories, net | 208.6 | 169.5 |
Prepaid and other current assets | 12.9 | 10 |
Total current assets | 383 | 362.4 |
Property, plant, and equipment, net | 158.5 | 161.8 |
Goodwill | 471 | 471 |
Intangible assets, net | 82.2 | 85.1 |
Operating Lease, Right-of-Use Asset | 12.3 | 12.6 |
Other assets and deferred charges | (88.5) | (91) |
Total assets | 1,195.5 | 1,183.9 |
Current liabilities: | ||
Accounts payable | 70.7 | 41.4 |
Accrued compensation and employee benefits | 21.1 | 26.9 |
Operating Lease, Liability, Current | 7.4 | 8.4 |
Other accrued expenses | 24.4 | 19.9 |
Federal and other taxes on income | 1.7 | 2.5 |
Total current liabilities | 125.3 | 99.1 |
Long-term debt | 45 | 45 |
Deferred Income Tax Liabilities, Net | 0.9 | 0.9 |
Operating Lease, Liability, Noncurrent | 6.9 | 7.2 |
Other liabilities | 30 | 38.8 |
Commitments and contingencies (Note 13) | ||
Stockholders' equity: | ||
Preferred Stock, Value, Issued | 0 | 0 |
Common Stock, Value, Issued | 1 | 1 |
Treasury Stock, Value | (110.8) | (103.3) |
Additional paid-in capital | 1,668.7 | 1,665.5 |
Accumulated deficit | (453.4) | (448.2) |
Accumulated other comprehensive loss | (118.1) | (122.1) |
Total stockholders' equity | 987.4 | 992.9 |
Total liabilities and stockholders' equity | $ 1,195.5 | $ 1,183.9 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | |
Common stock, shares authorized (in shares) | 400,000,000 | |
Common stock, shares issued (in shares) | 97,146,487 | 96,431,604 |
Common Stock, Shares, Outstanding | 91,359,500 | 91,078,376 |
Treasury Stock, Common, Shares | 5,786,987 | 5,353,228 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Allowance for doubtful accounts receivable | $ 0.1 | $ 1.1 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | |
Common stock, shares authorized (in shares) | 400,000,000 | |
Common stock, shares issued (in shares) | 97,146,487 | 96,431,604 |
CONSOLIDATED STATEMENT OF STOCK
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (unaudited) - USD ($) $ in Millions | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Treasury Stock, Common |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Common stock, shares issued (in shares) | 95,112,778 | |||||
Treasury Stock, Common, Shares | (3,217,798) | |||||
Balance at Dec. 31, 2021 | $ 1,459.5 | $ 1 | $ 1,639.4 | $ (18.1) | $ (100.4) | $ (62.4) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) earnings | 18.1 | |||||
Stock Repurchased During Period, Value | (6.8) | |||||
Net (loss) earnings | 18.1 | |||||
Other comprehensive earnings, net of tax | (2.4) | (2.4) | ||||
Stock-based compensation expense | 7.6 | 7.6 | ||||
Stock Issued During Period, Shares, New Issues | 332,336 | |||||
Stock Issued During Period, Value, Stock Options Exercised | 4.2 | $ 0 | 4.2 | |||
Restricted Stock, Shares Issued Net of Shares for Tax Withholdings | 573,094 | |||||
Balance at Mar. 31, 2022 | 1,474.1 | $ 1 | 1,642 | 0 | (102.8) | $ (66.1) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock Repurchased During Period, Shares | (313,395) | |||||
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent | 0.1 | |||||
Shares Issued During Period, Value, Exercise of Warrants | 0 | 3.1 | $ 3.1 | |||
Shares Issued During Period, Shares, Exercise of Warrants | 203,615 | |||||
Restricted Stock, Value, Shares Issued Net of Tax Withholdings | $ (6.1) | (6.1) | ||||
Common stock, shares issued (in shares) | 96,018,208 | |||||
Treasury Stock, Common, Shares | (3,327,578) | |||||
Common stock, shares issued (in shares) | 96,431,604 | 96,431,604 | ||||
Treasury Stock, Common, Shares | 5,353,228 | (5,353,228) | ||||
Balance at Dec. 31, 2022 | $ 992.9 | $ 1 | 1,665.5 | (448.2) | (122.1) | $ (103.3) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net (loss) earnings | (5.2) | (5.2) | ||||
Stock Repurchased During Period, Value | (7.5) | |||||
Net (loss) earnings | (5.2) | |||||
Other comprehensive earnings, net of tax | 4 | 4 | ||||
Stock-based compensation expense | 7.8 | 7.8 | ||||
Stock Issued During Period, Shares, New Issues | 182,736 | |||||
Stock Issued During Period, Value, Stock Options Exercised | 1.4 | $ 0 | 1.4 | |||
Restricted Stock, Shares Issued Net of Shares for Tax Withholdings | 532,147 | |||||
Balance at Mar. 31, 2023 | 987.4 | $ 1 | 1,668.7 | $ (453.4) | $ (118.1) | $ (110.8) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock Repurchased During Period, Shares | (433,759) | |||||
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent | (0.3) | |||||
Restricted Stock, Value, Shares Issued Net of Tax Withholdings | $ (6) | $ (6) | ||||
Common stock, shares issued (in shares) | 97,146,487 | 97,146,487 | ||||
Treasury Stock, Common, Shares | 5,786,987 | (5,786,987) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Operating Activities | ||
Net (loss) earnings | $ (5.2) | $ 18.1 |
Adjustments to reconcile net (loss) earnings to cash from operating activities: | ||
Depreciation and amortization | 12.1 | 14.8 |
Stock-based compensation | 7.8 | 7.6 |
Non-cash interest expense and amortization of debt issuance costs | 0.3 | 0.2 |
Deferred income taxes | 4.1 | 2.9 |
Other, net | 1.8 | 0.6 |
Changes in assets and liabilities (excluding effects of foreign exchange): | ||
Receivables, net | 25.3 | 3.4 |
Inventories, net | (38) | (24.6) |
Prepaid and other current assets | (2.7) | (1.7) |
Accounts payable | 27.8 | (7.1) |
Accrued compensation and employee benefits | (5.9) | (18.2) |
Other accrued expenses | (3.8) | 4.5 |
Increase Decrease Accrued Taxes, Net | (0.7) | 2 |
Other non-current assets and non-current liabilities | (1) | (1.7) |
Net Cash Provided by (Used in) Operating Activities | 21.9 | 0.8 |
Investing Activities | ||
Net Cash Provided by (Used in) Investing Activities, Total | (3.9) | (6.8) |
Capital expenditures | (3.9) | (6.8) |
Financing Activities | ||
Net Cash Provided by (Used in) Financing Activities, Total | (14.3) | (12) |
Payments of Debt Issuance Costs | (1.6) | 0 |
Payments for Repurchase of Common Stock | 7.5 | 6.8 |
Tax on stock option exercises and restricted and performance stock unit vesting | (6) | (6.1) |
Payments of finance lease obligations | (0.6) | (3) |
Proceeds from exercise of stock options | 1.4 | 3.9 |
Effect of Exchange Rate on Cash and Cash Equivalents [Abstract] | ||
Effect of exchange rate changes on cash and cash equivalents | 0.1 | (0.2) |
Net increase (decrease) in cash and cash equivalents | 3.8 | (18.2) |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations | 52 | 50.7 |
Supplemental information - cash paid for: | ||
Income taxes | 4.3 | 1.5 |
Interest | $ 0.9 | $ 0.7 |
Basis of Presentation (Notes)
Basis of Presentation (Notes) | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Description and Basis of Presentation | 1. Basis of Presentation Background - Knowles Corporation (NYSE:KN) is a market leader and global provider of advanced micro-acoustic microphones and balanced armature speakers, audio solutions, and high performance capacitors and radio frequency ("RF") products, serving the consumer electronics, medtech, defense, electric vehicle, industrial, and communications markets. The Company uses its leading position in SiSonic TM micro-electro-mechanical systems ("MEMS") microphones and strong capabilities in audio processing technologies to optimize audio systems and improve the user experience across consumer applications. Knowles is also a leader in hearing health acoustics, high performance capacitors, and RF solutions for a diverse set of markets. The Company's focus on the customer, combined with its unique technology, proprietary manufacturing techniques, and global operational expertise, enable the Company to deliver innovative solutions across multiple applications. References to "Knowles," "the Company," "we," "our," and "us" refer to Knowles Corporation and its consolidated subsidiaries. Financial Statement Presentation - The accompanying unaudited interim Consolidated Financial Statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") for quarterly reports on Form 10-Q and do not include all of the information and note disclosures required by U.S. generally accepted accounting principles (“GAAP” or “U.S. GAAP”) for complete financial statements. These unaudited interim Consolidated Financial Statements should therefore be read in conjunction with the Consolidated Financial Statements and Notes thereto for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K. The accompanying unaudited interim Consolidated Financial Statements have been prepared in accordance with U.S. GAAP, which requires management to make estimates and assumptions that affect amounts reported in the Consolidated Financial Statements and accompanying disclosures. Although these estimates are based on management’s best knowledge of current events and actions that the Company may undertake in the future, actual results may differ from those estimates. Management uses historical experience and all available information to make these estimates. The unaudited interim Consolidated Financial Statements reflect all adjustments of a normal, recurring nature that are, in the opinion of management, necessary for a fair statement of results for these interim periods. Share Repurchase Program - On February 24, 2020, the Company announced that its Board of Directors had authorized a share repurchase program of up to $100 million of the Company's common stock. On April 28, 2022, the Company announced that its Board of Directors had increased the authorization by up to $150 million in additional aggregate value. The timing and amount of any shares repurchased will be determined by the Company based on its evaluation of market conditions and other factors, and will be made in accordance with applicable securities laws in either the open market or in privately negotiated transactions. The Company is not obligated to purchase any shares under the program, and the program may be suspended or discontinued at any time. The actual timing, number, and share price of shares repurchased will depend on a number of factors, including the market price of the Company’s common stock, general market and economic conditions, and applicable legal requirements. Any shares repurchased will be held as treasury stock. During the three months ended March 31, 2023 and 2022, the Company repurchased 433,759 shares and 313,395 shares of common stock, respectively, for a total of $7.5 million and $6.8 million, respectively. Non-cash Investing Activities - Purchases of property, plant, and equipment included in accounts payable at March 31, 2023 and 2022 were $2.3 million and $3.2 million, respectively. These non-cash amounts are not reflected as Capital expenditures within Investing Activities on the Consolidated Statements of Cash Flows for the respective periods. |
Recent Accounting Standards (No
Recent Accounting Standards (Notes) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
Recent Accounting Standards | 2. Recent Accounting Standards There are no recently issued or adopted accounting standards that impact the Consolidated Financial Statements of the Company as of March 31, 2023. |
Business Combinations
Business Combinations | 3 Months Ended |
Mar. 31, 2023 | |
Business Combinations [Abstract] | |
Acquisitions | 3. Acquisition On May 3, 2021, the Company acquired all of the outstanding shares of common stock of Integrated Microwave Corporation ("IMC") for $81.4 million. During the first quarter of 2022, the Company recorded a purchase price adjustment of $0.7 million that was paid during the second quarter of 2022. The adjustment, which did not impact the Consolidated Statements of Earnings, resulted in an increase to goodwill of $0.7 million. The acquired business provides RF filters to the defense, industrial, and communications markets. The transaction was accounted for under the acquisition method of accounting and the results of operations are included in the Consolidated Financial Statements from the date of acquisition in the Precision Devices ("PD") segment. |
Inventories, net (Notes)
Inventories, net (Notes) | 3 Months Ended |
Mar. 31, 2023 | |
Inventory, Net [Abstract] | |
Inventories, net | 4. Inventories, net The following table details the major components of inventories, net: (in millions) March 31, 2023 December 31, 2022 Raw materials $ 145.1 $ 116.1 Work in progress 31.8 28.3 Finished goods 71.6 62.8 Subtotal 248.5 207.2 Less reserves (39.9) (37.7) Total $ 208.6 $ 169.5 |
Property, Plant, and Equipment,
Property, Plant, and Equipment, net (Notes) | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, net | 5. Property, Plant, and Equipment, net The following table details the major components of property, plant, and equipment, net: (in millions) March 31, 2023 December 31, 2022 Land $ 12.6 $ 12.5 Buildings and improvements 115.8 114.6 Machinery, equipment, and other 539.1 531.2 Subtotal 667.5 658.3 Less accumulated depreciation (509.0) (496.5) Total $ 158.5 $ 161.8 Depreciation expense totaled $9.2 million and $11.7 million for the three months ended March 31, 2023 and 2022, respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets (Notes) | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | 6. Goodwill and Other Intangible Assets There were no changes in the carrying value of goodwill by reportable segment for the three months ended March 31, 2023. Other Intangible Assets The gross carrying value and accumulated amortization for each major class of intangible assets are as follows: March 31, 2023 December 31, 2022 (in millions) Gross Carrying Accumulated Gross Carrying Accumulated Amortized intangible assets: Trademarks $ 2.0 $ 0.9 $ 2.0 $ 0.8 Customer relationships 36.4 11.4 36.4 10.3 Developed technology 45.4 21.8 45.4 20.1 Other 2.4 1.9 2.4 1.9 Total 86.2 36.0 86.2 33.1 Unamortized intangible assets: Trademarks 32.0 32.0 Total intangible assets, net $ 82.2 $ 85.1 Amortization expense totaled $2.9 million and $3.1 million for the three months ended March 31, 2023 and 2022, respectively. Amortization expense for the next five years, based on current definite-lived intangible balances, is estimated to be as follows: (in millions) Q2-Q4 2023 $ 8.7 2024 11.6 2025 11.2 2026 5.3 2027 5.3 2028 and thereafter 8.1 Total $ 50.2 |
Restructuring and Related Activ
Restructuring and Related Activities (Notes) | 3 Months Ended |
Mar. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Activities | 7. Restructuring and Related Activities Restructuring and related activities are designed to better align the Company's operations with current market conditions through headcount reductions, targeted facility consolidations, and other measures to further optimize operations and align resources with growth opportunities. During the three months ended March 31, 2023, the Company recorded restructuring charges of $0.8 million for severance pay and benefits to rationalize the MEMS Microphones product line, which is included within the Consumer MEMS Microphones segment, and $0.3 million for other costs. During the three months ended March 31, 2023, the Company recorded total restructuring charges within Gross profit of $0.1 million, primarily for severance pay and benefits associated with the MEMS microphones product line. During the three months ended March 31, 2023, the Company recorded total restructuring charges within Operating expenses of $1.0 million primarily for severance pay and benefits associated with the MEMS microphones product line and other costs. During the three months ended March 31, 2022, the Company restructured its MEMS Microphones product line, which is included within the Consumer MEMS Microphones segment. This action resulted in the termination of a research and development project and a reduction in workforce. During the three months ended March 31, 2022, the Company recorded restructuring charges of $5.4 million related to this action, including $4.2 million in contract termination costs and $1.2 million in severance pay and benefits. In addition, during the three months ended March 31, 2022, the Company recorded restructuring charges of $1.2 million for severance pay and benefits to rationalize the Intelligent Audio product line workforce, which is included within the Consumer MEMS Microphones segment. No restructuring charges were recorded within Gross profit for the three months ended March 31, 2022. During the three months ended March 31, 2022, the Company recorded total restructuring charges within Operating expenses of $6.6 million, primarily for contract termination costs and severance pay and benefits associated with the MEMS Microphones product line and other actions to rationalize the Intelligent Audio product line workforce. The following table details restructuring charges incurred by reportable segment for the periods presented: Three Months Ended March 31, (in millions) 2023 2022 Precision Devices $ — $ — MedTech & Specialty Audio — — Consumer MEMS Microphones 0.8 6.6 Corporate 0.3 — Total $ 1.1 $ 6.6 The following table details the Company’s severance and other restructuring accrual activity: (in millions) Severance Pay and Benefits Contract Termination and Other Costs Total Balance at December 31, 2022 $ 0.9 $ 21.8 $ 22.7 Restructuring charges 1.1 — 1.1 Payments (1.1) (3.0) (4.1) Other, including foreign currency — 0.4 0.4 Balance at March 31, 2023 $ 0.9 $ 19.2 $ 20.1 The severance and restructuring accruals are recorded in the following line item on the Consolidated Balance Sheets: (in millions) March 31, 2023 December 31, 2022 Other accrued expenses $ 8.5 $ 4.0 Other liabilities 11.6 18.7 Total $ 20.1 $ 22.7 |
Borrowings (Notes)
Borrowings (Notes) | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt Disclosure | 8. Borrowings Revolving Credit Facility Revolving credit facility borrowings consist of the following: (in millions) March 31, 2023 December 31, 2022 Revolving credit facility $ 45.0 $ 45.0 Less current maturities (1) — — Total long-term debt $ 45.0 $ 45.0 (1) There are no required principal payments due until maturity in February 2028. On February 8, 2023, the Company entered into an Amended and Restated Credit Agreement (the "A&R Credit Agreement") that amends and restates the prior Credit Agreement, dated September 4, 2020 (the “2020 Credit Facility”), and provides for a senior secured revolving credit facility with borrowings in an aggregate principal amount at any time outstanding not to exceed $400.0 million (the "Credit Facility"). The A&R Credit Agreement, among other things, extends the maturity date of the Credit Facility from January 2, 2024 to February 8, 2028, replaces the London Inter-Bank Offered Rate (“LIBOR”) with the Term Secured Overnight Financing Rate (“Term SOFR”) as a reference rate available for borrowings, amends the minimum Interest Coverage Ratio, and amends certain other financial covenants with which the Company must comply, as described below. Up to $100.0 million of the Credit Facility will be available in Euro, Pounds Sterling, and other currencies requested by the Company and up to $50.0 million of the Credit Facility will be made available in the form of letters of credit. Undrawn amounts under the Credit Facility accrue a commitment fee at a per annum rate of 0.225% to 0.350%, based on a leverage ratio grid. At any time during the term of the Credit Facility, the Company will be permitted to increase the commitments under the Credit Facility or to establish one or more incremental term loan facilities under the Credit Facility in an aggregate principal amount not to exceed the sum of $200.0 million, plus additional amounts, so long as the senior secured leverage ratio does not exceed 2.00 to 1.00. The A&R Credit Agreement includes requirements, to be tested quarterly, that the Company maintains (i) a minimum ratio of Consolidated EBITDA to consolidated cash interest expense of 3.00 to 1.00, (the "Interest Coverage Ratio"), (ii) a ratio of total indebtedness, minus netted cash in an aggregate amount not to exceed $50.0 million, to Consolidated EBITDA of 3.75 to 1.00 (the "Total Net Leverage Ratio"), and (iii) a maximum ratio of senior net secured indebtedness to Consolidated EBITDA of 3.25 to 1.00 (the "Senior Secured Net Leverage Ratio"). For these ratios, Consolidated EBITDA and consolidated interest expense are calculated using the most recent four consecutive fiscal quarters in a manner defined in the A&R Credit Agreement. At March 31, 2023, the Company was in compliance with these covenants and it expects to remain in compliance with all of its debt covenants over the next twelve months. The interest rates under the Credit Facility will be, at the Borrowers' option (1) (A) in the case of borrowings denominated in U.S. dollars Term SOFR, (B) in the case of borrowings denominated in Sterling, Daily Simple Sonia, or (C) for borrowings denominated in Euro, EURIBOR, in each case, plus the rates per annum determined from time to time based on the total net leverage ratio of the Company as of the end of and for the most recent period of four fiscal quarters for which financial statements have been delivered (the "Applicable Margin"); or (2) in the case of borrowings denominated in U.S. dollars, alternate base rate ("ABR") (as defined in the A&R Credit Agreement) plus the Applicable Margin. The Applicable Margin for Term SOFR, Daily Simple Sonia, or EURIBOR could range from 1.50% to 2.50% while the Applicable Margin for ABR could range from 0.50% to 1.50%. The weighted-average interest rate on the Company's borrowings under the Credit Facility and the 2020 credit facility was 6.01% and 2.12% for the three months ended March 31, 2023 and 2022, respectively. The weighted-average commitment fee on the revolving line of credit was 0.23% and 0.24% for the three months ended March 31, 2023 and 2022, respectively. Warrants In the second quarter of 2016, the Company entered into warrant transactions, whereby the Company sold warrants to acquire shares of the Company's common stock at a strike price of $21.1050 per share (the “Warrants”). The Company received aggregate proceeds of $39.1 million from the sale of the Warrants. The Warrants were separate transactions entered into by the Company, and were not part of the Notes, and were accounted for as part of additional paid-in capital. |
Other Comprehensive Earnings
Other Comprehensive Earnings | 3 Months Ended |
Mar. 31, 2023 | |
Statement of Other Comprehensive Income [Abstract] | |
Other Comprehensive Earnings | 9. Other Comprehensive Earnings The amounts recognized in other comprehensive earnings (loss) were as follows: Three Months Ended Three Months Ended March 31, 2023 March 31, 2022 (in millions) Pre-tax Tax Net of tax Pre-tax Tax Net of tax Foreign currency translation $ 3.6 $ — $ 3.6 $ (2.2) $ — $ (2.2) Employee benefit plans 0.2 — 0.2 0.2 (0.1) 0.1 Changes in fair value of cash flow hedges (0.1) 0.3 0.2 (0.3) — (0.3) Total other comprehensive earnings (loss) $ 3.7 $ 0.3 $ 4.0 $ (2.3) $ (0.1) $ (2.4) The following tables summarize the changes in balances of each component of accumulated other comprehensive loss, net of tax during the three months ended March 31, 2023 and 2022: (in millions) Cash flow hedges Employee benefit plans Cumulative foreign currency translation adjustments Total Balance at December 31, 2022 $ 1.0 $ (16.3) $ (106.8) $ (122.1) Other comprehensive earnings, net of tax 0.2 0.2 3.6 4.0 Balance at March 31, 2023 $ 1.2 $ (16.1) $ (103.2) $ (118.1) (in millions) Cash flow hedges Employee benefit plans Cumulative foreign currency translation adjustments Total Balance at December 31, 2021 $ 0.3 $ (17.1) $ (83.6) $ (100.4) Other comprehensive (loss) earnings, net of tax (0.3) 0.1 (2.2) (2.4) Balance at March 31, 2022 $ — $ (17.0) $ (85.8) $ (102.8) The following table summarizes the amounts reclassified from accumulated other comprehensive loss to earnings: Three Months Ended March 31, (in millions) Statement of Earnings Line 2023 2022 Pension and post-retirement benefit plans: Amortization or settlement of actuarial losses and prior service costs Other expense (income), net $ 0.2 $ 0.2 Tax Provision for income taxes — (0.1) Net of tax $ 0.2 $ 0.1 Cash flow hedges: Net losses (gains) reclassified into earnings Cost of goods sold $ 0.1 $ (0.3) Tax Provision for income taxes — — Net of tax $ 0.1 $ (0.3) |
Income Taxes (Notes)
Income Taxes (Notes) | 3 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | 10. Income Taxes Income taxes for the interim periods presented have been included in the accompanying Consolidated Financial Statements on the basis of an estimated annual effective tax rate ("ETR"). The determination of the consolidated provision for income taxes requires management to make certain judgments and estimates. Changes in the estimated level of annual pre-tax earnings or loss, tax laws, and changes resulting from tax audits can affect the overall ETR, which impacts the level of income tax expense or benefit and net income or loss. Judgments and estimates related to the Company’s projections and assumptions are inherently uncertain and therefore, actual results could differ materially from projections. The Company's ETR for the three months ended March 31, 2023 and 2022 was (26.8)% and 13.8%, respectively. The ETR includes discrete items totaling $0.6 million of tax expense and $1.0 million of tax benefit for the three months ended March 31, 2023 and 2022, respectively. The discrete items impacting the tax provision for the three months ended March 31, 2023 and 2022 were primarily attributable to stock-based compensation. Absent the discrete items, the ETR for the three months ended March 31, 2023 and 2022 was (12.2)% and 18.6%, respectively. The Company accrues taxes in various countries where it generates income and applies a valuation allowance in other jurisdictions, which resulted in the provisions for the three months ended March 31, 2023 and 2022. |
Equity Incentive Program (Notes
Equity Incentive Program (Notes) | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Equity Incentive Program | 11. Equity Incentive Program Stock-based compensation expense recognized in the Consolidated Statements of Earnings totaled $7.8 million and $7.6 million for the three months ended March 31, 2023 and 2022, respectively. The tax benefit recognized related to stock-based compensation expense was $2.9 million and $3.2 million for the three months ended March 31, 2023 and 2022, respectively. Stock Options and SSARs The expense related to stock options granted in the three months ended March 31, 2022 was estimated on the date of grant using a Black-Scholes option-pricing model based on the assumptions shown in the table below. No stock options were granted during the three months ended March 31, 2023. Three Months Ended March 31, 2022 Risk-free interest rate 0.85% Dividend yield —% Expected life (years) 4.5 Volatility 34.3% Fair value at date of grant $6.29 The following table summarizes the Company's stock-settled stock appreciation right ("SSAR") and stock option activity for the three months ended March 31, 2023: SSARs Stock Options Number of Shares Weighted-Average Exercise Price Aggregate Intrinsic Value Weighted-Average Remaining Contractual Term (Years) Number of Shares Weighted-Average Exercise Price Aggregate Intrinsic Value Weighted-Average Remaining Contractual Term (Years) (in millions, except share and per share amounts) Outstanding at December 31, 2022 223,564 $ 23.92 2,703,424 $ 16.28 Granted — — — — Exercised — — (524,337) 12.37 Forfeited — — — — Expired (223,564) 23.92 — — Outstanding at March 31, 2023 — $ — $ — 0.0 2,179,087 $ 17.22 $ 1.7 3.0 Exercisable at March 31, 2023 — $ — $ — 0.0 1,999,866 $ 16.90 $ 1.7 2.8 There was no unrecognized compensation expense related to SSARs at March 31, 2023. At March 31, 2023, unrecognized compensation expense related to stock options not yet exercisable of $0.9 million is expected to be recognized over a weighted-average period of 1.5 years. RSUs The following table summarizes the Company's restricted stock unit ("RSU") activity for the three months ended March 31, 2023: Share units Weighted-average grant date fair value Unvested at December 31, 2022 1,880,521 $ 19.96 Granted 1,118,098 19.09 Vested (1) (723,041) 19.74 Forfeited (30,595) 19.82 Unvested at March 31, 2023 2,244,983 $ 19.60 (1) The number of RSUs vested includes shares that the Company withheld on behalf of employees to satisfy statutory tax withholding requirements. At March 31, 2023, $34.9 million of unrecognized compensation expense related to RSUs is expected to be recognized over a weighted-average period of 2.1 years. PSUs The Company grants performance share units (“PSUs”) to senior management. In each case, the awards will cliff vest three years following the grant date. PSUs will be settled in shares of the Company's common stock. Depending on the Company's overall performance relative to the applicable measures, the size of the PSU awards are subject to adjustment, up or down, resulting in awards at the end of the performance period that can range from 0% to 225% of target. The Company will ratably recognize the expense over the applicable service period for each grant of PSUs and adjust the expense for the expected achievement of performance conditions as appropriate. The fair value of PSUs is determined by using a Monte Carlo simulation. For the awards granted in February 2023, 2022, and 2021, the number of PSUs that may be earned and vest is based on total shareholder return (“TSR”) relative to the component companies of the Russell 2000 Index over a three-year performance period. The following table summarizes the Company's PSU activity for the three months ended March 31, 2023: Share units Weighted-average grant date fair value Unvested at December 31, 2022 833,589 $ 25.12 Granted 320,585 29.75 Vested (1) (261,770) 16.14 Forfeited — — Unvested at March 31, 2023 892,404 $ 29.42 (1) The number of PSUs vested includes shares that the Company withheld on behalf of employees to satisfy statutory tax withholding requirements. At March 31, 2023, $16.8 million of unrecognized compensation expense related to PSUs is expected to be recognized over a weighted-average period of 1.9 years. |
Earnings per Share (Notes)
Earnings per Share (Notes) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Earnings per Share | 12. Earnings per Share Basic and diluted earnings per share were computed as follows: Three Months Ended March 31, (in millions, except per share amounts) 2023 2022 Net (loss) earnings $ (5.2) $ 18.1 Basic: Net (loss) earnings per share $ (0.06) $ 0.20 Weighted-average shares outstanding 91.4 92.3 Diluted: Net (loss) earnings per share $ (0.06) $ 0.19 Weighted-average shares outstanding 91.4 94.3 For the three months ended March 31, 2023 and 2022, the weighted-average number of anti-dilutive potential common shares for stock-based awards excluded from the diluted earnings per share calculation above was 2.9 million and 0.5 million, respectively. |
Commitments and Contingent Liab
Commitments and Contingent Liabilities (Notes) | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingent Liabilities | 13. Commitments and Contingent Liabilities From time to time, the Company is involved in various legal proceedings and claims arising in the ordinary course of its business. The majority of these claims and proceedings relate to commercial, warranty, employment, and intellectual property matters. Although the ultimate outcome of any legal proceeding or claim cannot be predicted with certainty, based on present information, including management’s assessment of the merits of the particular claim, the Company believes that the disposition of these legal proceedings or claims, individually or in the aggregate, after taking into account recorded accruals and the availability and limits of insurance coverage, will not have a material adverse effect on its cash flow, results of operations, or financial condition. The Company owns many patents and other intellectual property pertaining to its products, technology, and manufacturing processes. Some of the Company's patents have been and may continue to be infringed upon or challenged by others. In appropriate cases, the Company has taken and will take steps to protect and defend its patents and other intellectual property, including through the use of legal proceedings in various jurisdictions around the world. Such steps have resulted in and may continue to result in retaliatory legal proceedings, including litigation or other legal proceedings in various jurisdictions and forums around the world alleging infringement by the Company of patents owned by others. The costs of investigations and legal proceedings relating to the enforcement and defense of the Company’s intellectual property may be substantial. Additionally, in multi-forum disputes, the Company may incur adverse judgments with regard to certain claims in certain jurisdictions and forums while still contesting other related claims against the same opposing party in other jurisdictions and forums. Intellectual Property Infringement Claims The Company may, on a limited customer specific basis, provide contractual indemnities for certain losses that arise out of claims that its products infringe on the intellectual property of others. It is not possible to determine the maximum potential amount under these indemnification agreements due to the unique facts and circumstances involved in each particular agreement. Historically, the Company has not made significant payments under such indemnity arrangements. The Company’s legal accruals associated with these indemnity arrangements were not significant at March 31, 2023 and December 31, 2022. |
Segment Information (Notes)
Segment Information (Notes) | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Segment Information | 14. Segment Information The Company's three reportable segments are Precision Devices, MedTech & Specialty Audio, and Consumer MEMS Microphones. Information regarding the Company’s reportable segments is as follows : Three Months Ended March 31, (in millions) 2023 2022 Revenues: Precision Devices $ 53.7 $ 55.7 MedTech & Specialty Audio 45.5 59.5 Consumer MEMS Microphones 45.1 86.2 Total revenues $ 144.3 $ 201.4 (Loss) earnings before interest and income taxes: Precision Devices $ 10.7 $ 12.3 MedTech & Specialty Audio 11.4 21.7 Consumer MEMS Microphones (8.2) 0.5 Total segments 13.9 34.5 Corporate expense / other 17.2 12.7 Interest expense, net 0.8 0.8 (Loss) earnings before income taxes (4.1) 21.0 Provision for income taxes 1.1 2.9 Net (loss) earnings $ (5.2) $ 18.1 Information regarding assets of the Company's reportable segments: Total Assets (in millions) March 31, 2023 December 31, 2022 Precision Devices $ 283.7 $ 275.7 MedTech & Specialty Audio 363.0 358.1 Consumer MEMS Microphones 545.4 547.3 Corporate / eliminations 3.4 2.8 Total $ 1,195.5 $ 1,183.9 The following table details revenues by geographic location. Revenues are attributed to regions based on the location of the Company's direct customer, which in some instances is an intermediary and not necessarily the end user. The Company's businesses are based primarily in Asia, North America, and Europe. Three Months Ended March 31, (in millions) 2023 2022 Asia $ 80.0 $ 128.9 United States 35.3 40.9 Europe 24.1 28.1 Other Americas 2.1 1.5 Other 2.8 2.0 Total $ 144.3 $ 201.4 Receivables, net from contracts with customers were $96.2 million and $125.7 million as of March 31, 2023 and December 31, 2022, respectively. As of March 31, 2023 and December 31, 2022, our total remaining performance obligations were immaterial. |
Recent Accounting Standards New
Recent Accounting Standards New Accounting Pronouncements, Policy (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements, Policy [Policy Text Block] | There are no recently issued or adopted accounting standards that impact the Consolidated Financial Statements of the Company as of March 31, 2023. |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Inventory, Net [Abstract] | |
Components of Inventory | The following table details the major components of inventories, net: (in millions) March 31, 2023 December 31, 2022 Raw materials $ 145.1 $ 116.1 Work in progress 31.8 28.3 Finished goods 71.6 62.8 Subtotal 248.5 207.2 Less reserves (39.9) (37.7) Total $ 208.6 $ 169.5 |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment, net (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Components of property, plant and equipment, net | The following table details the major components of property, plant, and equipment, net: (in millions) March 31, 2023 December 31, 2022 Land $ 12.6 $ 12.5 Buildings and improvements 115.8 114.6 Machinery, equipment, and other 539.1 531.2 Subtotal 667.5 658.3 Less accumulated depreciation (509.0) (496.5) Total $ 158.5 $ 161.8 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | There were no changes in the carrying value of goodwill by reportable segment for the three months ended March 31, 2023. |
Schedule of Intangible Assets | The gross carrying value and accumulated amortization for each major class of intangible assets are as follows: March 31, 2023 December 31, 2022 (in millions) Gross Carrying Accumulated Gross Carrying Accumulated Amortized intangible assets: Trademarks $ 2.0 $ 0.9 $ 2.0 $ 0.8 Customer relationships 36.4 11.4 36.4 10.3 Developed technology 45.4 21.8 45.4 20.1 Other 2.4 1.9 2.4 1.9 Total 86.2 36.0 86.2 33.1 Unamortized intangible assets: Trademarks 32.0 32.0 Total intangible assets, net $ 82.2 $ 85.1 |
Schedule of Future Amortization Expense | Amortization expense for the next five years, based on current definite-lived intangible balances, is estimated to be as follows: (in millions) Q2-Q4 2023 $ 8.7 2024 11.6 2025 11.2 2026 5.3 2027 5.3 2028 and thereafter 8.1 Total $ 50.2 |
Restructuring and Related Act_2
Restructuring and Related Activities (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring and Related Costs | The following table details restructuring charges incurred by reportable segment for the periods presented: Three Months Ended March 31, (in millions) 2023 2022 Precision Devices $ — $ — MedTech & Specialty Audio — — Consumer MEMS Microphones 0.8 6.6 Corporate 0.3 — Total $ 1.1 $ 6.6 |
Schedule of Restructuring Reserve by Type of Cost | The following table details the Company’s severance and other restructuring accrual activity: (in millions) Severance Pay and Benefits Contract Termination and Other Costs Total Balance at December 31, 2022 $ 0.9 $ 21.8 $ 22.7 Restructuring charges 1.1 — 1.1 Payments (1.1) (3.0) (4.1) Other, including foreign currency — 0.4 0.4 Balance at March 31, 2023 $ 0.9 $ 19.2 $ 20.1 |
Schedule of Restructuring Reserve by Balance Sheet Location | The severance and restructuring accruals are recorded in the following line item on the Consolidated Balance Sheets: (in millions) March 31, 2023 December 31, 2022 Other accrued expenses $ 8.5 $ 4.0 Other liabilities 11.6 18.7 Total $ 20.1 $ 22.7 |
Borrowings (Tables)
Borrowings (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Revolving credit facility borrowings consist of the following: (in millions) March 31, 2023 December 31, 2022 Revolving credit facility $ 45.0 $ 45.0 Less current maturities (1) — — Total long-term debt $ 45.0 $ 45.0 |
Other Comprehensive Loss (Table
Other Comprehensive Loss (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Components of other comprehensive (loss) earnings | The amounts recognized in other comprehensive earnings (loss) were as follows: Three Months Ended Three Months Ended March 31, 2023 March 31, 2022 (in millions) Pre-tax Tax Net of tax Pre-tax Tax Net of tax Foreign currency translation $ 3.6 $ — $ 3.6 $ (2.2) $ — $ (2.2) Employee benefit plans 0.2 — 0.2 0.2 (0.1) 0.1 Changes in fair value of cash flow hedges (0.1) 0.3 0.2 (0.3) — (0.3) Total other comprehensive earnings (loss) $ 3.7 $ 0.3 $ 4.0 $ (2.3) $ (0.1) $ (2.4) |
Schedule of (Loss) Earnings | The following tables summarize the changes in balances of each component of accumulated other comprehensive loss, net of tax during the three months ended March 31, 2023 and 2022: (in millions) Cash flow hedges Employee benefit plans Cumulative foreign currency translation adjustments Total Balance at December 31, 2022 $ 1.0 $ (16.3) $ (106.8) $ (122.1) Other comprehensive earnings, net of tax 0.2 0.2 3.6 4.0 Balance at March 31, 2023 $ 1.2 $ (16.1) $ (103.2) $ (118.1) (in millions) Cash flow hedges Employee benefit plans Cumulative foreign currency translation adjustments Total Balance at December 31, 2021 $ 0.3 $ (17.1) $ (83.6) $ (100.4) Other comprehensive (loss) earnings, net of tax (0.3) 0.1 (2.2) (2.4) Balance at March 31, 2022 $ — $ (17.0) $ (85.8) $ (102.8) The following table summarizes the amounts reclassified from accumulated other comprehensive loss to earnings: Three Months Ended March 31, (in millions) Statement of Earnings Line 2023 2022 Pension and post-retirement benefit plans: Amortization or settlement of actuarial losses and prior service costs Other expense (income), net $ 0.2 $ 0.2 Tax Provision for income taxes — (0.1) Net of tax $ 0.2 $ 0.1 Cash flow hedges: Net losses (gains) reclassified into earnings Cost of goods sold $ 0.1 $ (0.3) Tax Provision for income taxes — — Net of tax $ 0.1 $ (0.3) |
Equity Incentive Program (Table
Equity Incentive Program (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement, Noncash Expense [Abstract] | |
Schedule of Black-Scholes Option-Pricing Assumptions | The expense related to stock options granted in the three months ended March 31, 2022 was estimated on the date of grant using a Black-Scholes option-pricing model based on the assumptions shown in the table below. No stock options were granted during the three months ended March 31, 2023. Three Months Ended March 31, 2022 Risk-free interest rate 0.85% Dividend yield —% Expected life (years) 4.5 Volatility 34.3% Fair value at date of grant $6.29 |
Schedule of SSAR and Stock Options Activity | The following table summarizes the Company's stock-settled stock appreciation right ("SSAR") and stock option activity for the three months ended March 31, 2023: SSARs Stock Options Number of Shares Weighted-Average Exercise Price Aggregate Intrinsic Value Weighted-Average Remaining Contractual Term (Years) Number of Shares Weighted-Average Exercise Price Aggregate Intrinsic Value Weighted-Average Remaining Contractual Term (Years) (in millions, except share and per share amounts) Outstanding at December 31, 2022 223,564 $ 23.92 2,703,424 $ 16.28 Granted — — — — Exercised — — (524,337) 12.37 Forfeited — — — — Expired (223,564) 23.92 — — Outstanding at March 31, 2023 — $ — $ — 0.0 2,179,087 $ 17.22 $ 1.7 3.0 Exercisable at March 31, 2023 — $ — $ — 0.0 1,999,866 $ 16.90 $ 1.7 2.8 |
Schedule of Restricted Stock Units Award Activity | The following table summarizes the Company's restricted stock unit ("RSU") activity for the three months ended March 31, 2023: Share units Weighted-average grant date fair value Unvested at December 31, 2022 1,880,521 $ 19.96 Granted 1,118,098 19.09 Vested (1) (723,041) 19.74 Forfeited (30,595) 19.82 Unvested at March 31, 2023 2,244,983 $ 19.60 (1) The number of RSUs vested includes shares that the Company withheld on behalf of employees to satisfy statutory tax withholding requirements. |
Share-based Payment Arrangement, Performance Shares, Outstanding Activity | The following table summarizes the Company's PSU activity for the three months ended March 31, 2023: Share units Weighted-average grant date fair value Unvested at December 31, 2022 833,589 $ 25.12 Granted 320,585 29.75 Vested (1) (261,770) 16.14 Forfeited — — Unvested at March 31, 2023 892,404 $ 29.42 (1) The number of PSUs vested includes shares that the Company withheld on behalf of employees to satisfy statutory tax withholding requirements. |
Earnings per Share (Tables)
Earnings per Share (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Reconciliation of information used in computing basic and diluted earnings per share | Basic and diluted earnings per share were computed as follows: Three Months Ended March 31, (in millions, except per share amounts) 2023 2022 Net (loss) earnings $ (5.2) $ 18.1 Basic: Net (loss) earnings per share $ (0.06) $ 0.20 Weighted-average shares outstanding 91.4 92.3 Diluted: Net (loss) earnings per share $ (0.06) $ 0.19 Weighted-average shares outstanding 91.4 94.3 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Revenue and Earnings from continuing operations by market segment | Three Months Ended March 31, (in millions) 2023 2022 Revenues: Precision Devices $ 53.7 $ 55.7 MedTech & Specialty Audio 45.5 59.5 Consumer MEMS Microphones 45.1 86.2 Total revenues $ 144.3 $ 201.4 (Loss) earnings before interest and income taxes: Precision Devices $ 10.7 $ 12.3 MedTech & Specialty Audio 11.4 21.7 Consumer MEMS Microphones (8.2) 0.5 Total segments 13.9 34.5 Corporate expense / other 17.2 12.7 Interest expense, net 0.8 0.8 (Loss) earnings before income taxes (4.1) 21.0 Provision for income taxes 1.1 2.9 Net (loss) earnings $ (5.2) $ 18.1 |
Reconciliation of Assets from Segment to Consolidated | Information regarding assets of the Company's reportable segments: Total Assets (in millions) March 31, 2023 December 31, 2022 Precision Devices $ 283.7 $ 275.7 MedTech & Specialty Audio 363.0 358.1 Consumer MEMS Microphones 545.4 547.3 Corporate / eliminations 3.4 2.8 Total $ 1,195.5 $ 1,183.9 |
Revenue from External Customers by Geographic Areas | The following table details revenues by geographic location. Revenues are attributed to regions based on the location of the Company's direct customer, which in some instances is an intermediary and not necessarily the end user. The Company's businesses are based primarily in Asia, North America, and Europe. Three Months Ended March 31, (in millions) 2023 2022 Asia $ 80.0 $ 128.9 United States 35.3 40.9 Europe 24.1 28.1 Other Americas 2.1 1.5 Other 2.8 2.0 Total $ 144.3 $ 201.4 |
Basis of Presentation (Details)
Basis of Presentation (Details) - USD ($) $ in Millions | 3 Months Ended | |||
Mar. 31, 2023 | Mar. 31, 2022 | Apr. 28, 2022 | Feb. 24, 2020 | |
Noncash Investing and Financing Items | ||||
Purchases of property and equipment included in accounts payable | $ 2.3 | $ 3.2 | ||
Stock Repurchase Program, Authorized Amount | $ 100 | |||
Share Repurchase Program, Authorized Amount, Increase (Decrease) | $ 150 | |||
Payments for Repurchase of Common Stock | $ 7.5 | $ 6.8 |
Business Combinations (Details)
Business Combinations (Details) - Integrated Microwave Corporation - USD ($) $ in Millions | 3 Months Ended | |
May 03, 2021 | Mar. 31, 2022 | |
Business Combination Segment Allocation [Line Items] | ||
Payments to Acquire Businesses, Gross | $ 81.4 | |
Precision Devices | ||
Business Combination Segment Allocation [Line Items] | ||
Goodwill, Purchase Accounting Adjustments | $ 0.7 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Inventory, Net [Abstract] | ||
Raw materials | $ 145.1 | $ 116.1 |
Work in progress | 31.8 | 28.3 |
Finished goods | 71.6 | 62.8 |
Subtotal | 248.5 | 207.2 |
Less reserves | (39.9) | (37.7) |
Total | $ 208.6 | $ 169.5 |
Property, Plant and Equipment,
Property, Plant and Equipment, net (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Property, Plant and Equipment | |||
Cost | $ 667.5 | $ 658.3 | |
Less accumulated depreciation | (509) | (496.5) | |
Total | 158.5 | 161.8 | |
Depreciation | 9.2 | $ 11.7 | |
Land | |||
Property, Plant and Equipment | |||
Cost | 12.6 | 12.5 | |
Buildings and improvements | |||
Property, Plant and Equipment | |||
Cost | 115.8 | 114.6 | |
Machinery, equipment, and other | |||
Property, Plant and Equipment | |||
Cost | $ 539.1 | $ 531.2 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Goodwill (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, Other Increase (Decrease) | $ 0 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Intangible Assets and Amortization Expense (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Finite-Lived Intangible Assets | |||
Gross carrying amount | $ 86.2 | $ 86.2 | |
Accumulated amortization | 36 | 33.1 | |
Intangible assets, net | 82.2 | 85.1 | |
Amortization expense | 2.9 | $ 3.1 | |
2023 | 8.7 | ||
2024 | 11.6 | ||
2025 | 11.2 | ||
2026 | 5.3 | ||
2027 | 5.3 | ||
Finite-Lived Intangible Asset, Expected Amortization, after Year Five | 8.1 | ||
Finite-Lived Intangible Assets, Net | 50.2 | ||
Trademarks | |||
Finite-Lived Intangible Assets | |||
Unamortized intangible assets, gross carrying amount | 32 | 32 | |
Trademarks | |||
Finite-Lived Intangible Assets | |||
Gross carrying amount | 2 | 2 | |
Accumulated amortization | 0.9 | 0.8 | |
Customer relationships | |||
Finite-Lived Intangible Assets | |||
Gross carrying amount | 36.4 | 36.4 | |
Accumulated amortization | 11.4 | 10.3 | |
Unpatented Technology [Member] | |||
Finite-Lived Intangible Assets | |||
Gross carrying amount | 45.4 | 45.4 | |
Accumulated amortization | 21.8 | 20.1 | |
Other | |||
Finite-Lived Intangible Assets | |||
Gross carrying amount | 2.4 | 2.4 | |
Accumulated amortization | $ 1.9 | $ 1.9 |
Restructuring and Related Act_3
Restructuring and Related Activities - Restructuring Charges by Segment (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Restructuring Cost and Reserve | ||
Restructuring charges | $ 1 | $ 6.6 |
Restructuring and Related Cost, Incurred Cost | 1.1 | |
MEMS Microphones product line | ||
Restructuring Cost and Reserve | ||
Restructuring charges | 5.4 | |
Severance Pay and Contract Termination and Other Costs | ||
Restructuring Cost and Reserve | ||
Restructuring charges | 1.1 | 6.6 |
Severance Pay and Benefits | ||
Restructuring Cost and Reserve | ||
Restructuring and Related Cost, Incurred Cost | 1.1 | |
Contract Termination and Other Costs | ||
Restructuring Cost and Reserve | ||
Restructuring and Related Cost, Incurred Cost | 0 | |
Operating Segments | Precision Devices | ||
Restructuring Cost and Reserve | ||
Restructuring charges | 0 | 0 |
Operating Segments | Consumer MEMS Microphones | ||
Restructuring Cost and Reserve | ||
Restructuring charges | 0.8 | 6.6 |
Operating Segments | MedTech & Specialty Audio | ||
Restructuring Cost and Reserve | ||
Restructuring charges | 0 | 0 |
Corporate, Non-Segment [Member] | Corporate, Non-Segment [Member] | ||
Restructuring Cost and Reserve | ||
Restructuring charges | 0.3 | 0 |
Cost of Goods Sold, Restructuring Charges | Severance Pay and Contract Termination and Other Costs | ||
Restructuring Cost and Reserve | ||
Restructuring charges | 0.1 | 0 |
Operating Expense | Severance Pay and Contract Termination and Other Costs | ||
Restructuring Cost and Reserve | ||
Restructuring charges | 1 | 6.6 |
Restructuring Charges | Severance Pay and Benefits | MEMS Microphones product line | ||
Restructuring Cost and Reserve | ||
Restructuring charges | 1.2 | |
Restructuring Charges | Severance Pay and Benefits | Consumer MEMS Microphones | ||
Restructuring Cost and Reserve | ||
Restructuring charges | 0.8 | |
Restructuring Charges | Contract Termination [Member] | MEMS Microphones product line | ||
Restructuring Cost and Reserve | ||
Restructuring charges | $ 4.2 | |
Restructuring Charges | Consumer MEMS Microphones | Severance Pay and Benefits | Intelligent Audio [Member] | ||
Restructuring Cost and Reserve | ||
Restructuring charges | 1.2 | |
Restructuring Charges | Corporate, Non-Segment [Member] | Other Restructuring | ||
Restructuring Cost and Reserve | ||
Restructuring charges | $ 0.3 |
Restructuring and Related Act_4
Restructuring and Related Activities - Restructuring Accrual Activities (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Restructuring Reserve [Roll Forward] | ||
Severance and other restructuring reserve, beginning balance | $ 22.7 | |
Restructuring charges | 1.1 | |
Payments | (4.1) | |
Restructuring Reserve, Accrual Adjustment | 0.4 | |
Severance and other restructuring reserve, ending balance | 20.1 | |
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | ||
Restructuring charges | 1 | $ 6.6 |
MEMS Microphones product line | ||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | ||
Restructuring charges | 5.4 | |
Severance Pay and Contract Termination and Other Costs | ||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | ||
Restructuring charges | 1.1 | 6.6 |
Severance Pay and Benefits | ||
Restructuring Reserve [Roll Forward] | ||
Severance and other restructuring reserve, beginning balance | 0.9 | |
Restructuring charges | 1.1 | |
Payments | (1.1) | |
Restructuring Reserve, Accrual Adjustment | 0 | |
Severance and other restructuring reserve, ending balance | 0.9 | |
Contract Termination and Other Costs | ||
Restructuring Reserve [Roll Forward] | ||
Severance and other restructuring reserve, beginning balance | 21.8 | |
Restructuring charges | 0 | |
Payments | (3) | |
Restructuring Reserve, Accrual Adjustment | 0.4 | |
Severance and other restructuring reserve, ending balance | 19.2 | |
Cost of Goods Sold, Restructuring Charges | Severance Pay and Contract Termination and Other Costs | ||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | ||
Restructuring charges | 0.1 | 0 |
Operating Expense | Severance Pay and Contract Termination and Other Costs | ||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | ||
Restructuring charges | $ 1 | 6.6 |
Restructuring Charges | Severance Pay and Benefits | MEMS Microphones product line | ||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | ||
Restructuring charges | 1.2 | |
Restructuring Charges | Contract Termination [Member] | MEMS Microphones product line | ||
Effects on Future Earnings and Cash Flows Resulting from Exit Plan [Line Items] | ||
Restructuring charges | $ 4.2 |
Restructuring and Related Act_5
Restructuring and Related Activities - Balance Sheet Location (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Restructuring Cost and Reserve | ||
Severance and restructuring accrual | $ 20.1 | $ 22.7 |
Other accrued expenses | ||
Restructuring Cost and Reserve | ||
Severance and restructuring accrual | 8.5 | 4 |
Other liabilities | ||
Restructuring Cost and Reserve | ||
Severance and restructuring accrual | $ 11.6 | $ 18.7 |
Hedging Transaction and Derivat
Hedging Transaction and Derivative Instruments - Gain (Loss) of Derivative Instruments Recognized on Income Statement (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Derivative | ||
Cost of goods sold | $ 90.4 | $ 118.1 |
Interest expense, net | (0.8) | (0.8) |
Other expense (income), net | $ (2.3) | $ 0.5 |
Borrowings (Details)
Borrowings (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Long-term borrowings | |||
Long-term Line of Credit | $ 45,000,000 | ||
Less: current maturities | 45,000,000 | $ 45,000,000 | |
Long-term portion | 45,000,000 | 45,000,000 | |
Long-term Debt, Maturities, Repayments of Principal, Remainder of Fiscal Year | 0 | ||
Long-term Debt, Maturities, Repayments of Principal in Year Two | 0 | ||
Long-term Debt, Maturities, Repayments of Principal in Year Three | 45,000,000 | ||
Long-term Debt, Maturities, Repayments of Principal in Year Four | 0 | ||
Long-term Debt, Maturities, Repayments of Principal in Year Five | $ 0 | ||
Debt instrument, Convenant, Senior Secured Leverage Ratio Under Accordion Feature, Maximum | 2 | ||
Debt Instrument, Covenant, EBITDA to Interest Ratio, Minimum | 3 | ||
Debt Instrument, Covenant, Debt to EBITDA, Maximum | 3.75 | ||
Debt Instrument, Covenant, Senior Secured Leverage Ratio, Maximum | 3.25 | ||
Shares Issued During Period, Value, Exercise of Warrants | $ 0 | ||
Treasury Stock, Common | |||
Long-term borrowings | |||
Shares Issued During Period, Value, Exercise of Warrants | $ 3,100,000 | ||
Credit Facility due February 8, 2028 | |||
Long-term borrowings | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 400,000,000 | ||
Line of Credit Facility, Accordion Feature, Increase Limit | $ 200,000,000 | ||
Credit Facility due February 8, 2028 | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |||
Long-term borrowings | |||
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 6.01% | ||
Credit Facility due February 8, 2028 | Minimum [Member] | |||
Long-term borrowings | |||
Line of Credit Facility, Commitment Fee Percentage | 0.225% | ||
Credit Facility due February 8, 2028 | Minimum [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |||
Long-term borrowings | |||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | ||
Credit Facility due February 8, 2028 | Maximum [Member] | |||
Long-term borrowings | |||
Line of Credit Facility, Commitment Fee Percentage | 0.35% | ||
Credit Facility due February 8, 2028 | Maximum [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate | |||
Long-term borrowings | |||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | ||
Credit Facility due February 8, 2028 | Euro Member Countries, Euro | |||
Long-term borrowings | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 100,000,000 | ||
Line of Credit | Credit Facility due January 2, 2024 [Member] | |||
Long-term borrowings | |||
Long-term Line of Credit | 45,000,000 | 45,000,000 | |
Line of Credit, Current | 0 | $ 0 | |
Letter of Credit | Credit Facility due February 8, 2028 | |||
Long-term borrowings | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 50,000,000 |
Borrowings Convertible Debt (De
Borrowings Convertible Debt (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Dec. 31, 2017 | May 04, 2016 | |
Schedule of Convertible Debt | |||
Shares Issued During Period, Value, Exercise of Warrants | $ 0 | ||
Treasury Stock, Common | |||
Schedule of Convertible Debt | |||
Shares Issued During Period, Shares, Exercise of Warrants | 203,615 | ||
Shares Issued During Period, Value, Exercise of Warrants | $ (3.1) | ||
Convertible Debt | Convertible Notes Due Twenty Twenty One | |||
Schedule of Convertible Debt | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 21.1050 | ||
Proceeds from issuance of warrants | $ 39.1 |
Borrowings Schedule of Revolvin
Borrowings Schedule of Revolving Credit Facility (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Schedule of Term Loan and Revolving Credit Facilities [Line Items] | |||
Long-term Line of Credit | $ 45,000,000 | ||
Debt Instrument, Covenant, EBITDA to Interest Ratio, Minimum | 3 | ||
Debt Instrument, Covenant, Debt to EBITDA, Maximum | 3.75 | ||
Debt Instrument, Covenant, Senior Secured Leverage Ratio, Maximum | 3.25 | ||
Long-term Debt, Maturities, Repayments of Principal, Remainder of Fiscal Year | $ 0 | ||
Long-term Debt, Maturities, Repayments of Principal in Year Two | 0 | ||
Long-term Debt, Maturities, Repayments of Principal in Year Four | 0 | ||
Long-term Debt, Maturities, Repayments of Principal in Year Five | $ 0 | ||
Shares Issued During Period, Value, Exercise of Warrants | $ 0 | ||
Treasury Stock, Common | |||
Schedule of Term Loan and Revolving Credit Facilities [Line Items] | |||
Shares Issued During Period, Value, Exercise of Warrants | $ (3,100,000) | ||
Line of Credit | Weighted Average | |||
Schedule of Term Loan and Revolving Credit Facilities [Line Items] | |||
Line of Credit Facility, Commitment Fee Percentage | 0.23% | 0.24% | |
Credit Facility due January 2, 2024 [Member] | London Interbank Offered Rate LIBOR prior to 2023 | |||
Schedule of Term Loan and Revolving Credit Facilities [Line Items] | |||
Long-term Debt, Weighted Average Interest Rate, at Point in Time | 2.12% | ||
Credit Facility due January 2, 2024 [Member] | Line of Credit | |||
Schedule of Term Loan and Revolving Credit Facilities [Line Items] | |||
Long-term Line of Credit | $ 45,000,000 | $ 45,000,000 | |
Credit Facility due February 8, 2028 | |||
Schedule of Term Loan and Revolving Credit Facilities [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 400,000,000 | ||
Credit Facility due February 8, 2028 | Minimum [Member] | |||
Schedule of Term Loan and Revolving Credit Facilities [Line Items] | |||
Line of Credit Facility, Commitment Fee Percentage | 0.225% | ||
Credit Facility due February 8, 2028 | Minimum [Member] | Applicable margin alternate base rate [Member] | |||
Schedule of Term Loan and Revolving Credit Facilities [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||
Credit Facility due February 8, 2028 | Maximum [Member] | |||
Schedule of Term Loan and Revolving Credit Facilities [Line Items] | |||
Line of Credit Facility, Commitment Fee Percentage | 0.35% | ||
Credit Facility due February 8, 2028 | Maximum [Member] | Applicable margin alternate base rate [Member] | |||
Schedule of Term Loan and Revolving Credit Facilities [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.50% |
Other Comprehensive Loss - OCI
Other Comprehensive Loss - OCI (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Foreign currency translation adjustments [Abstract] | ||
Foreign currency translation | $ 3.6 | $ (2.2) |
Foreign currency translation, tax | 0 | 0 |
Foreign currency translation, net of tax | 3.6 | (2.2) |
Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, Tax, Attributable to Parent [Abstract] | ||
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Tax, after Reclassification Adjustment, Attributable to Parent | 0.2 | 0.2 |
Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, Tax, Attributable to Parent | 0 | (0.1) |
Net change in employee benefit plans | 0.2 | 0.1 |
Total cash flow hedges | 0.2 | (0.3) |
Changes in fair value of cash flow hedges: | ||
Changes in fair value of cash flow hedges, before tax | (0.1) | (0.3) |
Changes in fair value of cash flow hedges, tax | 0.3 | 0 |
Total other comprehensive earnings [Abstract] | ||
Other comprehensive loss, before tax | 3.7 | (2.3) |
Other comprehensive loss, tax | 0.3 | (0.1) |
Other comprehensive earnings (loss), net of tax | 4 | (2.4) |
Net losses (gains) reclassified into earnings | $ 0.1 | $ (0.3) |
Other Comprehensive Loss - AOCI
Other Comprehensive Loss - AOCI (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||
Amortization or settlement of actuarial losses and prior service costs | $ 0.2 | $ 0.2 |
Other Comprehensive (Income) Loss, Defined Benefit Plan, Reclassification Adjustment from AOCI, Tax | 0 | 0.1 |
Other Comprehensive (Income) Loss, Defined Benefit Plan, Reclassification Adjustment from AOCI, after Tax | 0.2 | 0.1 |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, before Tax | 0.1 | (0.3) |
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, Tax | 0 | 0 |
Net losses (gains) reclassified into earnings | 0.1 | (0.3) |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||
Beginning balance | (122.1) | (100.4) |
Other comprehensive earnings, net of tax | 4 | (2.4) |
Ending balance | (118.1) | (102.8) |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||
Beginning balance | 1 | 0.3 |
Other comprehensive earnings, net of tax | 0.2 | (0.3) |
Ending balance | 1.2 | 0 |
Employee benefit plans | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||
Beginning balance | (16.3) | (17.1) |
Other comprehensive earnings, net of tax | 0.2 | 0.1 |
Ending balance | (16.1) | (17) |
Cumulative foreign currency translation adjustments | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||
Beginning balance | (106.8) | (83.6) |
Other comprehensive earnings, net of tax | 3.6 | (2.2) |
Ending balance | $ (103.2) | $ (85.8) |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Tax Holiday [Line Items] | ||
Share-based Payment Arrangement, Expense | $ 7.8 | $ 7.6 |
Effective tax rate (benefit) provision | (26.80%) | 13.80% |
Income Tax Expense (Benefit) | $ 1.1 | $ 2.9 |
Other expense (income), net | (2.3) | 0.5 |
Effective Income Tax Rate Reconciliation, Discrete Items | $ 0.6 | $ (1) |
Effective Tax Rate Excluding Discrete Items | (12.20%) | (18.60%) |
Share-based Payment Arrangement, Expense, Tax Benefit | $ 2.9 | $ 3.2 |
Foreign Tax Authority | ||
Income Tax Holiday [Line Items] | ||
Effective income tax rate reconciliation, tax holiday | $ 0.1 | $ 2.6 |
Holiday benefit (usd per share) | $ 0.03 | |
Income Tax Holiday, Income Tax Expense Per Share | $ 0 |
Equity Incentive Program - Stoc
Equity Incentive Program - Stock Options and SSARs (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based Payment Arrangement, Expense | $ 7,800,000 | $ 7,600,000 |
SARS and Options, Additional Disclosures | ||
Share-based Payment Arrangement, Expense, Tax Benefit | 2,900,000 | $ 3,200,000 |
SSARs | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 0 | |
Number of Shares [Roll Forward] | ||
Beginning balance | 223,564 | |
Granted | 0 | |
Exercised | 0 | |
Forfeited | 0 | |
Expired | (223,564) | |
Ending balance | 0 | |
Exercised | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instrument Other than Options, Expired in Period, Weighted Average Exercise Price | $ 23.92 | |
Weighted Average Grant Date Fair Value | ||
Beginning balance | 23.92 | |
Granted | 0 | |
Exercised | 0 | |
Forfeited | 0 | |
Ending balance | 0 | |
Exercisable | $ 0 | |
SARS and Options, Additional Disclosures | ||
SSARs, aggregate intrinsic value, outstanding | $ 0 | |
SSARs, aggregate intrinsic value, exercisable | $ 0 | |
SSARs, weighted average remaining contractual terms, outstanding | 0 years | |
SSARs, weighted average remaining contractual term, exercisable | 0 years | |
Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 900,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Dividend yield | 0% | |
Stock Options, Number of Shares | ||
Beginning balance | 2,703,424 | |
Granted | 0 | |
Exercised | (524,337) | |
Forfeited | 0 | |
Expired | 0 | |
Ending balance | 2,179,087 | |
Exercisable | 1,999,866 | |
Stock Options, Weighted Average Exercise Price | ||
Beginning balance | $ 16.28 | |
Granted | 0 | |
Exercised | 12.37 | |
Forfeited | 0 | |
Expired | 0 | |
Ending balance | 17.22 | |
Exercisable | $ 16.90 | |
SARS and Options, Additional Disclosures | ||
Options, aggregate intrinsic value, outstanding | $ 1,700,000 | |
Options, aggregate intrinsic value, exercisable | $ 1,700,000 | |
Options, weighted average remaining contractual term, outstanding | 3 years | |
Options, weighted average remaining contractual term, exercisable | 2 years 9 months 18 days | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 1 year 6 months | |
Minimum [Member] | Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||
Risk-free interest rate | 0.85% | |
Expected life (years) | 4 years 6 months | |
Volatility | 34.30% | |
Fair value at date of grant | $ 6.29 |
Equity Incentive Program - RSUs
Equity Incentive Program - RSUs (Details) - Restricted Stock Units (RSUs) | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 2 years 1 month 6 days |
Number of Shares [Roll Forward] | |
Beginning balance | shares | 1,880,521 |
Granted | shares | 1,118,098 |
Vested (1) | shares | (723,041) |
Forfeited | shares | (30,595) |
Ending balance | shares | 2,244,983 |
Weighted Average Grant Date Fair Value | |
Beginning balance | $ / shares | $ 19.96 |
Granted | $ / shares | 19.09 |
Vested (1) | $ / shares | 19.74 |
Forfeited | $ / shares | 19.82 |
Ending balance | $ / shares | $ 19.60 |
Equity Incentive Program Equity
Equity Incentive Program Equity Incentive Program - PSUs (Details) $ / shares in Units, $ in Millions | 3 Months Ended |
Mar. 31, 2023 USD ($) $ / shares shares | |
Performance Shares | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ | $ 16.8 |
Number of Shares [Roll Forward] | |
Beginning balance | shares | 833,589 |
Granted | shares | 320,585 |
Vested (1) | shares | (261,770) |
Forfeited | shares | 0 |
Ending balance | shares | 892,404 |
Weighted Average Grant Date Fair Value | |
Beginning balance | $ / shares | $ 25.12 |
Granted | $ / shares | 29.75 |
Vested (1) | $ / shares | 16.14 |
Forfeited | $ / shares | 0 |
Ending balance | $ / shares | $ 29.42 |
Restricted Stock Units (RSUs) | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ | $ 34.9 |
Number of Shares [Roll Forward] | |
Beginning balance | shares | 1,880,521 |
Granted | shares | 1,118,098 |
Vested (1) | shares | (723,041) |
Forfeited | shares | (30,595) |
Ending balance | shares | 2,244,983 |
Weighted Average Grant Date Fair Value | |
Beginning balance | $ / shares | $ 19.96 |
Granted | $ / shares | 19.09 |
Vested (1) | $ / shares | 19.74 |
Forfeited | $ / shares | 19.82 |
Ending balance | $ / shares | $ 19.60 |
Equity Incentive Program - Addi
Equity Incentive Program - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based Payment Arrangement, Expense | $ 7,800,000 | $ 7,600,000 |
Share-based Payment Arrangement, Expense, Tax Benefit | 2,900,000 | $ 3,200,000 |
SSARs | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | 0 | |
Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 900,000 | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 1 year 6 months | |
Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 34,900,000 | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 2 years 1 month 6 days | |
Performance Shares | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 16,800,000 | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 1 year 10 months 24 days | |
Minimum [Member] | Performance Shares | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Percentage increase of initial grant value | 0% | |
Maximum [Member] | Performance Shares | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Percentage increase of initial grant value | 225% |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Reconciliation of information used in computing basic and diluted earnings per share [Abstract] | ||
Net (loss) earnings | $ (5.2) | $ 18.1 |
Basic: | ||
Net earnings (loss) per share, basic | $ (0.06) | $ 0.20 |
Weighted average shares outstanding | 91,400,000 | 92,300,000 |
Diluted: | ||
Net earnings (loss) per share, diluted | $ (0.06) | $ 0.19 |
Diluted (in shares) | 91,400,000 | 94,300,000 |
Earnings Per Share, Diluted | $ (0.06) | $ 0.19 |
Diluted (in shares) | 91,400,000 | 94,300,000 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Earnings Per Share, Basic | $ (0.06) | $ 0.20 |
Earnings Per Share, Diluted | $ (0.06) | $ 0.19 |
Net (loss) earnings | $ (5.2) | $ 18.1 |
Share-based Payment Arrangement | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Weighted average number of anti-dilutive shares excluded from the calculation (in shares) | 2,900,000 | 500,000 |
Segment Information (Details)
Segment Information (Details) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 USD ($) segments | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Segment Reporting Information | |||
Billed Contracts Receivable | $ 96.2 | $ 125.7 | |
Number of reportable segments | segments | 3 | ||
Assets | $ 1,195.5 | 1,183.9 | |
Revenues | 144.3 | $ 201.4 | |
Reconciliation of Net Earnings from Segments [Abstract] | |||
Interest expense, net | 0.8 | 0.8 | |
(Loss) earnings before income taxes | (4.1) | 21 | |
Provision for income taxes | 1.1 | 2.9 | |
Net (loss) earnings | (5.2) | 18.1 | |
Asia | |||
Segment Reporting Information | |||
Revenues | 80 | 128.9 | |
United States | |||
Segment Reporting Information | |||
Revenues | 35.3 | 40.9 | |
Europe | |||
Segment Reporting Information | |||
Revenues | 24.1 | 28.1 | |
Other Americas | |||
Segment Reporting Information | |||
Revenues | 2.1 | 1.5 | |
Other Geographical Locations | |||
Segment Reporting Information | |||
Revenues | 2.8 | 2 | |
Operating Segments | |||
Reconciliation of Net Earnings from Segments [Abstract] | |||
Earnings (loss) before interest and income taxes | 13.9 | 34.5 | |
Operating Segments | Precision Devices | |||
Segment Reporting Information | |||
Assets | 283.7 | 275.7 | |
Revenues | 53.7 | 55.7 | |
Reconciliation of Net Earnings from Segments [Abstract] | |||
Earnings (loss) before interest and income taxes | 10.7 | 12.3 | |
Operating Segments | MedTech & Specialty Audio | |||
Segment Reporting Information | |||
Assets | 363 | 358.1 | |
Revenues | 45.5 | 59.5 | |
Reconciliation of Net Earnings from Segments [Abstract] | |||
Earnings (loss) before interest and income taxes | 11.4 | 21.7 | |
Operating Segments | Consumer MEMS Microphones | |||
Segment Reporting Information | |||
Assets | 545.4 | 547.3 | |
Revenues | 45.1 | 86.2 | |
Reconciliation of Net Earnings from Segments [Abstract] | |||
Earnings (loss) before interest and income taxes | (8.2) | 0.5 | |
Corporate, Non-Segment [Member] | |||
Segment Reporting Information | |||
Assets | 3.4 | $ 2.8 | |
Reconciliation of Net Earnings from Segments [Abstract] | |||
Corporate expense / other | 17.2 | 12.7 | |
Interest expense, net | $ 0.8 | $ 0.8 |
Uncategorized Items - kn-202303
Label | Element | Value |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations | us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations | $ 48,200,000 |
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Including Disposal Group and Discontinued Operations | us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations | $ 68,900,000 |