Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Apr. 02, 2016 | May. 20, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Blue Bird Corp | |
Entity Central Index Key | 1,589,526 | |
Current Fiscal Year End Date | --10-01 | |
Entity Filer Category | Smaller Reporting Company | |
Document Type | 10-Q | |
Document Period End Date | Apr. 2, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 20,995,709 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Apr. 02, 2016 | Oct. 03, 2015 |
Current assets | ||
Cash and cash equivalents | $ 28,615 | $ 52,861 |
Accounts receivable, net | 6,067 | 13,746 |
Inventories | 92,858 | 49,180 |
Other current assets | 4,987 | 3,960 |
Deferred tax asset | 8,166 | 9,150 |
Total current assets | 140,693 | 128,897 |
Property, plant and equipment, net | 29,376 | 28,933 |
Goodwill | 18,825 | 18,825 |
Intangible assets, net | 59,444 | 60,378 |
Equity investment in affiliate | 13,303 | 12,505 |
Deferred tax asset | 15,159 | 15,466 |
Other assets | 2,559 | 1,721 |
Total assets | 279,359 | 266,725 |
Current liabilities | ||
Accounts payable | 97,494 | 79,333 |
Accrued warranty costs—current portion | 6,875 | 7,418 |
Accrued expenses | 20,836 | 22,980 |
Deferred warranty income—current portion | 4,970 | 4,862 |
Other current liabilities | 8,935 | 7,072 |
Current portion of senior term debt | 11,750 | 11,750 |
Total current liabilities | 150,860 | 133,415 |
Long-term liabilities | ||
Long-term debt | 170,900 | 175,418 |
Accrued warranty costs | 9,893 | 10,243 |
Deferred warranty income | 9,090 | 9,283 |
Other liabilities | 13,918 | 13,169 |
Accrued pension liability | 43,853 | 46,427 |
Total long-term liabilities | $ 247,654 | $ 254,540 |
Guarantees, commitments and contingencies (Note 6) | ||
Stockholder’s deficit | ||
Preferred stock, $.0001 par value, 10,000,000 shares authorized 500,000 issued and liquidation preference of $50,000 | $ 50,000 | $ 50,000 |
Common stock, $0.0001 par value, 100,000,000 shares authorized, 20,992,033 and 20,874,882 issued and outstanding at April 2, 2016 and October 3, 2015, respectively | 2 | 2 |
Additional paid-in capital | 17,565 | 15,887 |
Accumulated deficit | (136,288) | (135,345) |
Accumulated other comprehensive loss | (50,434) | (51,774) |
Total stockholder’s deficit | (119,155) | (121,230) |
Total liabilities and stockholder’s deficit | $ 279,359 | $ 266,725 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Apr. 02, 2016 | Oct. 03, 2015 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, Par Value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 500,000 | 500,000 |
Preferred Stock, Liquidation Preference, Value | $ 50,000,000 | $ 50,000,000 |
Common Stock, Par Value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Common Stock, Shares Issued | 20,992,033 | 20,874,882 |
Common Stock, Shares Outstanding | 20,992,033 | 20,874,882 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income/(Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 02, 2016 | Apr. 04, 2015 | Apr. 02, 2016 | Apr. 04, 2015 | |
Income Statement [Abstract] | ||||
Net sales | $ 191,208 | $ 183,018 | $ 322,541 | $ 348,851 |
Cost of goods sold | 166,094 | 159,988 | 278,674 | 306,343 |
Gross profit | 25,114 | 23,030 | 43,867 | 42,508 |
Operating expenses | ||||
Selling, general and administrative expenses | 18,745 | 33,950 | 35,824 | 49,409 |
Operating profit (loss) | 6,369 | (10,920) | 8,043 | (6,901) |
Interest expense | (4,453) | (4,761) | (8,696) | (9,896) |
Interest income | 89 | 2 | 111 | 34 |
Other income, net | 0 | 22 | 16 | 33 |
Income (loss) before income taxes | 2,005 | (15,657) | (526) | (16,730) |
Income tax (expense) benefit | (973) | 4,084 | (1,182) | 4,505 |
Equity in net income of non-consolidated affiliate | 377 | 478 | 798 | 506 |
Income (loss) from continuing operations | 1,409 | (11,095) | (910) | (11,719) |
Loss from discontinued operations, net of tax | (15) | 0 | (33) | (4) |
Net (loss) income | 1,394 | (11,095) | (943) | (11,723) |
Defined benefit pension plan gain, net of tax expense of $419, $320, $838 and $639, respectively | 778 | 593 | 1,556 | 1,187 |
Cash flow hedge loss, net of tax benefit of $116, $0, $116 and $0, respectively | (216) | 0 | (216) | 0 |
Comprehensive income (loss) | 1,956 | (10,502) | 397 | (10,536) |
Preferred stock dividend | 953 | 413 | 1,951 | 413 |
Net income (loss) available to common stockholders | $ 441 | $ (11,508) | $ (2,894) | $ (12,136) |
Earnings (loss) per share: | ||||
Basic weighted average shares outstanding | 20,986,794 | 21,150,630 | 20,942,538 | 21,593,387 |
Diluted weighted average shares outstanding | 21,011,129 | 21,150,630 | 20,942,538 | 21,593,387 |
Basic and diluted earnings (loss) per share from continuing operations (in dollars per share) | $ 0.02 | $ (0.54) | $ (0.14) | $ (0.56) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Operations and Comprehensive Income/(Loss) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 02, 2016 | Apr. 04, 2015 | Apr. 02, 2016 | Apr. 04, 2015 | |
Income Statement [Abstract] | ||||
Defined benefit pension plan gain, tax | $ 419 | $ 320 | $ 838 | $ 639 |
Cash flow hedge loss, tax | $ 116 | $ 0 | $ 116 | $ 0 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Apr. 02, 2016 | Apr. 04, 2015 | |
Cash flows from operating activities | ||
Net loss | $ (943) | $ (11,723) |
Loss from discontinued operations, net of tax | 33 | 4 |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Depreciation and amortization | 4,008 | 4,565 |
Amortization of debt costs | 1,453 | 1,547 |
Stock-based compensation | 2,447 | 55 |
Equity in net income of affiliate | (798) | (506) |
Loss on disposal of fixed assets | 24 | 483 |
Deferred taxes | 569 | (4,994) |
Provision for bad debt | (5) | (31) |
Amortization of deferred actuarial pension losses | 2,394 | 1,826 |
Changes in assets and liabilities: | ||
Accounts receivable | 7,684 | 8,198 |
Inventories | (43,678) | (13,221) |
Other assets | (1,965) | (1,566) |
Accounts payable | 18,661 | (3,807) |
Accrued expenses, pension and other liabilities | (3,222) | (22,236) |
Total adjustments | (12,428) | (29,687) |
Net cash used in continuing operations | (13,338) | (41,406) |
Net cash used in discontinued operations | (33) | (4) |
Total cash used in operating activities | (13,371) | (41,410) |
Cash flows from investing activities | ||
Cash paid for fixed assets | (3,937) | (1,832) |
Total cash used in investing activities | (3,937) | (1,832) |
Cash flows from financing activities | ||
Repayments under the senior term loan | (5,875) | (5,875) |
Cash paid for capital leases | (110) | (80) |
Cash paid for debt costs | 0 | (2,872) |
Contribution from majority stockholder | 0 | 13,550 |
Payment of dividends on preferred stock | (953) | 0 |
Total cash (used in) provided by financing activities | (6,938) | 4,723 |
Change in cash and cash equivalents | (24,246) | (38,519) |
Cash and cash equivalents at beginning of period | 52,861 | 61,137 |
Cash and cash equivalents at end of period | 28,615 | 22,618 |
Non-cash investing and financing activity | ||
Capital expenditures funded by capital lease borrowings | 100 | 0 |
Change in accounts payable for capital additions to property, plant and equipment | (500) | 58 |
Common stock dividend on Series A preferred stock (market value of common shares) | 998 | 0 |
Non-cash reverse merger activity | ||
Issuance of Common Stock | 0 | 25,000 |
Issuance of Series A Preferred Stock | 0 | 50,000 |
Shares assumed by legal acquirer | 0 | 42,492 |
Repurchase of Common Stock from Traxis | $ 0 | $ 100,000 |
Nature of Business and Basis of
Nature of Business and Basis of Presentation | 6 Months Ended |
Apr. 02, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business and Basis of Presentation | 1. Nature of Business and Basis of Presentation Nature of Business On February 24, 2015, Hennessy Capital Acquisition Corp. ("HCAC") consummated its business combination (the “Business Combination”), pursuant to which HCAC acquired all of the outstanding capital stock of School Bus Holdings, Inc. (“SBH”) from The Traxis Group B.V. (the “Seller”). SBH operates its business of designing and manufacturing school buses through subsidiaries and under the Blue Bird Corporation (“Blue Bird”) name. In the Business Combination, the total purchase price was paid in a combination of cash ( $100 million ) and in shares of HCAC’s Common Stock ( 12,000,000 shares valued at a total of $120 million ). In connection with the closing of the Business Combination, we changed our name from Hennessy Capital Acquisition Corp. to Blue Bird Corporation. Upon consummation of the Business Combination, SBH became a wholly-owned subsidiary of Blue Bird Corporation and SBH’s direct and indirect subsidiaries became indirect subsidiaries of our parent corporation. Blue Bird Body Company, a wholly-owned subsidiary of Blue Bird, was incorporated in 1958 and has manufactured, assembled and sold school buses to a variety of municipal, federal and commercial customers since 1927. The majority of Blue Bird’s sales are made to an independent distributor network, which in turn sells buses to ultimate end users. We are headquartered in Fort Valley, Georgia. References in these notes to financial statements to “Blue Bird”, the “Company,” “we,” “our,” or “us” refer to Blue Bird Corporation and its wholly-owned subsidiaries, unless the context specifically indicates otherwise. Basis of Presentation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant inter-company transactions and accounts have been eliminated in consolidation. The Company uses the equity method to account for its investment in an entity that is not controlled, and where the Company has the ability to exercise significant influence over operating and financial policies. Consolidated net loss includes the Company’s share of net (loss) income in this entity. The difference between consolidation and the equity method impacts certain of the Company’s financial ratios because of the presentation of the detailed line items reported in the condensed consolidated financial statements for consolidated entities, compared to a two-line presentation of “Equity investment in affiliate” on the Consolidated Balance Sheets and “Equity in net income of non-consolidated affiliate” on the Consolidated Statements of Operations and Comprehensive Loss. The second quarter 2015 presentation of Equity in net income of non-consolidated affiliate on the Consolidated Statement of Operations and Comprehensive Loss has been reclassified from the previous presentation to conform to the current year presentation. The previous presentation showed the amounts in the three and six months ended April 4, 2015 net of tax expense of $0.2 million for both periods. Those tax amounts are now included within the Income tax (expense) benefit line on our Consolidated Statement of Operations and Comprehensive Loss. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial reporting and Article 8 of Regulation S-X. The Company’s fiscal year ends on the Saturday closest to September 30 with its quarters consisting of thirteen weeks in most years. In fiscal year 2016 there are a total of 52 weeks. For fiscal year 2016 the three and six months ended were 13 weeks and 26 weeks, respectively. For fiscal year 2015 the three and six months ended were 13 weeks and 27 weeks, respectively. In the opinion of management, all adjustments considered necessary for a fair statement of financial results have been made. Such adjustments consist of only those of a normal recurring nature. Operating results for any interim period are not necessarily indicative of the results that may be expected for the entire year. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. The Condensed Consolidated Balance Sheet data as of October 3, 2015 was derived from the Company’s audited financial statements but do not include all disclosures required by generally accepted accounting principles. For additional information, including the Company’s significant accounting policies, refer to the consolidated financial statements and related footnotes for the fiscal year ended October 3, 2015 as set forth in the Company's 2015 Form 10-K filed on December 15, 2015. The Business Combination was accounted for as a reverse acquisition since immediately following completion of the transaction the sole stockholder of SBH immediately prior to the Business Combination maintained effective control of Blue Bird Corporation, the post-combination company. For accounting purposes, SBH is deemed the accounting acquirer in the transaction and, consequently, the transaction is treated as a recapitalization of SBH (i.e., a capital transaction involving the issuance of stock and payment of cash by HCAC for the stock of SBH). Accordingly, the consolidated assets, liabilities and results of operations of SBH are the historical financial statements of Blue Bird Corporation, and HCAC assets, liabilities and results of operations are consolidated with SBH beginning on the acquisition date. No step-up in basis of intangible assets or goodwill was recorded in this transaction. We have effected this treatment through opening stockholders' deficit by adjusting the number of our common shares outstanding. Other than transaction costs paid and a contribution from our majority stockholder for payment of management incentive compensation related to the transaction, the transaction was primarily non-cash and involved exchanges of consideration and equity between our majority stockholder and HCAC and its related entities. Please see Footnote 11 for discussion of a revision to previously reported earnings per share. In the reported Consolidated Statements of Cash Flows for the six months ended April 4, 2015, we presented borrowings under our senior credit facility gross, as both inflows and outflows from financing activities. As these borrowings are due on demand, they are considered to have maturities of three months or less and, therefore, qualify for net reporting. Accordingly, we have reclassified borrowings under the senior credit facility from gross presentation, as previously reported, to net presentation. The prior presentation showed both borrowings and repayments totaling $10.0 million . The current presentation does not show any borrowing line item as this amount nets to $0.0 million . Use of Estimates and Assumptions The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions. At the date of the financial statements, these estimates and assumptions affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities, and during the reporting period, these estimates and assumptions affect the reported amounts of revenues and expenses. For example, significant management judgments are required in determining excess, obsolete, or unsalable inventory, allowance for doubtful accounts, potential impairment of long-lived assets, goodwill and intangibles, the accounting for self-insurance reserves, warranty reserves, pension obligations, income taxes, environmental liabilities and contingencies. Future events and their effects cannot be predicted with certainty, and, accordingly, the Company’s accounting estimates require the exercise of judgment. The accounting estimates used in the preparation of the Company’s condensed consolidated financial statements may change as new events occur, as more experience is acquired, as additional information is obtained and as the Company’s operating environment changes. The Company evaluates and updates its assumptions and estimates on an ongoing basis and may employ outside experts to assist in the Company’s evaluations. Actual results could differ from the estimates that the Company has used. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Recently Issued Accounting Standards | 6 Months Ended |
Apr. 02, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and Recently Issued Accounting Standards | 2. Summary of Significant Accounting Policies and Recently Issued Accounting Standards The Company’s significant accounting policies are described in the Company’s Form10-K, filed with the SEC on December 15, 2015. Our senior management has reviewed these significant accounting policies and related disclosures and determined that there were no significant changes in our critical accounting policies in the six months ended April 2, 2016 other than those described below. Derivative Instruments We utilize derivative instruments to manage certain exposures to changes in foreign currency exchange rates. The fair values of all derivative instruments are recognized as assets or liabilities at the balance sheet date. Changes in the fair value of these derivative instruments are recognized in our operating results or included in other comprehensive income (loss), depending on whether the derivative instrument is a fair value or cash flow hedge and whether it qualifies for hedge accounting treatment. If realized, gains and losses on derivative instruments are recognized in our Consolidated Statement of Operations in the line item that reflects the underlying exposure that was hedged. The exchange of cash, if any, associated with derivative transactions is classified in the Consolidated Statements of Cash Flows in the same category as the cash flows from the items subject to the economic hedging relationships. Recently Issued Accounting Standards ASU 2016-09 — In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (ASU) No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, which simplifies the accounting for some aspects of share-based payment transactions, including the income tax treatment of excess tax benefits and deficiencies, forfeitures, classification of share-based awards as either equity or liabilities, and classification in the statement of cash flows for certain share-based transactions related to tax benefits and payments. ASU 2016-09 is effective for annual periods beginning after December 15, 2016 and interim periods within those annual periods, and early adoption is permitted. The Company has elected to early adopt ASU 2016-09 beginning with the second quarter ended April 2, 2016 , resulting in no impact on our financial statements or required disclosures since no outstanding equity awards have vested or been forfeited, and there exists no windfall or shortfall pool of tax benefits. ASU 2016-02 — In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which requires lessees to recognize assets on the balance sheet for the rights and obligations created by all leases with terms greater than 12 months. The standard will also require certain qualitative and quantitative disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. ASU 2016-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, and early adoption is permitted. We are currently evaluating the impact the standard will have on our consolidated financial statements. ASU 2015-17 — In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes, which simplifies the presentation of deferred taxes by requiring deferred tax assets and liabilities to be classified as non-current on the balance sheet. The standard is effective for public companies for annual reporting periods beginning after December 15, 2016, and interim periods within those fiscal years. The guidance may be adopted prospectively or retrospectively and early adoption is permitted. As of April 2, 2016 , the adoption of this ASU would result in the reclassification of approximately $8.2 million from current assets to non-current assets. Future impact will be driven by the composition of our deferred tax accounts. |
Supplemental Financial Informat
Supplemental Financial Information | 6 Months Ended |
Apr. 02, 2016 | |
Condensed Financial Information [Abstract] | |
Supplemental Financial Information | 3. Supplemental Financial Information Inventory The Company values inventories at the lower of cost or market value. The Company uses a standard costing methodology, which approximates cost on a first-in, first-out basis. The Company reviews the standard costs of raw materials, work-in-process and finished goods inventory on a periodic basis to ensure that its inventories approximate current actual costs. Manufacturing cost includes raw materials, direct labor and manufacturing overhead. Inventory consists of the following: (in thousands of dollars) As of April 2, 2016 As of October 3, 2015 Raw materials $ 55,496 $ 43,471 Work in process 31,017 2,658 Finished goods 6,345 3,051 Total inventory $ 92,858 $ 49,180 Product Warranties The Company’s products are generally warranted against defects in material and workmanship for a period of one to five years . A provision for estimated warranty costs is recorded in the year the unit is sold. The methodology to determine warranty reserve calculates average expected warranty claims using warranty claims by body type, by month, over the life of the bus, which is then multiplied by remaining months under warranty, by warranty type. Management believes the methodology provides for accuracy in addressing reserve requirements. Management believes the warranty reserve is appropriate; however, actual claims incurred could differ from the original estimates, requiring future adjustments. The Company also sells extended warranties related to its products. Revenue related to these contracts is recognized on a straight-line basis over the contract period and costs thereunder are expensed as incurred. All warranty expenses are recorded in the cost of goods sold line in the Consolidated Statements of Operations and Comprehensive Income (Loss). The current methodology to determine short-term extended warranty income reserve is based on twelve months of the remaining warranty value for each effective extended warranty at the balance sheet date. Activity in accrued warranty cost (current and long-term portion combined) was as follows for the three and six months ended April 2, 2016 and April 4, 2015 : (in thousands of dollars) Three Months Ended Three Months Ended Six Months Ended Six Months Ended Balance at beginning of period $ 16,583 $ 15,226 $ 17,661 $ 15,559 Add current period accruals 2,119 2,073 3,504 3,922 Current period reductions of accrual (1,934 ) (2,037 ) (4,397 ) (4,219 ) Balance at end of period $ 16,768 $ 15,262 $ 16,768 $ 15,262 Extended Warranty Income Activity in deferred warranty income, for the sale of extended warranties of two to five years , was as follows for the three and six months ended April 2, 2016 and April 4, 2015 : (in thousands of dollars) Three Months Ended Three Months Ended Six Months Ended Six Months Ended Balance at beginning of period $ 14,082 $ 12,075 $ 14,145 $ 12,003 Add current period deferred income 1,308 1,339 2,494 2,506 Current period recognition of income (1,330 ) (1,074 ) (2,579 ) (2,169 ) Balance at end of period $ 14,060 $ 12,340 $ 14,060 $ 12,340 Self-Insurance Total accrued self-insurance liability, comprised of workers compensation and health insurance related claims, was as follows: (in thousands of dollars) As of April 2, 2016 As of October 3, 2015 Current portion $ 3,423 $ 3,534 Long-term portion 2,893 2,786 Total accrued self-insurance $ 6,316 $ 6,320 The current and long term portions of the accrued self-insurance liability are reflected in accrued expenses and other liabilities, respectively, on the balance sheet. Shipping and Handling Revenues Shipping and handling revenues represent costs billed to customers and are presented as net sales. Shipping and handling costs incurred are included in cost of goods sold. Shipping and handling revenues were $2.8 million and $2.5 million for the three months ended April 2, 2016 and April 4, 2015 , respectively, and $5.3 million and $6.1 million for the six months ended April 2, 2016 and April 4, 2015 , respectively. The related cost of goods sold was $2.5 million and $2.2 million for the three months ended April 2, 2016 and April 4, 2015 , respectively, and $4.5 million and $5.4 million for the six months ended April 2, 2016 and April 4, 2015 , respectively. Pension Expense Components of net periodic pension benefit cost for the three and six months ended April 2, 2016 and April 4, 2015 were as follows: (in thousands of dollars) Three Months Ended April 2, 2016 Three Months Ended April 4, 2015 Six Months Ended April 2, 2016 Six Months Ended April 4, 2015 Interest cost $ 1,410 $ 1,427 $ 2,821 $ 2,854 Expected return on plan assets (1,528 ) (1,600 ) (3,056 ) (3,199 ) Amortization of prior loss 1,197 913 2,394 1,826 Net periodic benefit cost $ 1,079 $ 740 $ 2,159 $ 1,481 Amortization of prior loss, recognized in other comprehensive income 1,197 913 2,394 1,826 Total recognized in net periodic pension benefit cost and other comprehensive income $ (118 ) $ (173 ) $ (235 ) $ (345 ) Equity Investment in Affiliate The Company holds a 50% equity interest in Micro Bird Holdings, Inc. (“Micro Bird”), and accounts for Micro Bird under the equity method of accounting. The carrying amount of the equity method investment is adjusted for the Company’s proportionate share of net earnings and losses and any dividends received. At April 2, 2016 and October 3, 2015 , the Company had an investment of $13.3 million and $12.5 million , respectively. In recognizing the Company’s 50% portion of Micro Bird net income, the Company recorded $0.8 million and $0.5 million in Equity in net income of non-consolidated affiliate for the six months ended April 2, 2016 and April 4, 2015 , respectively. Summarized unaudited financial information for these periods for Micro Bird is as follows: (in thousands of dollars) Six Months Ended April 2, 2016 Six Months Ended April 4, 2015 Revenues $ 36,886 $ 35,111 Gross profit 5,544 4,470 Operating income 3,230 1,757 Net income 1,643 1,242 |
Debt
Debt | 6 Months Ended |
Apr. 02, 2016 | |
Debt Disclosure [Abstract] | |
Debt | 4. Debt Debt consisted of the following: (in thousands of dollars) As of April 2, 2016 As of October 3, 2015 2020 senior term loan, net of discount of $9,725 an d $11,082 $ 182,650 $ 187,168 Total debt $ 182,650 $ 187,168 Less: Current portion of long-term debt 11,750 11,750 Long-term debt, net of current portion $ 170,900 $ 175,418 In June 2014, Blue Bird Body Company executed a new $235.0 million six year senior term loan provided by Societe Generale (the “Senior Credit Facility”), which acts as the administrative agent, SG Americas Securities LLC, Macquarie Capital (USA) INC., and Fifth Third Bank as joint book runners and Joint Lead Arrangers. The Senior Credit Facility amortizes at 5% per annum payable quarterly beginning January 3, 2015. The interest rate on the Senior Credit Facility is an election of either base rate plus 450 basis points or LIBOR (floor of 1 point) plus 550 basis points, and is 6.5% at both April 2, 2016 and October 3, 2015 . Blue Bird also has access to a $60.0 million revolving senior credit facility provided by Societe Generale (the “Senior Revolving Credit Facility”), which acts as the administrative agent, SG Americas Securities LLC and Macquarie Capital (USA) INC. The Senior Revolving Credit Facility carries an elective rate of either the base rate plus 450 basis points or LIBOR plus 550 basis points. No borrowings were outstanding on the Senior Revolving Credit Facility as of April 2, 2016 and October 3, 2015 . Blue Bird may request letters of credit through its Senior Revolving Credit Facility up to a $15.0 million sub limit. There were $5.1 million of Letters of Credit outstanding on April 2, 2016 . The commitment fee on unused amounts of the Senior Revolving Credit Facility is 0.5% . The Senior Credit Facility and the Senior Revolving Credit Facility were executed on June 27, 2014 and further amended on September 28, 2015. The Senior Credit Facility has a six year term and the Senior Revolving Credit Facility originally had a five year term but was amended to a six year term. The Senior Credit Facility was also amended to permit the Company to pay its preferred share dividends in cash, to permit the Company to tender cash for its existing warrants from available amounts (as further defined in the credit agreement), to amend the definition of consolidated EBITDA to allow an add back of third party expenses related to being a public company, to add Blue Bird Corporation as a guarantor, and to otherwise amend various restricted payment requirements. As of April 2, 2016 and October 3, 2015 , $192.4 million and $198.3 million , respectively, were outstanding on this indebtedness. Approximately $12.7 million of fees were netted out of the proceeds of the Senior Credit Facility and paid directly to the lenders. An additional $1.6 million was paid to other third parties and are recorded as a reduction in the carrying value of debt on our Condensed Consolidated Balance Sheets. Our term loan is recognized on the Company’s balance sheet at its unpaid principal balance, and is not subject to fair value measurement. However, given that the loan carries a variable rate, the Company estimates that the unpaid principal balance of the term loan would approximate its fair value. If measured at fair value in the financial statements, the Company’s term loan would be classified as Level 2 in the fair value hierarchy. As of April 2, 2016 and October 3, 2015 , the weighted-average annual effective interest rate was 8% and 7.8% , respectively. Interest expense for the three months ended April 2, 2016 and April 4, 2015 , was approximately $4.5 million and $4.8 million , respectively. Interest expense for the six months ended April 2, 2016 and April 4, 2015 , was approximately $8.7 million and $9.9 million , respectively. The schedules of remaining principal maturities for the Senior Credit Facility and the Senior Revolving Credit Facility for the next five fiscal years are as follows: (in thousands of dollars) Year Amount 2016 5,875 2017 11,750 2018 11,750 2019 11,750 2020 151,250 $ 192,375 |
Income Taxes
Income Taxes | 6 Months Ended |
Apr. 02, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 5. Income Taxes Income tax provisions for interim periods are based on estimated annual income tax rates, adjusted to reflect the effects of any significant infrequent or unusual items which are required to be discretely recognized within the current interim period. The effective tax rates in the periods presented are largely based upon the forecast pre-tax earnings mix and allocation of certain expenses in various taxing jurisdictions where the Company conducts its business, primarily the United States. As a result of the Business Combination a change in the ownership of the Company occurred which, pursuant to the Internal Revenue Code, will limit on an annual basis the Company's ability to utilize its U.S. Federal NOLs and U.S. Federal tax credits. The Company's NOLs and credits will continue to be available to offset taxable income and tax liabilities (until such NOLs and credits are either used or expire) subject to the Section 382 annual limitation. If the annual limitation amount is not fully utilized in a particular tax year, then the unused portion from that particular tax year will be added to the annual limitation in subsequent years. The effective tax rates for the three month periods ended April 2, 2016 and April 4, 2015 , were 48.5% and 26.1% , respectively. The effective tax rate for the three month period ended April 2, 2016 differed from the statutory federal income tax rate of 35% due to interest and penalties on uncertain tax positions, which were partially offset by benefits from the domestic production activities deduction, state tax items, and other permanent items. The effective tax rate for the three month period ended April 4, 2015 differed from the statutory federal income tax rate of 35% , primarily as a result of the benefits from the domestic production activities deduction and state tax items, which were partially offset by interest and penalties on uncertain tax positions and transaction costs. The effective tax rates for the six month periods ended April 2, 2016 and April 4, 2015 , were (224.7)% and 26.9% , respectively. The effective tax rate for the six month period ended April 2, 2016 differed from the statutory federal income tax rate of 35% primarily from discrete items increasing tax expense this period, including a change in investor tax on our non-consolidated affiliate income, the application of tax credits claimed as offsets against our payroll tax liabilities, and interest and penalties on uncertain tax positions, which were partially offset by the benefit from current period operating losses and recording the impact of new tax legislation. The effective tax rate for the six month period ended April 4, 2015 differed from the statutory federal income tax rate of 35% primarily as a result of the benefit from the domestic production activities deduction, a discrete tax benefit from the extension of the U.S. Federal Research and Development Tax Credit for 2014, and benefits of state tax items which were partially offset by interest and penalties on uncertain tax positions and transaction costs. Of the total amount of gross unrecognized tax benefits as of April 2, 2016 and April 4, 2015 , $6.4 million and $6.4 million, respectively, would affect the Company’s effective tax rate if realized. The Company’s liability arising from uncertain tax positions is recorded in other non-current liabilities in the Condensed Consolidated Balance Sheets. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. The accrued interest and penalties as of the six months ended April 2, 2016 and April 4, 2015 , were $1.7 million and $0.5 million , respectively. |
Guarantees, Commitments and Con
Guarantees, Commitments and Contingencies | 6 Months Ended |
Apr. 02, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Guarantees, Commitments and Contingencies | 6. Guarantees, Commitments and Contingencies Litigation As of April 2, 2016 , the Company had a number of product liability and other cases pending. Management believes that, considering the Company’s insurance coverage and its intention to vigorously defend its positions, the ultimate resolution of these matters will not have a material adverse impact on the Company’s financial statements. Environmental The Company is subject to a variety of environmental regulations relating to the use, storage, discharge and disposal of hazardous materials used in its manufacturing processes. Failure by the Company to comply with present and future regulations could subject it to future liabilities. In addition, such regulations could require the Company to acquire costly equipment or to incur other significant expenses to comply with environmental regulations. The Company is currently not involved in any material environmental proceedings and therefore management believes that the resolution of environmental matters will not have a material adverse effect on the Company’s financial statements. |
Segment Information
Segment Information | 6 Months Ended |
Apr. 02, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | 7. Segment Information We manage our business in two operating segments, which are also our reportable segments. The Bus segment includes the manufacturing and assembly of school buses to be sold to a variety of customers across the United States, Canada and in international markets. The Parts segment consists primarily of the purchase of parts from third parties to be sold to dealers within the Company’s network. Financial information is reported on the basis that it is used internally by the chief operating decision maker (the “CODM”) in evaluating segment performance and deciding how to allocate resources. The Chief Executive Officer of the Company has been identified as the CODM. Management evaluates the segments based primarily upon revenues and gross profit. A measure of assets is not applicable, as segment assets are not regularly reviewed by the CODM for evaluating performance or allocating resources. The tables below present segment net sales and gross profit for the three and six months ended April 2, 2016 and April 4, 2015 : Net sales (in thousands of dollars) Three Months Ended Three Months Ended April 4, 2015 Six Months Ended April 2, 2016 Six Months Ended April 4, 2015 Bus $ 176,921 $ 169,222 $ 295,400 $ 321,206 Parts 14,287 13,796 27,141 27,645 Segment net sales $ 191,208 $ 183,018 $ 322,541 $ 348,851 Gross profit (in thousands of dollars) Three Months Ended April 2, 2016 Three Months Ended April 4, 2015 Six Months Ended April 2, 2016 Six Months Ended April 4, 2015 Bus $ 19,768 $ 17,943 $ 33,514 $ 32,245 Parts 5,346 5,087 10,353 10,263 Segment gross profit $ 25,114 $ 23,030 $ 43,867 $ 42,508 The following table is a reconciliation of segment gross profit to consolidated income (loss) before income taxes for the three and six months ended April 2, 2016 and April 4, 2015 : (in thousands of dollars) Three Months Ended Three Months Ended April 4, 2015 Six Months Ended April 2, 2016 Six Months Ended April 4, 2015 Segment gross profit $ 25,114 $ 23,030 $ 43,867 $ 42,508 Adjustments: Selling, general and administrative expenses (18,745 ) (33,950 ) (35,824 ) (49,409 ) Interest expense (4,453 ) (4,761 ) (8,696 ) (9,896 ) Interest income 89 2 111 34 Other income, net — 22 16 33 Income (loss) before income taxes $ 2,005 $ (15,657 ) $ (526 ) $ (16,730 ) Sales are attributable to geographic areas based on customer location and were as follows for the three and six months ended April 2, 2016 and April 4, 2015 : (in thousands of dollars) Three Months Ended Three Months Ended April 4, 2015 Six Months Ended April 2, 2016 Six Months Ended April 4, 2015 United States $ 166,215 $ 152,381 $ 293,017 $ 308,332 Canada 21,531 28,288 24,619 37,447 Rest of world 3,462 2,349 4,905 3,072 Total net sales $ 191,208 $ 183,018 $ 322,541 $ 348,851 |
Business Combination
Business Combination | 6 Months Ended |
Apr. 02, 2016 | |
Business Combinations [Abstract] | |
Business Combination | 8. Business Combination Background and Summary Blue Bird Corporation was originally formed in September 2013 as a special purpose acquisition company, or SPAC, under the name Hennessy Capital Acquisition Corp. (“HCAC” or “Hennessy Capital”) for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination involving HCAC and one or more businesses. As a SPAC, HCAC was a shell (blank check) company that had no operations and whose purpose was to go public with the intention of merging with or acquiring a company with the proceeds of the SPAC’s initial public offering (IPO). Until the consummation of the Business Combination (as defined below), HCAC’s securities were traded on The NASDAQ Stock Market (“Nasdaq”) under the ticker symbols “HCAC,” “HCACU” and “HCACW”. On September 21, 2014, Hennessy Capital Partners I LLC (the “HCAC Sponsor”) signed a purchase agreement (the “Purchase Agreement”) with the The Traxis Group B.V. ("Seller") to acquire all outstanding stock of School Bus Holdings, Inc ("SBH"). The material terms and conditions of the Purchase Agreement were described in Hennessy Capital’s definitive proxy statement filed with the SEC on January 20, 2015, which was supplemented in additional proxy statement materials filed with the SEC on February 10, 2015. On February 24, 2015, HCAC consummated its business combination (the “Business Combination”), pursuant to which HCAC acquired all of the outstanding capital stock of SBH from the Seller. SBH operates its business of designing and manufacturing school buses through subsidiaries and under the “Blue Bird” name. In the Business Combination, the total purchase price was paid in a combination of cash ( $100 million ) and in shares of HCAC’s Common Stock ( 12,000,000 shares valued at a total of $120 million ). In connection with the closing of the Business Combination, we changed our name from Hennessy Capital Acquisition Corp. to Blue Bird Corporation. The cash purchase price in the Business Combination was funded through amounts that remained in HCAC’s trust after the redemption of all shares that were offered for redemption pursuant to HCAC’s certificate of incorporation, together with $75 million of funds invested through private placements of Common Stock and Series A Convertible Preferred Stock that occurred simultaneously with the consummation of the Business Combination. Preferred Stock Subscription Agreement Pursuant to a preferred stock subscription agreement entered into in February 2015, an investor agreed to purchase from Hennessy Capital, concurrent with the consummation of the closing of the Business Combination, 400,000 shares of Series A Convertible Preferred Stock for gross proceeds of approximately $40 million , subject to a possible increase to up to 500,000 shares or approximately $50 million (the “PIPE Investment”). Also in February 2015, Hennessy Capital entered into a subscription agreement with four funds managed by Coliseum Capital Management, LLC (the “Common/Preferred Investor”) pursuant to which the Common/Preferred Investor agreed to purchase $25 million worth of shares of Hennessy Capital common stock, through (i) open market or privately negotiated transactions with third parties, at a purchase price of up to $10.00 per share, (ii) a private placement with consummation to occur concurrently with that of the Business Combination at a purchase price of $10.00 per share or (iii) a combination thereof, and further agreed to purchase 100,000 shares of Series A Convertible Preferred Stock pursuant to a private placement for gross proceeds of approximately $10.0 million to occur concurrently with that of the Business Combination. Business Combination Approval and Consummation On February 23, 2015, the Business Combination was approved by Hennessy Capital’s stockholders. On February 24, 2015, the parties consummated the Business Combination. The total purchase price was paid in a combination of cash ( $100 million ) and in shares of the registrant’s common stock ( 12,000,000 shares valued at a total of $120 million ). In connection with the closing of the Business Combination, the Company redeemed a total of 7,494,700 shares of its common stock pursuant to the terms of the Company’s amended and restated certificate of incorporation, resulting in a total cash payment from Hennessy Capital’s trust account to redeeming stockholders of $75 million . On February 24, 2015, at the closing of the Business Combination, the PIPE Investment investor purchased 400,000 shares of the Company’s Series A Convertible Preferred Stock from the Company for aggregate gross proceeds of approximately $40 million and the Common/Preferred Investor purchased 100,000 shares of the Company’s Series A Convertible Preferred Stock from the Company for aggregate gross proceeds of approximately $10 million . In addition, at the closing, the Company issued to another investor 102,750 shares referenced in the Purchase Agreement as “Utilization Fee Shares”, and the Common/Preferred Investor purchased 2,500,000 shares of the Company’s common stock from the Company for aggregate gross proceeds of $25 million . Registration Rights Agreement On February 24, 2015, the Company entered into a registration rights agreement with the Seller and other investors (the “Registration Rights Agreement”). The parties were granted registration rights that obligate Blue Bird Corporation to register for resale, among other shares, all or any portion of the shares of the Company’s capital stock that were issued by the Company in connection with the Business Combination (including the shares of common stock underlying the Series A Preferred Stock). On April 27, 2015, a registration statement on Form S-3 filed by the Company in connection with, among other things, its obligations under the Registration Rights Agreement, was declared effective by the SEC. Under the Registration Rights Agreement, the parties also hold “piggyback” registration rights exercisable at any time that allow them to include the shares of Blue Bird Corporation common stock that they own in any public offering of equity securities initiated by us (other than those public offerings pursuant to registration statements on forms that do not permit registration for resale by them). The “piggyback” registration rights are subject to proportional cutbacks based on the manner of such offering and the identity of the party initiating such offering. Blue Bird Corporation will pay all expenses incidental to its obligations under the Registration Rights Agreement, including any underwriting discounts and commissions payable by the parties to that agreement in connection with the sale of their shares under the Registration Rights Agreement. |
Stockholders' Deficit
Stockholders' Deficit | 6 Months Ended |
Apr. 02, 2016 | |
Equity [Abstract] | |
Stockholders' Deficit | 9. Stockholders’ Deficit Authorized and Outstanding Stock Our charter authorizes the issuance of 110 million shares, consisting of 100 million shares of common stock, $ 0.0001 par value per share, and 10 million shares of preferred stock, $ 0.0001 par value, 2 million of which have been designated as Series A Convertible Preferred Stock (“Preferred” or "Convertible Preferred Stock") and the remaining 8 million of which are undesignated. The outstanding shares of our Series A Convertible Preferred Stock and common stock are duly authorized, validly issued, fully paid and non-assessable. Common Stock On February 24, 2015, we sold 2,500,000 shares of common stock at $10.00 per share in a private placement. Proceeds from the sale were part of the consideration received by our majority owner as part of a recapitalization and reverse acquisition completed in the Business Combination. We also issued (i) 12,000,000 shares of common stock to the Seller upon consummation of the Business Combination, and (ii) 102,750 shares of common stock as a utilization fee to another investor. Please see Note 8 for a further discussion of these transactions. At April 2, 2016 , there were 20,992,033 shares of our common stock issued and outstanding. Convertible Preferred Stock By the filing of a Certificate of Designations (the “Certificate of Designations”) on February 24, 2015, we have designated 2.0 million shares of preferred stock as Series A Convertible Preferred Stock and, on February 24, 2015, we issued 500,000 shares of such series. Proceeds from the sale were part of the consideration received by our majority owner as part of a recapitalization and reverse acquisition completed in the Business Combination. Please see Note 8 for a further discussion of the transaction. Each share of Series A Convertible Preferred Stock is convertible, at the holder’s option at any time, initially into 8.6 shares of our common stock (which is equivalent to an initial conversion price of approximately $11.59 per share), subject to specified adjustments as set forth in the Certificate of Designations. In addition, beginning on or after the third anniversary of the initial issuance date, we have the right, at our option, to cause all outstanding shares of the Series A Convertible Preferred Stock to be automatically converted into shares of common stock under certain circumstances and, if our Company undergoes certain fundamental changes, the Series A Convertible Preferred Stock will automatically be converted into common stock on the effective date of such fundamental change. Holders of Series A Convertible Preferred Stock are entitled to receive when, as and if declared by the Board, dividends which are payable at a rate of 7.625% per annum. Unless prohibited by applicable law, the Board shall not fail to declare such dividends on the Series A Convertible Preferred Stock. Dividends accrue for all fiscal periods the Series A Convertible Preferred Stock is outstanding. The dividends are payable in cash, common shares, preferred shares, or any combination thereof. The form of dividend payment is in the sole discretion of the Company. We have paid three dividends in the form of 278,022 shares of common stock to the holders of our Series A Convertible Preferred Stock. The dividend paid during our second fiscal quarter of 2016 was in cash. As we are in an accumulated deficit position, we reduce Additional paid-in capital for dividend payments at the same amount that we record Additional paid-in capital for the issuance of the common stock, which results in no net change to our Stockholders' Deficit. The fair value of this dividend is reflected as a deduction from net loss to calculate net loss available to common stockholders in our Condensed Consolidated Statement of Operations. In the event of any liquidation, winding-up or dissolution of the Company, whether voluntary or involuntary, each holder of shares of Series A Convertible Preferred Stock shall be entitled to receive and to be paid out of the assets of the Company available for distribution to its stockholders the Liquidation Preference ( $100.00 per share) plus all accumulated and unpaid dividends in respect of the Series A Convertible Preferred Stock (whether or not declared) to the date fixed for liquidation, winding-up or dissolution in preference to the holders of, and before any payment or distribution is made, on any other class of stock. Warrants Public Warrants The Company has issued warrants to purchase its common stock which were originally issued as part of units in Hennessy Capital’s initial public offering (the “Public Warrants”). There are currently 8,809,538 Public Warrants outstanding. Each Public Warrant entitles the registered holder to purchase one-half of one share of our common stock at a price of $5.75 per one-half of one share ( $11.50 per whole share), subject to adjustment. Public Warrants may be exercised only for a whole number of shares of our Common Stock. No fractional shares will be issued upon exercise of the Public Warrants. The Public Warrants will expire on February 24, 2020, five years after the completion of the Business Combination, or earlier upon redemption or liquidation. We may call the Public Warrants for redemption if, and only if, the reported last sale price of our common stock equals or exceeds $24.00 per share for any 20 trading days within a 30 -trading day period ending on the third trading day prior to the date we send the notice of redemption to the Warrant holders. The Public Warrants are listed on the OTCQB market under the symbol "BLBDW." Placement Warrants The Company issued warrants to purchase its common stock in connection with a private placement which occurred concurrently with Hennessy Capital’s initial public offering (the “Placement Warrants”). There were initially 12,125,000 Placement Warrants purchased at a price of $0.50 per unit for an aggregate purchase price of $6.1 million . The Placement Warrants are identical to the Public Warrants sold in the initial public offering, except that, if held by the HCAC Sponsor or its permitted assignees, they (a) may be exercised for cash or on a cashless basis; and (b) are not subject to being called for redemption. There were 2,690,462 Placement Warrants outstanding as of April 2, 2016 . Each such warrant entitles the holder to purchase one-half of one share of our Common Stock at a price of $5.75 per one-half of one share ( $11.50 per whole share), subject to adjustment. |
Foreign Exchange Contracts
Foreign Exchange Contracts | 6 Months Ended |
Apr. 02, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Foreign Exchange Contracts | 10. Foreign Exchange Contracts During the second quarter of 2016, we entered into a foreign exchange swap as an economic hedge of anticipated cash flows denominated in Canadian Dollars. The contract was entered into to protect against the risk that the eventual cash flows resulting from certain transactions would be affected by changes in exchange rates between the U.S. Dollar and the Canadian Dollar. The notional amount of the swap entered into was $10.8 million , and it matures on January 31, 2017. The foreign exchange contract qualifies for hedge accounting and has been designated as a cash flow hedge with the effective portion of the gain or loss on the derivative instrument recorded in other comprehensive income until the underlying transaction occurs. Once the anticipated transaction occurs, the gain or loss on the swap is recorded in current period earnings on the Consolidated Statements of Operations. The fair value of the foreign exchange contract is based on the forward contract rate, which classifies as a Level 2 fair value measurement. At April 2, 2016 , the fair value of the foreign exchange contract was $(0.3) million , included in "other current liabilities" on the Consolidated Balance Sheet, with the loss recorded through accumulated other comprehensive income. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Apr. 02, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 11. Earnings Per Share The diluted earnings per share calculation for the three months ended April 2, 2016 is presented in the following table: (in thousands except for share data) Three Months Ended Net income $ 1,394 Less: convertible preferred stock dividend 953 Net income available to common stockholders 441 Basic weighted average shares outstanding 20,986,794 Effect of dilutive restricted stock 24,335 Diluted weighted average shares outstanding 21,011,129 Diluted earnings per share (1) $ 0.02 (1) The calculation excludes convertible preferred stock totaling 4,314,064 shares since the "if-converted" impact would be anti-dilutive. We incurred a net loss for the six months ended April 2, 2016 and the three and six months ended April 4, 2015 . As a result, basic and diluted weighted average shares outstanding are equal to each other due to the exclusion of potentially dilutive shares from the calculation of diluted earnings per share as the effect would be anti-dilutive. Immaterial Correction of Earnings Per Share In connection with the preparation of the consolidated financial statements for the three and six months ended April 2, 2016, an error in the computation and disclosure of basic and diluted earnings per share was identified. Per ASC 260-10-45-11, income per share available to common stockholders shall be computed by deducting both the dividends declared in the period on preferred stock and the dividends accumulated for the period on cumulative preferred stock from income from continuing operations and from net income. The error resulted from not deducting the amount of cumulative dividends earned, on an accrual basis, by preferred stockholders in the second quarter of 2015 and adjusting for the rollover impact, if any, of cumulative dividends earned in the subsequent periods through the end of fiscal 2015. We evaluated the materiality of the error in accordance with SEC Staff Accounting Bulletin No. 99, Materiality , SEC Staff Accounting Bulletin No. 108, Considering the Effects of Prior Year Misstatements When Quantifying Misstatements in Current Year Financial Statements , and Accounting Standards Codification 250, Accounting for Changes and Error Corrections , and concluded the error was immaterial to all prior periods impacted. While the adjustments were immaterial, the Company has elected to revise its previously reported basic and diluted earnings per share for all periods in 2015 as presented in the following tables. Basic and diluted earnings per share for the three and six month periods ended April 4, 2015 : Three Months Ended April 4, 2015 Six Months Ended April 4, 2015 (in thousands except for share data) Previous Adjustment Corrected Previous Adjustment Corrected Net income (loss) $ (11,095 ) $ — $ (11,095 ) $ (11,723 ) $ — $ (11,723 ) Preferred stock dividend — 413 413 — 413 413 Net income (loss) available to common shareholders (11,095 ) (413 ) (11,508 ) (11,723 ) (413 ) (12,136 ) Basic earnings (loss) per share (0.52 ) (0.02 ) (0.54 ) (0.54 ) (0.02 ) (0.56 ) Diluted earnings (loss) per share $ (0.52 ) $ (0.02 ) $ (0.54 ) $ (0.54 ) $ (0.02 ) $ (0.56 ) Basic and diluted earnings per share the three and nine month periods ended July 4, 2015: Three Months Ended July 4, 2015 Nine Months Ended July 4, 2015 (in thousands except for share data) Previous Adjustment Corrected Previous Adjustment Corrected Net income (loss) $ 10,683 $ — $ 10,683 $ (1,040 ) $ — $ (1,040 ) Preferred stock dividend 1,239 (212 ) 1,027 1,239 201 1,440 Net income (loss) available to common shareholders 9,444 212 9,656 (2,279 ) (201 ) (2,480 ) Basic earnings (loss) per share 0.46 0.01 0.47 (0.11 ) (0.01 ) (0.12 ) Diluted earnings (loss) per share $ 0.42 $ — $ 0.42 $ (0.11 ) $ (0.01 ) $ (0.12 ) Basic and diluted earnings per share for the year ended October 3, 2015: Year Ended October 3, 2015 (in thousands except for share data) Previous Adjustment Corrected Net income $ 14,932 $ — $ 14,932 Preferred stock dividend 2,247 191 2,438 Net income available to common shareholders 12,685 (191 ) 12,494 Basic earnings per share 0.60 (0.01 ) 0.59 Diluted earnings per share $ 0.59 $ — $ 0.59 |
Nature of Business and Basis 18
Nature of Business and Basis of Presentation (Policies) | 6 Months Ended |
Apr. 02, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant inter-company transactions and accounts have been eliminated in consolidation. The Company uses the equity method to account for its investment in an entity that is not controlled, and where the Company has the ability to exercise significant influence over operating and financial policies. Consolidated net loss includes the Company’s share of net (loss) income in this entity. The difference between consolidation and the equity method impacts certain of the Company’s financial ratios because of the presentation of the detailed line items reported in the condensed consolidated financial statements for consolidated entities, compared to a two-line presentation of “Equity investment in affiliate” on the Consolidated Balance Sheets and “Equity in net income of non-consolidated affiliate” on the Consolidated Statements of Operations and Comprehensive Loss. The second quarter 2015 presentation of Equity in net income of non-consolidated affiliate on the Consolidated Statement of Operations and Comprehensive Loss has been reclassified from the previous presentation to conform to the current year presentation. The previous presentation showed the amounts in the three and six months ended April 4, 2015 net of tax expense of $0.2 million for both periods. Those tax amounts are now included within the Income tax (expense) benefit line on our Consolidated Statement of Operations and Comprehensive Loss. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial reporting and Article 8 of Regulation S-X. The Company’s fiscal year ends on the Saturday closest to September 30 with its quarters consisting of thirteen weeks in most years. In fiscal year 2016 there are a total of 52 weeks. For fiscal year 2016 the three and six months ended were 13 weeks and 26 weeks, respectively. For fiscal year 2015 the three and six months ended were 13 weeks and 27 weeks, respectively. In the opinion of management, all adjustments considered necessary for a fair statement of financial results have been made. Such adjustments consist of only those of a normal recurring nature. Operating results for any interim period are not necessarily indicative of the results that may be expected for the entire year. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. The Condensed Consolidated Balance Sheet data as of October 3, 2015 was derived from the Company’s audited financial statements but do not include all disclosures required by generally accepted accounting principles. For additional information, including the Company’s significant accounting policies, refer to the consolidated financial statements and related footnotes for the fiscal year ended October 3, 2015 as set forth in the Company's 2015 Form 10-K filed on December 15, 2015. The Business Combination was accounted for as a reverse acquisition since immediately following completion of the transaction the sole stockholder of SBH immediately prior to the Business Combination maintained effective control of Blue Bird Corporation, the post-combination company. For accounting purposes, SBH is deemed the accounting acquirer in the transaction and, consequently, the transaction is treated as a recapitalization of SBH (i.e., a capital transaction involving the issuance of stock and payment of cash by HCAC for the stock of SBH). Accordingly, the consolidated assets, liabilities and results of operations of SBH are the historical financial statements of Blue Bird Corporation, and HCAC assets, liabilities and results of operations are consolidated with SBH beginning on the acquisition date. No step-up in basis of intangible assets or goodwill was recorded in this transaction. We have effected this treatment through opening stockholders' deficit by adjusting the number of our common shares outstanding. Other than transaction costs paid and a contribution from our majority stockholder for payment of management incentive compensation related to the transaction, the transaction was primarily non-cash and involved exchanges of consideration and equity between our majority stockholder and HCAC and its related entities. |
Use of Estimates and Assumptions | Use of Estimates and Assumptions The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions. At the date of the financial statements, these estimates and assumptions affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities, and during the reporting period, these estimates and assumptions affect the reported amounts of revenues and expenses. For example, significant management judgments are required in determining excess, obsolete, or unsalable inventory, allowance for doubtful accounts, potential impairment of long-lived assets, goodwill and intangibles, the accounting for self-insurance reserves, warranty reserves, pension obligations, income taxes, environmental liabilities and contingencies. Future events and their effects cannot be predicted with certainty, and, accordingly, the Company’s accounting estimates require the exercise of judgment. The accounting estimates used in the preparation of the Company’s condensed consolidated financial statements may change as new events occur, as more experience is acquired, as additional information is obtained and as the Company’s operating environment changes. The Company evaluates and updates its assumptions and estimates on an ongoing basis and may employ outside experts to assist in the Company’s evaluations. Actual results could differ from the estimates that the Company has used. |
Derivative Instruments | Derivative Instruments We utilize derivative instruments to manage certain exposures to changes in foreign currency exchange rates. The fair values of all derivative instruments are recognized as assets or liabilities at the balance sheet date. Changes in the fair value of these derivative instruments are recognized in our operating results or included in other comprehensive income (loss), depending on whether the derivative instrument is a fair value or cash flow hedge and whether it qualifies for hedge accounting treatment. If realized, gains and losses on derivative instruments are recognized in our Consolidated Statement of Operations in the line item that reflects the underlying exposure that was hedged. The exchange of cash, if any, associated with derivative transactions is classified in the Consolidated Statements of Cash Flows in the same category as the cash flows from the items subject to the economic hedging relationships. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards ASU 2016-09 — In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (ASU) No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, which simplifies the accounting for some aspects of share-based payment transactions, including the income tax treatment of excess tax benefits and deficiencies, forfeitures, classification of share-based awards as either equity or liabilities, and classification in the statement of cash flows for certain share-based transactions related to tax benefits and payments. ASU 2016-09 is effective for annual periods beginning after December 15, 2016 and interim periods within those annual periods, and early adoption is permitted. The Company has elected to early adopt ASU 2016-09 beginning with the second quarter ended April 2, 2016 , resulting in no impact on our financial statements or required disclosures since no outstanding equity awards have vested or been forfeited, and there exists no windfall or shortfall pool of tax benefits. ASU 2016-02 — In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which requires lessees to recognize assets on the balance sheet for the rights and obligations created by all leases with terms greater than 12 months. The standard will also require certain qualitative and quantitative disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. ASU 2016-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, and early adoption is permitted. We are currently evaluating the impact the standard will have on our consolidated financial statements. ASU 2015-17 — In November 2015, the FASB issued ASU No. 2015-17, Balance Sheet Classification of Deferred Taxes, which simplifies the presentation of deferred taxes by requiring deferred tax assets and liabilities to be classified as non-current on the balance sheet. The standard is effective for public companies for annual reporting periods beginning after December 15, 2016, and interim periods within those fiscal years. The guidance may be adopted prospectively or retrospectively and early adoption is permitted. As of April 2, 2016 , the adoption of this ASU would result in the reclassification of approximately $8.2 million from current assets to non-current assets. Future impact will be driven by the composition of our deferred tax accounts. |
Supplemental Financial Inform19
Supplemental Financial Information (Tables) | 6 Months Ended |
Apr. 02, 2016 | |
Condensed Financial Information [Abstract] | |
Schedule of Inventory, Current | Manufacturing cost includes raw materials, direct labor and manufacturing overhead. Inventory consists of the following: (in thousands of dollars) As of April 2, 2016 As of October 3, 2015 Raw materials $ 55,496 $ 43,471 Work in process 31,017 2,658 Finished goods 6,345 3,051 Total inventory $ 92,858 $ 49,180 |
Schedule of Product Warranty Liability | Activity in accrued warranty cost (current and long-term portion combined) was as follows for the three and six months ended April 2, 2016 and April 4, 2015 : (in thousands of dollars) Three Months Ended Three Months Ended Six Months Ended Six Months Ended Balance at beginning of period $ 16,583 $ 15,226 $ 17,661 $ 15,559 Add current period accruals 2,119 2,073 3,504 3,922 Current period reductions of accrual (1,934 ) (2,037 ) (4,397 ) (4,219 ) Balance at end of period $ 16,768 $ 15,262 $ 16,768 $ 15,262 Extended Warranty Income Activity in deferred warranty income, for the sale of extended warranties of two to five years , was as follows for the three and six months ended April 2, 2016 and April 4, 2015 : (in thousands of dollars) Three Months Ended Three Months Ended Six Months Ended Six Months Ended Balance at beginning of period $ 14,082 $ 12,075 $ 14,145 $ 12,003 Add current period deferred income 1,308 1,339 2,494 2,506 Current period recognition of income (1,330 ) (1,074 ) (2,579 ) (2,169 ) Balance at end of period $ 14,060 $ 12,340 $ 14,060 $ 12,340 |
Schedule of Self Insurance Reserve | Total accrued self-insurance liability, comprised of workers compensation and health insurance related claims, was as follows: (in thousands of dollars) As of April 2, 2016 As of October 3, 2015 Current portion $ 3,423 $ 3,534 Long-term portion 2,893 2,786 Total accrued self-insurance $ 6,316 $ 6,320 |
Schedule of Defined Benefit Plans Disclosures | Components of net periodic pension benefit cost for the three and six months ended April 2, 2016 and April 4, 2015 were as follows: (in thousands of dollars) Three Months Ended April 2, 2016 Three Months Ended April 4, 2015 Six Months Ended April 2, 2016 Six Months Ended April 4, 2015 Interest cost $ 1,410 $ 1,427 $ 2,821 $ 2,854 Expected return on plan assets (1,528 ) (1,600 ) (3,056 ) (3,199 ) Amortization of prior loss 1,197 913 2,394 1,826 Net periodic benefit cost $ 1,079 $ 740 $ 2,159 $ 1,481 Amortization of prior loss, recognized in other comprehensive income 1,197 913 2,394 1,826 Total recognized in net periodic pension benefit cost and other comprehensive income $ (118 ) $ (173 ) $ (235 ) $ (345 ) |
Equity Method Investments | Summarized unaudited financial information for these periods for Micro Bird is as follows: (in thousands of dollars) Six Months Ended April 2, 2016 Six Months Ended April 4, 2015 Revenues $ 36,886 $ 35,111 Gross profit 5,544 4,470 Operating income 3,230 1,757 Net income 1,643 1,242 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Apr. 02, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Debt consisted of the following: (in thousands of dollars) As of April 2, 2016 As of October 3, 2015 2020 senior term loan, net of discount of $9,725 an d $11,082 $ 182,650 $ 187,168 Total debt $ 182,650 $ 187,168 Less: Current portion of long-term debt 11,750 11,750 Long-term debt, net of current portion $ 170,900 $ 175,418 |
Schedule of Maturities of Long-term Debt | The schedules of remaining principal maturities for the Senior Credit Facility and the Senior Revolving Credit Facility for the next five fiscal years are as follows: (in thousands of dollars) Year Amount 2016 5,875 2017 11,750 2018 11,750 2019 11,750 2020 151,250 $ 192,375 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Apr. 02, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The tables below present segment net sales and gross profit for the three and six months ended April 2, 2016 and April 4, 2015 : Net sales (in thousands of dollars) Three Months Ended Three Months Ended April 4, 2015 Six Months Ended April 2, 2016 Six Months Ended April 4, 2015 Bus $ 176,921 $ 169,222 $ 295,400 $ 321,206 Parts 14,287 13,796 27,141 27,645 Segment net sales $ 191,208 $ 183,018 $ 322,541 $ 348,851 Gross profit (in thousands of dollars) Three Months Ended April 2, 2016 Three Months Ended April 4, 2015 Six Months Ended April 2, 2016 Six Months Ended April 4, 2015 Bus $ 19,768 $ 17,943 $ 33,514 $ 32,245 Parts 5,346 5,087 10,353 10,263 Segment gross profit $ 25,114 $ 23,030 $ 43,867 $ 42,508 |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | The following table is a reconciliation of segment gross profit to consolidated income (loss) before income taxes for the three and six months ended April 2, 2016 and April 4, 2015 : (in thousands of dollars) Three Months Ended Three Months Ended April 4, 2015 Six Months Ended April 2, 2016 Six Months Ended April 4, 2015 Segment gross profit $ 25,114 $ 23,030 $ 43,867 $ 42,508 Adjustments: Selling, general and administrative expenses (18,745 ) (33,950 ) (35,824 ) (49,409 ) Interest expense (4,453 ) (4,761 ) (8,696 ) (9,896 ) Interest income 89 2 111 34 Other income, net — 22 16 33 Income (loss) before income taxes $ 2,005 $ (15,657 ) $ (526 ) $ (16,730 ) |
Revenue from External Customers by Geographic Areas | Sales are attributable to geographic areas based on customer location and were as follows for the three and six months ended April 2, 2016 and April 4, 2015 : (in thousands of dollars) Three Months Ended Three Months Ended April 4, 2015 Six Months Ended April 2, 2016 Six Months Ended April 4, 2015 United States $ 166,215 $ 152,381 $ 293,017 $ 308,332 Canada 21,531 28,288 24,619 37,447 Rest of world 3,462 2,349 4,905 3,072 Total net sales $ 191,208 $ 183,018 $ 322,541 $ 348,851 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Apr. 02, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The diluted earnings per share calculation for the three months ended April 2, 2016 is presented in the following table: (in thousands except for share data) Three Months Ended Net income $ 1,394 Less: convertible preferred stock dividend 953 Net income available to common stockholders 441 Basic weighted average shares outstanding 20,986,794 Effect of dilutive restricted stock 24,335 Diluted weighted average shares outstanding 21,011,129 Diluted earnings per share (1) $ 0.02 (1) The calculation excludes convertible preferred stock totaling 4,314,064 shares since the "if-converted" impact would be anti-dilutive. |
Schedule of Error Corrections and Prior Period Adjustments | While the adjustments were immaterial, the Company has elected to revise its previously reported basic and diluted earnings per share for all periods in 2015 as presented in the following tables. Basic and diluted earnings per share for the three and six month periods ended April 4, 2015 : Three Months Ended April 4, 2015 Six Months Ended April 4, 2015 (in thousands except for share data) Previous Adjustment Corrected Previous Adjustment Corrected Net income (loss) $ (11,095 ) $ — $ (11,095 ) $ (11,723 ) $ — $ (11,723 ) Preferred stock dividend — 413 413 — 413 413 Net income (loss) available to common shareholders (11,095 ) (413 ) (11,508 ) (11,723 ) (413 ) (12,136 ) Basic earnings (loss) per share (0.52 ) (0.02 ) (0.54 ) (0.54 ) (0.02 ) (0.56 ) Diluted earnings (loss) per share $ (0.52 ) $ (0.02 ) $ (0.54 ) $ (0.54 ) $ (0.02 ) $ (0.56 ) Basic and diluted earnings per share the three and nine month periods ended July 4, 2015: Three Months Ended July 4, 2015 Nine Months Ended July 4, 2015 (in thousands except for share data) Previous Adjustment Corrected Previous Adjustment Corrected Net income (loss) $ 10,683 $ — $ 10,683 $ (1,040 ) $ — $ (1,040 ) Preferred stock dividend 1,239 (212 ) 1,027 1,239 201 1,440 Net income (loss) available to common shareholders 9,444 212 9,656 (2,279 ) (201 ) (2,480 ) Basic earnings (loss) per share 0.46 0.01 0.47 (0.11 ) (0.01 ) (0.12 ) Diluted earnings (loss) per share $ 0.42 $ — $ 0.42 $ (0.11 ) $ (0.01 ) $ (0.12 ) Basic and diluted earnings per share for the year ended October 3, 2015: Year Ended October 3, 2015 (in thousands except for share data) Previous Adjustment Corrected Net income $ 14,932 $ — $ 14,932 Preferred stock dividend 2,247 191 2,438 Net income available to common shareholders 12,685 (191 ) 12,494 Basic earnings per share 0.60 (0.01 ) 0.59 Diluted earnings per share $ 0.59 $ — $ 0.59 |
Nature of Business and Basis 23
Nature of Business and Basis of Presentation - Narrative (Details) - USD ($) | Feb. 24, 2015 | Apr. 04, 2015 | Apr. 04, 2015 |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Net borrowings (repayments) under the senior credit facility | $ 0 | ||
Scenario, Previously Reported | |||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Equity in net income of equity method investments, tax expense | $ 200,000 | 200,000 | |
Proceeds from senior credit facility | 10,000,000 | ||
Repayments of senior credit facility | $ 10,000,000 | ||
School Bus Holdings, Inc. | |||
Business Combination, Separately Recognized Transactions [Line Items] | |||
Cash paid | $ 100,000,000 | ||
Shares issued for acquisition (in shares) | 12,000,000 | ||
Shares issued for acquisition, value | $ 120,000,000 |
Summary of Significant Accoun24
Summary of Significant Accounting Policies and Recently Issued Accounting Standards - Narrative (Details) - USD ($) $ in Thousands | Apr. 02, 2016 | Jan. 02, 2016 | Oct. 03, 2015 |
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Reclassification from deferred tax asset, current | $ (8,166) | $ (9,150) | |
Reclassification to deferred tax asset, non-current | $ 15,159 | $ 15,466 | |
New Accounting Pronouncement, Early Adoption, Effect | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Reclassification from deferred tax asset, current | $ 8,200 | ||
Reclassification to deferred tax asset, non-current | $ 8,200 |
Supplemental Financial Inform25
Supplemental Financial Information - Inventory (Details) - USD ($) $ in Thousands | Apr. 02, 2016 | Oct. 03, 2015 |
Condensed Financial Information [Abstract] | ||
Raw materials | $ 55,496 | $ 43,471 |
Work in process | 31,017 | 2,658 |
Finished goods | 6,345 | 3,051 |
Total inventory | $ 92,858 | $ 49,180 |
Supplemental Financial Inform26
Supplemental Financial Information - Product Warranty Rollforward (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 02, 2016 | Apr. 04, 2015 | Apr. 02, 2016 | Apr. 04, 2015 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||||
Balance at beginning of period | $ 16,583 | $ 15,226 | $ 17,661 | $ 15,559 |
Add current period accruals | 2,119 | 2,073 | 3,504 | 3,922 |
Current period reductions of accrual | (1,934) | (2,037) | (4,397) | (4,219) |
Balance at end of period | $ 16,768 | $ 15,262 | $ 16,768 | $ 15,262 |
Supplemental Financial Inform27
Supplemental Financial Information - Extended Warranty Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 02, 2016 | Apr. 04, 2015 | Apr. 02, 2016 | Apr. 04, 2015 | |
Movement in Extended Product Warranty Accrual [Roll Forward] | ||||
Balance at beginning of period | $ 14,082 | $ 12,075 | $ 14,145 | $ 12,003 |
Add current period deferred income | 1,308 | 1,339 | 2,494 | 2,506 |
Current period recognition of income | (1,330) | (1,074) | (2,579) | (2,169) |
Balance at end of period | $ 14,060 | $ 12,340 | $ 14,060 | $ 12,340 |
Supplemental Financial Inform28
Supplemental Financial Information - Self Insurance (Details) - USD ($) $ in Thousands | Apr. 02, 2016 | Oct. 03, 2015 |
Condensed Financial Information [Abstract] | ||
Current portion | $ 3,423 | $ 3,534 |
Long-term portion | 2,893 | 2,786 |
Total accrued self-insurance | $ 6,316 | $ 6,320 |
Supplemental Financial Inform29
Supplemental Financial Information - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 02, 2016 | Apr. 04, 2015 | Apr. 02, 2016 | Apr. 04, 2015 | |
Product Warranty Liability [Line Items] | ||||
Shipping and handling revenue | $ 2.8 | $ 2.5 | $ 5.3 | $ 6.1 |
Shipping and handling costs | $ 2.5 | $ 2.2 | $ 4.5 | $ 5.4 |
Minimum | ||||
Product Warranty Liability [Line Items] | ||||
Standard product warranty, period | 1 year | |||
Extended product warranty, period | 2 years | |||
Maximum | ||||
Product Warranty Liability [Line Items] | ||||
Standard product warranty, period | 5 years | |||
Extended product warranty, period | 5 years |
Supplemental Financial Inform30
Supplemental Financial Information - Pension Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 02, 2016 | Apr. 04, 2015 | Apr. 02, 2016 | Apr. 04, 2015 | |
Condensed Financial Information [Abstract] | ||||
Interest cost | $ 1,410 | $ 1,427 | $ 2,821 | $ 2,854 |
Expected return on plan assets | (1,528) | (1,600) | (3,056) | (3,199) |
Amortization of prior loss | 1,197 | 913 | 2,394 | 1,826 |
Net periodic benefit cost | 1,079 | 740 | 2,159 | 1,481 |
Amortization of prior loss, recognized in other comprehensive income | 1,197 | 913 | 2,394 | 1,826 |
Total recognized in net periodic pension benefit cost and other comprehensive income | $ (118) | $ (173) | $ (235) | $ (345) |
Supplemental Financial Inform31
Supplemental Financial Information - Equity Method Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Apr. 02, 2016 | Apr. 04, 2015 | Apr. 02, 2016 | Apr. 04, 2015 | Oct. 03, 2015 | |
Schedule of Equity Method Investments [Line Items] | |||||
Equity investment in affiliate | $ 13,303 | $ 13,303 | $ 12,505 | ||
Equity in net income of non-consolidated affiliates | $ 377 | $ 478 | $ 798 | $ 506 | |
Micro Bird Holdings, Inc. [Member] | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity interest in equity method investment (as a percent) | 50.00% | 50.00% | |||
Equity investment in affiliate | $ 13,300 | $ 13,300 | $ 12,500 | ||
Equity Method Investment, Summarized Financial Information [Abstract] | |||||
Revenues | 36,886 | 35,111 | |||
Gross profit | 5,544 | 4,470 | |||
Operating income | 3,230 | 1,757 | |||
Net income | $ 1,643 | $ 1,242 |
Debt - Schedule of Long-term De
Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Apr. 02, 2016 | Oct. 03, 2015 |
Debt Instrument [Line Items] | ||
Total debt | $ 182,650 | $ 187,168 |
Less: Current portion of long-term debt | 11,750 | 11,750 |
Long-term debt, net of current portion | 170,900 | 175,418 |
Senior Term Loan | 2020 Senior Term Loan | ||
Debt Instrument [Line Items] | ||
Total debt | 182,650 | 187,168 |
2020 senior term loan, discount | $ 9,725 | $ 11,082 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2014 | Apr. 02, 2016 | Apr. 04, 2015 | Apr. 02, 2016 | Apr. 04, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | |
Debt Instrument [Line Items] | |||||||
Debt issuance cost paid to lenders | $ 12,700,000 | ||||||
Debt issuance costs paid to other third parties | 1,600,000 | ||||||
Interest expense | $ 4,500,000 | $ 4,800,000 | $ 8,700,000 | $ 9,900,000 | |||
Senior Term Loan | Senior Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 235,000,000 | ||||||
Debt term | 6 years | ||||||
Stated interest rate (as a percent) | 5.00% | 5.00% | |||||
Effective interest rate (as a percent) | 6.50% | 6.50% | 6.50% | ||||
Long-term line of credit | $ 192,400,000 | $ 192,400,000 | $ 198,300,000 | ||||
Weighted average interest rate (as a percent) | 8.00% | 8.00% | 7.80% | ||||
Base Rate | Senior Term Loan | Senior Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as a percent) | 4.50% | 4.50% | |||||
LIBOR | Senior Term Loan | Senior Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as a percent) | 5.50% | 5.50% | |||||
Variable rate floor (as a percent) | 0.01% | 0.01% | |||||
Revolving Credit Facility | Credit Facility | Senior Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Debt term | 5 years | ||||||
Maximum borrowing capacity | $ 60,000,000 | $ 60,000,000 | |||||
Commitment fee (as a percent) | 0.50% | ||||||
Long-term line of credit | 0 | $ 0 | $ 0 | ||||
Revolving Credit Facility | Base Rate | Credit Facility | Senior Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as a percent) | 4.50% | 4.50% | |||||
Revolving Credit Facility | LIBOR | Credit Facility | Senior Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate (as a percent) | 5.50% | 5.50% | |||||
Letters of Credit | Credit Facility | Senior Revolving Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | 15,000,000 | $ 15,000,000 | |||||
Letters of credit, amount outstanding | $ 5,100,000 | $ 5,100,000 |
Debt - Maturity Schedule (Detai
Debt - Maturity Schedule (Details) $ in Thousands | Apr. 02, 2016USD ($) |
Long-term Debt, Fiscal Year Maturity | |
2,016 | $ 5,875 |
2,017 | 11,750 |
2,018 | 11,750 |
2,019 | 11,750 |
2,020 | 151,250 |
Total debt | $ 192,375 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 02, 2016 | Apr. 04, 2015 | Apr. 02, 2016 | Apr. 04, 2015 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate (as a percent) | 48.50% | 26.10% | (224.70%) | 26.90% |
Statutory Federal income tax rate (as a percent) | 35.00% | 35.00% | 35.00% | 35.00% |
Unrecognized tax benefits | $ 6.4 | $ 6.4 | $ 6.4 | $ 6.4 |
Accrued interest and penalties | $ 1.7 | $ 0.5 | $ 1.7 | $ 0.5 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 02, 2016USD ($) | Apr. 04, 2015USD ($) | Apr. 02, 2016USD ($)segment | Apr. 04, 2015USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of Operating Segments | segment | 2 | |||
Net sales | $ 191,208 | $ 183,018 | $ 322,541 | $ 348,851 |
Gross profit | 25,114 | 23,030 | 43,867 | 42,508 |
United States | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 166,215 | 152,381 | 293,017 | 308,332 |
Canada | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 21,531 | 28,288 | 24,619 | 37,447 |
Rest of world | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 3,462 | 2,349 | 4,905 | 3,072 |
Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Gross profit | 25,114 | 23,030 | 43,867 | 42,508 |
Operating Segments | Bus | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 176,921 | 169,222 | 295,400 | 321,206 |
Gross profit | 19,768 | 17,943 | 33,514 | 32,245 |
Operating Segments | Parts | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 14,287 | 13,796 | 27,141 | 27,645 |
Gross profit | $ 5,346 | $ 5,087 | $ 10,353 | $ 10,263 |
Segment Information - Reconcili
Segment Information - Reconciliation of Segment Gross Profit (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Apr. 02, 2016 | Apr. 04, 2015 | Apr. 02, 2016 | Apr. 04, 2015 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Segment gross profit | $ 25,114 | $ 23,030 | $ 43,867 | $ 42,508 |
Selling, general and administrative expenses | (18,745) | (33,950) | (35,824) | (49,409) |
Interest expense | (4,453) | (4,761) | (8,696) | (9,896) |
Interest income | 89 | 2 | 111 | 34 |
Other income, net | 0 | 22 | 16 | 33 |
Income (loss) before income taxes | 2,005 | (15,657) | (526) | (16,730) |
Operating Segments | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Segment gross profit | 25,114 | 23,030 | 43,867 | 42,508 |
Segment Reconciling Items | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Selling, general and administrative expenses | (18,745) | (33,950) | (35,824) | (49,409) |
Interest expense | (4,453) | (4,761) | (8,696) | (9,896) |
Interest income | 89 | 2 | 111 | 34 |
Other income, net | $ 0 | $ 22 | $ 16 | $ 33 |
Business Combination (Details)
Business Combination (Details) | Feb. 24, 2015USD ($)shares | Feb. 28, 2015USD ($)fund$ / sharesshares |
Business Acquisition [Line Items] | ||
Number of managed funds | fund | 4 | |
School Bus Holdings, Inc. | ||
Business Acquisition [Line Items] | ||
Cash paid | $ 100,000,000 | |
Shares issued for acquisition (in shares) | shares | 12,000,000 | |
Shares issued for acquisition, value | $ 120,000,000 | |
School Bus Holdings, Inc. | Common Class A and Series A Convertible Preferred Stock | ||
Business Acquisition [Line Items] | ||
Proceeds from private placement of Common Stock and Series A Convertible Preferred Stock | $ 75,000,000 | |
Backstop Commitment Investor | Hennessy Capital | Common Shares | ||
Business Acquisition [Line Items] | ||
Shares acquired (in shares) | shares | 102,750 | |
PIPE Investment | Hennessy Capital | Common Shares | ||
Business Acquisition [Line Items] | ||
Cash paid | $ 40,000,000 | |
Shares acquired (in shares) | shares | 400,000 | |
PIPE Investment | Hennessy Capital | Series A Convertible Preferred Stock | ||
Business Acquisition [Line Items] | ||
Subscription agreement purchase amount (in shares) | shares | 400,000 | |
Subscription agreement purchase amount | $ 40,000,000 | |
Subscription agreement, possible increased amount (in shares) | shares | 500,000 | |
Subscription agreement, possible increased amount | $ 50,000,000 | |
Common/Preferred Investor | Hennessy Capital | Common Shares | ||
Business Acquisition [Line Items] | ||
Cash paid | $ 25,000,000 | |
Backstop purchase agreement, maximum purchase amount | $ 25,000,000 | |
Backstop purchase agreement, maximum purchase amount (in dollars per share) | $ / shares | $ 10 | |
Backstop private placement, price per share (in dollars per share) | $ / shares | $ 10 | |
Shares acquired (in shares) | shares | 2,500,000 | |
Common/Preferred Investor | Hennessy Capital | Series A Convertible Preferred Stock | ||
Business Acquisition [Line Items] | ||
Cash paid | $ 10,000,000 | |
Backstop private placement (in shares) | shares | 100,000 | |
Backstop private placement | $ 10,000,000 | |
Shares acquired (in shares) | shares | 100,000 | |
Hennessy Capital | Common Shares | ||
Business Acquisition [Line Items] | ||
Shares redeemed (in shares) | shares | 7,494,700 | |
Shares redeemed, value | $ 75,000,000 |
Stockholders' Deficit - Common
Stockholders' Deficit - Common and Preferred Stock (Details) | Feb. 24, 2015$ / sharesshares | Apr. 02, 2016$ / sharesshares | Apr. 02, 2016dividend$ / sharesshares | Oct. 03, 2015$ / sharesshares |
Class of Stock [Line Items] | ||||
Shares authorized | 110,000,000 | 110,000,000 | ||
Common stock, shares authorized | 100,000,000 | 100,000,000 | 100,000,000 | |
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 | |
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |
Common stock, shares issued | 20,992,033 | 20,992,033 | 20,874,882 | |
Common stock, shares outstanding | 20,992,033 | 20,992,033 | 20,874,882 | |
Number of dividends paid to Series A Preferred Stockholders | dividend | 3 | |||
Common Shares | ||||
Class of Stock [Line Items] | ||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||
Common shares sold in private placement (in shares) | 2,500,000 | |||
Shares issued in private placement, price per share (in dollars per share) | $ / shares | $ 10 | |||
Common stock, shares issued | 20,992,033 | 20,992,033 | ||
Common stock, shares outstanding | 20,992,033 | 20,992,033 | ||
Preferred Shares | ||||
Class of Stock [Line Items] | ||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | ||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||
Issuance of stock (in shares) | 500,000 | |||
Liquidation preference per share (in dollars per share) | $ / shares | $ 100 | $ 100 | ||
Series A Convertible Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Preferred stock, shares authorized | 2,000,000 | 2,000,000 | 2,000,000 | |
Shares of common stock issued upon conversion | 8.6 | 8.6 | ||
Conversion price (in dollars per share) | $ / shares | $ 11.59 | $ 11.59 | ||
Dividend rate (as a percent) | 7.625% | |||
Undesignated Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Preferred stock, shares authorized | 8,000,000 | 8,000,000 | ||
School Bus Holdings, Inc. | ||||
Class of Stock [Line Items] | ||||
Shares issued for acquisition (in shares) | 12,000,000 | |||
Hennessy Capital | Common Shares | Backstop Commitment Investor | ||||
Class of Stock [Line Items] | ||||
Shares acquired (in shares) | 102,750 | |||
Common Shares | ||||
Class of Stock [Line Items] | ||||
Series A Preferred Stock dividend - Common Stock (in shares) | 278,022 |
Stockholders' Deficit - Warrant
Stockholders' Deficit - Warrants (Details) $ / shares in Units, $ in Millions | 6 Months Ended | |
Apr. 02, 2016$ / shares$ / warrantshares | Feb. 24, 2015USD ($)$ / sharesshares | |
Public Warrants | ||
Class of Warrant or Right [Line Items] | ||
Warrants outstanding (in shares) | 8,809,538 | |
Number of shares received from exercise of each warrant (in shares) | 0.5 | |
Exercise price of warrant (in dollars per warrant) | $ / warrant | 5.75 | |
Exercise price of warrant (in dollars per share) | $ / shares | $ 11.50 | |
Expiration period | 5 years | |
Common stock trigger price (in dollars per share) | $ / shares | $ 24 | |
Threshold trading days | 20 days | |
Threshold consecutive trading days | 30 days | |
Placement Warrants | ||
Class of Warrant or Right [Line Items] | ||
Warrants outstanding (in shares) | 2,690,462 | 12,125,000 |
Number of shares received from exercise of each warrant (in shares) | 0.5 | |
Exercise price of warrant (in dollars per warrant) | $ / warrant | 5.75 | |
Exercise price of warrant (in dollars per share) | $ / shares | $ 11.50 | $ 0.50 |
Warrants outstanding, value | $ | $ 6.1 |
Foreign Exchange Contracts - Na
Foreign Exchange Contracts - Narrative (Details) - Foreign Exchange Swap $ in Millions | Apr. 02, 2016USD ($) |
Derivative [Line Items] | |
Derivative, notional amount | $ 10.8 |
Other Current Liabilities | |
Derivative [Line Items] | |
Fair value of foreign exchange contract, net | $ (0.3) |
Earnings Per Share - Summary of
Earnings Per Share - Summary of Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||
Apr. 02, 2016 | Jul. 04, 2015 | Apr. 04, 2015 | Apr. 02, 2016 | Apr. 04, 2015 | Jul. 04, 2015 | Oct. 03, 2015 | |
Earnings Per Share [Abstract] | |||||||
Net income (loss) | $ 1,394 | $ 10,683 | $ (11,095) | $ (943) | $ (11,723) | $ (1,040) | $ 14,932 |
Less: convertible preferred stock dividend | 953 | 1,027 | 413 | 1,951 | 413 | 1,440 | 2,438 |
Net income (loss) available to common stockholders | $ 441 | $ 9,656 | $ (11,508) | $ (2,894) | $ (12,136) | $ (2,480) | $ 12,494 |
Basic weighted average shares outstanding | 20,986,794 | 21,150,630 | 20,942,538 | 21,593,387 | |||
Effect of dilutive restricted stock (in shares) | 24,335 | ||||||
Diluted weighted average shares outstanding | 21,011,129 | 21,150,630 | 20,942,538 | 21,593,387 | |||
Diluted earnings per share (in dollars per share) | $ 0.02 | $ 0.42 | $ (0.54) | $ (0.56) | $ (0.12) | $ 0.59 |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) | 3 Months Ended |
Apr. 02, 2016shares | |
Convertible Preferred Stock | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Anti-dilutive securities excluded from computation of earnings per share (in shares) | 4,314,064 |
Earnings Per Share - Summary 44
Earnings Per Share - Summary of Immaterial Error Correction (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||
Apr. 02, 2016 | Jul. 04, 2015 | Apr. 04, 2015 | Apr. 02, 2016 | Apr. 04, 2015 | Jul. 04, 2015 | Oct. 03, 2015 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||
Net income (loss) | $ 1,394 | $ 10,683 | $ (11,095) | $ (943) | $ (11,723) | $ (1,040) | $ 14,932 |
Preferred stock dividend | 953 | 1,027 | 413 | 1,951 | 413 | 1,440 | 2,438 |
Net income (loss) available to common stockholders | $ 441 | $ 9,656 | $ (11,508) | $ (2,894) | $ (12,136) | $ (2,480) | $ 12,494 |
Basic earnings (loss) per share (in dollars per share) | $ 0.47 | $ (0.54) | $ (0.56) | $ (0.12) | $ 0.59 | ||
Diluted earnings (loss) per share (in dollars per share) | $ 0.02 | $ 0.42 | $ (0.54) | $ (0.56) | $ (0.12) | $ 0.59 | |
Previous | |||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||
Net income (loss) | $ 10,683 | $ (11,095) | $ (11,723) | $ (1,040) | $ 14,932 | ||
Preferred stock dividend | 1,239 | 0 | 0 | 1,239 | 2,247 | ||
Net income (loss) available to common stockholders | $ 9,444 | $ (11,095) | $ (11,723) | $ (2,279) | $ 12,685 | ||
Basic earnings (loss) per share (in dollars per share) | $ 0.46 | $ (0.52) | $ (0.54) | $ (0.11) | $ 0.60 | ||
Diluted earnings (loss) per share (in dollars per share) | $ 0.42 | $ (0.52) | $ (0.54) | $ (0.11) | $ 0.59 | ||
Adjustment | |||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||
Net income (loss) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | ||
Preferred stock dividend | (212) | 413 | 413 | 201 | 191 | ||
Net income (loss) available to common stockholders | $ 212 | $ (413) | $ (413) | $ (201) | $ (191) | ||
Basic earnings (loss) per share (in dollars per share) | $ 0.01 | $ (0.02) | $ (0.02) | $ (0.01) | $ (0.01) | ||
Diluted earnings (loss) per share (in dollars per share) | $ 0 | $ (0.02) | $ (0.02) | $ (0.01) | $ 0 |