Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jul. 01, 2017 | Jul. 31, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Blue Bird Corp | |
Entity Central Index Key | 1,589,526 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Smaller Reporting Company | |
Document Type | 10-Q | |
Document Period End Date | Jul. 1, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 24,233,924 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jul. 01, 2017 | Oct. 01, 2016 |
Current assets | ||
Cash and cash equivalents | $ 50,311 | $ 52,309 |
Accounts receivable, net | 34,180 | 20,315 |
Inventories | 126,602 | 53,806 |
Other current assets | 12,074 | 6,104 |
Total current assets | 223,167 | 132,534 |
Property, plant and equipment, net | 34,156 | 33,466 |
Goodwill | 18,825 | 18,825 |
Intangible assets, net | 57,984 | 59,491 |
Equity investment in affiliate | 13,455 | 12,944 |
Deferred tax assets | 18,289 | 19,080 |
Other assets | 904 | 1,526 |
Total assets | 366,780 | 277,866 |
Current liabilities | ||
Accounts payable | 135,417 | 80,646 |
Warranty | 8,316 | 7,972 |
Accrued expenses | 20,976 | 20,455 |
Deferred warranty income | 6,508 | 5,666 |
Other current liabilities | 11,138 | 4,032 |
Current portion of long-term debt | 8,000 | 11,750 |
Total current liabilities | 190,355 | 130,521 |
Long-term liabilities | ||
Long-term debt | 145,028 | 140,366 |
Warranty | 11,966 | 11,472 |
Deferred warranty income | 12,022 | 10,521 |
Other liabilities | 15,131 | 15,592 |
Pension | 51,910 | 56,368 |
Total long-term liabilities | 236,057 | 234,319 |
Guarantees, commitments and contingencies (Note 6) | ||
Stockholders' deficit | ||
Preferred stock, $0.0001 par value, 10,000,000 shares authorized, 500,000 issued with liquidation preference of $50,000 | 50,000 | 50,000 |
Common stock, $0.0001 par value, 100,000,000 shares authorized, 23,730,211 and 22,518,058 issued and outstanding at July 1, 2017 and October 1, 2016, respectively | 2 | 2 |
Additional paid-in capital | 60,760 | 50,771 |
Accumulated deficit | (114,599) | (128,856) |
Accumulated other comprehensive loss | (55,795) | (58,891) |
Total stockholders' deficit | (59,632) | (86,974) |
Total liabilities and stockholders' deficit | $ 366,780 | $ 277,866 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Jul. 01, 2017 | Oct. 01, 2016 |
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 | 23,730,211 | 22,518,058 |
Common Stock, Shares Outstanding | 23,730,211 | 22,518,058 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 01, 2017 | Jul. 02, 2016 | Jul. 01, 2017 | Jul. 02, 2016 | |
Income Statement [Abstract] | ||||
Net sales | $ 332,604 | $ 323,055 | $ 677,915 | $ 645,596 |
Cost of goods sold | 287,594 | 276,247 | 590,058 | 554,921 |
Gross profit | 45,010 | 46,808 | 87,857 | 90,675 |
Operating expenses | ||||
Selling, general and administrative expenses | 16,331 | 45,505 | 53,782 | 81,329 |
Operating profit | 28,679 | 1,303 | 34,075 | 9,346 |
Interest expense | (1,398) | (4,040) | (5,801) | (12,736) |
Interest income | 50 | 7 | 63 | 118 |
Other (expense) income, net | (11) | 0 | 13 | 16 |
Loss on debt extinguishment | 0 | 0 | (10,142) | 0 |
Income (loss) before income taxes | 27,320 | (2,730) | 18,208 | (3,256) |
Income tax expense | (8,302) | (887) | (5,806) | (2,069) |
Equity in net income of non-consolidated affiliate | 1,036 | 696 | 1,997 | 1,494 |
Net income (loss) from continuing operations | 20,054 | (2,921) | 14,399 | (3,831) |
Loss from discontinued operations, net of tax | (22) | (13) | (142) | (46) |
Net income (loss) | 20,032 | (2,934) | 14,257 | (3,877) |
Defined benefit pension plan, net of tax expense of $566, $419, $1,698, and $1,257, respectively | 1,007 | 777 | 3,020 | 2,333 |
Cash flow hedge (loss) gain, net of tax (benefit) expense of ($13), ($33), $41, and ($149), respectively | (26) | (60) | 76 | (276) |
Comprehensive income (loss) | 21,013 | (2,217) | 17,353 | (1,820) |
Earnings per share: | ||||
Net income (loss) (from above) | 20,032 | (2,934) | 14,257 | (3,877) |
Less: preferred stock dividends | 974 | 964 | 2,944 | 2,915 |
Net income (loss) available to common stockholders | $ 19,058 | $ (3,898) | $ 11,313 | $ (6,792) |
Basic weighted average shares outstanding | 23,659,057 | 21,084,878 | 23,101,685 | 20,989,737 |
Diluted weighted average shares outstanding | 29,527,612 | 21,084,878 | 24,654,158 | 20,989,737 |
Basic earnings per share, continuing operations (in dollars per share) | $ 0.81 | $ (0.18) | $ 0.50 | $ (0.32) |
Basic earnings per share, discontinued operations (in dollars per share) | 0 | 0 | (0.01) | 0 |
Basic earnings per share (in dollars per share) | 0.81 | (0.18) | 0.49 | (0.32) |
Diluted earnings per share, continuing operations (in dollars per share) | 0.68 | (0.18) | 0.46 | (0.32) |
Diluted earnings per share, discontinued operations (in dollars per share) | 0 | 0 | 0 | 0 |
Diluted net income per share (in dollars per share) | $ 0.68 | $ (0.18) | $ 0.46 | $ (0.32) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Operations and Comprehensive Income/(Loss) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 01, 2017 | Jul. 02, 2016 | Jul. 01, 2017 | Jul. 02, 2016 | |
Income Statement [Abstract] | ||||
Defined benefit pension plan, net of tax expense of $566, $419, $1,698, and $1,257, respectively | $ 566 | $ 419 | $ 1,698 | $ 1,257 |
Cash flow hedge (loss) gain, net of tax (benefit) expense of ($13), ($33), $41, and ($149), respectively | $ (13) | $ (33) | $ 41 | $ (149) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Jul. 01, 2017 | Jul. 02, 2016 | |
Cash flows from operating activities | ||
Net income (loss) | $ 14,257 | $ (3,877) |
Loss from discontinued operations, net of tax | 142 | 46 |
Adjustments to reconcile net income (loss) to net cash provided by continuing operations | ||
Depreciation and amortization | 6,106 | 6,025 |
Amortization of debt costs | 912 | 2,232 |
Share-based compensation | 904 | 12,717 |
Unfunded portion of Phantom Equity Plan | 0 | 1,355 |
Equity in net income of affiliate | (1,997) | (1,494) |
(Gain) loss on disposal of fixed assets | (43) | 29 |
Deferred taxes | (874) | 8,461 |
Provision for bad debt | 0 | (5) |
Amortization of deferred actuarial pension losses | 4,718 | 3,590 |
Loss on debt extinguishment | 10,142 | 0 |
Changes in assets and liabilities: | ||
Accounts receivable | (13,701) | (6,003) |
Inventories | (72,796) | (52,232) |
Other assets | (5,941) | (6,055) |
Accounts payable | 56,671 | 50,332 |
Accrued expenses, pension and other liabilities | 6,060 | 3,870 |
Dividend from equity investment in affiliate | 1,412 | 2,316 |
Total adjustments | (8,427) | 25,138 |
Net cash provided by continuing operations | 5,972 | 21,307 |
Net cash used in discontinued operations | (221) | (46) |
Total cash provided by operating activities | 5,751 | 21,261 |
Cash flows from investing activities | ||
Cash paid for fixed assets | (7,193) | (6,511) |
Proceeds from sale of fixed assets | 47 | 0 |
Total cash used in investing activities | (7,146) | (6,511) |
Cash flows from financing activities | ||
Repayments under the former senior term loan | (161,500) | (33,812) |
Borrowings under the new term loan | 156,887 | 0 |
Repayments under the new term loan | (4,000) | 0 |
Cash paid for capital leases | (117) | (168) |
Cash paid for debt issuance costs | (299) | (1,117) |
Cash paid to extinguish debt | (507) | 0 |
Contributions from former majority stockholder | 0 | 15,616 |
Payment of dividends on preferred stock | (2,944) | (1,917) |
Cash paid for employee taxes on stock option exercises and vested restricted shares | (981) | (3,511) |
Proceeds from exercises of warrants | 12,858 | 0 |
Total cash used in financing activities | (603) | (24,909) |
Change in cash and cash equivalents | (1,998) | (10,159) |
Cash and cash equivalents, beginning of period | 52,309 | 52,861 |
Cash and cash equivalents, end of period | 50,311 | 42,702 |
Supplemental disclosures of cash flow information | ||
Interest paid, net of interest received | 4,775 | 9,411 |
Income tax paid, net of tax refunds | 1,318 | 1,073 |
Non-cash Investing and Financing activities | ||
Capital expenditures funded by capital lease borrowings | 0 | 100 |
Change in accounts payable for capital additions to property, plant and equipment | (1,900) | (220) |
Common stock dividend on Series A preferred stock (market value of common shares) | 0 | 998 |
Cashless exercise of stock options | 4,124 | 0 |
Cash receivable for warrant exercises | $ 164 | $ 0 |
Nature of Business and Basis of
Nature of Business and Basis of Presentation | 9 Months Ended |
Jul. 01, 2017 | |
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” or "Traxis"). 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. Pursuant to, and subject to the terms of, a Purchase and Sale Agreement, dated as of May 26, 2016 (the “Purchase Agreement”), by and among Traxis, ASP BB Holdings LLC, a Delaware limited liability company (“ASP”), and the Company, Traxis agreed to sell and ASP agreed to purchase all of the 12,000,000 shares of common stock, par value $0.0001 (the “Common Stock”), of the Company owned by Traxis (the “Transaction Shares”). Subject to the terms and conditions set forth in the Purchase Agreement, ASP acquired 7,000,000 Transaction Shares at an initial closing on June 3, 2016 for an amount in cash equal to $10.10 per share and 5,000,000 Transaction Shares at a second closing on June 8, 2016 for an amount in cash equal to $11.00 per share, for an aggregate purchase price of $125.7 million . There were no proceeds to the Company from this transaction. The sale of Transaction Shares triggered a phantom equity compensation payment. This payment was primarily funded by Traxis and not by the Company. 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 unaudited 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 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 2017 , there are a total of 52 weeks. For fiscal years 2017 and 2016 , the third quarters both included 13 weeks and the nine months ended both included 39 weeks. In the opinion of management, all adjustments considered necessary for a fair presentation 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 1, 2016 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 1, 2016 as set forth in the Company's 2016 Form 10-K filed on December 15, 2016 . 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 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 | 9 Months Ended |
Jul. 01, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and Recently Issued Accounting Standards | 2. Summary of Significant Accounting Policies and Recent Accounting Standards The Company’s significant accounting policies are described in the Company’s 2016 Form 10-K, filed with the SEC on December 15, 2016 . 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 nine months ended July 1, 2017 . Recently Adopted Accounting Standards 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. The Company elected to early adopt this standard on a retrospective basis in the first quarter of fiscal 2017, and reclassified $7.6 million of current deferred tax assets to long-term deferred tax assets, resulting in a total of $19.1 million of long-term deferred tax assets at October 1, 2016 , compared to the prior presentation of $11.5 million . All future deferred tax assets and liabilities will be recorded as long-term. |
Supplemental Financial Informat
Supplemental Financial Information | 9 Months Ended |
Jul. 01, 2017 | |
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. The following table presents the components of inventory at the dates indicated: (in thousands of dollars) July 1, 2017 October 1, 2016 Raw materials $ 71,718 $ 40,940 Work in process 39,008 10,011 Finished goods 15,876 2,855 Total inventory $ 126,602 $ 53,806 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 at the time 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 an accurate reserve estimate. Actual claims incurred could differ from the original estimates, requiring future adjustments. The following table reflects activity in accrued warranty cost (current and long-term portion combined) for the periods presented: Three Months Ended Nine Months Ended (in thousands of dollars) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 Balance at beginning of period $ 18,612 $ 16,768 $ 19,444 $ 17,661 Add current period accruals 3,775 3,691 7,555 7,195 Current period reductions of accrual (2,105 ) (1,956 ) (6,717 ) (6,353 ) Balance at end of period $ 20,282 $ 18,503 $ 20,282 $ 18,503 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 Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). The methodology to determine the 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. The following table reflects activity in deferred warranty income (current and long-term portions combined), for the sale of extended warranties of two to five years , for the periods presented: Three Months Ended Nine Months Ended (in thousands of dollars) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 Balance at beginning of period $ 16,654 $ 14,060 $ 16,187 $ 14,145 Add current period deferred income 3,396 2,952 6,769 5,446 Current period recognition of income (1,520 ) (1,261 ) (4,426 ) (3,840 ) Balance at end of period $ 18,530 $ 15,751 $ 18,530 $ 15,751 Self-Insurance The following table reflects our total accrued self-insurance liability, comprised of workers compensation and health insurance related claims, at the dates indicated: (in thousands of dollars) July 1, 2017 October 1, 2016 Current portion $ 3,167 $ 3,679 Long-term portion 2,396 2,786 Total accrued self-insurance $ 5,563 $ 6,465 The current and long-term portions of the accrued self-insurance liability are reflected in accrued expenses and other liabilities, respectively, on the Condensed Consolidated Balance Sheets. Shipping and Handling Revenues Shipping and handling revenues represent costs billed to customers and are included in net sales. Shipping and handling costs incurred are included in cost of goods sold. Shipping and handling revenues were $6.6 million and $6.2 million for the three months ended July 1, 2017 and July 2, 2016 , respectively, and $12.8 million and $11.5 million for the nine months ended July 1, 2017 and July 2, 2016 , respectively. The related cost of goods sold was $6.0 million and $5.7 million for the three months ended July 1, 2017 and July 2, 2016 , respectively, and $11.3 million and $10.1 million for the nine months ended July 1, 2017 and July 2, 2016 , respectively. Pension Expense Components of net periodic pension benefit cost were as follows for the periods presented: Three Months Ended Nine Months Ended (in thousands of dollars) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 Interest cost $ 1,266 $ 1,411 $ 3,797 $ 4,232 Expected return on plan assets (1,590 ) (1,528 ) (4,769 ) (4,584 ) Amortization of prior loss 1,573 1,196 4,718 3,590 Net periodic benefit cost $ 1,249 $ 1,079 $ 3,746 $ 3,238 Amortization of prior loss, recognized in other comprehensive income 1,573 1,196 4,718 3,590 Total recognized in net periodic pension benefit cost and other comprehensive income $ (324 ) $ (117 ) $ (972 ) $ (352 ) Warrants At July 1, 2017 , there were a total of 7,180,466 warrants outstanding to purchase 3,590,233 shares of our Common Stock. |
Debt
Debt | 9 Months Ended |
Jul. 01, 2017 | |
Debt Disclosure [Abstract] | |
Debt | 4. Debt On December 12, 2016, Blue Bird Body Company, a wholly-owned subsidiary of the Company, executed a $235.0 million five -year credit agreement provided by Bank of Montreal, which acts as the administrative agent and an issuing bank, Fifth Third Bank, as co-syndication agent and an issuing bank, and Regions Bank, as Co-Syndication Agent, together with other lenders (the "Credit Agreement"). The credit facility provided for under the Credit Agreement consists of a term loan facility in an aggregate initial principal amount of $160.0 million (the “Term Loan Facility”) and a revolving credit facility with aggregate commitments of $75.0 million . The revolving credit facility includes a $15.0 million letter of credit sub-facility and a $5.0 million swingline sub-facility (the “Revolving Credit Facility,” and together with the Term Loan Facility, each a “Credit Facility” and collectively, the “Credit Facilities”). As a result of the Credit Agreement, we incurred $3.3 million of debt discount and issuance costs, which have been recorded as contra-debt and will be amortized over the life of the Credit Agreement using the effective interest method. Proceeds from the Term Loan Facility were used to fully extinguish our previous credit agreement with Societe Generale. In connection with the extinguishment, we recorded a $10.1 million loss, which was the difference in the reacquisition price of the extinguished debt and the net carrying value at extinguishment. The loss includes the write-off of unamortized deferred financing costs recorded as a reduction of the prior debt, unamortized issuance costs associated with the previous revolving credit facility recorded in other assets, as well as interest and legal fees incurred to extinguish the prior debt. The interest rate on the Term Loan Facility is (i) from the Closing Date until April 1, 2017, an election of either base rate plus 1 point or LIBOR plus 2 points and (ii) commencing with the fiscal quarter ending on April 1, 2017 and thereafter, dependent on the Total Net Leverage Ratio (as defined below) of the Company, an election of either base rate or LIBOR pursuant to the table below: Level Total Net Leverage Ratio ABR Loans Eurodollar Loans I Less than 2.00x 0.75% 1.75% II Greater than or equal to 2.00x and less than 2.50x 1.00% 2.00% III Greater than or equal to 2.50x and less than 3.00x 1.25% 2.25% IV Greater than or equal to 3.00x 1.50% 2.50% Debt consisted of the following at the dates indicated: (in thousands of dollars) July 1, 2017 October 1, 2016 2021 term loan, net of deferred financing costs of $2,972 $ 153,028 $ — 2020 term loan, net of deferred financing costs of $9,384 — 152,116 Less: Current portion of long-term debt 8,000 11,750 Long-term debt, net of current portion $ 145,028 $ 140,366 Term loans are recognized on the Condensed Consolidated Balance Sheets at the unpaid principal balance, and are not subject to fair value measurement; however, given the variable rates on the loans, the Company estimates that the unpaid principal balance approximates fair value. If measured at fair value in the financial statements, the term loans would be classified as Level 2 in the fair value hierarchy. At July 1, 2017 and October 1, 2016 , $156.0 million and $161.5 million , respectively, were outstanding on the term loans. At July 1, 2017 and October 1, 2016 , the stated interest rates on the term loans were 2.8% and 6.5% , respectively. At July 1, 2017 and October 1, 2016 , the weighted-average annual effective interest rates for the term loans were 4.8% and 8.3% , respectively, which included amortization of the deferred financing costs. No borrowings were outstanding on the Revolving Credit Facility at July 1, 2017 , however, since there were $5.1 million of Letters of Credit outstanding on July 1, 2017 , the Company would have been able to borrow $69.9 million on the revolving line of credit. Interest expense on all indebtedness was $1.4 million and $4.0 million for the three months ended July 1, 2017 and July 2, 2016 , respectively, and $5.8 million and $12.7 million for the nine months ended July 1, 2017 and July 2, 2016 , respectively. The schedules of remaining principal maturities for the term loan for the next five fiscal years are as follows: (in thousands of dollars) Year Principal Payments 2017 $ 2,000 2018 8,000 2019 8,000 2020 11,000 2021 15,000 Thereafter 112,000 Total remaining principal payments $ 156,000 |
Income Taxes
Income Taxes | 9 Months Ended |
Jul. 01, 2017 | |
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. The effective tax rate for the three month period ended July 1, 2017 was 30.4% , which differed from the statutory federal income tax rate of 35% due mainly to tax rate benefit items such as the domestic production activities deduction, foreign tax credits, and stock option deductions in excess of recorded expense. These benefits were partially offset by discrete expense items, the largest being interest and penalties on uncertain tax positions. The effective tax rate for the three month period ended July 2, 2016 was (32.5)% and differed from the statutory federal income tax rate of 35% , primarily from discrete items in the period, including interest and penalties on uncertain tax positions and a net tax shortfall from the vesting of share-based compensation awards pursuant to the adoption of ASU 2016-09, which were partially offset by the benefit from operating losses in the period. The effective tax rate for the nine month period ended July 1, 2017 was 31.9% and differed from the statutory federal income tax rate of 35% primarily from tax rate benefit items such as the domestic production activities deduction, foreign tax credits, and stock option deductions in excess of recorded expense. These benefits were partially offset by discrete expense items, the largest being interest and penalties on uncertain tax positions. The effective tax rate for the nine month period ended July 2, 2016 was (63.5)% and differed from the statutory federal income tax rate of 35% , primarily from discrete items increasing tax expense in the year to date 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, interest and penalties on uncertain tax positions, the vesting of share-based compensation awards pursuant to the adoption of ASU 2016-09, which were partially offset by recording the impact of new tax legislation and by the benefit from operating losses in the period. |
Guarantees, Commitments and Con
Guarantees, Commitments and Contingencies | 9 Months Ended |
Jul. 01, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Guarantees, Commitments and Contingencies | 6. Guarantees, Commitments and Contingencies Litigation At July 1, 2017 , 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 effect 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 | 9 Months Ended |
Jul. 01, 2017 | |
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 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 President and 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 periods presented: Net sales Three Months Ended Nine Months Ended (in thousands of dollars) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 Bus $ 317,333 $ 309,432 $ 633,499 $ 604,832 Parts 15,271 13,623 44,416 40,764 Segment net sales $ 332,604 $ 323,055 $ 677,915 $ 645,596 Gross profit Three Months Ended Nine Months Ended (in thousands of dollars) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 Bus $ 39,843 $ 41,594 $ 72,234 $ 75,108 Parts 5,167 5,214 15,623 15,567 Segment gross profit $ 45,010 $ 46,808 $ 87,857 $ 90,675 The following table is a reconciliation of segment gross profit to consolidated income (loss) before income taxes for the periods presented: Three Months Ended Nine Months Ended (in thousands of dollars) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 Segment gross profit $ 45,010 $ 46,808 $ 87,857 $ 90,675 Adjustments: Selling, general and administrative expenses (16,331 ) (45,505 ) (53,782 ) (81,329 ) Interest expense (1,398 ) (4,040 ) (5,801 ) (12,736 ) Interest income 50 7 63 118 Other income, net (11 ) — 13 16 Loss on debt extinguishment — — (10,142 ) — Income (loss) before income taxes $ 27,320 $ (2,730 ) $ 18,208 $ (3,256 ) Sales are attributable to geographic areas based on customer location and were as follows for the periods presented: Three Months Ended Nine Months Ended (in thousands of dollars) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 United States $ 291,672 $ 298,532 $ 608,350 $ 591,549 Canada 40,550 21,642 66,535 46,261 Rest of world 382 2,881 3,030 7,786 Total net sales $ 332,604 $ 323,055 $ 677,915 $ 645,596 |
Foreign Exchange Contracts
Foreign Exchange Contracts | 9 Months Ended |
Jul. 01, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Foreign Exchange Contracts | 8. Foreign Exchange Contracts The Company enters into foreign exchange swaps as economic hedges of anticipated cash flows denominated in Canadian Dollars. The contracts are 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. At July 1, 2017 , the Company had seven foreign exchange swap contracts with an aggregate notional amount of $15.6 million . The foreign exchange contracts qualify for hedge accounting and have been designated as cash flow hedges with the effective portion of the gain or loss on the derivative instruments recorded in other comprehensive income until the underlying transactions occur. Once the anticipated transactions occur, the gain or loss on the swaps is recorded in current period earnings on the Consolidated Statements of Operations and Comprehensive Income (Loss). The fair value of the foreign exchange contracts is based on the forward contract rates, which classifies as a Level 2 fair value measurement. At July 1, 2017 , the fair value of all foreign exchange contracts was $0.1 million and included in "other current assets" on the Consolidated Balance Sheet. At October 1, 2016 , the fair value of the foreign exchange contracts was $(0.2) million and included in "other current liabilities" on the Consolidated Balance Sheet. The table below presents the effect of the Company's cash flow hedges for the periods presented: (in thousands of dollars) Three Months Ended Nine Months Ended Foreign Exchange Contracts Location July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 Amount of (loss) gain recognized in income on derivatives (effective portion) OCI $ (39 ) $ (93 ) $ 344 $ (425 ) Amount of loss (gain) reclassified from AOCI into income (effective portion) Other expense — — (227 ) — Total amount recognized in other comprehensive (loss) income $ (39 ) $ (93 ) $ 117 $ (425 ) All amounts in accumulated other comprehensive income (loss) are expected to be reclassified into earnings during the next 12 months. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Jul. 01, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 9. Earnings Per Share The following table presents the earnings per share computation for the periods presented: Three Months Ended Nine Months Ended (in thousands except for share data) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 Numerator: Net income (loss) $ 20,032 $ (2,934 ) $ 14,257 $ (3,877 ) Less: Loss from discontinued operations, net of tax (22 ) (13 ) (142 ) (46 ) Income (loss) from continuing operations, net of tax 20,054 (2,921 ) 14,399 (3,831 ) Less: convertible preferred stock dividends 974 964 2,944 2,915 Income (loss) from continuing operations available to common stockholders, net of tax $ 19,080 $ (3,885 ) $ 11,455 $ (6,746 ) Basic earnings per share (1): Weighted average common shares outstanding 23,659,057 21,084,878 23,101,685 20,989,737 Basic earnings per share, continuing operations 0.81 (0.18 ) 0.50 (0.32 ) Basic earnings per share, discontinued operations — — (0.01 ) — Basic earnings per share $ 0.81 $ (0.18 ) $ 0.49 $ (0.32 ) Diluted earnings per share (2): Weighted average common shares outstanding 23,659,057 21,084,878 23,101,685 20,989,737 Weighted average dilutive securities, convertible preferred stock 4,314,064 — — — Weighted average dilutive securities, restricted stock 2,383 — 484 — Weighted average dilutive securities, warrants 1,326,916 — 1,314,161 — Weighted average dilutive securities, stock options 225,192 — 237,828 — Weighted average shares and dilutive potential common shares 29,527,612 21,084,878 24,654,158 20,989,737 Diluted earnings per share, continuing operations 0.68 (0.18 ) 0.46 (0.32 ) Diluted earnings per share, discontinued operations — — — — Diluted earnings per share $ 0.68 $ (0.18 ) $ 0.46 $ (0.32 ) (1) Basic earnings per share is calculated by dividing income available to common stockholders from continuing operations, discontinued operations, and net income by the weighted average common shares outstanding during the period. (2) Diluted earnings per share is calculated by adjusting the weighted average shares outstanding for the dilutive effect of common stock equivalents outstanding during the period, determined by using the treasury-stock method, and adjusting for the dilutive effect of our convertible preferred stock, determined by using the if-converted method. For the nine months ended July 1, 2017 , 4,314,064 shares of convertible preferred stock were excluded from the dilutive calculation as the if-converted impact would be anti-dilutive. We incurred a net loss for the three and nine months ended July 2, 2016 . As a result, basic and diluted shares outstanding are equal to each other for those periods due to the exclusion of potentially dilutive shares from the calculation of earnings per share as the effect would be anti-dilutive. For the three and nine months ended July 2, 2016 , potentially dilutive shares excluded from the calculation were 4,417,141 and 4,356,032 , respectively. |
Share Based Compensation
Share Based Compensation | 9 Months Ended |
Jul. 01, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share Based Compensation | 10. Share-Based Compensation Restricted Stock Awards The following table summarizes the Company's restricted stock ("RSAs") and restricted stock units ("RSUs") award activity for the period presented: Nine Months Ended July 1, 2017 Restricted Stock Activity Number of Shares Weighted-Average Grant Date Fair Value Balance, beginning of period — $ — Granted 77,451 15.82 Balance, end of period 77,451 15.82 Compensation expense for restricted stock awards, recognized in selling, general and administrative expenses on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss), was $0.4 million and $0.6 million with associated tax benefits of $0.1 million and $0.2 million for the three and nine months ended July 1, 2017 , respectively. At July 1, 2017 , unrecognized compensation cost related to restricted stock awards totaled $0.7 million and is expected to be recognized over a weighted-average period of seven months . Stock Option Awards The following table summarizes the Company's stock option activity for the period presented: Nine Months Ended July 1, 2017 Stock Option Award Activity Number of Options Weighted Average Exercise Price per Share ($) Outstanding options, beginning of period 918,749 $ 10.08 Granted 133,484 15.50 Exercised (1) (409,044 ) 10.08 Outstanding options, end of period (2) 643,189 11.20 Fully vested and exercisable options, end of period (3) 509,705 10.07 (1) Stock options exercised in the period had an aggregate intrinsic value totaling $2.2 million . (2) Stock options outstanding at the end of the period had an aggregate intrinsic value totaling $3.7 million . (3) Fully vested and exercisable options at the end of the period had an aggregate intrinsic value totaling $3.5 million with a weighted average contractual remaining term of 7.8 years . Compensation expense for stock option awards, recognized in selling, general and administrative expenses on the Consolidated Statements of Operations and Comprehensive Income (Loss), was $0.1 million and $0.3 million with associated tax benefits of $0.0 million and $0.1 million for the three and nine months ended July 1, 2017 , respectively. At July 1, 2017 , unrecognized compensation cost related to stock option awards totaled $0.4 million and is expected to be recognized over a weighted-average period of six months . The fair value of each option award at grant date was estimated using the Black-Scholes option-pricing model with the following assumptions and resulting grant-date fair value during the period presented: Nine Months Ended July 1, 2017 Expected volatility 33.7 % Expected dividend yield 0 % Risk-free interest rate 1.94 % Expected term (in years) 5.5 Weighted-average grant-date fair value $ 5.35 |
Nature of Business and Basis 17
Nature of Business and Basis of Presentation (Policies) | 9 Months Ended |
Jul. 01, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited 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 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 2017 , there are a total of 52 weeks. For fiscal years 2017 and 2016 , the third quarters both included 13 weeks and the nine months ended both included 39 weeks. In the opinion of management, all adjustments considered necessary for a fair presentation 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 1, 2016 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 1, 2016 as set forth in the Company's 2016 Form 10-K filed on December 15, 2016 . 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. |
Recently Issued Accounting Standards | Recently Adopted Accounting Standards 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. The Company elected to early adopt this standard on a retrospective basis in the first quarter of fiscal 2017, and reclassified $7.6 million of current deferred tax assets to long-term deferred tax assets, resulting in a total of $19.1 million of long-term deferred tax assets at October 1, 2016 , compared to the prior presentation of $11.5 million . All future deferred tax assets and liabilities will be recorded as long-term. |
Supplemental Financial Inform18
Supplemental Financial Information (Tables) | 9 Months Ended |
Jul. 01, 2017 | |
Condensed Financial Information [Abstract] | |
Inventory | Manufacturing cost includes raw materials, direct labor and manufacturing overhead. The following table presents the components of inventory at the dates indicated: (in thousands of dollars) July 1, 2017 October 1, 2016 Raw materials $ 71,718 $ 40,940 Work in process 39,008 10,011 Finished goods 15,876 2,855 Total inventory $ 126,602 $ 53,806 |
Product Warranties | The following table reflects activity in accrued warranty cost (current and long-term portion combined) for the periods presented: Three Months Ended Nine Months Ended (in thousands of dollars) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 Balance at beginning of period $ 18,612 $ 16,768 $ 19,444 $ 17,661 Add current period accruals 3,775 3,691 7,555 7,195 Current period reductions of accrual (2,105 ) (1,956 ) (6,717 ) (6,353 ) Balance at end of period $ 20,282 $ 18,503 $ 20,282 $ 18,503 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 Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). The methodology to determine the 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. The following table reflects activity in deferred warranty income (current and long-term portions combined), for the sale of extended warranties of two to five years , for the periods presented: Three Months Ended Nine Months Ended (in thousands of dollars) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 Balance at beginning of period $ 16,654 $ 14,060 $ 16,187 $ 14,145 Add current period deferred income 3,396 2,952 6,769 5,446 Current period recognition of income (1,520 ) (1,261 ) (4,426 ) (3,840 ) Balance at end of period $ 18,530 $ 15,751 $ 18,530 $ 15,751 |
Self-Insurance | The following table reflects our total accrued self-insurance liability, comprised of workers compensation and health insurance related claims, at the dates indicated: (in thousands of dollars) July 1, 2017 October 1, 2016 Current portion $ 3,167 $ 3,679 Long-term portion 2,396 2,786 Total accrued self-insurance $ 5,563 $ 6,465 |
Pension Expense | Components of net periodic pension benefit cost were as follows for the periods presented: Three Months Ended Nine Months Ended (in thousands of dollars) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 Interest cost $ 1,266 $ 1,411 $ 3,797 $ 4,232 Expected return on plan assets (1,590 ) (1,528 ) (4,769 ) (4,584 ) Amortization of prior loss 1,573 1,196 4,718 3,590 Net periodic benefit cost $ 1,249 $ 1,079 $ 3,746 $ 3,238 Amortization of prior loss, recognized in other comprehensive income 1,573 1,196 4,718 3,590 Total recognized in net periodic pension benefit cost and other comprehensive income $ (324 ) $ (117 ) $ (972 ) $ (352 ) |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Jul. 01, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | The interest rate on the Term Loan Facility is (i) from the Closing Date until April 1, 2017, an election of either base rate plus 1 point or LIBOR plus 2 points and (ii) commencing with the fiscal quarter ending on April 1, 2017 and thereafter, dependent on the Total Net Leverage Ratio (as defined below) of the Company, an election of either base rate or LIBOR pursuant to the table below: Level Total Net Leverage Ratio ABR Loans Eurodollar Loans I Less than 2.00x 0.75% 1.75% II Greater than or equal to 2.00x and less than 2.50x 1.00% 2.00% III Greater than or equal to 2.50x and less than 3.00x 1.25% 2.25% IV Greater than or equal to 3.00x 1.50% 2.50% Debt consisted of the following at the dates indicated: (in thousands of dollars) July 1, 2017 October 1, 2016 2021 term loan, net of deferred financing costs of $2,972 $ 153,028 $ — 2020 term loan, net of deferred financing costs of $9,384 — 152,116 Less: Current portion of long-term debt 8,000 11,750 Long-term debt, net of current portion $ 145,028 $ 140,366 |
Schedule of Maturities of Long-term Debt | The schedules of remaining principal maturities for the term loan for the next five fiscal years are as follows: (in thousands of dollars) Year Principal Payments 2017 $ 2,000 2018 8,000 2019 8,000 2020 11,000 2021 15,000 Thereafter 112,000 Total remaining principal payments $ 156,000 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Jul. 01, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The tables below present segment net sales and gross profit for the periods presented: Net sales Three Months Ended Nine Months Ended (in thousands of dollars) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 Bus $ 317,333 $ 309,432 $ 633,499 $ 604,832 Parts 15,271 13,623 44,416 40,764 Segment net sales $ 332,604 $ 323,055 $ 677,915 $ 645,596 Gross profit Three Months Ended Nine Months Ended (in thousands of dollars) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 Bus $ 39,843 $ 41,594 $ 72,234 $ 75,108 Parts 5,167 5,214 15,623 15,567 Segment gross profit $ 45,010 $ 46,808 $ 87,857 $ 90,675 |
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 periods presented: Three Months Ended Nine Months Ended (in thousands of dollars) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 Segment gross profit $ 45,010 $ 46,808 $ 87,857 $ 90,675 Adjustments: Selling, general and administrative expenses (16,331 ) (45,505 ) (53,782 ) (81,329 ) Interest expense (1,398 ) (4,040 ) (5,801 ) (12,736 ) Interest income 50 7 63 118 Other income, net (11 ) — 13 16 Loss on debt extinguishment — — (10,142 ) — Income (loss) before income taxes $ 27,320 $ (2,730 ) $ 18,208 $ (3,256 ) |
Revenue from External Customers by Geographic Areas | Sales are attributable to geographic areas based on customer location and were as follows for the periods presented: Three Months Ended Nine Months Ended (in thousands of dollars) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 United States $ 291,672 $ 298,532 $ 608,350 $ 591,549 Canada 40,550 21,642 66,535 46,261 Rest of world 382 2,881 3,030 7,786 Total net sales $ 332,604 $ 323,055 $ 677,915 $ 645,596 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Jul. 01, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table presents the earnings per share computation for the periods presented: Three Months Ended Nine Months Ended (in thousands except for share data) July 1, 2017 July 2, 2016 July 1, 2017 July 2, 2016 Numerator: Net income (loss) $ 20,032 $ (2,934 ) $ 14,257 $ (3,877 ) Less: Loss from discontinued operations, net of tax (22 ) (13 ) (142 ) (46 ) Income (loss) from continuing operations, net of tax 20,054 (2,921 ) 14,399 (3,831 ) Less: convertible preferred stock dividends 974 964 2,944 2,915 Income (loss) from continuing operations available to common stockholders, net of tax $ 19,080 $ (3,885 ) $ 11,455 $ (6,746 ) Basic earnings per share (1): Weighted average common shares outstanding 23,659,057 21,084,878 23,101,685 20,989,737 Basic earnings per share, continuing operations 0.81 (0.18 ) 0.50 (0.32 ) Basic earnings per share, discontinued operations — — (0.01 ) — Basic earnings per share $ 0.81 $ (0.18 ) $ 0.49 $ (0.32 ) Diluted earnings per share (2): Weighted average common shares outstanding 23,659,057 21,084,878 23,101,685 20,989,737 Weighted average dilutive securities, convertible preferred stock 4,314,064 — — — Weighted average dilutive securities, restricted stock 2,383 — 484 — Weighted average dilutive securities, warrants 1,326,916 — 1,314,161 — Weighted average dilutive securities, stock options 225,192 — 237,828 — Weighted average shares and dilutive potential common shares 29,527,612 21,084,878 24,654,158 20,989,737 Diluted earnings per share, continuing operations 0.68 (0.18 ) 0.46 (0.32 ) Diluted earnings per share, discontinued operations — — — — Diluted earnings per share $ 0.68 $ (0.18 ) $ 0.46 $ (0.32 ) (1) Basic earnings per share is calculated by dividing income available to common stockholders from continuing operations, discontinued operations, and net income by the weighted average common shares outstanding during the period. (2) Diluted earnings per share is calculated by adjusting the weighted average shares outstanding for the dilutive effect of common stock equivalents outstanding during the period, determined by using the treasury-stock method, and adjusting for the dilutive effect of our convertible preferred stock, determined by using the if-converted method. For the nine months ended July 1, 2017 , 4,314,064 shares of convertible preferred stock were excluded from the dilutive calculation as the if-converted impact would be anti-dilutive. We incurred a net loss for the three and nine months ended July 2, 2016 . As a result, basic and diluted shares outstanding are equal to each other for those periods due to the exclusion of potentially dilutive shares from the calculation of earnings per share as the effect would be anti-dilutive. For the three and nine months ended July 2, 2016 , potentially dilutive shares excluded from the calculation were 4,417,141 and 4,356,032 , respectively. |
Share Based Compensation (Table
Share Based Compensation (Tables) | 9 Months Ended |
Jul. 01, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | The following table summarizes the Company's restricted stock ("RSAs") and restricted stock units ("RSUs") award activity for the period presented: Nine Months Ended July 1, 2017 Restricted Stock Activity Number of Shares Weighted-Average Grant Date Fair Value Balance, beginning of period — $ — Granted 77,451 15.82 Balance, end of period 77,451 15.82 |
Schedule of Share-based Compensation, Stock Options, Activity | The following table summarizes the Company's stock option activity for the period presented: Nine Months Ended July 1, 2017 Stock Option Award Activity Number of Options Weighted Average Exercise Price per Share ($) Outstanding options, beginning of period 918,749 $ 10.08 Granted 133,484 15.50 Exercised (1) (409,044 ) 10.08 Outstanding options, end of period (2) 643,189 11.20 Fully vested and exercisable options, end of period (3) 509,705 10.07 (1) Stock options exercised in the period had an aggregate intrinsic value totaling $2.2 million . (2) Stock options outstanding at the end of the period had an aggregate intrinsic value totaling $3.7 million . (3) Fully vested and exercisable options at the end of the period had an aggregate intrinsic value totaling $3.5 million with a weighted average contractual remaining term of 7.8 years . |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The fair value of each option award at grant date was estimated using the Black-Scholes option-pricing model with the following assumptions and resulting grant-date fair value during the period presented: Nine Months Ended July 1, 2017 Expected volatility 33.7 % Expected dividend yield 0 % Risk-free interest rate 1.94 % Expected term (in years) 5.5 Weighted-average grant-date fair value $ 5.35 |
Nature of Business and Basis 23
Nature of Business and Basis of Presentation - Narrative (Details) - USD ($) | Jun. 08, 2016 | Jun. 08, 2016 | Jun. 03, 2016 | Feb. 24, 2015 | Jul. 01, 2017 | Oct. 01, 2016 | May 26, 2016 |
Business Combination, Separately Recognized Transactions [Line Items] | |||||||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | |||||
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 | ||||||
The Traxis Group B.V. | ASP BB Holdings LLC | Blue Bird Corporation | |||||||
Business Combination, Separately Recognized Transactions [Line Items] | |||||||
Cash paid | $ 125,700,000 | ||||||
Number of shares acquired | 5,000,000 | 12,000,000 | 7,000,000 | ||||
Common stock, par value (in dollars per share) | $ 0.0001 | ||||||
Price per share acquired (in dollars per share) | $ 11 | $ 11 | $ 10.10 |
Summary of Significant Accoun24
Summary of Significant Accounting Policies and Recently Issued Accounting Standards - Narrative (Details) - USD ($) $ in Thousands | Jul. 01, 2017 | Oct. 01, 2016 |
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Reclassification (from) current deferred tax asset to long-term deferred tax asset | $ 18,289 | $ 19,080 |
New Accounting Pronouncement, Early Adoption, Effect | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Reclassification (from) current deferred tax asset to long-term deferred tax asset | (7,600) | |
Scenario, Previously Reported | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Reclassification (from) current deferred tax asset to long-term deferred tax asset | $ 11,500 |
Supplemental Financial Inform25
Supplemental Financial Information - Inventory (Details) - USD ($) $ in Thousands | Jul. 01, 2017 | Oct. 01, 2016 |
Condensed Financial Information [Abstract] | ||
Raw materials | $ 71,718 | $ 40,940 |
Work in process | 39,008 | 10,011 |
Finished goods | 15,876 | 2,855 |
Total inventory | $ 126,602 | $ 53,806 |
Supplemental Financial Inform26
Supplemental Financial Information - Product Warranty Rollforward (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 01, 2017 | Jul. 02, 2016 | Jul. 01, 2017 | Jul. 02, 2016 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||||
Balance at beginning of period | $ 18,612 | $ 16,768 | $ 19,444 | $ 17,661 |
Add current period accruals | 3,775 | 3,691 | 7,555 | 7,195 |
Current period reductions of accrual | (2,105) | (1,956) | (6,717) | (6,353) |
Balance at end of period | $ 20,282 | $ 18,503 | $ 20,282 | $ 18,503 |
Supplemental Financial Inform27
Supplemental Financial Information - Extended Warranty Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 01, 2017 | Jul. 02, 2016 | Jul. 01, 2017 | Jul. 02, 2016 | |
Movement in Extended Product Warranty Accrual [Roll Forward] | ||||
Balance at beginning of period | $ 16,654 | $ 14,060 | $ 16,187 | $ 14,145 |
Add current period deferred income | 3,396 | 2,952 | 6,769 | 5,446 |
Current period recognition of income | (1,520) | (1,261) | (4,426) | (3,840) |
Balance at end of period | $ 18,530 | $ 15,751 | $ 18,530 | $ 15,751 |
Supplemental Financial Inform28
Supplemental Financial Information - Self Insurance (Details) - USD ($) $ in Thousands | Jul. 01, 2017 | Oct. 01, 2016 |
Condensed Financial Information [Abstract] | ||
Current portion | $ 3,167 | $ 3,679 |
Long-term portion | 2,396 | 2,786 |
Total accrued self-insurance | $ 5,563 | $ 6,465 |
Supplemental Financial Inform29
Supplemental Financial Information - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jul. 01, 2017 | Jul. 02, 2016 | Jul. 01, 2017 | Jul. 02, 2016 | |
Product Warranty Liability [Line Items] | ||||
Shipping and handling revenues | $ 6.6 | $ 6.2 | $ 12.8 | $ 11.5 |
Shipping and handling cost of goods sold | $ 6 | $ 5.7 | $ 11.3 | $ 10.1 |
Warrants outstanding (in shares) | 7,180,466 | 7,180,466 | ||
Common stock shares that may be called by warrants (in shares) | 3,590,233 | 3,590,233 | ||
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 | 9 Months Ended | ||
Jul. 01, 2017 | Jul. 02, 2016 | Jul. 01, 2017 | Jul. 02, 2016 | |
Condensed Financial Information [Abstract] | ||||
Interest cost | $ 1,266 | $ 1,411 | $ 3,797 | $ 4,232 |
Expected return on plan assets | (1,590) | (1,528) | (4,769) | (4,584) |
Amortization of prior loss | 1,573 | 1,196 | 4,718 | 3,590 |
Net periodic benefit cost | 1,249 | 1,079 | 3,746 | 3,238 |
Amortization of prior loss, recognized in other comprehensive income | 1,573 | 1,196 | 4,718 | 3,590 |
Total recognized in net periodic pension benefit cost and other comprehensive income | $ (324) | $ (117) | $ (972) | $ (352) |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) $ in Thousands | Dec. 12, 2016 | Jul. 01, 2017 | Jul. 02, 2016 | Jul. 01, 2017 | Jul. 02, 2016 | Oct. 01, 2016 |
Debt Instrument [Line Items] | ||||||
Loss on debt extinguishment | $ 10,100 | $ 0 | $ 0 | $ (10,142) | $ 0 | |
Interest expense | 1,400 | $ 4,000 | 5,800 | $ 12,700 | ||
Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Face amount | 235,000 | |||||
Unamortized discount and debt issuance costs, net | $ 3,300 | |||||
Debt term | 5 years | |||||
Term Loan | Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Face amount | $ 160,000 | |||||
Senior Term Loan | Senior Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Long-term line of credit | $ 156,000 | $ 156,000 | $ 161,500 | |||
Stated interest rate (as a percent) | 2.80% | 2.80% | 6.50% | |||
Weighted average effective interest rate (as a percent) | 4.80% | 4.80% | 8.30% | |||
Base Rate | Term Loan | Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 1.00% | |||||
LIBOR | Term Loan | Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 2.00% | |||||
Revolving Credit Facility | Credit Facility | Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 75,000 | |||||
Revolving Credit Facility | Credit Facility | Senior Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Long-term line of credit | $ 0 | $ 0 | ||||
Letters of Credit | Credit Facility | Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | 15,000 | |||||
Letters of Credit | Credit Facility | Senior Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Letters of credit, amount outstanding | 5,100 | 5,100 | ||||
Remaining borrowing capacity | $ 69,900 | $ 69,900 | ||||
Swingline Credit Facility | Credit Facility | Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 5,000 |
Debt - Covenants (Details)
Debt - Covenants (Details) - Term Loan - Credit Agreement | Dec. 12, 2016 |
Less than 2.00x | ABR Loans | |
Debt Instrument [Line Items] | |
Basis spread on variable rate (as a percent) | 0.75% |
Less than 2.00x | Eurodollar Loans | |
Debt Instrument [Line Items] | |
Basis spread on variable rate (as a percent) | 1.75% |
Less than 2.00x | Maximum | |
Debt Instrument [Line Items] | |
Leverage ratio | 2 |
Greater than or equal to 2.00x and less than 2.50x | ABR Loans | |
Debt Instrument [Line Items] | |
Basis spread on variable rate (as a percent) | 1.00% |
Greater than or equal to 2.00x and less than 2.50x | Eurodollar Loans | |
Debt Instrument [Line Items] | |
Basis spread on variable rate (as a percent) | 2.00% |
Greater than or equal to 2.00x and less than 2.50x | Minimum | |
Debt Instrument [Line Items] | |
Leverage ratio | 2 |
Greater than or equal to 2.00x and less than 2.50x | Maximum | |
Debt Instrument [Line Items] | |
Leverage ratio | 2.50 |
Greater than or equal to 2.50x and less than 3.00x | ABR Loans | |
Debt Instrument [Line Items] | |
Basis spread on variable rate (as a percent) | 1.25% |
Greater than or equal to 2.50x and less than 3.00x | Eurodollar Loans | |
Debt Instrument [Line Items] | |
Basis spread on variable rate (as a percent) | 2.25% |
Greater than or equal to 2.50x and less than 3.00x | Minimum | |
Debt Instrument [Line Items] | |
Leverage ratio | 2.50 |
Greater than or equal to 2.50x and less than 3.00x | Maximum | |
Debt Instrument [Line Items] | |
Leverage ratio | 3 |
Greater than or equal to 3.00x | ABR Loans | |
Debt Instrument [Line Items] | |
Basis spread on variable rate (as a percent) | 1.50% |
Greater than or equal to 3.00x | Eurodollar Loans | |
Debt Instrument [Line Items] | |
Basis spread on variable rate (as a percent) | 2.50% |
Greater than or equal to 3.00x | Minimum | |
Debt Instrument [Line Items] | |
Leverage ratio | 3 |
Debt - Schedule of Long-term De
Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Jul. 01, 2017 | Oct. 01, 2016 |
Debt Instrument [Line Items] | ||
Current portion of long-term debt | $ 8,000 | $ 11,750 |
Long-term debt | 145,028 | 140,366 |
Senior Term Loan | 2021 Term Loan | ||
Debt Instrument [Line Items] | ||
Total debt | 153,028 | 0 |
Deferred financing costs | 2,972 | |
Senior Term Loan | 2020 Senior Term Loan | ||
Debt Instrument [Line Items] | ||
Total debt | 0 | $ 152,116 |
Deferred financing costs | $ 9,384 |
Debt - Maturity Schedule (Detai
Debt - Maturity Schedule (Details) $ in Thousands | Jul. 01, 2017USD ($) |
Long-term Debt, Fiscal Year Maturity | |
2,017 | $ 2,000 |
2,018 | 8,000 |
2,019 | 8,000 |
2,020 | 11,000 |
2,021 | 15,000 |
Thereafter | 112,000 |
Total debt | $ 156,000 |
Income Taxes (Details)
Income Taxes (Details) | 3 Months Ended | 9 Months Ended | ||
Jul. 01, 2017 | Jul. 02, 2016 | Jul. 01, 2017 | Jul. 02, 2016 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate (as a percent) | 30.40% | (32.50%) | 31.90% | (63.50%) |
Statutory Federal income tax rate (as a percent) | 35.00% | 35.00% | 35.00% | 35.00% |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 01, 2017USD ($) | Jul. 02, 2016USD ($) | Jul. 01, 2017USD ($)segment | Jul. 02, 2016USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of Operating Segments | segment | 2 | |||
Net sales | $ 332,604 | $ 323,055 | $ 677,915 | $ 645,596 |
Gross profit | 45,010 | 46,808 | 87,857 | 90,675 |
United States | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 291,672 | 298,532 | 608,350 | 591,549 |
Canada | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 40,550 | 21,642 | 66,535 | 46,261 |
Rest of world | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 382 | 2,881 | 3,030 | 7,786 |
Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Gross profit | 45,010 | 46,808 | 87,857 | 90,675 |
Operating Segments | Bus | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 317,333 | 309,432 | 633,499 | 604,832 |
Gross profit | 39,843 | 41,594 | 72,234 | 75,108 |
Operating Segments | Parts | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 15,271 | 13,623 | 44,416 | 40,764 |
Gross profit | $ 5,167 | $ 5,214 | $ 15,623 | $ 15,567 |
Segment Information - Reconcili
Segment Information - Reconciliation of Segment Gross Profit (Details) - USD ($) $ in Thousands | Dec. 12, 2016 | Jul. 01, 2017 | Jul. 02, 2016 | Jul. 01, 2017 | Jul. 02, 2016 |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||
Segment gross profit | $ 45,010 | $ 46,808 | $ 87,857 | $ 90,675 | |
Selling, general and administrative expenses | (16,331) | (45,505) | (53,782) | (81,329) | |
Interest expense | (1,398) | (4,040) | (5,801) | (12,736) | |
Interest income | 50 | 7 | 63 | 118 | |
Other (expense) income, net | (11) | 0 | 13 | 16 | |
Loss on debt extinguishment | $ 10,100 | 0 | 0 | (10,142) | 0 |
Income (loss) before income taxes | 27,320 | (2,730) | 18,208 | (3,256) | |
Operating Segments | |||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||
Segment gross profit | 45,010 | 46,808 | 87,857 | 90,675 | |
Segment Reconciling Items | |||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||
Selling, general and administrative expenses | (16,331) | (45,505) | (53,782) | (81,329) | |
Interest expense | (1,398) | (4,040) | (5,801) | (12,736) | |
Interest income | 50 | 7 | 63 | 118 | |
Other (expense) income, net | (11) | 0 | 13 | 16 | |
Loss on debt extinguishment | $ 0 | $ 0 | $ (10,142) | $ 0 |
Foreign Exchange Contracts - Na
Foreign Exchange Contracts - Narrative (Details) - Foreign Exchange Swap $ in Millions | Jul. 01, 2017USD ($)contract | Oct. 01, 2016USD ($) |
Derivative [Line Items] | ||
Derivative, Number of contracts | contract | 7 | |
Derivative, notional amount | $ 15.6 | |
Cash Flow Hedge | Other current assets | ||
Derivative [Line Items] | ||
Fair value of foreign exchange contract, net | $ 0.1 | |
Cash Flow Hedge | Other current liabilities | ||
Derivative [Line Items] | ||
Fair value of foreign exchange contract, net | $ (0.2) |
Foreign Exchange Contracts - Ot
Foreign Exchange Contracts - Other Comprehensive Income (Details) - Foreign Exchange Contract - Cash Flow Hedge - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 01, 2017 | Jul. 02, 2016 | Jul. 01, 2017 | Jul. 02, 2016 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of (loss) gain recognized in income on derivatives (effective portion) | $ (39) | $ (93) | $ 344 | $ (425) |
Amount of loss (gain) reclassified from AOCI into income (effective portion) | 0 | 0 | (227) | 0 |
Total amount recognized in other comprehensive (loss) income | $ (39) | $ (93) | $ 117 | $ (425) |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Jul. 01, 2017 | Jul. 02, 2016 | Jul. 01, 2017 | Jul. 02, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from computation of earnings per share (in shares) | 4,417,141 | 4,356,032 | ||
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 | 4,314,064 | 4,314,064 |
Earnings Per Share - Summary of
Earnings Per Share - Summary of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 01, 2017 | Jul. 02, 2016 | Jul. 01, 2017 | Jul. 02, 2016 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Net income (loss) | $ 20,032 | $ (2,934) | $ 14,257 | $ (3,877) |
Less: Loss from discontinued operations, net of tax | (22) | (13) | (142) | (46) |
Net income (loss) from continuing operations | 20,054 | (2,921) | 14,399 | (3,831) |
Less: convertible preferred stock dividends | 974 | 964 | 2,944 | 2,915 |
Net income (loss) available to common stockholders | $ 19,080 | $ (3,885) | $ 11,455 | $ (6,746) |
Weighted average common shares outstanding (in shares) | 23,659,057 | 21,084,878 | 23,101,685 | 20,989,737 |
Basic earnings per share, continuing operations (in dollars per share) | $ 0.81 | $ (0.18) | $ 0.50 | $ (0.32) |
Basic earnings per share, discontinued operations (in dollars per share) | 0 | 0 | (0.01) | 0 |
Basic earnings per share (in dollars per share) | $ 0.81 | $ (0.18) | $ 0.49 | $ (0.32) |
Basic weighted average shares outstanding | 23,659,057 | 21,084,878 | 23,101,685 | 20,989,737 |
Weighted average dilutive securities, convertible preferred stock (in shares) | 4,314,064 | 0 | 0 | 0 |
Weighted average dilutive securities, warrants (in shares) | 1,326,916 | 0 | 1,314,161 | 0 |
Weighted average shares and dilutive potential common shares | 29,527,612 | 21,084,878 | 24,654,158 | 20,989,737 |
Diluted earnings per share, continuing operations (in dollars per share) | $ 0.68 | $ (0.18) | $ 0.46 | $ (0.32) |
Diluted earnings per share, discontinued operations (in dollars per share) | 0 | 0 | 0 | 0 |
Diluted net income per share (in dollars per share) | $ 0.68 | $ (0.18) | $ 0.46 | $ (0.32) |
Restricted Stock | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Weighted average dilutive securities, share-based compensation (in shares) | 2,383 | 0 | 484 | 0 |
Options | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Weighted average dilutive securities, share-based compensation (in shares) | 225,192 | 0 | 237,828 | 0 |
Share Based Compensation - Rest
Share Based Compensation - Restricted Stock and Unit Activity (Details) - Restricted Stock and Restricted Stock Units (RSUs) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended |
Jul. 01, 2017USD ($)$ / sharesshares | Jul. 01, 2017USD ($)$ / sharesshares | |
Number of Shares | ||
Balance, beginning of period (in shares) | shares | 0 | |
Granted (in shares) | shares | 77,451 | |
Balance, end of period (in shares) | shares | 77,451 | 77,451 |
Weighted-Average Grant Date Fair Value | ||
Balance, beginning of period (in dollars per share) | $ / shares | $ 0 | |
Granted (in dollars per share) | $ / shares | 15.82 | |
Balance, end of period (in dollars per share) | $ / shares | $ 15.82 | $ 15.82 |
Share-based compensation | $ | $ 0.4 | $ 0.6 |
Excess tax benefit | $ | 0.1 | 0.2 |
Unrecognized compensation cost | $ | $ 0.7 | $ 0.7 |
Period for recognition of unrecognized compensation costs | 7 months |
Share Based Compensation - Stoc
Share Based Compensation - Stock Option Activity (Details) - Options $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended |
Jul. 01, 2017USD ($)$ / sharesshares | Jul. 01, 2017USD ($)$ / sharesshares | |
Number of Shares | ||
Outstanding options, beginning of period (in shares) | shares | 918,749 | |
Granted (in shares) | shares | 133,484 | |
Exercised (in shares) | shares | (409,044) | |
Outstanding options, end of period (in shares) | shares | 643,189 | 643,189 |
Fully vested and exercisable options, end of period (in shares) | shares | 509,705 | 509,705 |
Weighted Average Exercise Price per Share | ||
Outstanding options, beginning of period (in dollars per share) | $ / shares | $ 10.08 | |
Granted (in dollars per share) | $ / shares | 15.50 | |
Exercised (in dollars per share) | $ / shares | 10.08 | |
Outstanding options, end of period (in dollars per share) | $ / shares | $ 11.20 | 11.20 |
Fully vested and exercisable options, end of period (in dollars per share) | $ / shares | $ 10.07 | $ 10.07 |
Options exercised during period, aggregate intrinsic value | $ 2.2 | |
Outstanding options, Aggregate Intrinsic Value | $ 3.7 | 3.7 |
Fully vested and exercisable options, end of period, Aggregate Intrinsic Value | 3.5 | $ 3.5 |
Fully vested and exercisable options, end of period, Weighted Average Contractual Remaining Term | 7 years 9 months 15 days | |
Share-based compensation | 0.1 | $ 0.3 |
Excess tax benefit | 0 | 0.1 |
Unrecognized compensation cost | $ 0.4 | $ 0.4 |
Period for recognition of unrecognized compensation costs | 6 months |
Share Based Compensation - Fair
Share Based Compensation - Fair Value Assumptions (Details) - Options | 9 Months Ended |
Jul. 01, 2017$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected Volatility | 33.70% |
Dividend Yield | 0.00% |
Risk-Free Interest Rate | 1.90% |
Expected Term | 5 years 6 months |
Weighted-average grant date fair value of an option award granted in period (in dollars per share) | $ 5.35 |