Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 01, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 1-37548 | |
Entity Registrant Name | Welbilt, Inc. | |
Entity Central Index Key | 0001650962 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-4625716 | |
Entity Address, Address Line One | 2227 Welbilt Boulevard | |
Entity Address, City or Town | New Port Richey | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 34655 | |
City Area Code | 727 | |
Local Phone Number | 375-7010 | |
Title of 12(b) Security | Common stock, $0.01 par value | |
Trading Symbol | WBT | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 142,294,557 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Statement [Abstract] | ||||
Net sales | $ 411.5 | $ 298.5 | $ 1,123.9 | $ 833.4 |
Cost of sales | 264 | 193.2 | 713.7 | 544.9 |
Gross profit | 147.5 | 105.3 | 410.2 | 288.5 |
Selling, general and administrative expenses | 84.6 | 72.3 | 245.6 | 215.6 |
Amortization expense | 9.9 | 9.9 | 29.7 | 29.2 |
Restructuring and other expense | 0.3 | 1.5 | 0.5 | 9.5 |
Loss (gain) from impairment and disposal of assets — net | 0.1 | 0.4 | 0.1 | 11.7 |
Earnings from operations | 52.6 | 21.2 | 134.3 | 22.5 |
Interest expense | 18.8 | 19.6 | 56.5 | 62.4 |
Other expense (income) — net | 0.4 | (2.1) | 6.3 | (3.1) |
Earnings (loss) before income taxes | 33.4 | 3.7 | 71.5 | (36.8) |
Income tax expense (benefit) | 8.5 | (1.2) | 15 | (9.2) |
Net earnings (loss) | $ 24.9 | $ 4.9 | $ 56.5 | $ (27.6) |
Per share data: | ||||
Earnings (loss) per share — Basic (in dollars per share) | $ 0.18 | $ 0.03 | $ 0.40 | $ (0.20) |
Earnings (loss) per share — Diluted (in dollars per share) | $ 0.17 | $ 0.03 | $ 0.40 | $ (0.20) |
Weighted average shares outstanding — Basic (in shares) | 142,193,094 | 141,512,207 | 141,914,325 | 141,481,963 |
Weighted average shares outstanding — Diluted (in shares) | 143,413,531 | 141,560,747 | 142,905,959 | 141,481,963 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings (loss) | $ 24.9 | $ 4.9 | $ 56.5 | $ (27.6) |
Other comprehensive (loss) income, net of tax: | ||||
Foreign currency translation adjustments | (8.8) | 11.8 | (8.3) | 1.7 |
Unrealized (loss) gain on derivatives | (0.4) | 0.5 | (0.9) | 0.7 |
Employee pension and postretirement benefits | 1.2 | (0.6) | 2.2 | 2.2 |
Total other comprehensive (loss) income, net of tax | (8) | 11.7 | (7) | 4.6 |
Comprehensive income (loss) | $ 16.9 | $ 16.6 | $ 49.5 | $ (23) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 111.9 | $ 125 |
Restricted cash | 0.5 | 0.4 |
Accounts receivable, less allowance of $5.5 and $4.4, respectively | 212.5 | 165.9 |
Inventories — net | 271.6 | 180.6 |
Prepaids and other current assets | 63.7 | 50.1 |
Total current assets | 660.2 | 522 |
Property, plant and equipment — net | 132.9 | 129.1 |
Operating lease right-of-use assets | 44.7 | 47.5 |
Goodwill | 937.8 | 942.9 |
Other intangible assets — net | 432.5 | 469.6 |
Other non-current assets | 32.1 | 30.5 |
Total assets | 2,240.2 | 2,141.6 |
Current liabilities: | ||
Trade accounts payable | 142.7 | 86.4 |
Accrued expenses and other liabilities | 181.5 | 164.2 |
Current portion of long-term debt and finance leases | 0.9 | 1 |
Product warranties | 32.3 | 29.9 |
Total current liabilities | 357.4 | 281.5 |
Long-term debt and finance leases | 1,375.1 | 1,407.8 |
Deferred income taxes | 74.4 | 76.5 |
Pension and postretirement health liabilities | 21.8 | 27.8 |
Operating lease liabilities | 35.6 | 37.7 |
Other long-term liabilities | 37.2 | 37.3 |
Total non-current liabilities | 1,544.1 | 1,587.1 |
Commitments and contingencies (Note 11) | ||
Total equity: | ||
Common stock ($0.01 par value, 300,000,000 shares authorized, 142,281,403 shares and 141,557,236 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively) | 1.4 | 1.4 |
Additional paid-in capital (deficit) | (9.4) | (25.6) |
Retained earnings | 373.2 | 316.7 |
Accumulated other comprehensive loss | (26.5) | (19.5) |
Total equity | 338.7 | 273 |
Total liabilities and equity | $ 2,240.2 | $ 2,141.6 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances | $ 5.5 | $ 4.4 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, issued (in shares) | 142,281,403 | 141,557,236 |
Common stock, outstanding (in shares) | 142,281,403 | 141,557,236 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities | ||
Net earnings (loss) | $ 56.5 | $ (27.6) |
Adjustments to reconcile net earnings (loss) to cash provided by (used in) operating activities: | ||
Depreciation expense | 16.6 | 16.1 |
Amortization of intangible assets | 30.9 | 30.2 |
Amortization of deferred financing fees | 4 | 3.9 |
Deferred income taxes | (2.4) | 10 |
Stock-based compensation expense | 8.5 | 2.3 |
Loss (gain) from impairment and disposal of assets — net | 0.1 | 11.7 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (49.5) | 21.9 |
Inventories | (93.3) | (5.5) |
Other assets | (8.4) | (32.4) |
Trade accounts payable | 55.1 | (1.8) |
Other current and long-term liabilities | 16.1 | (55.7) |
Net cash provided by (used in) operating activities | 34.2 | (26.9) |
Cash flows from investing activities | ||
Capital expenditures | (17.2) | (15.9) |
Acquisition of intangible assets | 0 | (0.2) |
Other | 0 | (3.9) |
Net cash used in investing activities | (17.2) | (20) |
Cash flows from financing activities | ||
Proceeds from long-term debt | 168 | 172.5 |
Repayments on long-term debt and finance leases | (204) | (131.2) |
Debt issuance costs | 0 | (2.1) |
Exercises of stock options | 7.9 | 1.1 |
Payments on tax withholdings for equity awards | (1.8) | (0.7) |
Net cash (used in) provided by financing activities | (29.9) | 39.6 |
Effect of exchange rate changes on cash | (0.1) | (0.3) |
Net decrease in cash and cash equivalents and restricted cash | (13) | (7.6) |
Balance at beginning of period | 125.4 | 130.7 |
Balance at end of period | 112.4 | 123.1 |
Supplemental disclosures of cash flow information: | ||
Cash paid for income taxes, net of refunds | 19.7 | 21.1 |
Cash paid for interest, net of related hedge settlements | 62.7 | 68.4 |
Supplemental disclosures of non-cash activities: | ||
Non-cash financing activity: Lease liabilities and assets obtained through leasing arrangements and reassessments and modifications of right-of-use assets | 6.4 | 14.9 |
Non-cash financing activity: Additions to property, plant and equipment included in accounts payable and accrued expenses and other liabilities | $ 5.1 | $ 1.6 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Millions | Total | Cumulative effect of accounting standards adoption | [2] | Common Stock | Additional Paid-In Capital (Deficit) | Retained Earnings | Retained EarningsCumulative effect of accounting standards adoption | [2] | Accumulated Other Comprehensive Loss | ||||||
Beginning balance (in shares) at Dec. 31, 2019 | [1] | 141,213,995 | |||||||||||||
Beginning balance at Dec. 31, 2019 | $ 253.4 | [1] | $ (0.4) | $ 1.4 | [1] | $ (31) | [1] | $ 324.5 | [1] | $ (0.4) | $ (41.5) | [1] | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net earnings (loss) | (15.1) | (15.1) | |||||||||||||
Issuance of common stock, stock-based compensation plans (in shares) | 273,532 | ||||||||||||||
Issuance of common stock, stock-based compensation plans | 1.1 | 1.1 | |||||||||||||
Stock-based compensation expense | 1 | 1 | |||||||||||||
Other comprehensive income (loss) | (26.6) | (26.6) | |||||||||||||
Ending balance (in shares) at Mar. 31, 2020 | 141,487,527 | ||||||||||||||
Ending balance at Mar. 31, 2020 | 213.4 | $ 1.4 | (28.9) | 309 | (68.1) | ||||||||||
Beginning balance (in shares) at Dec. 31, 2019 | [1] | 141,213,995 | |||||||||||||
Beginning balance at Dec. 31, 2019 | 253.4 | [1] | $ (0.4) | $ 1.4 | [1] | (31) | [1] | 324.5 | [1] | $ (0.4) | (41.5) | [1] | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net earnings (loss) | (27.6) | ||||||||||||||
Other comprehensive income (loss) | 4.6 | ||||||||||||||
Ending balance (in shares) at Sep. 30, 2020 | 141,513,415 | ||||||||||||||
Ending balance at Sep. 30, 2020 | 233.4 | $ 1.4 | (27.6) | 296.5 | (36.9) | ||||||||||
Beginning balance (in shares) at Mar. 31, 2020 | 141,487,527 | ||||||||||||||
Beginning balance at Mar. 31, 2020 | 213.4 | $ 1.4 | (28.9) | 309 | (68.1) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net earnings (loss) | (17.4) | (17.4) | |||||||||||||
Issuance of common stock, stock-based compensation plans (in shares) | 23,704 | ||||||||||||||
Other comprehensive income (loss) | 19.5 | 19.5 | |||||||||||||
Ending balance (in shares) at Jun. 30, 2020 | 141,511,231 | ||||||||||||||
Ending balance at Jun. 30, 2020 | 215.5 | $ 1.4 | (28.9) | 291.6 | (48.6) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net earnings (loss) | 4.9 | 4.9 | |||||||||||||
Issuance of common stock, stock-based compensation plans (in shares) | 2,184 | ||||||||||||||
Issuance of common stock, stock-based compensation plans | 0 | 0 | |||||||||||||
Stock-based compensation expense | 1.3 | 1.3 | |||||||||||||
Other comprehensive income (loss) | 11.7 | 11.7 | |||||||||||||
Ending balance (in shares) at Sep. 30, 2020 | 141,513,415 | ||||||||||||||
Ending balance at Sep. 30, 2020 | $ 233.4 | $ 1.4 | (27.6) | 296.5 | (36.9) | ||||||||||
Beginning balance (in shares) at Dec. 31, 2020 | 141,557,236 | 141,557,236 | |||||||||||||
Beginning balance at Dec. 31, 2020 | $ 273 | $ 1.4 | (25.6) | 316.7 | (19.5) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net earnings (loss) | 7.9 | 7.9 | |||||||||||||
Issuance of common stock, stock-based compensation plans (in shares) | 123,400 | ||||||||||||||
Issuance of common stock, stock-based compensation plans | 0.7 | 0.7 | |||||||||||||
Stock-based compensation expense | 3.2 | 3.2 | |||||||||||||
Other comprehensive income (loss) | (7.2) | (7.2) | |||||||||||||
Ending balance (in shares) at Mar. 31, 2021 | 141,680,636 | ||||||||||||||
Ending balance at Mar. 31, 2021 | $ 277.6 | $ 1.4 | (21.7) | 324.6 | (26.7) | ||||||||||
Beginning balance (in shares) at Dec. 31, 2020 | 141,557,236 | 141,557,236 | |||||||||||||
Beginning balance at Dec. 31, 2020 | $ 273 | $ 1.4 | (25.6) | 316.7 | (19.5) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net earnings (loss) | 56.5 | ||||||||||||||
Other comprehensive income (loss) | $ (7) | ||||||||||||||
Ending balance (in shares) at Sep. 30, 2021 | 142,281,403 | 142,281,403 | |||||||||||||
Ending balance at Sep. 30, 2021 | $ 338.7 | $ 1.4 | (9.4) | 373.2 | (26.5) | ||||||||||
Beginning balance (in shares) at Mar. 31, 2021 | 141,680,636 | ||||||||||||||
Beginning balance at Mar. 31, 2021 | 277.6 | $ 1.4 | (21.7) | 324.6 | (26.7) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net earnings (loss) | 23.7 | 23.7 | |||||||||||||
Issuance of common stock, stock-based compensation plans (in shares) | 438,009 | ||||||||||||||
Issuance of common stock, stock-based compensation plans | 6.5 | 6.5 | |||||||||||||
Stock-based compensation expense | 2.5 | 2.5 | |||||||||||||
Other comprehensive income (loss) | 8.2 | 8.2 | |||||||||||||
Ending balance (in shares) at Jun. 30, 2021 | 142,118,645 | ||||||||||||||
Ending balance at Jun. 30, 2021 | 318.5 | $ 1.4 | (12.7) | 348.3 | (18.5) | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net earnings (loss) | 24.9 | 24.9 | |||||||||||||
Issuance of common stock, stock-based compensation plans (in shares) | 162,758 | ||||||||||||||
Issuance of common stock, stock-based compensation plans | 0.5 | 0.5 | |||||||||||||
Stock-based compensation expense | 2.8 | 2.8 | |||||||||||||
Other comprehensive income (loss) | $ (8) | (8) | |||||||||||||
Ending balance (in shares) at Sep. 30, 2021 | 142,281,403 | 142,281,403 | |||||||||||||
Ending balance at Sep. 30, 2021 | $ 338.7 | $ 1.4 | $ (9.4) | $ 373.2 | $ (26.5) | ||||||||||
[1] | As of December 31, 2019, the Company reclassified a portion of the liability within the Welbilt Deferred Compensation Plan totaling $0.4 million from "Other long-term liabilities" to "Treasury stock" to properly net the liability with the corresponding Welbilt common stock owned by the Deferred Compensation Plan. See further discussion in the Company's Annual Report on Form 10-K for the year ended December 31, 2020. | ||||||||||||||
[2] | Effective January 1, 2020, the Company adopted Accounting Standards Update ("ASU") 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments," including subsequent amendments issued thereafter which clarify the standard (collectively, "Topic 326"). The cumulative effect of the change made to the Consolidated Statement of Equity as of January 1, 2020 for the adoption of ASU 2016-13 is the result of recognizing an additional expected credit loss allowance. |
Statement of Shareholders' Equi
Statement of Shareholders' Equity (Parenthetical) - Adjustment $ in Millions | Dec. 31, 2019USD ($) |
Deferred compensation liability | $ (0.4) |
Treasury stock, value | $ 0.4 |
Business and Organization
Business and Organization | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Business and Organization | Business and Organization Welbilt, Inc. ("Welbilt" or the "Company") is one of the world’s leading commercial foodservice equipment companies leveraging a full suite of equipment capable of storing, cooking, holding, displaying, dispensing and serving in both hot and cold foodservice categories. The Company is headquartered in New Port Richey, Florida, and operates 19 manufacturing facilities globally. The Company designs, manufactures and supplies best-in-class equipment for the global commercial foodservice market, consisting of commercial and institutional foodservice operators represented by full-service restaurants, quick-service restaurant chains, hotels, resorts, cruise ships, caterers, supermarkets, convenience stores, hospitals, schools and other institutions. The Company sells its products through a global network of over 5,000 distributors, dealers, buying groups and manufacturers' representatives. Welbilt was incorporated in Delaware in 2015 and became publicly traded in March 2016 under the New York Stock Exchange ("NYSE") ticker symbol "MFS" after the Company completed its spin-off from The Manitowoc Company, Inc. ("MTW") (the "Spin-Off"). On March 6, 2017, shares of the Company commenced trading under a new NYSE ticker symbol, "WBT", when the Company effected its name change from "Manitowoc Foodservice, Inc." to "Welbilt, Inc." The Company manages its business in three geographic business segments: Americas, EMEA and APAC. The Americas segment includes the United States ("U.S."), Canada and Latin America. The EMEA segment consists of markets in Europe, including Middle East, Russia, Africa and the Commonwealth of Independent States. The APAC segment consists primarily of markets in China, India, Australia, South Korea, Singapore, Philippines, Japan, Indonesia, Malaysia, Thailand, Hong Kong, Taiwan, New Zealand and Vietnam. Merger with Ali Holding S.r.l. On July 14, 2021, the Company and Ali Holding S.r.l. (“Ali Group”), a significant and diversified global foodservice equipment manufacturer and distributor, entered into a merger agreement under which Ali Group will acquire the Company in an all-cash transaction for $24.00 per share, or approximately $3.5 billion in aggregate equity value and $4.8 billion in enterprise value. The merger agreement has been unanimously approved by the Company's board of directors and on September 30, 2021, was unanimously approved by the Company's stockholders. In accordance with the terms of the merger agreement and immediately prior to the merger: (i) all of the Company's outstanding and unvested common stock options and restricted stock units will become vested and exchanged for the right to receive cash equal to the $24.00 per share consideration (less the exercise per share of common stock for the common stock options), and (ii) all of the Company's outstanding performance share units will also be exchanged, as determined assuming the maximum level of performance is achieved, for the right to receive cash equal to the $24.00 per share consideration, Upon completion of the transaction, the Company's shares will no longer trade on The New York Stock Exchange. The Ali Group merger agreement provides that the Company may be required to pay Ali Group a termination fee equal to $110.0 million if the merger agreement is terminated: (a) by Ali Group due to a breach of a covenant or agreement by the Company that causes the failure of a condition to closing, or (b) by either party if the Merger has not been consummated prior to July 14, 2022 (subject to extension if certain approvals have not been obtained by such date) or if, in the case of clauses (a) or (b), an alternative proposal has been publicly disclosed, announced or otherwise made public and has not been withdrawn and within twelve months of such termination the Company enters into a definitive agreement with respect to, or consummates, an alternative proposal. Welbilt and Ali Group have submitted regulatory filings in all required jurisdictions, including the U.S., United Kingdom, and European Union. The companies have decided that they will proceed with divesting the Company's Manitowoc ice brand ("Ice business") and the companies are confident that this step will ensure regulatory approval. The companies expect to complete the sale of the Ice business in early 2022 and then close the acquisition of Welbilt by Ali Group shortly thereafter. As of September 30, 2021, t |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Basis of Presentation and Summary of Significant Accounting Policies Principles of Consolidation and Basis of Presentation The accompanying unaudited consolidated financial statements include the accounts of Welbilt and its wholly-owned subsidiaries and have been prepared by the Company, pursuant to the rules and regulations of the SEC. The Company prepares its financial statements in accordance with accounting principles generally accepted in the U.S. ("U.S. GAAP"). All intercompany balances and transactions between the Company and its affiliates have been eliminated in consolidation. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant items subject to such estimates and assumptions include inventory obsolescence costs, fair value of goodwill and indefinite lived intangible assets, warranty costs, product liability costs, employee benefit programs, sales rebates and the measurement of income tax assets and liabilities. The Company bases its estimates on historical experience and on various other assumptions that the Company believes to be reasonable under the circumstances. On an ongoing basis, the Company evaluates these assumptions, judgments and estimates. Actual results may differ from these estimates. On September 9th, 2021 President Biden announced a proposed new rule which would mandate the COVID-19 vaccine or weekly testing for most U.S. employees, which would include employees of the Company. This rule is expected be implemented through an Emergency Temporary Standard ("ETS") that will be promulgated by the Occupational Safety and Health Administration. If the ETS is ultimately issued and implemented, the Company expects there would be further disruptions to the Company's operations, such as inability to maintain adequate staffing at the Company’s facilities, difficulties in replacing disqualified employees with temporary employees or new hires, increased costs and diminished availability of raw materials and component parts, and increased compliance burdens, including financial costs, diversion of administrative resources, and increased downtimes to accommodate for weekly COVID-19 testing, resulting in delays in the manufacturing process, which would negatively impact the Company's future sales and ongoing customer relationships. The ongoing global COVID-19 pandemic has created and may continue to create significant uncertainty in the macroeconomic environment which, in addition to other unforeseen effects of this pandemic, may adversely impact the Company's future operating results. As a result, many of the Company's estimates and assumptions may require increased judgment and involve a higher degree of variability and volatility. As the impacts of the pandemic continue and additional information becomes available, these estimates may change materially in future periods. In the opinion of management, the consolidated financial statements contain all adjustments necessary for a fair statement of the results of operations and comprehensive income (loss) for the three and nine months ended September 30, 2021 and 2020, the financial position as of September 30, 2021 and December 31, 2020 and the cash flows for the nine months ended September 30, 2021 and 2020, and except as otherwise discussed herein, such adjustments consist only of those of a normal recurring nature. The interim results are not necessarily indicative of results that may be achieved in a full reporting year. Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the SEC rules and regulations governing interim financial statements. However, the Company believes that the disclosures made in the unaudited consolidated financial statements and related notes are adequate to make the information presented not misleading. These consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2020. All dollar amounts, except share and per share amounts, are in millions of dollars unless otherwise indicated. Government Assistance The Company's policy for government assistance is to recognize the assistance when there is reasonable assurance that the Company has met the substantive conditions of and requirements for receiving the assistance. The government assistance is recorded as a reduction to the related expense to which the assistance relates. Beginning in the second quarter of 2020, as a result of the global COVID-19 pandemic, governments in various jurisdictions in which the Company operates have provided financial assistance designed to offset salary expenditures associated with companies maintaining their pre-pandemic employee headcount levels. The Company has applied and will continue to apply for such assistance programs where relevant requirements and conditions have been met. For the three and nine months ended September 30, 2021, the Company believes the requirements were met to receive $0.6 million and $3.7 million, respectively, of government assistance in the form of cash, cost abatements and retention credits. For both the three and nine months ended September 30, 2020, the Company met the requirements to receive $6.0 million and $11.8 million, respectively, of government assistance in the form of cash, cost abatements and retention credits. As of September 30, 2021 and December 31, 2020, the Company had receivables of $1.6 million and $2.4 million related to government assistance. Government assistance has been reflected as a reduction to the related expense for which the assistance relates as follows: (in millions) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Reduction to related expense (1) : Cost of sales $ — $ 1.9 $ 1.8 $ 3.1 Selling, general and administrative expenses 0.1 3.2 1.4 5.4 Total $ 0.1 $ 5.1 $ 3.2 $ 8.5 As of September 30, 2021 and December 31, 2020, $0.5 million and $1.9 million, respectively, of government assistance was included as a reduction in capitalized labor, and is included as a component of "Inventories — net". As of September 30, 2020, $3.3 million of government assistance was included as a reduction in capitalized labor, and is included as a component of "Inventories — net". This portion of government assistance will be recognized as a reduction to "Cost of sales" when the associated inventory is sold. Recently Adopted Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, "Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting" ("ASU 2020-04") to provide temporary optional expedients and exceptions to U.S. GAAP guidance on contract modifications, hedge accounting and other transactions affected by the expected market transition from the London Interbank Offered Rate ("LIBOR") and other interbank offered rates to alternative reference rates. ASU 2020-04 is effective upon issuance and the Company may elect to apply the standard through December 31, 2022. This guidance primarily impacts the interest expense under the Company's 2016 Credit Agreement which utilizes LIBOR as a basis. As further discussed and defined in Note 8, "Debt", in October 2021, the Company executed a Suspension of Rights Agreement to the 2016 Credit Agreement, effective December 31, 2021, which among other provisions suspends the Company's ability to make non-USD currency draws under the Revolving Credit Facility and requires all outstanding non-USD currency loans to be repaid on or before December 31, 2021. As a result of the Suspension of Rights Agreement, there is no impact on the Company's consolidated financial statements related to the issuance of this guidance. In December 2019, the FASB issued ASU 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes" ("ASU 2019-12"), which amends, and is intended to simplify, existing guidance related to the accounting for income taxes. ASU 2019-12 was effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. The Company adopted ASU 2019-12 prospectively as of January 1, 2021 which did not have a material impact on the Company's consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted Recent accounting guidance not discussed above is not applicable, did not have, or is not expected to have a material impact on the Company. |
Inventories - Net
Inventories - Net | 9 Months Ended |
Sep. 30, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories - Net | Inventories — Net The components of "Inventories — net" are as follows: (in millions) September 30, December 31, 2021 2020 Inventories — net: Raw materials $ 125.9 $ 85.6 Work-in-process 20.1 13.9 Finished goods 129.9 85.4 Total inventories at FIFO cost 275.9 184.9 LIFO Reserve (4.3) (4.3) Total inventories — net $ 271.6 $ 180.6 |
Property, Plant and Equipment -
Property, Plant and Equipment - Net | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment - Net | Property, Plant and Equipment — Net The components of "Property, plant and equipment — net" are as follows: (in millions) September 30, December 31, 2021 2020 Property, plant and equipment — net: Land $ 9.6 $ 9.7 Building and improvements 104.5 99.8 Machinery, equipment and tooling 229.9 231.7 Furniture and fixtures 7.7 8.1 Computer hardware and software for internal use 70.2 66.8 Construction in progress 15.2 14.1 Total cost 437.1 430.2 Less accumulated depreciation (304.2) (301.1) Total property, plant and equipment — net $ 132.9 $ 129.1 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets - Net | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets - Net | Goodwill and Other Intangible Assets — Net The Company's annual impairment tests of goodwill and intangible assets with indefinite lives are performed as of June 30th of each fiscal year and whenever a triggering event occurs between annual impairment tests. The Company's trademarks and tradenames are classified as indefinite-lived intangible assets as there are no regulatory, contractual, competitive, economic or other factors which limit the useful lives of these intangible assets. The indefinite-lived intangible asset impairment test is performed at the Company's unit of account level, which is the Americas, EMEA and APAC. The goodwill impairment test is performed for the Company's reporting units, which are the Americas, EMEA and APAC. As of June 30, 2021, the Company performed the annual impairment testing for its goodwill reporting units and its indefinite-lived intangible assets, and based on those results, no impairment was indicated. The Company estimated the fair value of the indefinite-lived intangible assets based on an income approach using the relief-from-royalty method. This approach was dependent upon several factors, including estimates of future growth and trends, royalty rates, discount rates and other variables. Management based its fair value estimates on assumptions believed to be reasonable, but which are inherently uncertain and could materially affect the valuations. For each of the Company's regions, the estimated fair values of the relevant indefinite-lived intangible assets was greater than the carrying values, resulting in no impairment of the relevant assets. During the first quarter of 2020, as a result of the decrease in demand for commercial foodservice equipment and aftermarket parts resulting from the global COVID-19 pandemic and impacts on the Company's current and estimated future operating cash flows, management performed a review of the Company's goodwill and indefinite-lived intangible assets to determine whether it was more-likely-than-not that the fair value of such assets was less than their carrying amount as of March 31, 2020. This review included the Company's evaluation of relevant events and circumstances in totality that affect the fair value of the reporting units or indefinite-lived intangible assets. These events and circumstances included, but were not limited to, macroeconomic conditions (including the impact of COVID-19), industry and competitive environment conditions, overall financial performance, business specific events and market considerations. Management's review concluded for each of its reporting units and for the Americas indefinite-lived intangible assets that it was not more-likely-than-not that the fair value was less than the carrying amount based on the preponderance of evidence. Therefore, no impairment was indicated and no impairment test was required to be performed as of March 31, 2020. However, for both the EMEA and APAC indefinite-lived intangible assets, the review indicated, based on limited fair value cushion and overall financial performance expectations, that it was more-likely-than-not that the fair value of the indefinite-lived intangible assets was less than the carrying amount and, therefore, a quantitative impairment test was performed as of March 31, 2020. The Company estimated the fair value of the EMEA and APAC indefinite-lived intangible assets which were then compared to the carrying values of the relevant indefinite-lived intangible asset and to the extent the carrying value exceeded the estimated fair value, an impairment loss was recognized in the amount by which the carrying amount of the asset exceeded the estimated fair value of the asset. As of March 31, 2020, the Company determined that the carrying value of the indefinite-lived intangible assets in the EMEA region exceeded their estimated fair value and as a result, an impairment charge of $11.1 million was recorded for the first quarter of 2020. This impairment charge has been reflected as a component of "Loss from impairment and disposal of assets — net" for the six months ended June 30, 2020. Management determined that the fair value of the indefinite-lived intangible assets in the APAC region exceeded the carrying value of these assets and, therefore, concluded there was no impairment of these assets as of March 31, 2020. As of June 30, 2020, the Company performed the annual impairment testing for its goodwill reporting units and its indefinite-lived intangible assets, and based on those results, no impairment was indicated. Consistent with the annual impairment testing performed as of June 30, 2021, the Company estimated the fair value of the indefinite-lived intangible assets based on an income approach using the relief-from-royalty method. For each of the Company's regions, the estimated fair values of the relevant indefinite-lived intangible assets approximated of was greater than the carrying value of the indefinite-lived intangible assets, resulting in no impairment of the relevant assets as of June 30, 2020. The changes in the carrying amount of goodwill by geographic business segment are as follows: (in millions) Americas EMEA APAC Total Goodwill balance at December 31, 2020 (1) $ 832.6 $ 89.3 $ 21.0 $ 942.9 Foreign currency impact — (5.1) — (5.1) Goodwill balance at September 30, 2021 $ 832.6 $ 84.2 $ 21.0 $ 937.8 (1) Goodwill is net of accumulated impairment losses of $515.7 million: $312.2 million recorded for the Americas and $203.5 million recorded for EMEA, both of which were recorded prior to December 31, 2018. The gross carrying amounts, impairment charges and accumulated amortization of the Company's intangible assets, other than goodwill, are as follows: (in millions) September 30, 2021 December 31, 2020 Gross Accumulated Net Gross Impairment Charges Accumulated Net Customer relationships $ 476.2 $ (290.8) $ 185.4 $ 479.1 $ — $ (271.6) $ 207.5 Trademarks and trade names 207.8 — 207.8 223.1 (11.1) — 212.0 Other intangibles 171.1 (135.2) 35.9 173.1 — (126.6) 46.5 Patents 5.8 (2.4) 3.4 5.8 — (2.2) 3.6 Total $ 860.9 $ (428.4) $ 432.5 $ 881.1 $ (11.1) $ (400.4) $ 469.6 As of September 30, 2021, trademarks and trade names by business segment are: $130.6 million in the Americas, $69.9 million in EMEA and $7.3 million in APAC. As of December 31, 2020, trademarks and trade names by business segment are: $130.6 million in the Americas, $73.6 million in EMEA and $7.8 million in APAC. |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 9 Months Ended |
Sep. 30, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Liabilities | Accrued Expenses and Other Liabilities The components of "Accrued expenses and other liabilities" are as follows: (in millions) September 30, December 31, 2021 2020 Accrued expenses and other liabilities: Miscellaneous accrued expenses $ 36.2 $ 37.5 Employee related expenses 51.9 35.6 Accrued rebates and commissions 47.9 40.1 Current portion of operating lease liabilities 9.2 9.7 Interest payable 5.9 16.1 Customer deposits 9.5 3.9 Non-income taxes payable 6.1 3.6 Restructuring liabilities 1.9 4.0 Deferred revenues 3.6 2.9 Pension and postretirement health liabilities 2.1 2.1 Business Transformation Program related expenses — 0.8 Product liabilities 2.7 1.7 Income and other taxes payable 4.2 5.6 Derivative liabilities 0.3 0.6 Total accrued expenses and other liabilities $ 181.5 $ 164.2 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Coronavirus Aid, Relief, and Economic Security Act ("CARES Act") was enacted on March 27, 2020, and includes many measures intended to assist companies during the COVID-19 pandemic, including temporary changes to income and non-income-based tax laws, some of which were enacted under the Tax Cuts and Jobs Act ("Tax Act") in 2017. As a result of the Tax Act and the CARES Act, additional legislative and regulatory guidance has been and will likely continue to be issued, including final regulations that could impact the Company's effective tax rate in future periods. For the three months ended September 30, 2021, the Company recorded a $8.5 million income tax expense, reflecting a 25.4% effective tax rate, compared to a $1.2 million income tax benefit for the three months ended September 30, 2020, reflecting a (32.4)% effective tax rate. The change in the effective tax rate for the three months ended September 30, 2021, compared to the same period of the prior year, is primarily due to the Company’s increase in earnings before income taxes and the relative weighting of jurisdictional income and loss, which was partially offset by the CARES Act net operating loss carryback provisions, changes for income tax returns filed, and deferred taxes related to stock compensation and repatriation of foreign earnings. For the three months ended September 30, 2021, the income tax provision includes a net discrete tax benefit of $0.3 million primarily related to changes for income tax returns filed, and the changes in deferred taxes related to stock compensation and repatriation of foreign earnings, as compared to the income tax benefit for the three months ended September 30, 2020, which includes a net discrete benefit of $1.2 million primarily related to the uncertain tax position for net interest deduction limitations and the CARES Act net operating loss carryback provisions. For the nine months ended September 30, 2021, the Company recorded a $15.0 million income tax expense, reflecting a 21.0% effective tax rate, compared to an $9.2 million income tax benefit for the nine months ended September 30, 2020, reflecting a 25.0% effective tax rate. The change in the effective tax rate for the nine months ended September 30, 2021 compared to the same period of the prior year is primarily due to the Company’s increase in earnings before income taxes and the relative weighting of jurisdictional income and loss, partially offset by the changes in net discrete tax items resulting from recently enacted foreign income tax rates, CARES Act net operating loss carryback provisions and the changes in uncertain tax positions. For the nine months ended September 30, 2021, the income tax provision includes a net discrete benefit of $2.6 million primarily related to the recently enacted tax rate increase in the UK Finance Act 2021 and a corresponding increase in jurisdictional net deferred tax assets, as compared to the income tax benefit for the nine months ended September 30, 2020, which includes a net discrete expense of $5.0 million primarily related to the provisions of the CARES Act and changes in uncertain tax positions. The Company’s effective tax rate for the three months ended September 30, 2021, varies from the 21.0% U.S. federal statutory rate primarily due to the relative weighting of foreign earnings before income taxes, net discrete tax items and taxes on foreign income. The Company’s effective tax rate for the nine months ended September 30, 2021 is same as the statutory rate of 21%. The Company’s effective tax rate for the three and nine months ended September 30, 2020 varies from the 21.0% U.S. federal statutory rate primarily due to discrete tax items generated from the provisions of the CARES Act for net operating loss carryback and interest limitations, changes in uncertain positions for foreign income subject to U.S. tax, foreign income or loss before income taxes and relative weighting of foreign earnings before income taxes, including the impact of the indefinite-lived intangible asset impairment in the Company's EMEA region. Foreign earnings are generated from operations in all of the Company’s three geographic segments, Americas, EMEA and APAC. As of each reporting date, the Company’s management considers new evidence, both positive and negative, that could impact management’s view regarding the future realization of deferred tax assets. The Company will continue to evaluate its valuation allowance requirements, including the U.S. interest expense limitation of the Tax Act. As of September 30, 2021, the Company has determined that a valuation allowance is not required for the deferred tax asset associated with U.S. interest expense. The Company may adjust its deferred tax asset valuation allowances based on possible sources of taxable income that may be available to realize a tax benefit for deferred tax assets. As facts and circumstances change, the Company may also adjust its deferred tax asset valuation allowances accordingly. Such changes in the deferred tax asset valuation allowances would be reflected in current operations through the Company’s income tax provision (benefit) and could have a material effect on the Company’s operating results for the respective period. The Company's unrecognized tax benefits, including interest and penalties, were $9.8 million and $9.9 million as of September 30, 2021, and December 31, 2020, respectively. During the next twelve months, it is reasonably possible that unrecognized tax benefits could change in the range of $0.2 million to $1.8 million due to the expiration of relevant statutes of limitations and federal and state and foreign tax audit resolutions. In addition, as of September 30, 2021, and December 31, 2020, the Company's Consolidated Balance Sheets includes $31.9 million and $27.4 million, respectively, of income tax receivables, classified within "Prepaids and other current assets." The Company files tax returns in multiple jurisdictions and is subject to examination by taxing authorities globally. The Company regularly assesses the likelihood of an adverse outcome resulting from examinations to determine the adequacy of its income tax reserves. As of September 30, 2021, the Company believes that it is more-likely-than-not that the tax positions it has taken will be sustained upon the resolution of its audits, resulting in no material impact on its consolidated financial position, results of operations and cash flows. However, the final determination with respect to any tax audits, and any related litigation, could be materially different from the Company's estimates and/or from its historical income tax provisions and accruals and could have a material effect on operating results and/or cash flows in the periods for which that determination is made. In addition, future period earnings may be adversely impacted by litigation costs, settlements, penalties and/or interest assessments. The Company is currently under audit by the tax authorities in Germany for the years 2015-2018 and in the U.S. for the 2017- 2018 federal income tax returns and various other state income tax and jurisdictional audits. The Company's separate federal and state tax returns for tax years 2017 through 2019, and 2016 through 2019, respectively, remain subject to examination by U.S. federal and various state taxing authorities. Generally, the tax years 2016 through 2020 remain subject to examination in Canada, tax years 2015 through 2020 remain subject to examination in Germany, and tax years 2010 through 2020 remain subject to examination in China. As of September 30, 2021, the Company intends to continue reinvesting foreign earnings indefinitely outside of the U.S. with certain limited exceptions and has not recorded a deferred tax liability for U.S. state income taxes, foreign withholding or other foreign income taxes that would be due if cash is repatriated to the U.S. The Company considers its foreign earnings to be permanently reinvested or may be remitted substantially free of any additional income or withholding taxes, with the exception of the Company's intent for repatriation of the foreign earnings of certain legal entities within the EMEA and APAC regions, for which such foreign earnings have been previously taxed. While the Company does not anticipate a need to repatriate funds to the U.S. to satisfy domestic liquidity needs, management reviews cash positions regularly and, to the extent it is determined that additional foreign earnings will not remain indefinitely reinvested, the Company will record a liability for the additional taxes, if applicable, including foreign withholding taxes and U.S. state income taxes. Further, the determination of the amount of the unrecognized deferred tax liability related to the undistributed earnings is not practicable. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt The carrying value of the Company's outstanding debt consists of the following: (in millions, except percentage data) September 30, 2021 December 31, 2020 Carrying Value Weighted Average Interest Rate Carrying Value Weighted Average Interest Rate Long-term debt and finance leases: Revolving Credit Facility $ 108.0 4.44 % $ 143.0 4.21 % Term Loan B Facility 855.0 2.94 % 855.0 3.45 % 9.50% Senior Notes due 2024 425.0 9.78 % 425.0 9.72 % Finance leases 1.5 4.71 % 2.2 4.80 % Total debt and finance leases, including current portion 1,389.5 1,425.2 Less current portion: Finance leases (0.9) (1.0) Unamortized debt issuance costs (1) (13.8) (16.7) Hedge accounting fair value adjustment (2) 0.3 0.3 Total long-term debt and finance leases $ 1,375.1 $ 1,407.8 Total debt issuance costs, net of amortization as of September 30, 2021 and December 31, 2020, were $16.5 million and $20.3 million, respectively, of which $2.7 million and $3.6 million, respectively, are related to the Revolving Credit Facility and recorded in "Other non-current assets" in the Consolidated Balance Sheets. As previously disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2020, amortization of debt issuance costs previously included as a component of "Other expense (income) — net" totaled $3.9 million for the nine months ended September 30, 2020 and has been reclassified to be included as a component of "Interest expense" in the Company's Consolidated Statements of Operations. (2) Balance represents deferred gains from the terminations of interest rate swaps designated as fair value hedges. In March 2016, the Company entered into a credit agreement, as amended, restated, supplemented or otherwise modified from time to time (the "2016 Credit Agreement") for a $1,300.0 million Senior Secured Credit Facility (the "Senior Secured Credit Facility") consisting of (i) a senior secured Term Loan B facility in an aggregate principal amount of $900.0 million (the "Term Loan B Facility") and (ii) a senior secured revolving credit facility in an aggregate principal amount of $400.0 million (the "Revolving Credit Facility"). The 2016 Credit Agreement also provides for a (i) sublimit for the issuance of letters of credit under the revolving commitments up to $30.0 million and (ii) aggregate principal amount of allowed incremental revolving or term loan facilities thereunder in an amount not to exceed the sum of (a) $275.0 million plus (b) an additional amount, as long as after giving effect to the incurrence of such additional amount, the proforma secured leverage ratio does not exceed 3.75:1.00. The maturity of the Term Loan B Facility and Revolving Credit Facility is October 2025 and October 2023, respectively. Each of the terms above were applicable with the latest amendment completed in April 2020, as further discussed below. The 2016 Credit Agreement contains financial covenants including, but not limited to (a) a Consolidated Interest Coverage Ratio, which measures the ratio of (i) Consolidated EBITDA to (ii) Consolidated Interest Expense, and (b) a Consolidated Total Leverage Ratio, which measures the ratio of (i) Consolidated Indebtedness to (ii) Consolidated EBITDA for the most recent four fiscal quarters, in each case, as defined in the 2016 Credit Agreement. In April 2020, the Company entered into Amendment No. 7 (“Amendment No. 7”) to the 2016 Credit Agreement, to amend the financial covenants of the Revolving Credit Facility to prevent non-compliance with these financial covenants for the quarter ended June 30, 2020 resulting from the impact of the global COVID-19 pandemic on the commercial foodservice industry and the resulting decrease in demand for the Company's products. The terms of Amendment No. 7, among other items, (i) suspended the Consolidated Total Leverage Ratio and Consolidated Interest Coverage Ratio covenants, in each case, as defined in the 2016 Credit Agreement, for four fiscal quarters until March 31, 2021 ("Suspension Period") and (ii) temporarily replaced the suspended covenants with a Minimum Consolidated EBITDA covenant and a Maximum Capital Expenditure covenant, each computed on a trailing four quarters basis and measured quarterly, and a Minimum Liquidity covenant that is measured monthly, each as defined in the Amendment, throughout the Suspension Period, with the Minimum Liquidity covenant extending through June 30, 2021. Beginning in the second quarter of 2020, the spreads for LIBOR and alternate base rate borrowings for the Revolving Credit Facility were 2.50% and 1.50%, respectively, as a result of the Company's Consolidated Total Leverage Ratio as of March 31, 2020. Beginning in the second quarter of 2021, the Consolidated Total Leverage Ratio and Consolidated Interest Coverage Ratio covenants were reinstated at modified levels as compared to the covenants in effect as of June 30, 2020 and will return to the March 31, 2020 covenant levels by the fourth quarter of 2021. Amendment No. 7 prohibits draws under the Revolving Credit Facility (i) if the Company has not evidenced compliance with the financial covenants for the year ending December 31, 2021 by delivery of a compliance certificate within 90 days of year end, and (ii) to the extent the draw would result in a consolidated cash balance of $100.0 million or greater (excluding cash held in China) through December 31, 2021, with the exception of draws to meet cash uses anticipated in the ordinary course of business that are expected to be paid within 10 days of the draw. Amendment No. 7 also includes additional limitations on restricted payments, investments and other actions that are otherwise allowed under the 2016 Credit Agreement, with a $25.0 million carve-out for general investments. These limitations expire on December 31, 2021. Amendment No. 7 also includes a quarterly fee applicable through the fourth quarter of 2021 in an amount equal to a per annum rate of 0.50% on the average outstanding balance of the Revolving Credit Facility payable on a quarterly basis. The Company incurred total debt issuance costs in connection with Amendment No. 7 of $2.1 million, which were capitalized and are included as a component of "Other non-current assets" on the Company's Consolidated Balance Sheets and will be amortized through the maturity of the Revolving Credit Facility. As of September 30, 2021, the Company had $6.6 million in outstanding stand-by letters of credit and $285.4 million available for additional borrowings under the Revolving Credit Facility, to the extent the Company's compliance with financial covenants permits such borrowings. As of September 30, 2021, the Company also had $1.0 million in other outstanding letters of credit or guarantees of payment to certain third-parties in accordance with commercial terms and conditions which did not reduce the amount available for additional borrowings under the Revolving Credit Facility. As of September 30, 2021, the Company was in compliance with all affirmative and negative covenants, including any financial covenants, pertaining to its financing arrangements. The Company continually monitors its compliance with the covenants in its Revolving Credit Facility, and in doing so has made estimates of the negative impact of the global COVID-19 pandemic on its financial position, results of operations and cash flows. The Company believes it will remain in compliance with all such covenants for the next 12 months; however, due to the inherent uncertainty of the severity and duration of the global COVID-19 pandemic on the Company's business, management's estimates of the achievement of its financial covenants may change in the future. In October 2021, the Company entered into a Suspension of Rights Agreement to the 2016 Credit Agreement, effective December 31, 2021, which: (i) suspends the Company's ability to execute non-USD currency draws under the Revolving Facility, (ii) requires all outstanding non-USD currency loans to be repaid on or before December 31, 2021 and (iii) eliminates the option to select an interest period of 2 months for any borrowings in USD without the lenders' consent. The Company does not expect that the execution of this agreement will have a material impact on the Company's future liquidity or consolidated results of operations. |
Derivative Financial Instrument
Derivative Financial Instruments | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments The Company's risk management objective is to ensure that business exposures to risks that have been identified and measured and are capable of being controlled are minimized or managed using what the Company believes to be the most effective and efficient methods to eliminate, reduce or transfer such exposures. Operating decisions consider these associated risks and the Company structures transactions to minimize or manage these risks whenever possible. The primary risks the Company manages using derivative instruments are interest rate risk, commodity price risk and foreign currency exchange risk. The Company has historically entered into interest rate swap agreements to manage interest rate risk associated with the Company’s fixed and floating-rate borrowings. Cross-currency interest rate swaps are entered into to protect the value of the Company’s investments in its foreign subsidiaries. Swap contracts on various commodities are used to manage the price risk associated with forecasted purchases of materials used in the Company's manufacturing process. The Company also enters into various foreign currency derivative instruments to manage foreign currency risk associated with its projected purchases and sales and foreign currency denominated receivable and payable balances. The Company recognizes all derivative instruments as either assets or liabilities at fair value in the Consolidated Balance Sheets. Commodity swaps and foreign currency exchange contracts are designated as cash flow hedges of forecasted purchases of commodities and currencies, certain interest rate swaps are designated as cash flow hedges of floating-rate borrowings, and the remainder of the instruments are designated as fair value hedges of fixed-rate borrowings and a cross-currency interest rate swap as a hedge of net investments in its foreign subsidiaries. Cash flow hedging strategy For derivative instruments that are designated and qualify as cash flow hedges, the gain or loss on the derivative is recorded in Accumulated Other Comprehensive Loss ("AOCI") in the Company's Consolidated Balance Sheets and is subsequently reclassified into earnings in the periods in which the hedged transaction affects earnings. During the next twelve months, the Company estimates $0.1 million of unrealized losses, net of tax, related to currency rate and commodity price hedging will be reclassified from AOCI into earnings. Foreign currency and commodity hedging, prior to de-designation, is generally completed prospectively on a rolling basis for 15 and 36 months, respectively, depending on the type of risk being hedged. Prior to 2020, the Company entered into interest rate swap agreements to manage interest rate risk exposure by converting the Company’s floating-rate debt to a fixed-rate basis, thus reducing the impact on future interest expense from fluctuations in future interest rates. These interest rate swap agreements involved the receipt of floating rate amounts in exchange for fixed rate interest payments over the life of the agreements without an exchange of the underlying principal. The Company's remaining interest rate swap agreement with a notional amount of $425.0 million matured during the first quarter of 2020. The outstanding currency forward contracts, which were entered into as hedges of forecasted transactions and continue to qualify for hedge accounting, are as follows: Currency (in millions) Units Hedged September 30, December 31, 2021 2020 Canadian Dollar 3.7 6.4 Euro 1.3 3.3 British Pound 1.5 6.1 Mexican Peso 15.3 92.8 Singapore Dollar 0.7 2.3 The effects of the Company's derivative instruments on the Consolidated Statements of Comprehensive Income (Loss) and Consolidated Statements of Operations for gains or losses initially recognized in AOCI in the Consolidated Balance Sheets were as follows: Derivatives in cash flow hedging relationships Pretax gain/(loss) recognized in AOCI Pretax gain/(loss) reclassified from AOCI into income (in millions) Three Months Ended September 30, Location Three Months Ended September 30, 2021 2020 2021 2020 Foreign currency exchange contracts $ (0.2) $ 0.4 Cost of sales $ 0.4 $ (0.1) Commodity contracts — — Cost of sales — (0.1) Total $ (0.2) $ 0.4 $ 0.4 $ (0.2) Derivatives in cash flow hedging relationships Pretax gain/(loss) recognized in AOCI Pretax gain/(loss) reclassified from AOCI into income (in millions) Nine Months Ended September 30, Location Nine Months Ended September 30, 2021 2020 2021 2020 Foreign currency exchange contracts $ (0.1) $ (0.5) Cost of sales $ 1.1 $ (0.5) Commodity contracts — — Cost of sales — (0.9) Total $ (0.1) $ (0.5) $ 1.1 $ (1.4) Fair value hedging strategy For derivative instruments that qualify and are designated as a fair value hedge (i.e. hedging the exposure to changes in the fair value of an asset or a liability or an identified portion thereof that is attributable to a particular risk), the gain or loss on the derivative instrument as well as the offsetting loss or gain on the hedged item attributable to the hedged risk are recognized in the same line item associated with the hedged item in the Company's Consolidated Statements of Operations. Effect of Fair Value and Cash Flow Derivative Instruments on Consolidated Statements of Operations The table below presents the effect of the Company’s derivative financial instruments on the Consolidated Statements of Operations: (in millions) Location and amount of gain/(loss) recognized on effect of fair value and cash flow derivative instruments Three Months Ended Three Months Ended September 30, 2021 September 30, 2020 Cost of Sales Interest Expense Cost of Sales Interest Expense Total amounts of expense line items presented in the Consolidated Statements of Operations in which effects of fair value and cash flow hedges are recorded $ 264.0 $ 18.8 $ 193.2 $ 19.6 The effects of fair value and cash flow hedging: Gain/(loss) on cash flow hedging relationships: Foreign currency exchange contracts: Amount of gain/(loss) reclassified from AOCI into income $ 0.4 $ — $ (0.1) $ — Commodity contracts: Amount of gain/(loss) reclassified from AOCI into income $ — $ — $ (0.1) $ — (in millions) Location and amount of gain/(loss) recognized on effect of fair value and cash flow derivative instruments Nine Months Ended Nine Months Ended September 30, 2021 September 30, 2020 Cost of Sales Interest Expense Cost of Sales Interest Expense Total amounts of expense line items presented in the Consolidated Statements of Operations in which effects of fair value and cash flow hedges are recorded $ 713.7 $ 56.5 $ 544.9 $ 62.4 The effects of fair value and cash flow hedging: Gain/(loss) on fair value hedging relationship: Interest rate contract: Hedged Item $ — $ — $ — $ 0.1 Gain/(loss) on cash flow hedging relationships: Foreign currency exchange contracts: Amount of gain/(loss) reclassified from AOCI into income $ 1.1 $ — $ (0.5) $ — Commodity contracts: Amount of gain/(loss) reclassified from AOCI into income $ — $ — $ (0.9) $ — Hedge of net investment in foreign operations strategy For derivative instruments that qualify and are designated as a hedge of a net investment in a foreign currency, the gain or loss is reported in AOCI as a component of the cumulative translation adjustment. Amounts are reclassified out of AOCI into earnings when the hedged net investment is either sold or substantially liquidated. In March 2017, the Company entered into a three-year cross-currency interest rate swap contract ("CCS") for a notional value of €50.0 million to protect the value of its net investment in Euros. Prior to the expiration of the CCS in March 2020, the carrying value of the net investment in Euros was designated as a hedging instrument and remeasured at each reporting date to reflect the changes in the foreign currency exchange spot rate, with changes since the last remeasurement date recorded in AOCI. Upon expiration of the CCS in March 2020, the Company paid $4.1 million representing the final notional exchange at the expiration date spot exchange rate, which has been classified as an investing activity in the Company's Consolidated Statements of Cash Flows. The location and effects of the net investment hedge on the Consolidated Statements of Comprehensive Income (Loss) and Consolidated Statements of Operations are as follows: Derivatives in net investments hedging relationships Pretax gain/(loss) recognized in AOCI Gain/(loss) reclassified from AOCI into income Gain/(loss) recognized in income (amount excluded from effectiveness testing) (in millions) Nine Months Ended Location Nine Months Ended Location Nine Months Ended September 30, September 30, September 30, 2021 2020 2021 2020 2021 2020 Interest rate swap contract $ — $ (0.8) N/A $ — $ — Other expense (income) — net $ — $ 0.3 N/A = Not applicable Derivatives Not Designated as Hedging Instruments The Company enters into commodity and foreign currency exchange contracts that are not designated as hedge relationships to offset, in part, the impact of certain intercompany transactions and to further mitigate certain other short-term commodity and currency impacts, as identified. For derivative instruments that are not designated as hedging instruments, the gains or losses on the derivatives are recognized in current earnings within "Other expense (income) — net" in the Consolidated Statements of Operations. As of September 30, 2021, the Company had no outstanding commodity contracts which were not designated as hedging instruments. As of December 31, 2020, the Company had 35 and 18 metric tons of aluminum and copper, respectively, in outstanding commodity contracts that were not designated as hedging instruments. The Company also had the following outstanding currency forward contracts that were not designated as hedging instruments: Currency (in millions) Contracted Units September 30, December 31, 2021 2020 Canadian Dollar 1.9 1.1 Euro 75.1 84.2 Swiss Franc 7.0 7.0 British Pound 12.4 1.0 Singapore Dollar 0.3 0.3 Mexican Peso 8.0 13.8 For the three months ended September 30, 2021 and September 30, 2020, the Company recognized income of $1.2 million and expense of $2.1 million, respectively, related to foreign currency exchange contracts. For the three months ended September 30, 2020, the Company also recognized income of $0.1 million related to commodity contracts. The gains and losses related to derivative instruments not designated as hedging instruments are included in Other expense (income) — net in the Company's Consolidated Statements of Operations. For the nine months ended September 30, 2021 and September 30, 2020, the Company recognized income of $4.5 million and expense of $2.1 million, respectively, related to foreign currency exchange contracts. For the nine months ended September 30, 2020, the Company recognized an expense of $0.3 million related to commodity contracts. The gains and losses related to derivative instruments not designated as hedging instruments are included in Other expense (income) — net in the Company's Consolidated Statements of Operations. The fair value of outstanding derivative contracts recorded as assets in the Consolidated Balance Sheets are as follows: (in millions) Balance Sheet Location Asset Derivatives September 30, December 31, 2021 2020 Derivatives designated as hedging instruments: Foreign currency exchange contracts Prepaids and other current assets $ — $ 1.1 Total derivatives designated as hedging instruments $ — $ 1.1 Derivatives NOT designated as hedging instruments: Foreign currency exchange contracts Prepaids and other current assets $ 0.7 $ 0.9 Total derivatives NOT designated as hedging instruments $ 0.7 $ 0.9 Total asset derivatives $ 0.7 $ 2.0 The fair value of outstanding derivative contracts recorded as liabilities in the Consolidated Balance Sheets are as follows: (in millions) Balance Sheet Location Liability Derivatives September 30, December 31, 2021 2020 Derivatives designated as hedging instruments: Foreign currency exchange contracts Accrued expenses and other liabilities $ 0.2 $ 0.2 Total derivatives designated as hedging instruments $ 0.2 $ 0.2 Derivatives NOT designated as hedging instruments: Foreign currency exchange contracts Accrued expenses and other liabilities $ 0.1 $ 0.4 Total derivatives NOT designated as hedging instruments $ 0.1 $ 0.4 Total liability derivatives $ 0.3 $ 0.6 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments In accordance with the Company's policy, fair value is defined as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The policy classifies the inputs used to measure fair value into the following hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities, or Unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or Inputs other than quoted prices that are observable for the asset or liability Level 3 Unobservable inputs for the asset or liability Interim Disclosures About Fair Value of Financial Instruments The Company utilizes the best available information in measuring fair value. The carrying values of cash, restricted cash and cash equivalents, accounts receivable and trade accounts payable approximate fair value, without being discounted, as of September 30, 2021 and December 31, 2020, due to the short-term nature of these instruments. The Company's Revolving Credit Facility, Term Loan B Facility and Senior Notes are recorded at their carrying values on the Company's Consolidated Balance Sheets, as disclosed in Note 8, "Debt." The carrying value of the Revolving Credit Facility approximates its fair value due to the short-term variable interest rates of the borrowings. The Company estimates the fair value of the Term Loan B Facility and the Senior Notes based on quoted market prices of the instruments and because these instruments are typically thinly traded, the liabilities are classified as Level 2 of the fair value hierarchy. The fair value of the Company's Term Loan B Facility was approximately $853.9 million and $814.9 million as of September 30, 2021 and December 31, 2020, respectively. The fair value of the Company's Senior Notes was approximately $437.2 million and $439.9 million as of September 30, 2021 and December 31, 2020, respectively. Fair Value Measurements on a Recurring Basis The following tables set forth financial assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2021 and December 31, 2020 by level within the fair value hierarchy. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. (in millions) Fair Value September 30, 2021 Level 1 Level 2 Level 3 Total Current assets: Foreign currency exchange contracts $ — $ 0.7 $ — $ 0.7 Total current assets at fair value — 0.7 — 0.7 Total assets at fair value $ — $ 0.7 $ — $ 0.7 Current liabilities: Foreign currency exchange contracts $ — $ 0.3 $ — $ 0.3 Total current liabilities at fair value — 0.3 — 0.3 Total liabilities at fair value $ — $ 0.3 $ — $ 0.3 (in millions) Fair Value December 31, 2020 Level 1 Level 2 Level 3 Total Current assets: Foreign currency exchange contracts $ — $ 2.0 $ — $ 2.0 Total current assets at fair value — 2.0 — 2.0 Total assets at fair value $ — $ 2.0 $ — $ 2.0 Current liabilities: Foreign currency exchange contracts $ — $ 0.6 $ — $ 0.6 Total current liabilities at fair value — 0.6 — 0.6 Total liabilities at fair value $ — $ 0.6 $ — $ 0.6 |
Contingencies and Significant E
Contingencies and Significant Estimates | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies and Significant Estimates | Contingencies and Significant Estimates Product-Related and Environmental Matters As of September 30, 2021 and December 31, 2020, the Company had reserved $43.5 million and $39.9 million, respectively, for product-related warranty claims expected to be paid. Certain of these warranty and other related claims involve matters in dispute that will ultimately be resolved by negotiations, arbitration or litigation. See Note 12, "Product Warranties," for further information. As of September 30, 2021, the Company has various product liability lawsuits pending. For products sold outside of the U.S. and Canada, the Company is insured by third-party insurance companies. For products sold in the U.S. and Canada, the Company is insured, to the extent permitted under applicable law, with self-insurance retention levels. The Company's self-insurance retention levels vary by business and fluctuate with the Company's risk management practices. Product liability reserves are included in "Accrued expenses and other liabilities" in the Consolidated Balance Sheets and totaled $2.7 million and $1.7 million as of September 30, 2021 and December 31, 2020, respectively, consisting of $1.3 million and $0.9 million, respectively, reserved for specific cases and $1.4 million and $0.8 million, respectively, reserved using actuarial methods and anticipated to have occurred but are not yet reported as of September 30, 2021 and December 31, 2020. Based on the Company's experience in defending product liability claims, management believes the reserves are adequate for estimated case resolutions on aggregate self-insured claims and third-party insured claims. Any recoveries from insurance carriers are dependent upon the legal sufficiency of claims and solvency of insurance carriers. Such recoveries are not recorded until the associated contingencies are resolved and the recoveries are realizable. As of September 30, 2021 and December 31, 2020, the Company held reserves for environmental matters related to certain of its current and former facilities of $0.5 million and $0.8 million, respectively, which are included in "Accrued expenses and other liabilities" in the Company's Consolidated Balance Sheets. As of September 30, 2021 , there have been no other claims asserted for soil or groundwater contamination at any of the Company’s other facilities, but there can be no assurance that such claims will not arise in the future. The ultimate cost of any remediation that may be required will depend upon the results of future investigation and is not reasonably estimable. Based upon available information, the Company does not expect the ultimate costs of any required remediation at any of these facilities will have a material adverse effect on its financial condition, results of operations or cash flows individually or in the aggregate. It is reasonably possible that the estimates for product warranty, product liability and environmental remediation costs may change based upon new information that may arise or matters that are beyond the scope of the Company's historical experience. Presently, there are no reliable methods to estimate the amount of any such potential changes. Other Contingencies The Company is subject to litigation, government inquiries, audits, commercial disputes, claims and other legal proceedings arising in the ordinary course of business. From time to time, the Company may be subject to audits by tax, export, customs and other governmental authorities or incur routine and non-routine fees, expenses or penalties relating to compliance with complex laws and regulations impacting the Company's business. The Company records accruals for anticipated losses related to legal and other matters, which are both probable and reasonably estimable, as well as for related legal costs as incurred. The Company believes that it has adequately accrued for such matters as of September 30, 2021 and December 31, 2020, respectively, based on the best available informa tion. In the opinion of management, the ultimate resolution of such legal and other matters is not expected to have, individually or in the aggregate, a material adverse effect on the Company's financial condition, results of operations or cash flows. As previously disclosed, the Company voluntarily disclosed to U.S. Customs and Border Protection ("CBP") certain errors in the declaration of imported products relating to quantity, value, classification, North American Free Trade Agreement eligibility and other matters as well as potential violations of antidumping and countervailing duties. Following such disclosures, the Company began a comprehensive review of its import practices in order to quantify the loss of revenue to CBP. In April 2020, the Company determined based on its continued analysis and testing of relevant records of import activity, a potential range of loss was both probable and reasonably estimable. As no amount within the range of loss was more likely than any other, the Company recorded a $3.1 million charge as of March 31, 2020, representing the low end of the range of potential loss. The Company continued its analysis and testing of import activity and relevant records throughout 2020 and updated the range of loss to reflect the status of the analysis and testing results as of each quarter-end. As of December 31, 2020, the Company concluded its analysis and testing of import activity and determined that an amount of $3.1 million was due to the CBP. In February 2021, the Company submitted the completed analysis to CBP and remitted the aforementioned amount due. Significant judgment was required in determining the amounts due to the CBP and although the Company believes its estimate to be reasonable, no assurance can be given that the final outcome of this matter will be consistent with what has been recorded and remitted by the Company. To the extent that the final outcome of this matter is different than the amounts recorded, such differences will be recorded in the period in which such determination is made. |
Product Warranties
Product Warranties | 9 Months Ended |
Sep. 30, 2021 | |
Guarantees and Product Warranties [Abstract] | |
Product Warranties | Product Warranties In the normal course of business, the Company provides its customers with product warranties covering workmanship, and in some cases materials, on products manufactured by the Company. Such product warranties generally provide that products will be free from defects for periods ranging from 12 to 60 months, with certain equipment having longer-term warranties. If a product fails to comply with the Company's warranty, the Company may be obligated, at its expense, to correct any defect by repairing or replacing such defective products. The Company accrues an estimate of costs that may be incurred under the product warranty at the time the product revenue is recognized. These costs include estimates of labor and materials, as necessary, associated with repair or replacement of the products. The primary factors which impact the warranty liability include the number of units shipped and historical and anticipated warranty claims. As these factors are impacted by actual experience and future expectations, the Company assesses the adequacy of its recorded warranty liability on an ongoing basis and adjusts the liability as determined necessary. The product warranty liability activity for the nine months ended September 30, 2021 is as follows: (in millions) Balance as of December 31, 2020 (1) $ 39.9 Additions for issuance of warranties 24.7 Settlements (in cash or in kind) (21.0) Currency translation impact (0.1) Balance as of September 30, 2021 (1) $ 43.5 (1) Long-term product warranty liabilities are included in "Other long-term liabilities" and totaled $11.2 million and $10.0 million as of September 30, 2021 and December 31, 2020, respectively. |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Sep. 30, 2021 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans The Company sponsors and maintains defined benefit retirement plans ("Pension Plans") and postretirement health and other plans ("Postretirement Health and Other Plans") (collectively "Defined Benefit Plans") for certain retired and current employees at the time of their retirement. Benefits under the employee retirement plans are primarily based on years of service and compensation during the years immediately preceding retirement. The current plans are based largely upon benefit plans in place prior to the Spin-off and have been subsequently maintained by the Company and are generally closed to new participants. The components of periodic benefit costs for the Company's Defined Benefit Plans are as follows: (in millions) Three Months Ended September 30, 2021 2020 Pension Plans Postretirement Pension Plans Postretirement Service cost - benefits earned during the period $ — $ — $ 0.1 $ — Interest cost of projected benefit obligations 0.7 — 1.0 — Expected return on assets (0.8) — (1.1) — Amortization of prior service cost — (0.1) — — Amortization of actuarial net loss 0.6 0.2 0.6 0.1 Net periodic benefit cost $ 0.5 $ 0.1 $ 0.6 $ 0.1 (in millions) Nine Months Ended September 30, 2021 2020 Pension Plans Postretirement Pension Plans Postretirement Service cost - benefits earned during the period $ — $ — $ 0.1 $ — Interest cost of projected benefit obligations 1.9 0.1 2.9 0.1 Expected return on assets (2.4) — (3.1) — Amortization of prior service cost — (0.2) — (0.1) Amortization of actuarial net loss 2.0 0.5 1.8 0.5 Net periodic benefit cost $ 1.5 $ 0.4 $ 1.7 $ 0.5 The components of periodic benefit costs are included in "Other expense (income) — net" in the Consolidated Statements of Operations. |
Business Transformation Program
Business Transformation Program and Restructuring | 9 Months Ended |
Sep. 30, 2021 | |
Restructuring and Related Activities [Abstract] | |
Business Transformation Program and Restructuring | Business Transformation Program and Restructuring Business Transformation Program During the first quarter of 2019, the Company initiated a comprehensive operational review to validate its long-term growth and margin targets and to refine its execution plans, which culminated into the launch of the Business Transformation Program ("Transformation Program") in May 2019. The Transformation Program is structured in multiple phases and is focused on specific areas of opportunity including strategic sourcing, manufacturing facility workflow redesign, distribution and administrative process efficiencies and optimizing the Company's global brand platforms. The Company is executing the final phases of the Transformation Program and expect to complete these activities by the end of 2021, as originally planned. For the three and nine months ended September 30, 2021 and 2020, the Transformation Program costs consist primarily of fees for consulting services. The Transformation Program expenses are classified as follows: (in millions) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Transformation Program expense: Cost of sales $ 0.7 $ 0.4 $ 1.8 $ 1.5 Selling, general and administrative expenses 0.2 6.3 2.6 19.4 Total $ 0.9 $ 6.7 $ 4.4 $ 20.9 Restructuring The Company takes actions to improve operating efficiencies, typically in connection with recognizing cost synergies and rationalizing the cost structure of the Company, including actions associated with the Transformation Program. These actions generally include facility rationalization, headcount reductions and organizational integration activities resulting from discrete restructuring events, which are supported by approved plans for workforce reductions. The Company's restructuring activity and balance of the restructuring liability is as follows: (in millions) 2021 Plans 2020 Plans 2019 Plans 2018 and Previous Plans Workforce reductions Workforce reductions Workforce reductions Pension withdrawal obligation Total Restructuring liability as of December 31, 2020 $ — $ 2.4 $ 0.2 $ 8.6 $ 11.2 Restructuring activities 0.7 (0.1) 0.1 — 0.7 Cash payments (0.6) (2.0) (0.2) (1.0) (3.8) Restructuring liability as of September 30, 2021 $ 0.1 $ 0.3 $ 0.1 $ 7.6 $ 8.1 As of September 30, 2021 and December 31, 2020, the current portion of the restructuring liability was $1.9 million and $4.0 million, respectively, and was included in "Accrued expenses and other liabilities" in the Consolidated Balance Sheets. As of September 30, 2021 and December 31, 2020, the long-term portion of the restructuring liability was $6.2 million and $7.2 million, respectively, and was included in "Other long-term liabilities" in the Consolidated Balance Sheets. As of both September 30, 2021 and December 31, 2020, the long-term portion of the restructuring liability is for a pension withdrawal obligation incurred in connection with the reorganization and plant restructuring one of the Company's former operating entities and is expected to be satisfied in April of 2026, when the pension withdrawal obligation is scheduled to have been satisfied. The Company's restructuring expense by segment is as follows: (in millions) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Americas $ — $ 0.7 $ — $ 2.5 EMEA 0.4 (0.2) 0.7 0.3 APAC — 1.1 0.1 2.1 Corporate — 0.1 (0.1) 1.4 Total $ 0.4 $ 1.7 $ 0.7 $ 6.3 The Company's restructuring expense is reported in the Consolidated Statements of Operations as follows: (in millions) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Cost of sales $ 0.1 $ 0.4 $ 0.1 $ 0.4 Restructuring and other expense 0.3 1.3 0.6 5.9 Total restructuring activities $ 0.4 $ 1.7 $ 0.7 $ 6.3 During the first quarter of 2021, the Company initiated the consolidation of a manufacturing facility in EMEA. As a result of this facility consolidation, the Company expects to incur total costs of $1.7 million to $1.9 million associated with employee retention and contract agreements and related costs and inventory write-downs. The Company recognized $0.4 million and $0.7 million, respectively, of expenses related to employee retention and contract agreements, included in "Restructuring and other expense" in the Company's Consolidated Statements of Operations for the three and nine months ended September 30, 2021. As of September 30, 2021, the Company expects to incur remaining costs to complete the facility consolidation of $1.0 million to $1.2 million during the fourth quarter of 2021 and throughout the year ending December 31, 2022. During the first quarter of 2021, the Company completed the restructuring actions in the APAC region initiated during the fourth quarter of 2019 and incurred $0.1 million of severance and related costs, included in "Restructuring and other expense" in the Company's Consolidated Statements of Operations for the nine months ended September 30, 2021. During the second quarter of 2021, the Company also completed the restructuring actions initiated during the third quarter of 2020 in the Corporate division and recognized a $0.1 million recovery included in "Restructuring and other expense" in the Company's Consolidated Statements of Operations for the nine months ended September 30, 2021. Beginning in the first quarter of 2020, the Company continued its restructuring actions intended to reduce operating expenses as a result of the improved efficiencies gained from the execution of the Transformation Program. During the three and nine months ended September 30, 2020, the Company recognized $0.8 million and $3.9 million, respectively, of severance and related costs resulting from workforce reductions in the Americas region and Corporate as well as limited management restructurings. For the nine months ended September 30, 2020, these severance and related costs, consisting of $2.5 million in the Americas region and $1.4 million in the Corporate division, are included in "Restructuring and other expense" in the Company's Consolidated Statements of Operations. The Company also recognized costs in connection with restructuring actions initiated during the fourth quarter of 2019 in the EMEA and APAC regions. These costs include $1.4 million of severance and related costs included in "Restructuring and other expense" for the nine months ended September 30, 2020. The Company also recognized $0.4 million of inventory write-down included in "Cost of sales" for both the three and nine months ended September 30, 2020 and $0.5 million and $0.6 million of accelerated depreciation included in "Restructuring and other expense" for the three and nine months ended September 30, 2020, respectively. As the Company completes payments on each of its approved plans, the remaining restructuring liability is adjusted for the actual amounts incurred. No material adjustments for prior period restructuring liabilities were incurred during either of the three and nine months ended September 30, 2021 and 2020, respectively. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Comprehensive (loss) income includes foreign currency translation adjustments, changes in the fair value of certain financial derivative instruments that quality for hedge accounting and actuarial gains and losses arising from the Company's employee pension and postretirement benefit obligations. The components of the Company's AOCI are as follows: (in millions) September 30, December 31, 2021 2020 Accumulated other comprehensive loss: Foreign currency translation, net of income tax benefit of $1.4 million and $1.4 million, respectively $ 10.8 $ 19.1 Derivative instrument fair market value, net of income tax expense of $0.8 million and $1.1 million, respectively (0.9) — Employee pension and postretirement benefit adjustments, net of income tax benefit of $6.1 million and $6.6 million, respectively (36.4) (38.6) Total accumulated other comprehensive loss $ (26.5) $ (19.5) The summary of changes in AOCI for the three and nine months ended September 30, 2021 and 2020 are as follows: (in millions) Foreign Currency Translation (1) Gains and Losses on Cash Flow Hedges Pension & Postretirement Total Balance as of December 31, 2020 $ 19.1 $ — $ (38.6) $ (19.5) Other comprehensive loss before reclassifications (7.1) (0.2) (0.2) (7.5) Reclassifications — (0.4) 0.8 0.4 Tax effect of reclassifications — 0.1 (0.2) (0.1) Net current period other comprehensive (loss) income (7.1) (0.5) 0.4 (7.2) Balance as of March 31, 2021 $ 12.0 $ (0.5) $ (38.2) $ (26.7) Other comprehensive income before reclassifications 7.6 0.3 — 7.9 Reclassifications — (0.3) 0.8 0.5 Tax effect of reclassifications — — (0.2) (0.2) Net current period other comprehensive income 7.6 — 0.6 8.2 Balance as of June 30, 2021 $ 19.6 $ (0.5) $ (37.6) $ (18.5) Other comprehensive (loss) income before reclassifications (8.8) (0.2) 0.6 (8.4) Reclassifications — (0.4) 0.7 0.3 Tax effect — 0.2 (0.1) 0.1 Net current period other comprehensive (loss) income (8.8) (0.4) 1.2 (8.0) Balance as of September 30, 2021 $ 10.8 $ (0.9) $ (36.4) $ (26.5) (in millions) Foreign Currency Translation (1) Gains and Losses on Cash Flow Hedges Pension & Postretirement Total Balance as of December 31, 2019 $ (4.3) $ (1.6) $ (35.6) $ (41.5) Other comprehensive (loss) income before reclassifications (27.5) (1.1) 1.4 (27.2) Reclassifications — 0.6 0.7 1.3 Tax effect of reclassifications (0.7) 0.1 (0.1) (0.7) Net current period other comprehensive (loss) income (28.2) (0.4) 2.0 (26.6) Balance as of March 31, 2020 $ (32.5) $ (2.0) $ (33.6) $ (68.1) Other comprehensive income before reclassifications 17.6 0.2 0.2 18.0 Reclassifications — 0.6 0.8 1.4 Tax effect of reclassifications 0.5 (0.2) (0.2) 0.1 Net current period other comprehensive income 18.1 0.6 0.8 19.5 Balance as of June 30, 2020 $ (14.4) $ (1.4) $ (32.8) $ (48.6) Other comprehensive income (loss) before reclassifications 11.8 0.4 (1.1) 11.1 Reclassifications — 0.2 0.7 0.9 Tax effect — (0.1) (0.2) (0.3) Net current period other comprehensive income (loss) 11.8 0.5 (0.6) 11.7 Balance as of September 30, 2020 $ (2.6) $ (0.9) $ (33.4) $ (36.9) (1) Income taxes are not provided for foreign currency translation relating to indefinite investments in foreign subsidiaries, although the income tax effects within cumulative translation does include the impact of the net investment hedge transaction. Reclassification adjustments are made to avoid including items in both comprehensive (loss) income and net earnings (loss). Reclassifications from AOCI, net of tax, to income were as follows: (in millions) Three Months Ended September 30, Location 2021 2020 Gains (losses) on cash flow hedges: Foreign currency exchange contracts $ 0.4 $ (0.1) Cost of sales Commodity contracts — (0.1) Cost of sales Losses on cash flow hedges, before tax 0.4 (0.2) Tax effect (0.1) — Income tax expense (benefit) Gains (losses) on cash flow hedges, net of tax $ 0.3 $ (0.2) Amortization of pension and postretirement items: Amortization of prior service cost $ 0.1 $ — Other expense (income) — net Actuarial losses (0.8) (0.7) Other expense (income) — net Amortization of pension and postretirement items, before tax (0.7) (0.7) Tax effect 0.1 0.2 Income tax expense (benefit) Amortization of pension and postretirement items, net of tax $ (0.6) $ (0.5) Total reclassifications, net of tax $ (0.3) $ (0.7) (in millions) Nine Months Ended September 30, Recognized Location 2021 2020 Gains (losses) on cash flow hedges: Foreign currency exchange contracts $ 1.1 $ (0.5) Cost of sales Commodity contracts — (0.9) Cost of sales Losses on cash flow hedges, before tax 1.1 (1.4) Tax effect (0.2) 0.3 Income tax expense (benefit) Gains (losses) on cash flow hedges, net of tax $ 0.9 $ (1.1) Amortization of pension and postretirement items: Prior service cost $ 0.2 $ 0.1 Other expense (income) — net Actuarial losses (2.5) (2.3) Other expense (income) — net Amortization of pension and postretirement items, before tax (2.3) (2.2) Tax effect 0.5 0.5 Income tax expense (benefit) Amortization of pension and postretirement items, net of tax $ (1.8) $ (1.7) Total reclassifications, net of tax $ (0.9) $ (2.8) |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | Earnings (Loss) Per Share The Company presents earnings (loss) per share on a basic and diluted basis. Basic earnings (loss) per share is computed by dividing net earnings or (loss) by the weighted average number of common shares outstanding during the reported period. Diluted earnings (loss) per share includes the dilutive effect of common stock equivalents, consisting of stock options, restricted stock units and performance share units, using the treasury stock method. Performance share units, which are considered contingently issuable, are considered dilutive when the related performance criterion has been met. As the Company reported net earnings for the three and nine months ended September 30, 2021 and the three months ended September 30, 2020, basic and diluted earnings per share are calculated as outlined above. As the Company reported a net l oss for the nine months ended September 30, 2020, the weighted average shares outstanding is the same for both the basic loss per share and diluted loss per share calculations as the inclusion of potential shares of common stock equivalents would be antidilutive. The components of weighted average basic and diluted shares outstanding are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Weighted average shares outstanding — Basic 142,193,094 141,512,207 141,914,325 141,481,963 Effect of dilutive securities: Stock options 544,243 — 428,007 — Unvested restricted stock units 621,230 48,540 516,029 — Unvested performance share units 54,964 — 47,598 — Effect of dilutive securities 1,220,437 48,540 991,634 — Weighted average shares outstanding — Diluted 143,413,531 141,560,747 142,905,959 141,481,963 For the nine months ended September 30, 2021 there were 0.3 million securities excluded fro m the computation of earnings per share because the effect of including such securities would have been antidilutive. In addition, certain performance share units whose conditions were not met at the end of each of the respective reporting periods have also been excluded from the computation of earnings per share. As a result of the Company's net loss for the nine months ended September 30, 2020, all of the potentially issuable common stock was excluded from the diluted per share calculations because the effect of including these potential shares was antidilutive, even though the exercise price could be less than the average market price of the common shares. As of September 30, 2020, the total number of shares of common stock issuable pursuant to the Company's outstanding stock-based compensation awards is as follows: September 30, 2020 Potential shares of common stock: Stock options 2,148,864 Unvested restricted stock units 788,584 Unvested performance share units (1) 648,590 Total potential shares of common stock 3,586,038 |
Business Segments
Business Segments | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Business Segments | Business Segments The Company identifies its geographic business segments using the "management approach," which designates the internal organization used by management for making operating decisions and assessing performance as the source for determining the Company's geographic business segments. Management organizes and manages the business based on three geographic business segments: the Americas, EMEA and APAC. The accounting policies of the Company's geographic business segments are the same as those described in Note 2, "Basis of Presentation and Summary of Significant Accounting Policies." The Company evaluates segment performance based on an "Adjusted Operating EBITDA" metric. Adjusted Operating EBITDA, a non-GAAP financial measure, is defined as net earnings before interest expense, income taxes, other income or expense, depreciation and amortization expense plus certain other items such as loss from impairment of assets, gain or loss from disposal of assets, restructuring activities, separation expense, loss on modification or extinguishment of debt, acquisition-related transaction and integration costs, Transformation Program expense and certain other items. In addition, certain corporate-level expenses and eliminations are not allocated to the segments. These unallocated expenses include corporate overhead, stock-based compensation expense and certain other non-operating expenses. The Company's presentation of Adjusted Operating EBITDA may not be comparable to similar measures used by other companies and are not necessarily indicative of the results of operations that would have occurred had each operating business segment been an independent, stand-alone entity during the periods presented. The following table presents financial information relating to the Company's geographic business segments, reconciled to "Net sales" and "Earnings (loss) before income taxes" included in the Company's Consolidated Statements of Operations presented in accordance with U.S. GAAP as follows: (in millions, except percentage data) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Net sales: Americas $ 318.9 $ 221.8 $ 870.0 $ 630.9 EMEA 121.2 73.9 326.9 209.5 APAC 68.2 48.0 180.7 141.5 Elimination of intersegment sales (96.8) (45.2) (253.7) (148.5) Total net sales $ 411.5 $ 298.5 $ 1,123.9 $ 833.4 Segment Adjusted Operating EBITDA: Americas $ 56.7 $ 34.8 $ 166.7 $ 105.8 EMEA 27.6 10.5 63.2 29.6 APAC 11.1 8.4 26.9 22.3 Total Segment Adjusted Operating EBITDA 95.4 53.7 256.8 157.7 Corporate and unallocated expenses (20.3) (8.1) (58.4) (46.8) Amortization expense (10.2) (10.2) (30.9) (30.2) Depreciation expense (5.7) (5.1) (16.6) (15.5) Transaction costs (1) (5.2) (0.1) (13.5) (0.2) Other items (2) — (0.2) 2.1 (3.6) Transformation Program expense (3) (0.9) (6.7) (4.4) (20.9) Restructuring activities (4) (0.4) (1.7) (0.7) (6.3) Loss from impairment and disposal of assets — net (0.1) (0.4) (0.1) (11.7) Earnings from operations 52.6 21.2 134.3 22.5 Interest expense (5) (18.8) (19.6) (56.5) (62.4) Other (expense) income — net (5) (0.4) 2.1 (6.3) 3.1 Earnings (loss) before income taxes $ 33.4 $ 3.7 $ 71.5 $ (36.8) (1) Transaction costs for the three and nine months ended September 30, 2021 are related to the pending sale of the Company and consist primarily of professional services recorded in "Selling, general and administrative expenses." Transaction costs for the three and nine months ended September 30, 2020 are related to professional services and other direct acquisition and integration costs recorded in "Selling, general and administrative expenses." (2) Other items are costs which are not representative of the Company's operational performance. For the nine months ended September 30, 2021, other items consist primarily of a partial recovery of $2.0 million from the diversion of funds in 2018 from one of the Company's EMEA locations and is included in "Selling, general and administrative expenses" in the Consolidated Statements of Operations. For the three and nine months ended September 30, 2020, other items represents the changes in the loss contingency estimate of $0.2 million and $3.6 million, respectively, due for customs duties, fees and interest on previously imported products, which is included in "Restructuring and other expense" in the Consolidated Statement of Operations. Refer to Note 11, "Contingencies and Significant Estimates," for discussion of the impact to the Consolidated Statements of Operations. (3) Transformation Program expense includes consulting and other costs associated with executing the Company's Transformation Program initiatives. Refer to Note 14, "Business Transformation Program and Restructuring" for discussion of the impact on the Consolidated Statements of Operations. (4) Restructuring activities include costs associated with actions to improve operating efficiencies and rationalization of the Company's cost structure. Refer to Note 14, "Business Transformation Program and Restructuring" for discussion of the impact on the Consolidated Statements of Operations. (5) As disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2020, amortization of debt issuance costs previously included as a component of "Other expense (income) — net" totaled $1.5 million and $3.9 million, respectively, for the three and nine months ended September 30, 2020 and has been reclassified to be included as a component of "Interest expense" in the Company's Consolidated Statements of Operations for the respective periods. Adjusted Operating EBITDA % by segment (6) : Americas 17.8 % 15.7 % 19.2 % 16.8 % EMEA 22.8 % 14.2 % 19.3 % 14.1 % APAC 16.3 % 17.5 % 14.9 % 15.8 % (6) Adjusted Operating EBITDA % is calculated by dividing Adjusted Operating EBITDA by net sales for each respective segment. (in millions) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Third-party net sales by geographic area (7) : United States $ 261.3 $ 190.0 $ 721.0 $ 530.0 Other Americas 24.1 14.6 62.1 44.1 EMEA 77.9 55.8 211.4 159.7 APAC 48.2 38.1 129.4 99.6 Total net sales by geographic area $ 411.5 $ 298.5 $ 1,123.9 $ 833.4 (7) Third-party net sales in the section above are attributed to geographic regions based on location of customer. Net sales by product class and geographic business segment are as follows: (in millions) Three Months Ended September 30, 2021 Commercial Foodservice Equipment Aftermarket Parts and Support Total Americas $ 235.3 $ 47.7 $ 283.0 EMEA 64.8 15.1 79.9 APAC 40.4 8.2 48.6 Total net sales $ 340.5 $ 71.0 $ 411.5 (in millions) Three Months Ended September 30, 2020 Commercial Foodservice Equipment Aftermarket Parts and Support Total Americas $ 171.2 $ 31.5 $ 202.7 EMEA 47.1 10.9 58.0 APAC 31.5 6.3 37.8 Total net sales $ 249.8 $ 48.7 $ 298.5 (in millions) Nine Months Ended September 30, 2021 Commercial Foodservice Equipment Aftermarket Parts and Support Total Americas $ 642.2 $ 131.7 $ 773.9 EMEA 182.5 38.0 220.5 APAC 106.6 22.9 129.5 Total net sales $ 931.3 $ 192.6 $ 1,123.9 (in millions) Nine Months Ended September 30, 2020 Commercial Foodservice Equipment Aftermarket Parts and Support Total Americas $ 480.8 $ 84.0 $ 564.8 EMEA 131.4 32.2 163.6 APAC 86.9 18.1 105.0 Total net sales $ 699.1 $ 134.3 $ 833.4 Total assets by geographic segment are as follows: (in millions) September 30, December 31, 2021 2020 Americas $ 1,577.3 $ 1,488.0 EMEA 363.6 347.6 APAC 205.3 209.0 Corporate 94.0 97.0 Total assets $ 2,240.2 $ 2,141.6 |
Subsidiary Guarantors and Senio
Subsidiary Guarantors and Senior Notes | 9 Months Ended |
Sep. 30, 2021 | |
Condensed Financial Information Disclosure [Abstract] | |
Subsidiary Guarantors and Senior Notes | Subsidiary Guarantors and Senior NotesThe following tables present consolidating financial information for (a) Welbilt ("Parent"); (b) the guarantors of the Senior Notes, which include substantially all of the domestic, 100% owned subsidiaries of Welbilt ("Guarantor Subsidiaries"); and (c) the wholly-owned foreign subsidiaries of Welbilt, which do not guarantee the Senior Notes ("Non-Guarantor Subsidiaries"). The information includes elimination entries necessary to consolidate the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries. Investments in subsidiaries are accounted for using the equity method of accounting. The principal elimination entries eliminate investments in subsidiaries, equity and intercompany balances and transactions. Separate financial statements of the Guarantor Subsidiaries are not presented because as guarantors, these subsidiaries are fully and unconditionally, jointly and severally liable under the guarantees, except for normal and customary release provisions. (Unaudited) (in millions) Three Months Ended September 30, 2021 Parent Guarantor Non- Consolidating Adjustments Consolidated Net sales $ — $ 296.6 $ 259.5 $ (144.6) $ 411.5 Cost of sales — 227.9 180.7 (144.6) 264.0 Gross profit — 68.7 78.8 — 147.5 Selling, general and administrative expenses 19.4 35.1 30.1 — 84.6 Amortization expense — 7.1 2.8 — 9.9 Restructuring and other expense — — 0.3 — 0.3 Loss from impairment and disposal of assets — net — 0.1 — — 0.1 (Loss) earnings from operations (19.4) 26.4 45.6 — 52.6 Interest expense 18.7 0.1 — — 18.8 Other (income) expense — net (36.5) (19.4) 15.9 40.4 0.4 Equity in earnings of subsidiaries 55.9 22.2 — (78.1) — Earnings before income taxes 54.3 67.9 29.7 (118.5) 33.4 Income tax (benefit) expense (11.0) 12.0 7.5 — 8.5 Net earnings $ 65.3 $ 55.9 $ 22.2 $ (118.5) $ 24.9 Total other comprehensive loss, net of tax (7.9) (8.0) (8.2) 16.1 (8.0) Comprehensive income $ 57.4 $ 47.9 $ 14.0 $ (102.4) $ 16.9 WELBILT, INC. Consolidating Statement of Operations (Unaudited) Three Months Ended September 30, 2020 (in millions) Parent Guarantor Non- Consolidating Adjustments Consolidated Net sales $ — $ 201.2 $ 169.1 $ (71.8) $ 298.5 Cost of sales 0.2 155.9 108.9 (71.8) 193.2 Gross profit (0.2) 45.3 60.2 — 105.3 Selling, general and administrative expenses 15.5 28.9 27.9 — 72.3 Amortization expense — 7.2 2.7 — 9.9 Restructuring and other expense 0.1 0.7 0.7 — 1.5 Loss (gain) from impairment and disposal of assets — net 0.1 0.5 (0.2) — 0.4 (Loss) earnings from operations (15.9) 8.0 29.1 — 21.2 Interest expense 19.2 0.2 0.2 — 19.6 Other (income) expense — net (3.3) (5.9) 7.1 — (2.1) Equity in earnings of subsidiaries 19.6 11.5 — (31.1) — (Loss) earnings before income taxes (12.2) 25.2 21.8 (31.1) 3.7 Income tax (benefit) expense (17.1) 5.6 10.3 — (1.2) Net earnings $ 4.9 $ 19.6 $ 11.5 $ (31.1) $ 4.9 Total other comprehensive income, net of tax 11.8 11.6 11.0 (22.7) 11.7 Comprehensive income $ 16.7 $ 31.2 $ 22.5 $ (53.8) $ 16.6 (in millions) Nine Months Ended September 30, 2021 Parent Guarantor Non- Consolidating Adjustments Consolidated Net sales $ — $ 802.5 $ 696.8 $ (375.4) $ 1,123.9 Cost of sales — 601.4 487.7 (375.4) 713.7 Gross profit — 201.1 209.1 — 410.2 Selling, general and administrative expenses 60.0 99.3 86.3 — 245.6 Amortization expense — 21.2 8.5 — 29.7 Restructuring (recovery) and other expense (0.1) (0.1) 0.7 — 0.5 Loss from impairment and disposal of assets — net — 0.1 — — 0.1 (Loss) earnings from operations (59.9) 80.6 113.6 — 134.3 Interest expense 56.0 0.5 — — 56.5 Other (income) expense — net (103.8) (1.1) 45.3 65.9 6.3 Equity in earnings of subsidiaries 114.7 54.0 — (168.7) — Earnings before income taxes 102.6 135.2 68.3 (234.6) 71.5 Income tax (benefit) expense (19.8) 20.5 14.3 — 15.0 Net earnings $ 122.4 $ 114.7 $ 54.0 $ (234.6) $ 56.5 Total other comprehensive (loss), net of tax (6.9) (7.8) (7.8) 15.5 (7.0) Comprehensive income $ 115.5 $ 106.9 $ 46.2 $ (219.1) $ 49.5 WELBILT, INC. Consolidating Statement of Operations (Unaudited) (in millions) Nine Months Ended September 30, 2020 Parent Guarantor Non- Consolidating Adjustments Consolidated Net sales $ — $ 581.8 $ 506.9 $ (255.3) $ 833.4 Cost of sales — 448.7 351.5 (255.3) 544.9 Gross profit — 133.1 155.4 — 288.5 Selling, general and administrative expenses 45.1 84.0 86.5 — 215.6 Amortization expense — 21.3 7.9 — 29.2 Restructuring and other expense 1.4 5.5 2.6 — 9.5 Loss from impairment and disposal of assets — net 0.1 0.5 11.1 — 11.7 (Loss) earnings from operations (46.6) 21.8 47.3 — 22.5 Interest expense 61.1 0.6 0.7 — 62.4 Other (income) expense — net (13.9) (17.4) 28.2 — (3.1) Equity in earnings of subsidiaries 26.5 8.2 — (34.7) — (Loss) earnings before income taxes (67.3) 46.8 18.4 (34.7) (36.8) Income tax (benefit) expense (39.7) 20.3 10.2 — (9.2) Net (loss) earnings $ (27.6) $ 26.5 $ 8.2 $ (34.7) $ (27.6) Total other comprehensive income, net of tax 4.6 5.5 4.6 (10.1) 4.6 Comprehensive (loss) income $ (23.0) $ 32.0 $ 12.8 $ (44.8) $ (23.0) WELBILT, INC. Consolidating Balance Sheet (Unaudited) (in millions) September 30, 2021 Parent Guarantor Non- Consolidating Adjustments Consolidated Assets Current assets: Cash and cash equivalents $ 6.4 $ 0.1 $ 105.4 $ 111.9 Restricted cash — — 0.5 — 0.5 Accounts receivable — net 0.3 108.8 103.4 — 212.5 Inventories — net — 154.5 117.1 — 271.6 Prepaids and other current assets 29.0 18.8 15.9 — 63.7 Total current assets 35.7 282.2 342.3 — 660.2 Property, plant and equipment — net 14.8 68.6 49.5 — 132.9 Operating lease right-of-use assets 2.0 5.5 37.2 — 44.7 Goodwill — 832.4 105.4 — 937.8 Other intangible assets — net 0.2 294.8 137.5 — 432.5 Due from affiliates — 3,519.9 — (3,519.9) — Investment in subsidiaries 4,602.1 — — (4,602.1) — Other non-current assets 9.2 6.0 16.9 — 32.1 Total assets $ 4,664.0 $ 5,009.4 $ 688.8 $ (8,122.0) $ 2,240.2 Liabilities and equity Current liabilities: Trade accounts payable $ — $ 71.2 $ 71.5 $ 142.7 Accrued expenses and other liabilities 22.4 87.9 71.2 — 181.5 Current portion of long-term debt and finance leases — 0.4 0.5 — 0.9 Product warranties — 20.4 11.9 — 32.3 Total current liabilities 22.4 179.9 155.1 — 357.4 Long-term debt and finance leases 1,374.5 — 0.6 — 1,375.1 Deferred income taxes 43.8 — 30.6 — 74.4 Pension and postretirement health liabilities 11.5 9.5 0.8 — 21.8 Due to affiliates 2,860.0 — 660.0 (3,520.0) — Investment in subsidiaries — 198.5 — (198.5) — Operating lease liabilities 1.8 3.9 29.9 — 35.6 Other long-term liabilities 11.4 15.5 10.3 — 37.2 Total non-current liabilities 4,303.0 227.4 732.2 (3,718.5) 1,544.1 Total equity (deficit) 338.6 4,602.1 (198.5) (4,403.5) 338.7 Total liabilities and equity $ 4,664.0 $ 5,009.4 $ 688.8 $ (8,122.0) $ 2,240.2 WELBILT, INC. Consolidating Balance Sheet (Unaudited) (in millions) December 31, 2020 Parent Guarantor Non- Consolidating Adjustments Consolidated Assets Current assets: Cash and cash equivalents $ 8.6 $ — $ 116.6 $ (0.2) $ 125.0 Restricted cash — — 0.4 — 0.4 Accounts receivable — net 0.4 72.0 93.5 — 165.9 Inventories — net — 83.4 97.2 — 180.6 Prepaids and other current assets 24.2 2.5 23.4 — 50.1 Total current assets 33.2 157.9 331.1 (0.2) 522.0 Property, plant and equipment — net 14.2 70.6 44.3 — 129.1 Operating lease right-of-use assets 2.2 3.9 41.4 — 47.5 Goodwill — 832.4 110.5 — 942.9 Other intangible assets — net 0.2 315.6 153.8 — 469.6 Intercompany long-term notes receivable — 5.8 9.9 (15.7) — Due from affiliates — 3,509.9 — (3,509.9) — Investment in subsidiaries 4,485.8 — — (4,485.8) — Other non-current assets 8.3 4.4 17.8 — 30.5 Total assets $ 4,543.9 $ 4,900.5 $ 708.8 $ (8,011.6) $ 2,141.6 Liabilities and equity Current liabilities: Trade accounts payable $ — $ 44.0 $ 42.5 $ (0.1) $ 86.4 Accrued expenses and other liabilities 33.6 66.1 64.5 — 164.2 Current portion of long-term debt and finance leases — 0.4 0.6 — 1.0 Product warranties — 19.7 10.2 — 29.9 Total current liabilities 33.6 130.2 117.8 (0.1) 281.5 Long-term debt and finance leases 1,406.7 0.3 0.8 — 1,407.8 Deferred income taxes 43.4 — 33.1 — 76.5 Pension and postretirement health liabilities 12.9 10.2 4.7 — 27.8 Intercompany long-term notes payable 15.7 — — (15.7) — Due to affiliates 2,743.0 — 766.9 (3,509.9) — Investment in subsidiaries — 254.2 — (254.2) — Operating lease liabilities 2.1 2.3 33.3 — 37.7 Other long-term liabilities 13.4 17.5 6.4 — 37.3 Total non-current liabilities 4,237.2 284.5 845.2 (3,779.8) 1,587.1 Total equity (deficit) 273.1 4,485.8 (254.2) (4,231.7) 273.0 Total liabilities and equity $ 4,543.9 $ 4,900.5 $ 708.8 $ (8,011.6) $ 2,141.6 WELBILT, INC. Consolidating Statement of Cash Flows (Unaudited) (in millions) Nine Months Ended September 30, 2021 Parent Guarantor Non- Consolidating Adjustments Consolidated Cash flows from operating activities Net cash (used in) provided by operating activities $ (71.6) $ 10.6 $ 95.0 $ 0.2 $ 34.2 Cash flows from investing activities Capital expenditures (2.9) (5.8) (8.5) — (17.2) Intercompany investment — (4.3) (97.0) 101.3 — Net cash used in investing activities (2.9) (10.1) (105.5) 101.3 (17.2) Cash flows from financing activities Proceeds from long-term debt 168.0 — — — 168.0 Repayments on long-term debt and finance leases (203.1) (0.4) (0.5) — (204.0) Exercises of stock options 7.9 — — — 7.9 Payments on tax withholdings for equity awards (1.8) — — — (1.8) Intercompany financing 101.3 — — (101.3) — Net cash provided by (used in) financing activities 72.3 (0.4) (0.5) (101.3) (29.9) Effect of exchange rate changes on cash — — (0.1) — (0.1) Net (decrease) increase in cash and cash equivalents and restricted cash (2.2) 0.1 (11.1) 0.2 (13.0) Balance at beginning of period 8.6 — 117.0 (0.2) 125.4 Balance at end of period $ 6.4 $ 0.1 $ 105.9 $ — $ 112.4 WELBILT, INC. Consolidating Statement of Cash Flows (Unaudited) (in millions) Nine Months Ended September 30, 2020 Parent Guarantor Non- Consolidating Adjustments Consolidated Cash flows from operating activities Net cash (used in) provided by operating activities $ (81.0) $ 50.4 $ 4.6 $ (0.9) $ (26.9) Cash flows from investing activities Capital expenditures (1.7) (9.3) (4.9) — (15.9) Acquisition of intangible assets — (0.2) — — (0.2) Intercompany investment — (41.0) 5.6 35.4 — Other (3.9) — — — (3.9) Net cash (used in) provided by investing activities (5.6) (50.5) 0.7 35.4 (20.0) Cash flows from financing activities Proceeds from long-term debt 172.5 — — — 172.5 Repayments on long-term debt and finance leases (112.5) (0.6) (18.1) — (131.2) Debt issuance costs (2.1) — — — (2.1) Exercises of stock options 1.1 — — — 1.1 Payments on tax withholdings for equity awards (0.7) — — — (0.7) Intercompany financing 35.4 — — (35.4) — Net cash provided by (used in) financing activities 93.7 (0.6) (18.1) (35.4) 39.6 Effect of exchange rate changes on cash — — (0.3) — (0.3) Net increase (decrease) in cash and cash equivalents and restricted cash 7.1 (0.7) (13.1) (0.9) (7.6) Balance at beginning of period 10.7 0.7 119.3 — 130.7 Balance at end of period $ 17.8 $ — $ 106.2 $ (0.9) $ 123.1 |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | Principles of Consolidation and Basis of Presentation The accompanying unaudited consolidated financial statements include the accounts of Welbilt and its wholly-owned subsidiaries and have been prepared by the Company, pursuant to the rules and regulations of the SEC. The Company prepares its financial statements in accordance with accounting principles generally accepted in the U.S. ("U.S. GAAP"). All intercompany balances and transactions between the Company and its affiliates have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Significant items subject to such estimates and assumptions include inventory obsolescence costs, fair value of goodwill and indefinite lived intangible assets, warranty costs, product liability costs, employee benefit programs, sales rebates and the measurement of income tax assets and liabilities. The Company bases its estimates on historical experience and on various other assumptions that the Company believes to be reasonable under the circumstances. On an ongoing basis, the Company evaluates these assumptions, judgments and estimates. Actual results may differ from these estimates. On September 9th, 2021 President Biden announced a proposed new rule which would mandate the COVID-19 vaccine or weekly testing for most U.S. employees, which would include employees of the Company. This rule is expected be implemented through an Emergency Temporary Standard ("ETS") that will be promulgated by the Occupational Safety and Health Administration. If the ETS is ultimately issued and implemented, the Company expects there would be further disruptions to the Company's operations, such as inability to maintain adequate staffing at the Company’s facilities, difficulties in replacing disqualified employees with temporary employees or new hires, increased costs and diminished availability of raw materials and component parts, and increased compliance burdens, including financial costs, diversion of administrative resources, and increased downtimes to accommodate for weekly COVID-19 testing, resulting in delays in the manufacturing process, which would negatively impact the Company's future sales and ongoing customer relationships. The ongoing global COVID-19 pandemic has created and may continue to create significant uncertainty in the macroeconomic environment which, in addition to other unforeseen effects of this pandemic, may adversely impact the Company's future operating results. As a result, many of the Company's estimates and assumptions may require increased judgment and involve a higher degree of variability and volatility. As the impacts of the pandemic continue and additional information becomes available, these estimates may change materially in future periods. |
Government Assistance | Government Assistance The Company's policy for government assistance is to recognize the assistance when there is reasonable assurance that the Company has met the substantive conditions of and requirements for receiving the assistance. The government assistance is recorded as a reduction to the related expense to which the assistance relates. Beginning in the second quarter of 2020, as a result of the global COVID-19 pandemic, governments in various jurisdictions in which the Company operates have provided financial assistance designed to offset salary expenditures associated with companies maintaining their pre-pandemic employee headcount levels. The Company has applied and will continue to apply for such assistance programs where relevant requirements and conditions have been met. |
Recently Adopted and Not Yet Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, "Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting" ("ASU 2020-04") to provide temporary optional expedients and exceptions to U.S. GAAP guidance on contract modifications, hedge accounting and other transactions affected by the expected market transition from the London Interbank Offered Rate ("LIBOR") and other interbank offered rates to alternative reference rates. ASU 2020-04 is effective upon issuance and the Company may elect to apply the standard through December 31, 2022. This guidance primarily impacts the interest expense under the Company's 2016 Credit Agreement which utilizes LIBOR as a basis. As further discussed and defined in Note 8, "Debt", in October 2021, the Company executed a Suspension of Rights Agreement to the 2016 Credit Agreement, effective December 31, 2021, which among other provisions suspends the Company's ability to make non-USD currency draws under the Revolving Credit Facility and requires all outstanding non-USD currency loans to be repaid on or before December 31, 2021. As a result of the Suspension of Rights Agreement, there is no impact on the Company's consolidated financial statements related to the issuance of this guidance. In December 2019, the FASB issued ASU 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes" ("ASU 2019-12"), which amends, and is intended to simplify, existing guidance related to the accounting for income taxes. ASU 2019-12 was effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020. The Company adopted ASU 2019-12 prospectively as of January 1, 2021 which did not have a material impact on the Company's consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted Recent accounting guidance not discussed above is not applicable, did not have, or is not expected to have a material impact on the Company. |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Government Assistance Received | Government assistance has been reflected as a reduction to the related expense for which the assistance relates as follows: (in millions) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Reduction to related expense (1) : Cost of sales $ — $ 1.9 $ 1.8 $ 3.1 Selling, general and administrative expenses 0.1 3.2 1.4 5.4 Total $ 0.1 $ 5.1 $ 3.2 $ 8.5 As of September 30, 2021 and December 31, 2020, $0.5 million and $1.9 million, respectively, of government assistance was included as a reduction in capitalized labor, and is included as a component of "Inventories — net". As of September 30, 2020, $3.3 million of government assistance was included as a reduction in capitalized labor, and is included as a component of "Inventories — net". This portion of government assistance will be recognized as a reduction to "Cost of sales" when the associated inventory is sold. |
Inventories - Net (Tables)
Inventories - Net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | The components of "Inventories — net" are as follows: (in millions) September 30, December 31, 2021 2020 Inventories — net: Raw materials $ 125.9 $ 85.6 Work-in-process 20.1 13.9 Finished goods 129.9 85.4 Total inventories at FIFO cost 275.9 184.9 LIFO Reserve (4.3) (4.3) Total inventories — net $ 271.6 $ 180.6 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Components of Property, Plant and Equipment | The components of "Property, plant and equipment — net" are as follows: (in millions) September 30, December 31, 2021 2020 Property, plant and equipment — net: Land $ 9.6 $ 9.7 Building and improvements 104.5 99.8 Machinery, equipment and tooling 229.9 231.7 Furniture and fixtures 7.7 8.1 Computer hardware and software for internal use 70.2 66.8 Construction in progress 15.2 14.1 Total cost 437.1 430.2 Less accumulated depreciation (304.2) (301.1) Total property, plant and equipment — net $ 132.9 $ 129.1 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets - Net (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in the Carrying Amount of Goodwill by Geographic Segment | The changes in the carrying amount of goodwill by geographic business segment are as follows: (in millions) Americas EMEA APAC Total Goodwill balance at December 31, 2020 (1) $ 832.6 $ 89.3 $ 21.0 $ 942.9 Foreign currency impact — (5.1) — (5.1) Goodwill balance at September 30, 2021 $ 832.6 $ 84.2 $ 21.0 $ 937.8 |
Changes in Gross Carrying Amount and Balances of Finite-Lived Intangible Assets | The gross carrying amounts, impairment charges and accumulated amortization of the Company's intangible assets, other than goodwill, are as follows: (in millions) September 30, 2021 December 31, 2020 Gross Accumulated Net Gross Impairment Charges Accumulated Net Customer relationships $ 476.2 $ (290.8) $ 185.4 $ 479.1 $ — $ (271.6) $ 207.5 Trademarks and trade names 207.8 — 207.8 223.1 (11.1) — 212.0 Other intangibles 171.1 (135.2) 35.9 173.1 — (126.6) 46.5 Patents 5.8 (2.4) 3.4 5.8 — (2.2) 3.6 Total $ 860.9 $ (428.4) $ 432.5 $ 881.1 $ (11.1) $ (400.4) $ 469.6 |
Changes in Gross Carrying Amount and Balances of Indefinite-Lived Intangible Assets | The gross carrying amounts, impairment charges and accumulated amortization of the Company's intangible assets, other than goodwill, are as follows: (in millions) September 30, 2021 December 31, 2020 Gross Accumulated Net Gross Impairment Charges Accumulated Net Customer relationships $ 476.2 $ (290.8) $ 185.4 $ 479.1 $ — $ (271.6) $ 207.5 Trademarks and trade names 207.8 — 207.8 223.1 (11.1) — 212.0 Other intangibles 171.1 (135.2) 35.9 173.1 — (126.6) 46.5 Patents 5.8 (2.4) 3.4 5.8 — (2.2) 3.6 Total $ 860.9 $ (428.4) $ 432.5 $ 881.1 $ (11.1) $ (400.4) $ 469.6 |
Accrued Expenses and Other Li_2
Accrued Expenses and Other Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Liabilities | The components of "Accrued expenses and other liabilities" are as follows: (in millions) September 30, December 31, 2021 2020 Accrued expenses and other liabilities: Miscellaneous accrued expenses $ 36.2 $ 37.5 Employee related expenses 51.9 35.6 Accrued rebates and commissions 47.9 40.1 Current portion of operating lease liabilities 9.2 9.7 Interest payable 5.9 16.1 Customer deposits 9.5 3.9 Non-income taxes payable 6.1 3.6 Restructuring liabilities 1.9 4.0 Deferred revenues 3.6 2.9 Pension and postretirement health liabilities 2.1 2.1 Business Transformation Program related expenses — 0.8 Product liabilities 2.7 1.7 Income and other taxes payable 4.2 5.6 Derivative liabilities 0.3 0.6 Total accrued expenses and other liabilities $ 181.5 $ 164.2 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Debt | The carrying value of the Company's outstanding debt consists of the following: (in millions, except percentage data) September 30, 2021 December 31, 2020 Carrying Value Weighted Average Interest Rate Carrying Value Weighted Average Interest Rate Long-term debt and finance leases: Revolving Credit Facility $ 108.0 4.44 % $ 143.0 4.21 % Term Loan B Facility 855.0 2.94 % 855.0 3.45 % 9.50% Senior Notes due 2024 425.0 9.78 % 425.0 9.72 % Finance leases 1.5 4.71 % 2.2 4.80 % Total debt and finance leases, including current portion 1,389.5 1,425.2 Less current portion: Finance leases (0.9) (1.0) Unamortized debt issuance costs (1) (13.8) (16.7) Hedge accounting fair value adjustment (2) 0.3 0.3 Total long-term debt and finance leases $ 1,375.1 $ 1,407.8 Total debt issuance costs, net of amortization as of September 30, 2021 and December 31, 2020, were $16.5 million and $20.3 million, respectively, of which $2.7 million and $3.6 million, respectively, are related to the Revolving Credit Facility and recorded in "Other non-current assets" in the Consolidated Balance Sheets. As previously disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2020, amortization of debt issuance costs previously included as a component of "Other expense (income) — net" totaled $3.9 million for the nine months ended September 30, 2020 and has been reclassified to be included as a component of "Interest expense" in the Company's Consolidated Statements of Operations. (2) Balance represents deferred gains from the terminations of interest rate swaps designated as fair value hedges. |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Outstanding Commodity and Currency Forward Contracts | The outstanding currency forward contracts, which were entered into as hedges of forecasted transactions and continue to qualify for hedge accounting, are as follows: Currency (in millions) Units Hedged September 30, December 31, 2021 2020 Canadian Dollar 3.7 6.4 Euro 1.3 3.3 British Pound 1.5 6.1 Mexican Peso 15.3 92.8 Singapore Dollar 0.7 2.3 The Company also had the following outstanding currency forward contracts that were not designated as hedging instruments: Currency (in millions) Contracted Units September 30, December 31, 2021 2020 Canadian Dollar 1.9 1.1 Euro 75.1 84.2 Swiss Franc 7.0 7.0 British Pound 12.4 1.0 Singapore Dollar 0.3 0.3 Mexican Peso 8.0 13.8 |
Schedule of Impact of Derivative Instruments on the Consolidated Statements of Comprehensive Income (Loss) and the Consolidated Statements of Operations | The effects of the Company's derivative instruments on the Consolidated Statements of Comprehensive Income (Loss) and Consolidated Statements of Operations for gains or losses initially recognized in AOCI in the Consolidated Balance Sheets were as follows: Derivatives in cash flow hedging relationships Pretax gain/(loss) recognized in AOCI Pretax gain/(loss) reclassified from AOCI into income (in millions) Three Months Ended September 30, Location Three Months Ended September 30, 2021 2020 2021 2020 Foreign currency exchange contracts $ (0.2) $ 0.4 Cost of sales $ 0.4 $ (0.1) Commodity contracts — — Cost of sales — (0.1) Total $ (0.2) $ 0.4 $ 0.4 $ (0.2) Derivatives in cash flow hedging relationships Pretax gain/(loss) recognized in AOCI Pretax gain/(loss) reclassified from AOCI into income (in millions) Nine Months Ended September 30, Location Nine Months Ended September 30, 2021 2020 2021 2020 Foreign currency exchange contracts $ (0.1) $ (0.5) Cost of sales $ 1.1 $ (0.5) Commodity contracts — — Cost of sales — (0.9) Total $ (0.1) $ (0.5) $ 1.1 $ (1.4) The table below presents the effect of the Company’s derivative financial instruments on the Consolidated Statements of Operations: (in millions) Location and amount of gain/(loss) recognized on effect of fair value and cash flow derivative instruments Three Months Ended Three Months Ended September 30, 2021 September 30, 2020 Cost of Sales Interest Expense Cost of Sales Interest Expense Total amounts of expense line items presented in the Consolidated Statements of Operations in which effects of fair value and cash flow hedges are recorded $ 264.0 $ 18.8 $ 193.2 $ 19.6 The effects of fair value and cash flow hedging: Gain/(loss) on cash flow hedging relationships: Foreign currency exchange contracts: Amount of gain/(loss) reclassified from AOCI into income $ 0.4 $ — $ (0.1) $ — Commodity contracts: Amount of gain/(loss) reclassified from AOCI into income $ — $ — $ (0.1) $ — (in millions) Location and amount of gain/(loss) recognized on effect of fair value and cash flow derivative instruments Nine Months Ended Nine Months Ended September 30, 2021 September 30, 2020 Cost of Sales Interest Expense Cost of Sales Interest Expense Total amounts of expense line items presented in the Consolidated Statements of Operations in which effects of fair value and cash flow hedges are recorded $ 713.7 $ 56.5 $ 544.9 $ 62.4 The effects of fair value and cash flow hedging: Gain/(loss) on fair value hedging relationship: Interest rate contract: Hedged Item $ — $ — $ — $ 0.1 Gain/(loss) on cash flow hedging relationships: Foreign currency exchange contracts: Amount of gain/(loss) reclassified from AOCI into income $ 1.1 $ — $ (0.5) $ — Commodity contracts: Amount of gain/(loss) reclassified from AOCI into income $ — $ — $ (0.9) $ — The location and effects of the net investment hedge on the Consolidated Statements of Comprehensive Income (Loss) and Consolidated Statements of Operations are as follows: Derivatives in net investments hedging relationships Pretax gain/(loss) recognized in AOCI Gain/(loss) reclassified from AOCI into income Gain/(loss) recognized in income (amount excluded from effectiveness testing) (in millions) Nine Months Ended Location Nine Months Ended Location Nine Months Ended September 30, September 30, September 30, 2021 2020 2021 2020 2021 2020 Interest rate swap contract $ — $ (0.8) N/A $ — $ — Other expense (income) — net $ — $ 0.3 N/A = Not applicable |
Schedule of the Fair Value of Outstanding Derivative Contracts Recorded as Assets in the Accompanying Consolidated Balance Sheet | The fair value of outstanding derivative contracts recorded as assets in the Consolidated Balance Sheets are as follows: (in millions) Balance Sheet Location Asset Derivatives September 30, December 31, 2021 2020 Derivatives designated as hedging instruments: Foreign currency exchange contracts Prepaids and other current assets $ — $ 1.1 Total derivatives designated as hedging instruments $ — $ 1.1 Derivatives NOT designated as hedging instruments: Foreign currency exchange contracts Prepaids and other current assets $ 0.7 $ 0.9 Total derivatives NOT designated as hedging instruments $ 0.7 $ 0.9 Total asset derivatives $ 0.7 $ 2.0 |
Schedule of the Fair Value of Outstanding Derivative Contracts Recorded as Liabilities in the Accompanying Consolidated Balance Sheet | The fair value of outstanding derivative contracts recorded as liabilities in the Consolidated Balance Sheets are as follows: (in millions) Balance Sheet Location Liability Derivatives September 30, December 31, 2021 2020 Derivatives designated as hedging instruments: Foreign currency exchange contracts Accrued expenses and other liabilities $ 0.2 $ 0.2 Total derivatives designated as hedging instruments $ 0.2 $ 0.2 Derivatives NOT designated as hedging instruments: Foreign currency exchange contracts Accrued expenses and other liabilities $ 0.1 $ 0.4 Total derivatives NOT designated as hedging instruments $ 0.1 $ 0.4 Total liability derivatives $ 0.3 $ 0.6 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Financial Assets and Liabilities Accounted for at Fair Value on a Recurring Basis by level within the Fair Value Hierarchy | The following tables set forth financial assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2021 and December 31, 2020 by level within the fair value hierarchy. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. (in millions) Fair Value September 30, 2021 Level 1 Level 2 Level 3 Total Current assets: Foreign currency exchange contracts $ — $ 0.7 $ — $ 0.7 Total current assets at fair value — 0.7 — 0.7 Total assets at fair value $ — $ 0.7 $ — $ 0.7 Current liabilities: Foreign currency exchange contracts $ — $ 0.3 $ — $ 0.3 Total current liabilities at fair value — 0.3 — 0.3 Total liabilities at fair value $ — $ 0.3 $ — $ 0.3 (in millions) Fair Value December 31, 2020 Level 1 Level 2 Level 3 Total Current assets: Foreign currency exchange contracts $ — $ 2.0 $ — $ 2.0 Total current assets at fair value — 2.0 — 2.0 Total assets at fair value $ — $ 2.0 $ — $ 2.0 Current liabilities: Foreign currency exchange contracts $ — $ 0.6 $ — $ 0.6 Total current liabilities at fair value — 0.6 — 0.6 Total liabilities at fair value $ — $ 0.6 $ — $ 0.6 |
Product Warranties (Tables)
Product Warranties (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Guarantees and Product Warranties [Abstract] | |
Schedule of the Summary of Product Warranty Activity | The product warranty liability activity for the nine months ended September 30, 2021 is as follows: (in millions) Balance as of December 31, 2020 (1) $ 39.9 Additions for issuance of warranties 24.7 Settlements (in cash or in kind) (21.0) Currency translation impact (0.1) Balance as of September 30, 2021 (1) $ 43.5 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Retirement Benefits [Abstract] | |
Schedule of Components of Period Benefit Costs | The components of periodic benefit costs for the Company's Defined Benefit Plans are as follows: (in millions) Three Months Ended September 30, 2021 2020 Pension Plans Postretirement Pension Plans Postretirement Service cost - benefits earned during the period $ — $ — $ 0.1 $ — Interest cost of projected benefit obligations 0.7 — 1.0 — Expected return on assets (0.8) — (1.1) — Amortization of prior service cost — (0.1) — — Amortization of actuarial net loss 0.6 0.2 0.6 0.1 Net periodic benefit cost $ 0.5 $ 0.1 $ 0.6 $ 0.1 (in millions) Nine Months Ended September 30, 2021 2020 Pension Plans Postretirement Pension Plans Postretirement Service cost - benefits earned during the period $ — $ — $ 0.1 $ — Interest cost of projected benefit obligations 1.9 0.1 2.9 0.1 Expected return on assets (2.4) — (3.1) — Amortization of prior service cost — (0.2) — (0.1) Amortization of actuarial net loss 2.0 0.5 1.8 0.5 Net periodic benefit cost $ 1.5 $ 0.4 $ 1.7 $ 0.5 |
Business Transformation Progr_2
Business Transformation Program and Restructuring (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Restructuring and Related Activities [Abstract] | |
Components of Transformation Program expense | The Transformation Program expenses are classified as follows: (in millions) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Transformation Program expense: Cost of sales $ 0.7 $ 0.4 $ 1.8 $ 1.5 Selling, general and administrative expenses 0.2 6.3 2.6 19.4 Total $ 0.9 $ 6.7 $ 4.4 $ 20.9 |
Rollforward of all Restructuring Activities | The Company's restructuring activity and balance of the restructuring liability is as follows: (in millions) 2021 Plans 2020 Plans 2019 Plans 2018 and Previous Plans Workforce reductions Workforce reductions Workforce reductions Pension withdrawal obligation Total Restructuring liability as of December 31, 2020 $ — $ 2.4 $ 0.2 $ 8.6 $ 11.2 Restructuring activities 0.7 (0.1) 0.1 — 0.7 Cash payments (0.6) (2.0) (0.2) (1.0) (3.8) Restructuring liability as of September 30, 2021 $ 0.1 $ 0.3 $ 0.1 $ 7.6 $ 8.1 |
Restructuring Expense by Segment | The Company's restructuring expense by segment is as follows: (in millions) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Americas $ — $ 0.7 $ — $ 2.5 EMEA 0.4 (0.2) 0.7 0.3 APAC — 1.1 0.1 2.1 Corporate — 0.1 (0.1) 1.4 Total $ 0.4 $ 1.7 $ 0.7 $ 6.3 The Company's restructuring expense is reported in the Consolidated Statements of Operations as follows: (in millions) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Cost of sales $ 0.1 $ 0.4 $ 0.1 $ 0.4 Restructuring and other expense 0.3 1.3 0.6 5.9 Total restructuring activities $ 0.4 $ 1.7 $ 0.7 $ 6.3 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Reconciliations for the Changes in Accumulated Other Comprehensive Loss | The components of the Company's AOCI are as follows: (in millions) September 30, December 31, 2021 2020 Accumulated other comprehensive loss: Foreign currency translation, net of income tax benefit of $1.4 million and $1.4 million, respectively $ 10.8 $ 19.1 Derivative instrument fair market value, net of income tax expense of $0.8 million and $1.1 million, respectively (0.9) — Employee pension and postretirement benefit adjustments, net of income tax benefit of $6.1 million and $6.6 million, respectively (36.4) (38.6) Total accumulated other comprehensive loss $ (26.5) $ (19.5) The summary of changes in AOCI for the three and nine months ended September 30, 2021 and 2020 are as follows: (in millions) Foreign Currency Translation (1) Gains and Losses on Cash Flow Hedges Pension & Postretirement Total Balance as of December 31, 2020 $ 19.1 $ — $ (38.6) $ (19.5) Other comprehensive loss before reclassifications (7.1) (0.2) (0.2) (7.5) Reclassifications — (0.4) 0.8 0.4 Tax effect of reclassifications — 0.1 (0.2) (0.1) Net current period other comprehensive (loss) income (7.1) (0.5) 0.4 (7.2) Balance as of March 31, 2021 $ 12.0 $ (0.5) $ (38.2) $ (26.7) Other comprehensive income before reclassifications 7.6 0.3 — 7.9 Reclassifications — (0.3) 0.8 0.5 Tax effect of reclassifications — — (0.2) (0.2) Net current period other comprehensive income 7.6 — 0.6 8.2 Balance as of June 30, 2021 $ 19.6 $ (0.5) $ (37.6) $ (18.5) Other comprehensive (loss) income before reclassifications (8.8) (0.2) 0.6 (8.4) Reclassifications — (0.4) 0.7 0.3 Tax effect — 0.2 (0.1) 0.1 Net current period other comprehensive (loss) income (8.8) (0.4) 1.2 (8.0) Balance as of September 30, 2021 $ 10.8 $ (0.9) $ (36.4) $ (26.5) (in millions) Foreign Currency Translation (1) Gains and Losses on Cash Flow Hedges Pension & Postretirement Total Balance as of December 31, 2019 $ (4.3) $ (1.6) $ (35.6) $ (41.5) Other comprehensive (loss) income before reclassifications (27.5) (1.1) 1.4 (27.2) Reclassifications — 0.6 0.7 1.3 Tax effect of reclassifications (0.7) 0.1 (0.1) (0.7) Net current period other comprehensive (loss) income (28.2) (0.4) 2.0 (26.6) Balance as of March 31, 2020 $ (32.5) $ (2.0) $ (33.6) $ (68.1) Other comprehensive income before reclassifications 17.6 0.2 0.2 18.0 Reclassifications — 0.6 0.8 1.4 Tax effect of reclassifications 0.5 (0.2) (0.2) 0.1 Net current period other comprehensive income 18.1 0.6 0.8 19.5 Balance as of June 30, 2020 $ (14.4) $ (1.4) $ (32.8) $ (48.6) Other comprehensive income (loss) before reclassifications 11.8 0.4 (1.1) 11.1 Reclassifications — 0.2 0.7 0.9 Tax effect — (0.1) (0.2) (0.3) Net current period other comprehensive income (loss) 11.8 0.5 (0.6) 11.7 Balance as of September 30, 2020 $ (2.6) $ (0.9) $ (33.4) $ (36.9) |
Reclassification out of Accumulated Other Comprehensive Loss | Reclassifications from AOCI, net of tax, to income were as follows: (in millions) Three Months Ended September 30, Location 2021 2020 Gains (losses) on cash flow hedges: Foreign currency exchange contracts $ 0.4 $ (0.1) Cost of sales Commodity contracts — (0.1) Cost of sales Losses on cash flow hedges, before tax 0.4 (0.2) Tax effect (0.1) — Income tax expense (benefit) Gains (losses) on cash flow hedges, net of tax $ 0.3 $ (0.2) Amortization of pension and postretirement items: Amortization of prior service cost $ 0.1 $ — Other expense (income) — net Actuarial losses (0.8) (0.7) Other expense (income) — net Amortization of pension and postretirement items, before tax (0.7) (0.7) Tax effect 0.1 0.2 Income tax expense (benefit) Amortization of pension and postretirement items, net of tax $ (0.6) $ (0.5) Total reclassifications, net of tax $ (0.3) $ (0.7) (in millions) Nine Months Ended September 30, Recognized Location 2021 2020 Gains (losses) on cash flow hedges: Foreign currency exchange contracts $ 1.1 $ (0.5) Cost of sales Commodity contracts — (0.9) Cost of sales Losses on cash flow hedges, before tax 1.1 (1.4) Tax effect (0.2) 0.3 Income tax expense (benefit) Gains (losses) on cash flow hedges, net of tax $ 0.9 $ (1.1) Amortization of pension and postretirement items: Prior service cost $ 0.2 $ 0.1 Other expense (income) — net Actuarial losses (2.5) (2.3) Other expense (income) — net Amortization of pension and postretirement items, before tax (2.3) (2.2) Tax effect 0.5 0.5 Income tax expense (benefit) Amortization of pension and postretirement items, net of tax $ (1.8) $ (1.7) Total reclassifications, net of tax $ (0.9) $ (2.8) |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Components of Weighted Average Basic and Diluted Shares Outstanding | The components of weighted average basic and diluted shares outstanding are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Weighted average shares outstanding — Basic 142,193,094 141,512,207 141,914,325 141,481,963 Effect of dilutive securities: Stock options 544,243 — 428,007 — Unvested restricted stock units 621,230 48,540 516,029 — Unvested performance share units 54,964 — 47,598 — Effect of dilutive securities 1,220,437 48,540 991,634 — Weighted average shares outstanding — Diluted 143,413,531 141,560,747 142,905,959 141,481,963 |
Schedule of Antidilutive Potential Shares Of Common Stock | As a result of the Company's net loss for the nine months ended September 30, 2020, all of the potentially issuable common stock was excluded from the diluted per share calculations because the effect of including these potential shares was antidilutive, even though the exercise price could be less than the average market price of the common shares. As of September 30, 2020, the total number of shares of common stock issuable pursuant to the Company's outstanding stock-based compensation awards is as follows: September 30, 2020 Potential shares of common stock: Stock options 2,148,864 Unvested restricted stock units 788,584 Unvested performance share units (1) 648,590 Total potential shares of common stock 3,586,038 |
Business Segments (Tables)
Business Segments (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Financial Information Relating to the Company's Reportable Segments | The following table presents financial information relating to the Company's geographic business segments, reconciled to "Net sales" and "Earnings (loss) before income taxes" included in the Company's Consolidated Statements of Operations presented in accordance with U.S. GAAP as follows: (in millions, except percentage data) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Net sales: Americas $ 318.9 $ 221.8 $ 870.0 $ 630.9 EMEA 121.2 73.9 326.9 209.5 APAC 68.2 48.0 180.7 141.5 Elimination of intersegment sales (96.8) (45.2) (253.7) (148.5) Total net sales $ 411.5 $ 298.5 $ 1,123.9 $ 833.4 Segment Adjusted Operating EBITDA: Americas $ 56.7 $ 34.8 $ 166.7 $ 105.8 EMEA 27.6 10.5 63.2 29.6 APAC 11.1 8.4 26.9 22.3 Total Segment Adjusted Operating EBITDA 95.4 53.7 256.8 157.7 Corporate and unallocated expenses (20.3) (8.1) (58.4) (46.8) Amortization expense (10.2) (10.2) (30.9) (30.2) Depreciation expense (5.7) (5.1) (16.6) (15.5) Transaction costs (1) (5.2) (0.1) (13.5) (0.2) Other items (2) — (0.2) 2.1 (3.6) Transformation Program expense (3) (0.9) (6.7) (4.4) (20.9) Restructuring activities (4) (0.4) (1.7) (0.7) (6.3) Loss from impairment and disposal of assets — net (0.1) (0.4) (0.1) (11.7) Earnings from operations 52.6 21.2 134.3 22.5 Interest expense (5) (18.8) (19.6) (56.5) (62.4) Other (expense) income — net (5) (0.4) 2.1 (6.3) 3.1 Earnings (loss) before income taxes $ 33.4 $ 3.7 $ 71.5 $ (36.8) (1) Transaction costs for the three and nine months ended September 30, 2021 are related to the pending sale of the Company and consist primarily of professional services recorded in "Selling, general and administrative expenses." Transaction costs for the three and nine months ended September 30, 2020 are related to professional services and other direct acquisition and integration costs recorded in "Selling, general and administrative expenses." (2) Other items are costs which are not representative of the Company's operational performance. For the nine months ended September 30, 2021, other items consist primarily of a partial recovery of $2.0 million from the diversion of funds in 2018 from one of the Company's EMEA locations and is included in "Selling, general and administrative expenses" in the Consolidated Statements of Operations. For the three and nine months ended September 30, 2020, other items represents the changes in the loss contingency estimate of $0.2 million and $3.6 million, respectively, due for customs duties, fees and interest on previously imported products, which is included in "Restructuring and other expense" in the Consolidated Statement of Operations. Refer to Note 11, "Contingencies and Significant Estimates," for discussion of the impact to the Consolidated Statements of Operations. (3) Transformation Program expense includes consulting and other costs associated with executing the Company's Transformation Program initiatives. Refer to Note 14, "Business Transformation Program and Restructuring" for discussion of the impact on the Consolidated Statements of Operations. (4) Restructuring activities include costs associated with actions to improve operating efficiencies and rationalization of the Company's cost structure. Refer to Note 14, "Business Transformation Program and Restructuring" for discussion of the impact on the Consolidated Statements of Operations. (5) As disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, 2020, amortization of debt issuance costs previously included as a component of "Other expense (income) — net" totaled $1.5 million and $3.9 million, respectively, for the three and nine months ended September 30, 2020 and has been reclassified to be included as a component of "Interest expense" in the Company's Consolidated Statements of Operations for the respective periods. Adjusted Operating EBITDA % by segment (6) : Americas 17.8 % 15.7 % 19.2 % 16.8 % EMEA 22.8 % 14.2 % 19.3 % 14.1 % APAC 16.3 % 17.5 % 14.9 % 15.8 % (6) Adjusted Operating EBITDA % is calculated by dividing Adjusted Operating EBITDA by net sales for each respective segment. (in millions) Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Third-party net sales by geographic area (7) : United States $ 261.3 $ 190.0 $ 721.0 $ 530.0 Other Americas 24.1 14.6 62.1 44.1 EMEA 77.9 55.8 211.4 159.7 APAC 48.2 38.1 129.4 99.6 Total net sales by geographic area $ 411.5 $ 298.5 $ 1,123.9 $ 833.4 (7) Third-party net sales in the section above are attributed to geographic regions based on location of customer. Net sales by product class and geographic business segment are as follows: (in millions) Three Months Ended September 30, 2021 Commercial Foodservice Equipment Aftermarket Parts and Support Total Americas $ 235.3 $ 47.7 $ 283.0 EMEA 64.8 15.1 79.9 APAC 40.4 8.2 48.6 Total net sales $ 340.5 $ 71.0 $ 411.5 (in millions) Three Months Ended September 30, 2020 Commercial Foodservice Equipment Aftermarket Parts and Support Total Americas $ 171.2 $ 31.5 $ 202.7 EMEA 47.1 10.9 58.0 APAC 31.5 6.3 37.8 Total net sales $ 249.8 $ 48.7 $ 298.5 (in millions) Nine Months Ended September 30, 2021 Commercial Foodservice Equipment Aftermarket Parts and Support Total Americas $ 642.2 $ 131.7 $ 773.9 EMEA 182.5 38.0 220.5 APAC 106.6 22.9 129.5 Total net sales $ 931.3 $ 192.6 $ 1,123.9 (in millions) Nine Months Ended September 30, 2020 Commercial Foodservice Equipment Aftermarket Parts and Support Total Americas $ 480.8 $ 84.0 $ 564.8 EMEA 131.4 32.2 163.6 APAC 86.9 18.1 105.0 Total net sales $ 699.1 $ 134.3 $ 833.4 Total assets by geographic segment are as follows: (in millions) September 30, December 31, 2021 2020 Americas $ 1,577.3 $ 1,488.0 EMEA 363.6 347.6 APAC 205.3 209.0 Corporate 94.0 97.0 Total assets $ 2,240.2 $ 2,141.6 |
Subsidiary Guarantors and Sen_2
Subsidiary Guarantors and Senior Notes (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Condensed Financial Information Disclosure [Abstract] | |
Consolidating Statement of Operations | (in millions) Three Months Ended September 30, 2021 Parent Guarantor Non- Consolidating Adjustments Consolidated Net sales $ — $ 296.6 $ 259.5 $ (144.6) $ 411.5 Cost of sales — 227.9 180.7 (144.6) 264.0 Gross profit — 68.7 78.8 — 147.5 Selling, general and administrative expenses 19.4 35.1 30.1 — 84.6 Amortization expense — 7.1 2.8 — 9.9 Restructuring and other expense — — 0.3 — 0.3 Loss from impairment and disposal of assets — net — 0.1 — — 0.1 (Loss) earnings from operations (19.4) 26.4 45.6 — 52.6 Interest expense 18.7 0.1 — — 18.8 Other (income) expense — net (36.5) (19.4) 15.9 40.4 0.4 Equity in earnings of subsidiaries 55.9 22.2 — (78.1) — Earnings before income taxes 54.3 67.9 29.7 (118.5) 33.4 Income tax (benefit) expense (11.0) 12.0 7.5 — 8.5 Net earnings $ 65.3 $ 55.9 $ 22.2 $ (118.5) $ 24.9 Total other comprehensive loss, net of tax (7.9) (8.0) (8.2) 16.1 (8.0) Comprehensive income $ 57.4 $ 47.9 $ 14.0 $ (102.4) $ 16.9 WELBILT, INC. Consolidating Statement of Operations (Unaudited) Three Months Ended September 30, 2020 (in millions) Parent Guarantor Non- Consolidating Adjustments Consolidated Net sales $ — $ 201.2 $ 169.1 $ (71.8) $ 298.5 Cost of sales 0.2 155.9 108.9 (71.8) 193.2 Gross profit (0.2) 45.3 60.2 — 105.3 Selling, general and administrative expenses 15.5 28.9 27.9 — 72.3 Amortization expense — 7.2 2.7 — 9.9 Restructuring and other expense 0.1 0.7 0.7 — 1.5 Loss (gain) from impairment and disposal of assets — net 0.1 0.5 (0.2) — 0.4 (Loss) earnings from operations (15.9) 8.0 29.1 — 21.2 Interest expense 19.2 0.2 0.2 — 19.6 Other (income) expense — net (3.3) (5.9) 7.1 — (2.1) Equity in earnings of subsidiaries 19.6 11.5 — (31.1) — (Loss) earnings before income taxes (12.2) 25.2 21.8 (31.1) 3.7 Income tax (benefit) expense (17.1) 5.6 10.3 — (1.2) Net earnings $ 4.9 $ 19.6 $ 11.5 $ (31.1) $ 4.9 Total other comprehensive income, net of tax 11.8 11.6 11.0 (22.7) 11.7 Comprehensive income $ 16.7 $ 31.2 $ 22.5 $ (53.8) $ 16.6 WELBILT, INC. Consolidating Statement of Operations (Unaudited) (in millions) Nine Months Ended September 30, 2021 Parent Guarantor Non- Consolidating Adjustments Consolidated Net sales $ — $ 802.5 $ 696.8 $ (375.4) $ 1,123.9 Cost of sales — 601.4 487.7 (375.4) 713.7 Gross profit — 201.1 209.1 — 410.2 Selling, general and administrative expenses 60.0 99.3 86.3 — 245.6 Amortization expense — 21.2 8.5 — 29.7 Restructuring (recovery) and other expense (0.1) (0.1) 0.7 — 0.5 Loss from impairment and disposal of assets — net — 0.1 — — 0.1 (Loss) earnings from operations (59.9) 80.6 113.6 — 134.3 Interest expense 56.0 0.5 — — 56.5 Other (income) expense — net (103.8) (1.1) 45.3 65.9 6.3 Equity in earnings of subsidiaries 114.7 54.0 — (168.7) — Earnings before income taxes 102.6 135.2 68.3 (234.6) 71.5 Income tax (benefit) expense (19.8) 20.5 14.3 — 15.0 Net earnings $ 122.4 $ 114.7 $ 54.0 $ (234.6) $ 56.5 Total other comprehensive (loss), net of tax (6.9) (7.8) (7.8) 15.5 (7.0) Comprehensive income $ 115.5 $ 106.9 $ 46.2 $ (219.1) $ 49.5 WELBILT, INC. Consolidating Statement of Operations (Unaudited) (in millions) Nine Months Ended September 30, 2020 Parent Guarantor Non- Consolidating Adjustments Consolidated Net sales $ — $ 581.8 $ 506.9 $ (255.3) $ 833.4 Cost of sales — 448.7 351.5 (255.3) 544.9 Gross profit — 133.1 155.4 — 288.5 Selling, general and administrative expenses 45.1 84.0 86.5 — 215.6 Amortization expense — 21.3 7.9 — 29.2 Restructuring and other expense 1.4 5.5 2.6 — 9.5 Loss from impairment and disposal of assets — net 0.1 0.5 11.1 — 11.7 (Loss) earnings from operations (46.6) 21.8 47.3 — 22.5 Interest expense 61.1 0.6 0.7 — 62.4 Other (income) expense — net (13.9) (17.4) 28.2 — (3.1) Equity in earnings of subsidiaries 26.5 8.2 — (34.7) — (Loss) earnings before income taxes (67.3) 46.8 18.4 (34.7) (36.8) Income tax (benefit) expense (39.7) 20.3 10.2 — (9.2) Net (loss) earnings $ (27.6) $ 26.5 $ 8.2 $ (34.7) $ (27.6) Total other comprehensive income, net of tax 4.6 5.5 4.6 (10.1) 4.6 Comprehensive (loss) income $ (23.0) $ 32.0 $ 12.8 $ (44.8) $ (23.0) |
Consolidating Balance Sheet | WELBILT, INC. Consolidating Balance Sheet (Unaudited) (in millions) September 30, 2021 Parent Guarantor Non- Consolidating Adjustments Consolidated Assets Current assets: Cash and cash equivalents $ 6.4 $ 0.1 $ 105.4 $ 111.9 Restricted cash — — 0.5 — 0.5 Accounts receivable — net 0.3 108.8 103.4 — 212.5 Inventories — net — 154.5 117.1 — 271.6 Prepaids and other current assets 29.0 18.8 15.9 — 63.7 Total current assets 35.7 282.2 342.3 — 660.2 Property, plant and equipment — net 14.8 68.6 49.5 — 132.9 Operating lease right-of-use assets 2.0 5.5 37.2 — 44.7 Goodwill — 832.4 105.4 — 937.8 Other intangible assets — net 0.2 294.8 137.5 — 432.5 Due from affiliates — 3,519.9 — (3,519.9) — Investment in subsidiaries 4,602.1 — — (4,602.1) — Other non-current assets 9.2 6.0 16.9 — 32.1 Total assets $ 4,664.0 $ 5,009.4 $ 688.8 $ (8,122.0) $ 2,240.2 Liabilities and equity Current liabilities: Trade accounts payable $ — $ 71.2 $ 71.5 $ 142.7 Accrued expenses and other liabilities 22.4 87.9 71.2 — 181.5 Current portion of long-term debt and finance leases — 0.4 0.5 — 0.9 Product warranties — 20.4 11.9 — 32.3 Total current liabilities 22.4 179.9 155.1 — 357.4 Long-term debt and finance leases 1,374.5 — 0.6 — 1,375.1 Deferred income taxes 43.8 — 30.6 — 74.4 Pension and postretirement health liabilities 11.5 9.5 0.8 — 21.8 Due to affiliates 2,860.0 — 660.0 (3,520.0) — Investment in subsidiaries — 198.5 — (198.5) — Operating lease liabilities 1.8 3.9 29.9 — 35.6 Other long-term liabilities 11.4 15.5 10.3 — 37.2 Total non-current liabilities 4,303.0 227.4 732.2 (3,718.5) 1,544.1 Total equity (deficit) 338.6 4,602.1 (198.5) (4,403.5) 338.7 Total liabilities and equity $ 4,664.0 $ 5,009.4 $ 688.8 $ (8,122.0) $ 2,240.2 WELBILT, INC. Consolidating Balance Sheet (Unaudited) (in millions) December 31, 2020 Parent Guarantor Non- Consolidating Adjustments Consolidated Assets Current assets: Cash and cash equivalents $ 8.6 $ — $ 116.6 $ (0.2) $ 125.0 Restricted cash — — 0.4 — 0.4 Accounts receivable — net 0.4 72.0 93.5 — 165.9 Inventories — net — 83.4 97.2 — 180.6 Prepaids and other current assets 24.2 2.5 23.4 — 50.1 Total current assets 33.2 157.9 331.1 (0.2) 522.0 Property, plant and equipment — net 14.2 70.6 44.3 — 129.1 Operating lease right-of-use assets 2.2 3.9 41.4 — 47.5 Goodwill — 832.4 110.5 — 942.9 Other intangible assets — net 0.2 315.6 153.8 — 469.6 Intercompany long-term notes receivable — 5.8 9.9 (15.7) — Due from affiliates — 3,509.9 — (3,509.9) — Investment in subsidiaries 4,485.8 — — (4,485.8) — Other non-current assets 8.3 4.4 17.8 — 30.5 Total assets $ 4,543.9 $ 4,900.5 $ 708.8 $ (8,011.6) $ 2,141.6 Liabilities and equity Current liabilities: Trade accounts payable $ — $ 44.0 $ 42.5 $ (0.1) $ 86.4 Accrued expenses and other liabilities 33.6 66.1 64.5 — 164.2 Current portion of long-term debt and finance leases — 0.4 0.6 — 1.0 Product warranties — 19.7 10.2 — 29.9 Total current liabilities 33.6 130.2 117.8 (0.1) 281.5 Long-term debt and finance leases 1,406.7 0.3 0.8 — 1,407.8 Deferred income taxes 43.4 — 33.1 — 76.5 Pension and postretirement health liabilities 12.9 10.2 4.7 — 27.8 Intercompany long-term notes payable 15.7 — — (15.7) — Due to affiliates 2,743.0 — 766.9 (3,509.9) — Investment in subsidiaries — 254.2 — (254.2) — Operating lease liabilities 2.1 2.3 33.3 — 37.7 Other long-term liabilities 13.4 17.5 6.4 — 37.3 Total non-current liabilities 4,237.2 284.5 845.2 (3,779.8) 1,587.1 Total equity (deficit) 273.1 4,485.8 (254.2) (4,231.7) 273.0 Total liabilities and equity $ 4,543.9 $ 4,900.5 $ 708.8 $ (8,011.6) $ 2,141.6 |
Consolidating Statement of Cash Flows | WELBILT, INC. Consolidating Statement of Cash Flows (Unaudited) (in millions) Nine Months Ended September 30, 2021 Parent Guarantor Non- Consolidating Adjustments Consolidated Cash flows from operating activities Net cash (used in) provided by operating activities $ (71.6) $ 10.6 $ 95.0 $ 0.2 $ 34.2 Cash flows from investing activities Capital expenditures (2.9) (5.8) (8.5) — (17.2) Intercompany investment — (4.3) (97.0) 101.3 — Net cash used in investing activities (2.9) (10.1) (105.5) 101.3 (17.2) Cash flows from financing activities Proceeds from long-term debt 168.0 — — — 168.0 Repayments on long-term debt and finance leases (203.1) (0.4) (0.5) — (204.0) Exercises of stock options 7.9 — — — 7.9 Payments on tax withholdings for equity awards (1.8) — — — (1.8) Intercompany financing 101.3 — — (101.3) — Net cash provided by (used in) financing activities 72.3 (0.4) (0.5) (101.3) (29.9) Effect of exchange rate changes on cash — — (0.1) — (0.1) Net (decrease) increase in cash and cash equivalents and restricted cash (2.2) 0.1 (11.1) 0.2 (13.0) Balance at beginning of period 8.6 — 117.0 (0.2) 125.4 Balance at end of period $ 6.4 $ 0.1 $ 105.9 $ — $ 112.4 WELBILT, INC. Consolidating Statement of Cash Flows (Unaudited) (in millions) Nine Months Ended September 30, 2020 Parent Guarantor Non- Consolidating Adjustments Consolidated Cash flows from operating activities Net cash (used in) provided by operating activities $ (81.0) $ 50.4 $ 4.6 $ (0.9) $ (26.9) Cash flows from investing activities Capital expenditures (1.7) (9.3) (4.9) — (15.9) Acquisition of intangible assets — (0.2) — — (0.2) Intercompany investment — (41.0) 5.6 35.4 — Other (3.9) — — — (3.9) Net cash (used in) provided by investing activities (5.6) (50.5) 0.7 35.4 (20.0) Cash flows from financing activities Proceeds from long-term debt 172.5 — — — 172.5 Repayments on long-term debt and finance leases (112.5) (0.6) (18.1) — (131.2) Debt issuance costs (2.1) — — — (2.1) Exercises of stock options 1.1 — — — 1.1 Payments on tax withholdings for equity awards (0.7) — — — (0.7) Intercompany financing 35.4 — — (35.4) — Net cash provided by (used in) financing activities 93.7 (0.6) (18.1) (35.4) 39.6 Effect of exchange rate changes on cash — — (0.3) — (0.3) Net increase (decrease) in cash and cash equivalents and restricted cash 7.1 (0.7) (13.1) (0.9) (7.6) Balance at beginning of period 10.7 0.7 119.3 — 130.7 Balance at end of period $ 17.8 $ — $ 106.2 $ (0.9) $ 123.1 |
Business and Organization (Deta
Business and Organization (Details) $ / shares in Units, distributor in Thousands, $ in Millions | Jul. 14, 2021USD ($)$ / shares | Sep. 30, 2021distributorsegmentmanufacturingFacility |
Business Acquisition [Line Items] | ||
Number of manufacturing facilities operating globally | manufacturingFacility | 19 | |
Number of distributors, dealers, buying groups and manufacturers' representatives (over) | distributor | 5 | |
Number of business segments | segment | 3 | |
Ali Group | ||
Business Acquisition [Line Items] | ||
Payment for termination fee | $ 110 | |
Welbilt, Inc. | Ali Group | ||
Business Acquisition [Line Items] | ||
Merger agreement, price per share (in shares) | $ / shares | $ 24 | |
Total purchase price | $ 3,500 | |
Enterprise value | $ 4,800 |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Unusual or Infrequent Item, or Both [Line Items] | |||||
Government assistance in the form of cash, cost abatements and retention credits | $ 0.6 | $ 6 | $ 3.7 | $ 11.8 | |
Receivable related to government assistance | 1.6 | 1.6 | $ 2.4 | ||
Government assistance received in the form of cash, cost abatements and retention credits | 0.1 | 5.1 | 3.2 | 8.5 | |
Government assistance included in inventory, net | 0.5 | 3.3 | 0.5 | 3.3 | $ 1.9 |
Cost of sales | |||||
Unusual or Infrequent Item, or Both [Line Items] | |||||
Government assistance received in the form of cash, cost abatements and retention credits | 0 | 1.9 | 1.8 | 3.1 | |
Selling, general and administrative expenses | |||||
Unusual or Infrequent Item, or Both [Line Items] | |||||
Government assistance received in the form of cash, cost abatements and retention credits | $ 0.1 | $ 3.2 | $ 1.4 | $ 5.4 |
Inventories - Net (Details)
Inventories - Net (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Inventories — net: | ||
Raw materials | $ 125.9 | $ 85.6 |
Work-in-process | 20.1 | 13.9 |
Finished goods | 129.9 | 85.4 |
Total inventories at FIFO cost | 275.9 | 184.9 |
LIFO Reserve | (4.3) | (4.3) |
Inventories — net | $ 271.6 | $ 180.6 |
Property, Plant and Equipment_3
Property, Plant and Equipment - Net (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment | ||
Total cost | $ 437.1 | $ 430.2 |
Less accumulated depreciation | (304.2) | (301.1) |
Total property, plant and equipment — net | 132.9 | 129.1 |
Land | ||
Property, Plant and Equipment | ||
Total cost | 9.6 | 9.7 |
Building and improvements | ||
Property, Plant and Equipment | ||
Total cost | 104.5 | 99.8 |
Machinery, equipment and tooling | ||
Property, Plant and Equipment | ||
Total cost | 229.9 | 231.7 |
Furniture and fixtures | ||
Property, Plant and Equipment | ||
Total cost | 7.7 | 8.1 |
Computer hardware and software for internal use | ||
Property, Plant and Equipment | ||
Total cost | 70.2 | 66.8 |
Construction in progress | ||
Property, Plant and Equipment | ||
Total cost | $ 15.2 | $ 14.1 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Net - Narrative (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Sep. 30, 2021 | Dec. 31, 2020 | |
Trademarks and trade names | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Net Book Value, indefinite-lived | $ 207,800,000 | $ 212,000,000 | |
Trademarks and trade names | Americas | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Net Book Value, indefinite-lived | 130,600,000 | 130,600,000 | |
Trademarks and trade names | EMEA | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Net Book Value, indefinite-lived | 69,900,000 | 73,600,000 | |
Trademarks and trade names | APAC | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Net Book Value, indefinite-lived | $ 7,300,000 | $ 7,800,000 | |
EMEA | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Impairment charges, indefinite-lived | $ 11,100,000 | ||
APAC | |||
Indefinite-lived Intangible Assets [Line Items] | |||
Impairment charges, indefinite-lived | $ 0 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Net - Changes in the Carrying Amount of Goodwill by Geographic Segment (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Goodwill [Roll Forward] | ||
Beginning net balance | $ 942.9 | |
Foreign currency impact | (5.1) | |
Ending net balance | 937.8 | |
Goodwill, accumulated impairment loss | $ 515.7 | |
Americas | ||
Goodwill [Roll Forward] | ||
Beginning net balance | 832.6 | |
Foreign currency impact | 0 | |
Ending net balance | 832.6 | |
Goodwill, accumulated impairment loss | 312.2 | |
EMEA | ||
Goodwill [Roll Forward] | ||
Beginning net balance | 89.3 | |
Foreign currency impact | (5.1) | |
Ending net balance | 84.2 | |
Goodwill, accumulated impairment loss | $ 203.5 | |
APAC | ||
Goodwill [Roll Forward] | ||
Beginning net balance | 21 | |
Foreign currency impact | 0 | |
Ending net balance | $ 21 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Net - Gross Carrying Amount and Accumulated Amortization of Finite-Lived Intangible Assets other than Goodwill (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Intangible asset balances by major asset class | ||
Gross Carrying Amount | $ 860.9 | $ 881.1 |
Accumulated Amortization Amount, finite-lived | (428.4) | (400.4) |
Impairment Charges | (11.1) | |
Net Book Value | 432.5 | 469.6 |
Customer relationships | ||
Intangible asset balances by major asset class | ||
Gross Carrying Amount, finite-lived | 476.2 | 479.1 |
Accumulated Amortization Amount, finite-lived | (290.8) | (271.6) |
Net Book Value, finite-lived | 185.4 | 207.5 |
Other intangibles | ||
Intangible asset balances by major asset class | ||
Gross Carrying Amount, finite-lived | 171.1 | 173.1 |
Accumulated Amortization Amount, finite-lived | (135.2) | (126.6) |
Net Book Value, finite-lived | 35.9 | 46.5 |
Patents | ||
Intangible asset balances by major asset class | ||
Gross Carrying Amount, finite-lived | 5.8 | 5.8 |
Accumulated Amortization Amount, finite-lived | (2.4) | (2.2) |
Net Book Value, finite-lived | 3.4 | 3.6 |
Trademarks and trade names | ||
Intangible asset balances by major asset class | ||
Gross Carrying Amount, indefinite-lived | 207.8 | 223.1 |
Impairment Charges | (11.1) | |
Net Book Value, indefinite-lived | $ 207.8 | $ 212 |
Accrued Expenses and Other Li_3
Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Accrued expenses and other liabilities: | ||
Miscellaneous accrued expenses | $ 36.2 | $ 37.5 |
Employee related expenses | 51.9 | 35.6 |
Accrued rebates and commissions | 47.9 | 40.1 |
Current portion of operating lease liabilities | 9.2 | 9.7 |
Interest payable | 5.9 | 16.1 |
Customer deposits | 9.5 | 3.9 |
Non-income taxes payable | 6.1 | 3.6 |
Restructuring liabilities | 1.9 | 4 |
Deferred revenues | 3.6 | 2.9 |
Pension and postretirement health liabilities | 2.1 | 2.1 |
Business Transformation Program related expenses | 0 | 0.8 |
Product liabilities | 2.7 | 1.7 |
Income and other taxes payable | 4.2 | 5.6 |
Derivative liabilities | 0.3 | 0.6 |
Total accrued expenses and other liabilities | $ 181.5 | $ 164.2 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Income Tax Contingency [Line Items] | |||||
Income tax provision | $ 8.5 | $ (1.2) | $ 15 | $ (9.2) | |
Effective tax rate | 25.40% | (32.40%) | 21.00% | 25.00% | |
Discrete tax expense (benefit) | $ (0.3) | $ (1.2) | $ (2.6) | $ 5 | |
U.S. federal statutory rate | 21.00% | ||||
Unrecognized tax benefits | 9.8 | $ 9.8 | $ 9.9 | ||
Prepaids and other current assets | |||||
Income Tax Contingency [Line Items] | |||||
Income taxes receivables | 31.9 | 31.9 | $ 27.4 | ||
Minimum | |||||
Income Tax Contingency [Line Items] | |||||
Unrecognized tax benefits reasonably possible to impact effective income tax rate | 0.2 | 0.2 | |||
Maximum | |||||
Income Tax Contingency [Line Items] | |||||
Unrecognized tax benefits reasonably possible to impact effective income tax rate | $ 1.8 | $ 1.8 |
Debt - Schedule of Outstanding
Debt - Schedule of Outstanding Debt (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | ||||
Carrying Value, finance leases | $ 1.5 | $ 2.2 | ||
Total debt and finance leases, including current portion | 1,389.5 | 1,425.2 | ||
Less: Current portion of finance leases | (0.9) | (1) | ||
Less: Unamortized debt issuance costs | (13.8) | (16.7) | ||
Less: Hedge accounting fair value adjustment | 0.3 | 0.3 | ||
Total long-term debt and finance leases | $ 1,375.1 | $ 1,407.8 | ||
Weighted Average Interest Rate, finance leases | 4.71% | 4.80% | ||
Outstanding debt issuance costs, net of amortization | $ 16.5 | $ 20.3 | ||
Debt issuance costs, revolving credit facility | 2.7 | 3.6 | ||
Amortization of debt issuance costs | (4) | $ (3.9) | ||
Adjustment | Other Income (Expense) | ||||
Debt Instrument [Line Items] | ||||
Amortization of debt issuance costs | $ 1.5 | $ 3.9 | ||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Carrying Value, long-term debt | $ 108 | $ 143 | ||
Weighted Average Interest Rate, long-term debt | 4.44% | 4.21% | ||
Term Loan B Facility | ||||
Debt Instrument [Line Items] | ||||
Carrying Value, long-term debt | $ 855 | $ 855 | ||
Weighted Average Interest Rate, long-term debt | 2.94% | 3.45% | ||
9.50% Senior Notes due 2024 | ||||
Debt Instrument [Line Items] | ||||
Carrying Value, long-term debt | $ 425 | $ 425 | ||
Stated interest rate | 9.50% | |||
Weighted Average Interest Rate, long-term debt | 9.78% | 9.72% |
Debt - Narrative (Details)
Debt - Narrative (Details) | 1 Months Ended | 3 Months Ended | |||
Apr. 30, 2020USD ($) | Jun. 30, 2020 | Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($) | Mar. 31, 2016USD ($) | |
2016 Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Balance outstanding | $ 108,000,000 | $ 143,000,000 | |||
2016 Credit Facility | Line of credit | |||||
Debt Instrument [Line Items] | |||||
Credit facility capacity | $ 1,300,000,000 | ||||
2016 Credit Facility | Line of credit | Term Loan B Facility | |||||
Debt Instrument [Line Items] | |||||
Credit facility capacity | 900,000,000 | ||||
2016 Credit Facility | Line of credit | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Credit facility capacity | $ 400,000,000 | ||||
Maximum pro forma senior secured leverage ratio | 3.75 | ||||
Available borrowings | 285,400,000 | ||||
2016 Credit Facility | Line of credit | Revolving Credit Facility | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Spread on variable interest rate | 2.50% | ||||
2016 Credit Facility | Line of credit | Revolving Credit Facility | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Spread on variable interest rate | 1.50% | ||||
2016 Credit Facility | Line of credit | Letters of Credit | |||||
Debt Instrument [Line Items] | |||||
Credit facility capacity | $ 30,000,000 | ||||
Balance outstanding | 6,600,000 | ||||
2016 Credit Facility | Line of credit | Incremental Revolving or Term Loan Facilities | |||||
Debt Instrument [Line Items] | |||||
Credit facility capacity | $ 275,000,000 | ||||
Amended 2016 Credit Agreement | Line of credit | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Term to comply with financial covenants | 90 days | ||||
Cash balance limit | $ 100,000,000 | ||||
Term to use cash in excess of draw restriction | 10 days | ||||
Carve-out restriction for general investments | $ 25,000,000 | ||||
Quarterly fee | 0.50% | ||||
Debt issuance cost | $ 2,100,000 | ||||
Other Letters of Credit | Other outstanding letters of credit or guarantees of payment | Letters of Credit | |||||
Debt Instrument [Line Items] | |||||
Balance outstanding | $ 1,000,000 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Narrative (Details) € in Millions, £ in Millions, $ in Millions, $ in Millions, $ in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||||
Mar. 31, 2020USD ($) | Mar. 31, 2017EUR (€) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Dec. 31, 2020CAD ($)t | Sep. 30, 2021CAD ($) | Sep. 30, 2021EUR (€) | Sep. 30, 2021GBP (£) | Sep. 30, 2021MXN ($) | Sep. 30, 2021SGD ($) | Dec. 31, 2020EUR (€) | Dec. 31, 2020GBP (£) | Dec. 31, 2020MXN ($) | Dec. 31, 2020SGD ($) | |
Derivative [Line Items] | ||||||||||||||||
Cash flow hedge, gain (loss) to be reclassified in next twelve months | $ (0.1) | |||||||||||||||
Minimum length of time hedged in cash flow hedge | 15 months | |||||||||||||||
Maximum length of time hedged in cash flow hedge | 36 months | |||||||||||||||
Designated as Hedging Instrument | Cross-currency interest rate swap contract | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Derivative notional amount (USD and EUR) | € | € 50 | |||||||||||||||
Term of derivative contract | 3 years | |||||||||||||||
Payments for derivative instrument | $ 4.1 | |||||||||||||||
Designated as Hedging Instrument | Foreign currency exchange contracts | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Derivative notional amount (USD and EUR) | $ 6.4 | $ 3.7 | € 1.3 | £ 1.5 | $ 15.3 | $ 0.7 | € 3.3 | £ 6.1 | $ 92.8 | $ 2.3 | ||||||
Not Designated as Hedging Instrument | Aluminum Commodity Contract | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Commodity units hedged, mass | t | 35 | |||||||||||||||
Not Designated as Hedging Instrument | Copper Commodity Contract | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Commodity units hedged, mass | t | 18 | |||||||||||||||
Not Designated as Hedging Instrument | Foreign currency exchange contracts | Other (income) expense — net | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Derivative, gain (loss) on derivative, net | $ 1.2 | $ (2.1) | $ 4.5 | $ (2.1) | ||||||||||||
Not Designated as Hedging Instrument | Commodity Contract - Short Term | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Derivative, gain (loss) on derivative, net | $ 0.1 | $ (0.3) | ||||||||||||||
Interest Rate Swap, March 2019 | Designated as Hedging Instrument | Interest rate swap contracts | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Derivative notional amount (USD and EUR) | $ 425 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Schedule of Currency Forward Contracts (Details) - Foreign currency exchange contracts € in Millions, £ in Millions, SFr in Millions, $ in Millions, $ in Millions, $ in Millions | Sep. 30, 2021CAD ($) | Sep. 30, 2021EUR (€) | Sep. 30, 2021GBP (£) | Sep. 30, 2021MXN ($) | Sep. 30, 2021SGD ($) | Sep. 30, 2021CHF (SFr) | Dec. 31, 2020CAD ($) | Dec. 31, 2020EUR (€) | Dec. 31, 2020GBP (£) | Dec. 31, 2020MXN ($) | Dec. 31, 2020SGD ($) | Dec. 31, 2020CHF (SFr) |
Designated as Hedging Instrument | ||||||||||||
Derivative [Line Items] | ||||||||||||
Derivative notional amount | $ 3.7 | € 1.3 | £ 1.5 | $ 15.3 | $ 0.7 | $ 6.4 | € 3.3 | £ 6.1 | $ 92.8 | $ 2.3 | ||
Not Designated as Hedging Instrument | Other Operating Income (Expense) | ||||||||||||
Derivative [Line Items] | ||||||||||||
Derivative notional amount | $ 1.9 | € 75.1 | £ 12.4 | $ 8 | $ 0.3 | SFr 7 | $ 1.1 | € 84.2 | £ 1 | $ 13.8 | $ 0.3 | SFr 7 |
Derivative Financial Instrume_5
Derivative Financial Instruments - Schedule of Impact of Derivative Instruments on the Consolidated Statements of Comprehensive Income and Consolidated Statements of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Derivative [Line Items] | ||||
Pretax gain/(loss) recognized in AOCI | $ (0.2) | $ 0.4 | $ (0.1) | $ (0.5) |
Pretax gain/(loss) reclassified from AOCI into income | 0.4 | (0.2) | 1.1 | (1.4) |
Foreign currency exchange contracts | ||||
Derivative [Line Items] | ||||
Pretax gain/(loss) recognized in AOCI | (0.2) | 0.4 | (0.1) | (0.5) |
Foreign currency exchange contracts | Cost of sales | ||||
Derivative [Line Items] | ||||
Pretax gain/(loss) reclassified from AOCI into income | 0.4 | (0.1) | 1.1 | (0.5) |
Commodity contracts | ||||
Derivative [Line Items] | ||||
Pretax gain/(loss) recognized in AOCI | 0 | 0 | 0 | 0 |
Commodity contracts | Cost of sales | ||||
Derivative [Line Items] | ||||
Pretax gain/(loss) reclassified from AOCI into income | $ 0 | $ (0.1) | 0 | (0.9) |
Interest rate swap contracts | Designated as Hedging Instrument | Net Investment Hedging | ||||
Derivative [Line Items] | ||||
Pretax gain/(loss) recognized in AOCI | 0 | (0.8) | ||
Gain/(loss) reclassified from AOCI into income | 0 | 0 | ||
Interest rate swap contracts | Designated as Hedging Instrument | Net Investment Hedging | Other (income) expense — net | ||||
Derivative [Line Items] | ||||
Gain/(loss) recognized in income (amount excluded from effectiveness testing) | $ 0 | $ 0.3 |
Derivative Financial Instrume_6
Derivative Financial Instruments - Effects of Derivative Financial Instruments on Statements of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Cost of Sales | $ 264 | $ 193.2 | $ 713.7 | $ 544.9 |
Amount of gain/(loss) reclassified from AOCI into income | 0.4 | (0.2) | 1.1 | (1.4) |
Interest expense | 18.8 | 19.6 | 56.5 | 62.4 |
Interest rate contracts | Cost of Sales | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) on hedged item | 0 | 0 | ||
Interest rate contracts | Interest Expense | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) on hedged item | 0 | 0.1 | ||
Foreign currency exchange contracts | Cost of Sales | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of gain/(loss) reclassified from AOCI into income | 0.4 | (0.1) | 1.1 | (0.5) |
Foreign currency exchange contracts | Interest Expense | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of gain/(loss) reclassified from AOCI into income | 0 | 0 | 0 | 0 |
Commodity contracts | Cost of Sales | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of gain/(loss) reclassified from AOCI into income | 0 | (0.1) | 0 | (0.9) |
Commodity contracts | Interest Expense | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of gain/(loss) reclassified from AOCI into income | $ 0 | $ 0 | $ 0 | $ 0 |
Derivative Financial Instrume_7
Derivative Financial Instruments - Schedule of the Fair Value of Outstanding Derivative Contracts Recorded as Assets in the Accompanying Consolidated Balance Sheet (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Derivative [Line Items] | ||
Total asset derivatives | $ 0.7 | $ 2 |
Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Total asset derivatives | 0 | 1.1 |
Designated as Hedging Instrument | Prepaids and other current assets | Foreign currency exchange contracts | ||
Derivative [Line Items] | ||
Total asset derivatives | 0 | 1.1 |
Not Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Total asset derivatives | 0.7 | 0.9 |
Not Designated as Hedging Instrument | Prepaids and other current assets | Foreign currency exchange contracts | ||
Derivative [Line Items] | ||
Total asset derivatives | $ 0.7 | $ 0.9 |
Derivative Financial Instrume_8
Derivative Financial Instruments - Schedule of the Fair Value of Outstanding Derivative Contracts Recorded as Liabilities in the Accompanying Consolidated Balance Sheet (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Derivative [Line Items] | ||
Total liability derivatives | $ 0.3 | $ 0.6 |
Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Total liability derivatives | 0.2 | 0.2 |
Designated as Hedging Instrument | Accrued expenses and other liabilities | Foreign currency exchange contracts | ||
Derivative [Line Items] | ||
Total liability derivatives | 0.2 | 0.2 |
Not Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Total liability derivatives | 0.1 | 0.4 |
Not Designated as Hedging Instrument | Accrued expenses and other liabilities | Foreign currency exchange contracts | ||
Derivative [Line Items] | ||
Total liability derivatives | $ 0.1 | $ 0.4 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Narrative (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Senior Notes | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Fair value of debt | $ 437.2 | $ 439.9 |
Term Loan B Facility | Secured Debt | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Fair value of debt | $ 853.9 | $ 814.9 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Financial Assets and Liabilities Accounted for at Fair Value on a Recurring Basis by Level within the Fair Value Hierarchy (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Foreign currency exchange contracts | $ 0.7 | $ 2 |
Total current assets at fair value | 0.7 | 2 |
Total assets at fair value | 0.7 | 2 |
Total current liabilities at fair value | 0.3 | 0.6 |
Total liabilities at fair value | 0.3 | 0.6 |
Level 1 | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Foreign currency exchange contracts | 0 | 0 |
Total current assets at fair value | 0 | 0 |
Total assets at fair value | 0 | 0 |
Total current liabilities at fair value | 0 | 0 |
Total liabilities at fair value | 0 | 0 |
Level 2 | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Foreign currency exchange contracts | 0.7 | 2 |
Total current assets at fair value | 0.7 | 2 |
Total assets at fair value | 0.7 | 2 |
Total current liabilities at fair value | 0.3 | 0.6 |
Total liabilities at fair value | 0.3 | 0.6 |
Level 3 | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Foreign currency exchange contracts | 0 | 0 |
Total current assets at fair value | 0 | 0 |
Total assets at fair value | 0 | 0 |
Total current liabilities at fair value | 0 | 0 |
Total liabilities at fair value | $ 0 | $ 0 |
Contingencies and Significant_2
Contingencies and Significant Estimates (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 | Mar. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | |||
Warranty claims expected to be paid | $ 43.5 | $ 39.9 | |
Product liability reserves | 2.7 | 1.7 | |
Product liability reserves for specific cases | 1.3 | 0.9 | |
Product liability reserves for claims incurred but not reported | 1.4 | 0.8 | |
Reserve for environmental matters | $ 0.5 | 0.8 | |
Estimate of possible loss | $ 3.1 | $ 3.1 |
Product Warranties - Narrative
Product Warranties - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Product Warranty Liability [Line Items] | ||
Standard product warranty period, low end of range | 12 months | |
Standard product warranty period, high end of range | 60 months | |
Short-term portion of deferred revenue | $ 3.6 | $ 2.9 |
Accrued expenses and other liabilities | ||
Product Warranty Liability [Line Items] | ||
Short-term portion of deferred revenue | 1.9 | 1.9 |
Other long-term liabilities | ||
Product Warranty Liability [Line Items] | ||
Long-term portion of deferred revenue | $ 3.5 | $ 3.5 |
Product Warranties - Schedule o
Product Warranties - Schedule of the Summary of Product Warranty Activity (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Warranty activity | ||
Balance at beginning of period | $ 39.9 | |
Additions for issuance of warranties | 24.7 | |
Settlements (in cash or in kind) | (21) | |
Currency translation impact | (0.1) | |
Balance at end of period | 43.5 | |
Other long-term liabilities | ||
Product Warranty Liability [Line Items] | ||
Long-term product warranty liabilities | $ 11.2 | $ 10 |
Employee Benefit Plans - Compon
Employee Benefit Plans - Components of Period Benefits Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Pension Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost - benefits earned during the period | $ 0 | $ 0.1 | $ 0 | $ 0.1 |
Interest cost of projected benefit obligations | 0.7 | 1 | 1.9 | 2.9 |
Expected return on assets | (0.8) | (1.1) | (2.4) | (3.1) |
Amortization of prior service cost | 0 | 0 | 0 | 0 |
Amortization of actuarial net loss | 0.6 | 0.6 | 2 | 1.8 |
Net periodic benefit cost | 0.5 | 0.6 | 1.5 | 1.7 |
Postretirement Health and Other Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost - benefits earned during the period | 0 | 0 | 0 | 0 |
Interest cost of projected benefit obligations | 0 | 0 | 0.1 | 0.1 |
Expected return on assets | 0 | 0 | 0 | 0 |
Amortization of prior service cost | (0.1) | 0 | (0.2) | (0.1) |
Amortization of actuarial net loss | 0.2 | 0.1 | 0.5 | 0.5 |
Net periodic benefit cost | $ 0.1 | $ 0.1 | $ 0.4 | $ 0.5 |
Employee Benefit Plans - Narrat
Employee Benefit Plans - Narrative (Details) $ in Millions | Sep. 30, 2021USD ($) |
Pension Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
Minimum pension contribution per the American Rescue Plan of 2021, amount | $ 6.5 |
Business Transformation Progr_3
Business Transformation Program and Restructuring - Transformation Program Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Schedule Of Business Transformation Program Costs [Line Items] | ||||
Transformation Program expense | $ 0.9 | $ 6.7 | $ 4.4 | $ 20.9 |
Cost of sales | ||||
Schedule Of Business Transformation Program Costs [Line Items] | ||||
Transformation Program expense | 0.7 | 0.4 | 1.8 | 1.5 |
Selling, general and administrative expenses | ||||
Schedule Of Business Transformation Program Costs [Line Items] | ||||
Transformation Program expense | $ 0.2 | $ 6.3 | $ 2.6 | $ 19.4 |
Business Transformation Progr_4
Business Transformation Program and Restructuring - Rollforward of all Restructuring Activities (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Rollforward of all restructuring activities | ||||
Beginning balance | $ 11.2 | |||
Restructuring activities | $ 0.4 | $ 1.7 | 0.7 | $ 6.3 |
Cash payments | (3.8) | |||
Ending balance | 8.1 | 8.1 | ||
Workforce reductions | 2021 Plans | ||||
Rollforward of all restructuring activities | ||||
Beginning balance | 0 | |||
Restructuring activities | 0.7 | |||
Cash payments | (0.6) | |||
Ending balance | 0.1 | 0.1 | ||
Workforce reductions | 2020 Plans | ||||
Rollforward of all restructuring activities | ||||
Beginning balance | 2.4 | |||
Restructuring activities | $ 0.8 | (0.1) | 3.9 | |
Cash payments | (2) | |||
Ending balance | 0.3 | 0.3 | ||
Workforce reductions | 2019 Plans | ||||
Rollforward of all restructuring activities | ||||
Beginning balance | 0.2 | |||
Restructuring activities | 0.1 | $ 1.4 | ||
Cash payments | (0.2) | |||
Ending balance | 0.1 | 0.1 | ||
Pension withdrawal obligation | 2018 and Previous Plans | ||||
Rollforward of all restructuring activities | ||||
Beginning balance | 8.6 | |||
Restructuring activities | 0 | |||
Cash payments | (1) | |||
Ending balance | $ 7.6 | $ 7.6 |
Business Transformation Progr_5
Business Transformation Program and Restructuring - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||||
Current portion of liability | $ 1.9 | $ 1.9 | $ 4 | ||
Long term-portion of liability | 6.2 | 6.2 | $ 7.2 | ||
Restructuring activities | 0.4 | $ 1.7 | 0.7 | $ 6.3 | |
Corporate | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring activities | 0 | 0.1 | (0.1) | 1.4 | |
EMEA | Operating Segments | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring activities | 0.4 | (0.2) | 0.7 | 0.3 | |
APAC | Operating Segments | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring activities | 0 | 1.1 | 0.1 | 2.1 | |
Americas | Operating Segments | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring activities | 0 | 0.7 | 0 | 2.5 | |
Workforce reductions | Minimum | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected cost remaining | 1 | 1 | |||
Workforce reductions | Maximum | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected cost remaining | 1.2 | 1.2 | |||
Workforce reductions | 2020 Operating Expense Reduction and Improved Efficiencies | Corporate | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring activities | 0.1 | ||||
Workforce reductions | 2020 Plans | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring activities | 0.8 | (0.1) | 3.9 | ||
Workforce reductions | 2020 Plans | Corporate | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring activities | 1.4 | ||||
Workforce reductions | 2019 Plans | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring activities | 0.1 | 1.4 | |||
Workforce reductions | EMEA | Minimum | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected cost remaining | 1.7 | 1.7 | |||
Workforce reductions | EMEA | Maximum | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Expected cost remaining | $ 1.9 | 1.9 | |||
Workforce reductions | APAC | 2020 Operating Expense Reduction and Improved Efficiencies | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring activities | $ 0.1 | ||||
Workforce reductions | Americas | 2020 Plans | Operating Segments | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring activities | 2.5 | ||||
Accelerated Depreciation | 2019 Plans | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring activities | 0.5 | 0.6 | |||
Inventory Write-Down | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring activities | $ 0.4 | $ 0.4 |
Business Transformation Progr_6
Business Transformation Program and Restructuring - Restructuring Expense (Recovery) by Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring activities | $ 0.4 | $ 1.7 | $ 0.7 | $ 6.3 |
Cost of sales | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring activities | 0.1 | 0.4 | 0.1 | 0.4 |
Restructuring and other expense | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring activities | 0.3 | 1.3 | 0.6 | 5.9 |
Corporate | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring activities | 0 | 0.1 | (0.1) | 1.4 |
Americas | Operating Segments | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring activities | 0 | 0.7 | 0 | 2.5 |
EMEA | Operating Segments | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring activities | 0.4 | (0.2) | 0.7 | 0.3 |
APAC | Operating Segments | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring activities | $ 0 | $ 1.1 | $ 0.1 | $ 2.1 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Components of AOCI (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Total accumulated other comprehensive loss | $ 338.7 | $ 318.5 | $ 277.6 | $ 273 | $ 233.4 | $ 215.5 | $ 213.4 | $ 253.4 | [1] |
Foreign Currency Translation | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Total accumulated other comprehensive loss | 10.8 | 19.6 | 12 | 19.1 | (2.6) | (14.4) | (32.5) | (4.3) | |
Tax expense (benefit) | (1.4) | (1.4) | |||||||
Gains and Losses on Cash Flow Hedges | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Total accumulated other comprehensive loss | (0.9) | (0.5) | (0.5) | 0 | (0.9) | (1.4) | (2) | (1.6) | |
Tax expense (benefit) | (0.8) | (1.1) | |||||||
Pension & Postretirement | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Total accumulated other comprehensive loss | (36.4) | (37.6) | (38.2) | (38.6) | (33.4) | (32.8) | (33.6) | (35.6) | |
Tax expense (benefit) | (6.1) | (6.6) | |||||||
Accumulated Other Comprehensive Loss | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Total accumulated other comprehensive loss | $ (26.5) | $ (18.5) | $ (26.7) | $ (19.5) | $ (36.9) | $ (48.6) | $ (68.1) | $ (41.5) | [1] |
[1] | As of December 31, 2019, the Company reclassified a portion of the liability within the Welbilt Deferred Compensation Plan totaling $0.4 million from "Other long-term liabilities" to "Treasury stock" to properly net the liability with the corresponding Welbilt common stock owned by the Deferred Compensation Plan. See further discussion in the Company's Annual Report on Form 10-K for the year ended December 31, 2020. |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Reconciliations for the Changes in AOCI (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||||||
Beginning balance | $ 318.5 | $ 277.6 | $ 273 | $ 215.5 | $ 213.4 | $ 253.4 | [1] | $ 273 | $ 253.4 | [1] |
Other comprehensive (loss) income before reclassifications | (8.4) | 7.9 | (7.5) | 11.1 | 18 | (27.2) | ||||
Reclassifications | 0.3 | 0.5 | 0.4 | 0.9 | 1.4 | 1.3 | ||||
Tax effect of reclassifications | 0.1 | (0.2) | (0.1) | (0.3) | 0.1 | (0.7) | ||||
Total other comprehensive (loss) income, net of tax | (8) | 8.2 | (7.2) | 11.7 | 19.5 | (26.6) | (7) | 4.6 | ||
Ending balance | 338.7 | 318.5 | 277.6 | 233.4 | 215.5 | 213.4 | 338.7 | 233.4 | ||
Foreign Currency Translation | ||||||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||||||
Beginning balance | 19.6 | 12 | 19.1 | (14.4) | (32.5) | (4.3) | 19.1 | (4.3) | ||
Other comprehensive (loss) income before reclassifications | (8.8) | 7.6 | (7.1) | 11.8 | 17.6 | (27.5) | ||||
Reclassifications | 0 | 0 | 0 | 0 | 0 | 0 | ||||
Tax effect of reclassifications | 0 | 0 | 0 | 0 | 0.5 | (0.7) | ||||
Total other comprehensive (loss) income, net of tax | (8.8) | 7.6 | (7.1) | 11.8 | 18.1 | (28.2) | ||||
Ending balance | 10.8 | 19.6 | 12 | (2.6) | (14.4) | (32.5) | 10.8 | (2.6) | ||
Gains and Losses on Cash Flow Hedges | ||||||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||||||
Beginning balance | (0.5) | (0.5) | 0 | (1.4) | (2) | (1.6) | 0 | (1.6) | ||
Other comprehensive (loss) income before reclassifications | (0.2) | 0.3 | (0.2) | 0.4 | 0.2 | (1.1) | ||||
Reclassifications | (0.4) | (0.3) | (0.4) | 0.2 | 0.6 | 0.6 | ||||
Tax effect of reclassifications | 0.2 | 0 | 0.1 | (0.1) | (0.2) | 0.1 | ||||
Total other comprehensive (loss) income, net of tax | (0.4) | 0 | (0.5) | 0.5 | 0.6 | (0.4) | ||||
Ending balance | (0.9) | (0.5) | (0.5) | (0.9) | (1.4) | (2) | (0.9) | (0.9) | ||
Pension & Postretirement | ||||||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||||||
Beginning balance | (37.6) | (38.2) | (38.6) | (32.8) | (33.6) | (35.6) | (38.6) | (35.6) | ||
Other comprehensive (loss) income before reclassifications | 0.6 | 0 | (0.2) | (1.1) | 0.2 | 1.4 | ||||
Reclassifications | 0.7 | 0.8 | 0.8 | 0.7 | 0.8 | 0.7 | ||||
Tax effect of reclassifications | (0.1) | (0.2) | (0.2) | (0.2) | (0.2) | (0.1) | ||||
Total other comprehensive (loss) income, net of tax | 1.2 | 0.6 | 0.4 | (0.6) | 0.8 | 2 | ||||
Ending balance | (36.4) | (37.6) | (38.2) | (33.4) | (32.8) | (33.6) | (36.4) | (33.4) | ||
Total | ||||||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||||||
Beginning balance | (18.5) | (26.7) | (19.5) | (48.6) | (68.1) | (41.5) | [1] | (19.5) | (41.5) | [1] |
Total other comprehensive (loss) income, net of tax | (8) | 8.2 | (7.2) | 11.7 | 19.5 | (26.6) | ||||
Ending balance | $ (26.5) | $ (18.5) | $ (26.7) | $ (36.9) | $ (48.6) | $ (68.1) | $ (26.5) | $ (36.9) | ||
[1] | As of December 31, 2019, the Company reclassified a portion of the liability within the Welbilt Deferred Compensation Plan totaling $0.4 million from "Other long-term liabilities" to "Treasury stock" to properly net the liability with the corresponding Welbilt common stock owned by the Deferred Compensation Plan. See further discussion in the Company's Annual Report on Form 10-K for the year ended December 31, 2020. |
Accumulated Other Comprehensi_5
Accumulated Other Comprehensive Loss - Reclassifications (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||
Cost of sales | $ (264) | $ (193.2) | $ (713.7) | $ (544.9) | ||||
Other (expense) income — net | (0.4) | 2.1 | (6.3) | 3.1 | ||||
Earnings (loss) before income taxes | 33.4 | 3.7 | 71.5 | (36.8) | ||||
Income tax expense (benefit) | (8.5) | 1.2 | (15) | 9.2 | ||||
Net earnings (loss) | 24.9 | $ 23.7 | $ 7.9 | 4.9 | $ (17.4) | $ (15.1) | 56.5 | (27.6) |
Reclassification out of Accumulated Other Comprehensive Income | ||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||
Net earnings (loss) | (0.3) | (0.7) | (0.9) | (2.8) | ||||
Reclassification out of Accumulated Other Comprehensive Income | Gains (losses) on cash flow hedges | ||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||
Earnings (loss) before income taxes | 0.4 | (0.2) | 1.1 | (1.4) | ||||
Income tax expense (benefit) | (0.1) | 0 | (0.2) | 0.3 | ||||
Net earnings (loss) | 0.3 | (0.2) | 0.9 | (1.1) | ||||
Reclassification out of Accumulated Other Comprehensive Income | Gains (losses) on cash flow hedges | Foreign currency exchange contracts | ||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||
Cost of sales | 0.4 | (0.1) | 1.1 | (0.5) | ||||
Reclassification out of Accumulated Other Comprehensive Income | Gains (losses) on cash flow hedges | Commodity contracts | ||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||
Cost of sales | 0 | (0.1) | 0 | (0.9) | ||||
Reclassification out of Accumulated Other Comprehensive Income | Amortization of pension and postretirement items | ||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||
Earnings (loss) before income taxes | (0.7) | (0.7) | (2.3) | (2.2) | ||||
Income tax expense (benefit) | 0.1 | 0.2 | 0.5 | 0.5 | ||||
Net earnings (loss) | (0.6) | (0.5) | (1.8) | (1.7) | ||||
Reclassification out of Accumulated Other Comprehensive Income | Amortization of prior service cost | ||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||
Other (expense) income — net | 0.1 | 0 | 0.2 | 0.1 | ||||
Reclassification out of Accumulated Other Comprehensive Income | Actuarial losses | ||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||||
Other (expense) income — net | $ (0.8) | $ (0.7) | $ (2.5) | $ (2.3) |
Earnings (Loss) Per Share - Com
Earnings (Loss) Per Share - Components of Basic and Diluted Shares (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average shares outstanding — Basic (in shares) | 142,193,094 | 141,512,207 | 141,914,325 | 141,481,963 |
Effect of dilutive securities: | ||||
Total effect of dilutive securities (in shares) | 1,220,437 | 48,540 | 991,634 | 0 |
Weighted average shares outstanding — Diluted (in shares) | 143,413,531 | 141,560,747 | 142,905,959 | 141,481,963 |
Stock options | ||||
Effect of dilutive securities: | ||||
Effect of dilutive securities (in shares) | 544,243 | 0 | 428,007 | 0 |
Unvested restricted stock units | ||||
Effect of dilutive securities: | ||||
Effect of dilutive securities (in shares) | 621,230 | 48,540 | 516,029 | 0 |
Unvested performance share units | ||||
Effect of dilutive securities: | ||||
Effect of dilutive securities (in shares) | 54,964 | 0 | 47,598 | 0 |
Earnings (Loss) Per Share - Nar
Earnings (Loss) Per Share - Narrative (Details) - shares | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Earnings Per Share [Abstract] | ||
Total potential shares of common stock (in shares) | 300,000 | 3,586,038 |
Earnings (Loss) Per Share - Ant
Earnings (Loss) Per Share - Antidilutive Shares (Details) - shares | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potential shares of common stock (in shares) | 300,000 | 3,586,038 |
Performance target achievement (in percent) | 100.00% | |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potential shares of common stock (in shares) | 2,148,864 | |
Unvested restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potential shares of common stock (in shares) | 788,584 | |
Unvested performance share units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total potential shares of common stock (in shares) | 648,590 | |
Vesting period | 3 years | |
Unvested performance share units | Minimum | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Vesting percentage | 0.00% | |
Unvested performance share units | Maximum | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Vesting percentage | 200.00% |
Business Segments - Financial I
Business Segments - Financial Information by Segment (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)segment | Sep. 30, 2020USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of business segments | segment | 3 | |||
Segment Adjusted Operating EBITDA: | ||||
Total net sales | $ 411.5 | $ 298.5 | $ 1,123.9 | $ 833.4 |
Amortization expense | (10.2) | (10.2) | (30.9) | (30.2) |
Depreciation expense | (5.7) | (5.1) | (16.6) | (15.5) |
Transaction costs | (5.2) | (0.1) | (13.5) | (0.2) |
Other items | 0 | (0.2) | 2.1 | (3.6) |
Transformation Program expense | (0.9) | (6.7) | (4.4) | (20.9) |
Restructuring activities | (0.4) | (1.7) | (0.7) | (6.3) |
Loss from impairment or disposal of assets - net | (0.1) | (0.4) | (0.1) | (11.7) |
Earnings from operations | 52.6 | 21.2 | 134.3 | 22.5 |
Interest expense | (18.8) | (19.6) | (56.5) | (62.4) |
Other (expense) income — net | (0.4) | 2.1 | (6.3) | 3.1 |
Earnings (loss) before income taxes | 33.4 | 3.7 | 71.5 | (36.8) |
Recoveries from diversion of funds | 2 | |||
Custom duties, fees, and interest on previously imported products | 0.2 | 3.6 | ||
Amortization of debt issuance costs | (4) | (3.9) | ||
Selling, general and administrative expenses | ||||
Segment Adjusted Operating EBITDA: | ||||
Transformation Program expense | (0.2) | (6.3) | (2.6) | (19.4) |
Other Income (Expense) | Adjustment | ||||
Segment Adjusted Operating EBITDA: | ||||
Amortization of debt issuance costs | 1.5 | 3.9 | ||
Operating Segments | ||||
Segment Adjusted Operating EBITDA: | ||||
Total Segment Adjusted Operating EBITDA | 95.4 | 53.7 | 256.8 | 157.7 |
Elimination of intersegment sales | ||||
Segment Adjusted Operating EBITDA: | ||||
Total net sales | (96.8) | (45.2) | (253.7) | (148.5) |
Corporate and unallocated expenses | ||||
Segment Adjusted Operating EBITDA: | ||||
Total Segment Adjusted Operating EBITDA | (20.3) | (8.1) | (58.4) | (46.8) |
Americas | ||||
Segment Adjusted Operating EBITDA: | ||||
Total net sales | 283 | 202.7 | 773.9 | 564.8 |
Americas | Operating Segments | ||||
Segment Adjusted Operating EBITDA: | ||||
Total net sales | 318.9 | 221.8 | 870 | 630.9 |
Total Segment Adjusted Operating EBITDA | $ 56.7 | $ 34.8 | $ 166.7 | $ 105.8 |
Americas | Operating Segments | Geographic Concentration Risk | EBITDA | ||||
Segment Adjusted Operating EBITDA: | ||||
Adjusted Operating EBITDA % by segment | 17.80% | 15.70% | 19.20% | 16.80% |
EMEA | ||||
Segment Adjusted Operating EBITDA: | ||||
Total net sales | $ 79.9 | $ 58 | $ 220.5 | $ 163.6 |
EMEA | Operating Segments | ||||
Segment Adjusted Operating EBITDA: | ||||
Total net sales | 121.2 | 73.9 | 326.9 | 209.5 |
Total Segment Adjusted Operating EBITDA | $ 27.6 | $ 10.5 | $ 63.2 | $ 29.6 |
EMEA | Operating Segments | Geographic Concentration Risk | EBITDA | ||||
Segment Adjusted Operating EBITDA: | ||||
Adjusted Operating EBITDA % by segment | 22.80% | 14.20% | 19.30% | 14.10% |
APAC | ||||
Segment Adjusted Operating EBITDA: | ||||
Total net sales | $ 48.6 | $ 37.8 | $ 129.5 | $ 105 |
APAC | Operating Segments | ||||
Segment Adjusted Operating EBITDA: | ||||
Total net sales | 68.2 | 48 | 180.7 | 141.5 |
Total Segment Adjusted Operating EBITDA | $ 11.1 | $ 8.4 | $ 26.9 | $ 22.3 |
APAC | Operating Segments | Geographic Concentration Risk | EBITDA | ||||
Segment Adjusted Operating EBITDA: | ||||
Adjusted Operating EBITDA % by segment | 16.30% | 17.50% | 14.90% | 15.80% |
Business Segments - Revenue by
Business Segments - Revenue by Major Source and Geographic Location (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 411.5 | $ 298.5 | $ 1,123.9 | $ 833.4 |
Commercial Foodservice Equipment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 340.5 | 249.8 | 931.3 | 699.1 |
Aftermarket Parts and Support | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 71 | 48.7 | 192.6 | 134.3 |
Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 283 | 202.7 | 773.9 | 564.8 |
Americas | Commercial Foodservice Equipment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 235.3 | 171.2 | 642.2 | 480.8 |
Americas | Aftermarket Parts and Support | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 47.7 | 31.5 | 131.7 | 84 |
EMEA | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 79.9 | 58 | 220.5 | 163.6 |
EMEA | Commercial Foodservice Equipment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 64.8 | 47.1 | 182.5 | 131.4 |
EMEA | Aftermarket Parts and Support | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 15.1 | 10.9 | 38 | 32.2 |
APAC | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 48.6 | 37.8 | 129.5 | 105 |
APAC | Commercial Foodservice Equipment | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 40.4 | 31.5 | 106.6 | 86.9 |
APAC | Aftermarket Parts and Support | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 8.2 | 6.3 | 22.9 | 18.1 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 261.3 | 190 | 721 | 530 |
Other Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 24.1 | 14.6 | 62.1 | 44.1 |
EMEA | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 77.9 | 55.8 | 211.4 | 159.7 |
APAC | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 48.2 | $ 38.1 | $ 129.4 | $ 99.6 |
Business Segments - Total Asset
Business Segments - Total Assets by Segment (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 2,240.2 | $ 2,141.6 |
Operating Segments | Americas | ||
Segment Reporting Information [Line Items] | ||
Total assets | 1,577.3 | 1,488 |
Operating Segments | EMEA | ||
Segment Reporting Information [Line Items] | ||
Total assets | 363.6 | 347.6 |
Operating Segments | APAC | ||
Segment Reporting Information [Line Items] | ||
Total assets | 205.3 | 209 |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Total assets | $ 94 | $ 97 |
Subsidiary Guarantors and Sen_3
Subsidiary Guarantors and Senior Notes - Statement of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Condensed Income Statements, Captions [Line Items] | ||||||||
Net sales | $ 411.5 | $ 298.5 | $ 1,123.9 | $ 833.4 | ||||
Cost of sales | 264 | 193.2 | 713.7 | 544.9 | ||||
Gross profit | 147.5 | 105.3 | 410.2 | 288.5 | ||||
Selling, general and administrative expenses | 84.6 | 72.3 | 245.6 | 215.6 | ||||
Amortization expense | 9.9 | 9.9 | 29.7 | 29.2 | ||||
Restructuring and other expense | 0.3 | 1.5 | 0.5 | 9.5 | ||||
Loss (gain) from impairment and disposal of assets — net | 0.1 | 0.4 | 0.1 | 11.7 | ||||
Earnings from operations | 52.6 | 21.2 | 134.3 | 22.5 | ||||
Interest expense | 18.8 | 19.6 | 56.5 | 62.4 | ||||
Other (income) expense — net | 0.4 | (2.1) | 6.3 | (3.1) | ||||
Equity in earnings of subsidiaries | 0 | 0 | 0 | 0 | ||||
Earnings (loss) before income taxes | 33.4 | 3.7 | 71.5 | (36.8) | ||||
Income tax expense (benefit) | 8.5 | (1.2) | 15 | (9.2) | ||||
Net earnings (loss) | 24.9 | $ 23.7 | $ 7.9 | 4.9 | $ (17.4) | $ (15.1) | 56.5 | (27.6) |
Total other comprehensive (loss), net of tax | (8) | $ 8.2 | $ (7.2) | 11.7 | $ 19.5 | $ (26.6) | (7) | 4.6 |
Comprehensive income (loss) | 16.9 | 16.6 | 49.5 | (23) | ||||
Reportable Legal Entities | Parent | ||||||||
Condensed Income Statements, Captions [Line Items] | ||||||||
Net sales | 0 | 0 | 0 | 0 | ||||
Cost of sales | 0 | 0.2 | 0 | 0 | ||||
Gross profit | 0 | (0.2) | 0 | 0 | ||||
Selling, general and administrative expenses | 19.4 | 15.5 | 60 | 45.1 | ||||
Amortization expense | 0 | 0 | 0 | 0 | ||||
Restructuring and other expense | 0 | 0.1 | (0.1) | 1.4 | ||||
Loss (gain) from impairment and disposal of assets — net | 0 | 0.1 | 0 | 0.1 | ||||
Earnings from operations | (19.4) | (15.9) | (59.9) | (46.6) | ||||
Interest expense | 18.7 | 19.2 | 56 | 61.1 | ||||
Other (income) expense — net | (36.5) | (3.3) | (103.8) | (13.9) | ||||
Equity in earnings of subsidiaries | 55.9 | 19.6 | 114.7 | 26.5 | ||||
Earnings (loss) before income taxes | 54.3 | (12.2) | 102.6 | (67.3) | ||||
Income tax expense (benefit) | (11) | (17.1) | (19.8) | (39.7) | ||||
Net earnings (loss) | 65.3 | 4.9 | 122.4 | (27.6) | ||||
Total other comprehensive (loss), net of tax | (7.9) | 11.8 | (6.9) | 4.6 | ||||
Comprehensive income (loss) | 57.4 | 16.7 | 115.5 | (23) | ||||
Reportable Legal Entities | Guarantor Subsidiaries | ||||||||
Condensed Income Statements, Captions [Line Items] | ||||||||
Net sales | 296.6 | 201.2 | 802.5 | 581.8 | ||||
Cost of sales | 227.9 | 155.9 | 601.4 | 448.7 | ||||
Gross profit | 68.7 | 45.3 | 201.1 | 133.1 | ||||
Selling, general and administrative expenses | 35.1 | 28.9 | 99.3 | 84 | ||||
Amortization expense | 7.1 | 7.2 | 21.2 | 21.3 | ||||
Restructuring and other expense | 0 | 0.7 | (0.1) | 5.5 | ||||
Loss (gain) from impairment and disposal of assets — net | 0.1 | 0.5 | 0.1 | 0.5 | ||||
Earnings from operations | 26.4 | 8 | 80.6 | 21.8 | ||||
Interest expense | 0.1 | 0.2 | 0.5 | 0.6 | ||||
Other (income) expense — net | (19.4) | (5.9) | (1.1) | (17.4) | ||||
Equity in earnings of subsidiaries | 22.2 | 11.5 | 54 | 8.2 | ||||
Earnings (loss) before income taxes | 67.9 | 25.2 | 135.2 | 46.8 | ||||
Income tax expense (benefit) | 12 | 5.6 | 20.5 | 20.3 | ||||
Net earnings (loss) | 55.9 | 19.6 | 114.7 | 26.5 | ||||
Total other comprehensive (loss), net of tax | (8) | 11.6 | (7.8) | 5.5 | ||||
Comprehensive income (loss) | 47.9 | 31.2 | 106.9 | 32 | ||||
Reportable Legal Entities | Non- Guarantor Subsidiaries | ||||||||
Condensed Income Statements, Captions [Line Items] | ||||||||
Net sales | 259.5 | 169.1 | 696.8 | 506.9 | ||||
Cost of sales | 180.7 | 108.9 | 487.7 | 351.5 | ||||
Gross profit | 78.8 | 60.2 | 209.1 | 155.4 | ||||
Selling, general and administrative expenses | 30.1 | 27.9 | 86.3 | 86.5 | ||||
Amortization expense | 2.8 | 2.7 | 8.5 | 7.9 | ||||
Restructuring and other expense | 0.3 | 0.7 | 0.7 | 2.6 | ||||
Loss (gain) from impairment and disposal of assets — net | 0 | (0.2) | 0 | 11.1 | ||||
Earnings from operations | 45.6 | 29.1 | 113.6 | 47.3 | ||||
Interest expense | 0 | 0.2 | 0 | 0.7 | ||||
Other (income) expense — net | 15.9 | 7.1 | 45.3 | 28.2 | ||||
Equity in earnings of subsidiaries | 0 | 0 | 0 | 0 | ||||
Earnings (loss) before income taxes | 29.7 | 21.8 | 68.3 | 18.4 | ||||
Income tax expense (benefit) | 7.5 | 10.3 | 14.3 | 10.2 | ||||
Net earnings (loss) | 22.2 | 11.5 | 54 | 8.2 | ||||
Total other comprehensive (loss), net of tax | (8.2) | 11 | (7.8) | 4.6 | ||||
Comprehensive income (loss) | 14 | 22.5 | 46.2 | 12.8 | ||||
Consolidating Adjustments | ||||||||
Condensed Income Statements, Captions [Line Items] | ||||||||
Net sales | (144.6) | (71.8) | (375.4) | (255.3) | ||||
Cost of sales | (144.6) | (71.8) | (375.4) | (255.3) | ||||
Gross profit | 0 | 0 | 0 | 0 | ||||
Selling, general and administrative expenses | 0 | 0 | 0 | 0 | ||||
Amortization expense | 0 | 0 | 0 | 0 | ||||
Restructuring and other expense | 0 | 0 | 0 | 0 | ||||
Loss (gain) from impairment and disposal of assets — net | 0 | 0 | 0 | 0 | ||||
Earnings from operations | 0 | 0 | 0 | 0 | ||||
Interest expense | 0 | 0 | 0 | 0 | ||||
Other (income) expense — net | 40.4 | 0 | 65.9 | 0 | ||||
Equity in earnings of subsidiaries | (78.1) | (31.1) | (168.7) | (34.7) | ||||
Earnings (loss) before income taxes | (118.5) | (31.1) | (234.6) | (34.7) | ||||
Income tax expense (benefit) | 0 | 0 | 0 | 0 | ||||
Net earnings (loss) | (118.5) | (31.1) | (234.6) | (34.7) | ||||
Total other comprehensive (loss), net of tax | 16.1 | (22.7) | 15.5 | (10.1) | ||||
Comprehensive income (loss) | $ (102.4) | $ (53.8) | $ (219.1) | $ (44.8) |
Subsidiary Guarantors and Sen_4
Subsidiary Guarantors and Senior Notes - Balance Sheets (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | [1] |
Current assets: | |||||||||
Cash and cash equivalents | $ 111.9 | $ 125 | |||||||
Restricted cash | 0.5 | 0.4 | |||||||
Accounts receivable — net | 212.5 | 165.9 | |||||||
Inventories — net | 271.6 | 180.6 | |||||||
Prepaids and other current assets | 63.7 | 50.1 | |||||||
Total current assets | 660.2 | 522 | |||||||
Property, plant and equipment — net | 132.9 | 129.1 | |||||||
Operating lease right-of-use assets | 44.7 | 47.5 | |||||||
Goodwill | 937.8 | 942.9 | |||||||
Other intangible assets — net | 432.5 | 469.6 | |||||||
Intercompany long-term notes receivable | 0 | ||||||||
Due from affiliates | 0 | 0 | |||||||
Investment in subsidiaries | 0 | 0 | |||||||
Other non-current assets | 32.1 | 30.5 | |||||||
Total assets | 2,240.2 | 2,141.6 | |||||||
Current liabilities: | |||||||||
Trade accounts payable | 142.7 | 86.4 | |||||||
Accrued expenses and other liabilities | 181.5 | 164.2 | |||||||
Current portion of long-term debt and finance leases | 0.9 | 1 | |||||||
Product warranties | 32.3 | 29.9 | |||||||
Total current liabilities | 357.4 | 281.5 | |||||||
Total long-term debt and finance leases | 1,375.1 | 1,407.8 | |||||||
Deferred income taxes | 74.4 | 76.5 | |||||||
Pension and postretirement health liabilities | 21.8 | 27.8 | |||||||
Intercompany long-term notes payable | 0 | ||||||||
Due to affiliates | 0 | 0 | |||||||
Investment in subsidiaries | 0 | 0 | |||||||
Operating lease liabilities | 35.6 | 37.7 | |||||||
Other long-term liabilities | 37.2 | 37.3 | |||||||
Total non-current liabilities | 1,544.1 | 1,587.1 | |||||||
Total equity | 338.7 | $ 318.5 | $ 277.6 | 273 | $ 233.4 | $ 215.5 | $ 213.4 | $ 253.4 | |
Total liabilities and equity | 2,240.2 | 2,141.6 | |||||||
Reportable Legal Entities | Parent | |||||||||
Current assets: | |||||||||
Cash and cash equivalents | 6.4 | 8.6 | |||||||
Restricted cash | 0 | 0 | |||||||
Accounts receivable — net | 0.3 | 0.4 | |||||||
Inventories — net | 0 | 0 | |||||||
Prepaids and other current assets | 29 | 24.2 | |||||||
Total current assets | 35.7 | 33.2 | |||||||
Property, plant and equipment — net | 14.8 | 14.2 | |||||||
Operating lease right-of-use assets | 2 | 2.2 | |||||||
Goodwill | 0 | 0 | |||||||
Other intangible assets — net | 0.2 | 0.2 | |||||||
Intercompany long-term notes receivable | 0 | ||||||||
Due from affiliates | 0 | 0 | |||||||
Investment in subsidiaries | 4,602.1 | 4,485.8 | |||||||
Other non-current assets | 9.2 | 8.3 | |||||||
Total assets | 4,664 | 4,543.9 | |||||||
Current liabilities: | |||||||||
Trade accounts payable | 0 | 0 | |||||||
Accrued expenses and other liabilities | 22.4 | 33.6 | |||||||
Current portion of long-term debt and finance leases | 0 | 0 | |||||||
Product warranties | 0 | 0 | |||||||
Total current liabilities | 22.4 | 33.6 | |||||||
Total long-term debt and finance leases | 1,374.5 | 1,406.7 | |||||||
Deferred income taxes | 43.8 | 43.4 | |||||||
Pension and postretirement health liabilities | 11.5 | 12.9 | |||||||
Intercompany long-term notes payable | 15.7 | ||||||||
Due to affiliates | 2,860 | 2,743 | |||||||
Investment in subsidiaries | 0 | 0 | |||||||
Operating lease liabilities | 1.8 | 2.1 | |||||||
Other long-term liabilities | 11.4 | 13.4 | |||||||
Total non-current liabilities | 4,303 | 4,237.2 | |||||||
Total equity | 338.6 | 273.1 | |||||||
Total liabilities and equity | 4,664 | 4,543.9 | |||||||
Reportable Legal Entities | Guarantor Subsidiaries | |||||||||
Current assets: | |||||||||
Cash and cash equivalents | 0.1 | 0 | |||||||
Restricted cash | 0 | 0 | |||||||
Accounts receivable — net | 108.8 | 72 | |||||||
Inventories — net | 154.5 | 83.4 | |||||||
Prepaids and other current assets | 18.8 | 2.5 | |||||||
Total current assets | 282.2 | 157.9 | |||||||
Property, plant and equipment — net | 68.6 | 70.6 | |||||||
Operating lease right-of-use assets | 5.5 | 3.9 | |||||||
Goodwill | 832.4 | 832.4 | |||||||
Other intangible assets — net | 294.8 | 315.6 | |||||||
Intercompany long-term notes receivable | 5.8 | ||||||||
Due from affiliates | 3,519.9 | 3,509.9 | |||||||
Investment in subsidiaries | 0 | 0 | |||||||
Other non-current assets | 6 | 4.4 | |||||||
Total assets | 5,009.4 | 4,900.5 | |||||||
Current liabilities: | |||||||||
Trade accounts payable | 71.2 | 44 | |||||||
Accrued expenses and other liabilities | 87.9 | 66.1 | |||||||
Current portion of long-term debt and finance leases | 0.4 | 0.4 | |||||||
Product warranties | 20.4 | 19.7 | |||||||
Total current liabilities | 179.9 | 130.2 | |||||||
Total long-term debt and finance leases | 0 | 0.3 | |||||||
Deferred income taxes | 0 | 0 | |||||||
Pension and postretirement health liabilities | 9.5 | 10.2 | |||||||
Intercompany long-term notes payable | 0 | ||||||||
Due to affiliates | 0 | 0 | |||||||
Investment in subsidiaries | 198.5 | 254.2 | |||||||
Operating lease liabilities | 3.9 | 2.3 | |||||||
Other long-term liabilities | 15.5 | 17.5 | |||||||
Total non-current liabilities | 227.4 | 284.5 | |||||||
Total equity | 4,602.1 | 4,485.8 | |||||||
Total liabilities and equity | 5,009.4 | 4,900.5 | |||||||
Reportable Legal Entities | Non- Guarantor Subsidiaries | |||||||||
Current assets: | |||||||||
Cash and cash equivalents | 105.4 | 116.6 | |||||||
Restricted cash | 0.5 | 0.4 | |||||||
Accounts receivable — net | 103.4 | 93.5 | |||||||
Inventories — net | 117.1 | 97.2 | |||||||
Prepaids and other current assets | 15.9 | 23.4 | |||||||
Total current assets | 342.3 | 331.1 | |||||||
Property, plant and equipment — net | 49.5 | 44.3 | |||||||
Operating lease right-of-use assets | 37.2 | 41.4 | |||||||
Goodwill | 105.4 | 110.5 | |||||||
Other intangible assets — net | 137.5 | 153.8 | |||||||
Intercompany long-term notes receivable | 9.9 | ||||||||
Due from affiliates | 0 | 0 | |||||||
Investment in subsidiaries | 0 | 0 | |||||||
Other non-current assets | 16.9 | 17.8 | |||||||
Total assets | 688.8 | 708.8 | |||||||
Current liabilities: | |||||||||
Trade accounts payable | 71.5 | 42.5 | |||||||
Accrued expenses and other liabilities | 71.2 | 64.5 | |||||||
Current portion of long-term debt and finance leases | 0.5 | 0.6 | |||||||
Product warranties | 11.9 | 10.2 | |||||||
Total current liabilities | 155.1 | 117.8 | |||||||
Total long-term debt and finance leases | 0.6 | 0.8 | |||||||
Deferred income taxes | 30.6 | 33.1 | |||||||
Pension and postretirement health liabilities | 0.8 | 4.7 | |||||||
Intercompany long-term notes payable | 0 | ||||||||
Due to affiliates | 660 | 766.9 | |||||||
Investment in subsidiaries | 0 | 0 | |||||||
Operating lease liabilities | 29.9 | 33.3 | |||||||
Other long-term liabilities | 10.3 | 6.4 | |||||||
Total non-current liabilities | 732.2 | 845.2 | |||||||
Total equity | (198.5) | (254.2) | |||||||
Total liabilities and equity | 688.8 | 708.8 | |||||||
Consolidating Adjustments | |||||||||
Current assets: | |||||||||
Cash and cash equivalents | (0.2) | ||||||||
Restricted cash | 0 | 0 | |||||||
Accounts receivable — net | 0 | 0 | |||||||
Inventories — net | 0 | 0 | |||||||
Prepaids and other current assets | 0 | 0 | |||||||
Total current assets | 0 | (0.2) | |||||||
Property, plant and equipment — net | 0 | 0 | |||||||
Operating lease right-of-use assets | 0 | 0 | |||||||
Goodwill | 0 | 0 | |||||||
Other intangible assets — net | 0 | 0 | |||||||
Intercompany long-term notes receivable | (15.7) | ||||||||
Due from affiliates | (3,519.9) | (3,509.9) | |||||||
Investment in subsidiaries | (4,602.1) | (4,485.8) | |||||||
Other non-current assets | 0 | 0 | |||||||
Total assets | (8,122) | (8,011.6) | |||||||
Current liabilities: | |||||||||
Trade accounts payable | (0.1) | ||||||||
Accrued expenses and other liabilities | 0 | 0 | |||||||
Current portion of long-term debt and finance leases | 0 | 0 | |||||||
Product warranties | 0 | 0 | |||||||
Total current liabilities | 0 | (0.1) | |||||||
Total long-term debt and finance leases | 0 | 0 | |||||||
Deferred income taxes | 0 | 0 | |||||||
Pension and postretirement health liabilities | 0 | 0 | |||||||
Intercompany long-term notes payable | (15.7) | ||||||||
Due to affiliates | (3,520) | (3,509.9) | |||||||
Investment in subsidiaries | (198.5) | (254.2) | |||||||
Operating lease liabilities | 0 | 0 | |||||||
Other long-term liabilities | 0 | 0 | |||||||
Total non-current liabilities | (3,718.5) | (3,779.8) | |||||||
Total equity | (4,403.5) | (4,231.7) | |||||||
Total liabilities and equity | $ (8,122) | $ (8,011.6) | |||||||
[1] | As of December 31, 2019, the Company reclassified a portion of the liability within the Welbilt Deferred Compensation Plan totaling $0.4 million from "Other long-term liabilities" to "Treasury stock" to properly net the liability with the corresponding Welbilt common stock owned by the Deferred Compensation Plan. See further discussion in the Company's Annual Report on Form 10-K for the year ended December 31, 2020. |
Subsidiary Guarantors and Sen_5
Subsidiary Guarantors and Senior Notes - Cash Flows (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities | ||
Net cash (used in) provided by operating activities | $ 34.2 | $ (26.9) |
Cash flows from investing activities | ||
Capital expenditures | (17.2) | (15.9) |
Acquisition of intangible assets | 0 | (0.2) |
Intercompany investment | 0 | 0 |
Other | 0 | (3.9) |
Net cash used in investing activities | (17.2) | (20) |
Cash flows from financing activities | ||
Proceeds from long-term debt | 168 | 172.5 |
Repayments on long-term debt and finance leases | (204) | (131.2) |
Debt issuance costs | 0 | (2.1) |
Exercises of stock options | 7.9 | 1.1 |
Payments on tax withholdings for equity awards | (1.8) | (0.7) |
Intercompany financing | 0 | 0 |
Net cash (used in) provided by financing activities | (29.9) | 39.6 |
Effect of exchange rate changes on cash | (0.1) | (0.3) |
Net decrease in cash and cash equivalents and restricted cash | (13) | (7.6) |
Balance at beginning of period | 125.4 | 130.7 |
Balance at end of period | 112.4 | 123.1 |
Reportable Legal Entities | Parent | ||
Cash flows from operating activities | ||
Net cash (used in) provided by operating activities | (71.6) | (81) |
Cash flows from investing activities | ||
Capital expenditures | (2.9) | (1.7) |
Acquisition of intangible assets | 0 | |
Intercompany investment | 0 | 0 |
Other | (3.9) | |
Net cash used in investing activities | (2.9) | (5.6) |
Cash flows from financing activities | ||
Proceeds from long-term debt | 168 | 172.5 |
Repayments on long-term debt and finance leases | (203.1) | (112.5) |
Debt issuance costs | (2.1) | |
Exercises of stock options | 7.9 | 1.1 |
Payments on tax withholdings for equity awards | (1.8) | (0.7) |
Intercompany financing | 101.3 | 35.4 |
Net cash (used in) provided by financing activities | 72.3 | 93.7 |
Effect of exchange rate changes on cash | 0 | 0 |
Net decrease in cash and cash equivalents and restricted cash | (2.2) | 7.1 |
Balance at beginning of period | 8.6 | 10.7 |
Balance at end of period | 6.4 | 17.8 |
Reportable Legal Entities | Guarantor Subsidiaries | ||
Cash flows from operating activities | ||
Net cash (used in) provided by operating activities | 10.6 | 50.4 |
Cash flows from investing activities | ||
Capital expenditures | (5.8) | (9.3) |
Acquisition of intangible assets | (0.2) | |
Intercompany investment | (4.3) | (41) |
Other | 0 | |
Net cash used in investing activities | (10.1) | (50.5) |
Cash flows from financing activities | ||
Proceeds from long-term debt | 0 | 0 |
Repayments on long-term debt and finance leases | (0.4) | (0.6) |
Debt issuance costs | 0 | |
Exercises of stock options | 0 | 0 |
Payments on tax withholdings for equity awards | 0 | 0 |
Intercompany financing | 0 | 0 |
Net cash (used in) provided by financing activities | (0.4) | (0.6) |
Effect of exchange rate changes on cash | 0 | 0 |
Net decrease in cash and cash equivalents and restricted cash | 0.1 | (0.7) |
Balance at beginning of period | 0 | 0.7 |
Balance at end of period | 0.1 | 0 |
Reportable Legal Entities | Non- Guarantor Subsidiaries | ||
Cash flows from operating activities | ||
Net cash (used in) provided by operating activities | 95 | 4.6 |
Cash flows from investing activities | ||
Capital expenditures | (8.5) | (4.9) |
Acquisition of intangible assets | 0 | |
Intercompany investment | (97) | 5.6 |
Other | 0 | |
Net cash used in investing activities | (105.5) | 0.7 |
Cash flows from financing activities | ||
Proceeds from long-term debt | 0 | 0 |
Repayments on long-term debt and finance leases | (0.5) | (18.1) |
Debt issuance costs | 0 | |
Exercises of stock options | 0 | 0 |
Payments on tax withholdings for equity awards | 0 | 0 |
Intercompany financing | 0 | 0 |
Net cash (used in) provided by financing activities | (0.5) | (18.1) |
Effect of exchange rate changes on cash | (0.1) | (0.3) |
Net decrease in cash and cash equivalents and restricted cash | (11.1) | (13.1) |
Balance at beginning of period | 117 | 119.3 |
Balance at end of period | 105.9 | 106.2 |
Consolidating Adjustments | ||
Cash flows from operating activities | ||
Net cash (used in) provided by operating activities | 0.2 | (0.9) |
Cash flows from investing activities | ||
Capital expenditures | 0 | 0 |
Acquisition of intangible assets | 0 | |
Intercompany investment | 101.3 | 35.4 |
Other | 0 | |
Net cash used in investing activities | 101.3 | 35.4 |
Cash flows from financing activities | ||
Proceeds from long-term debt | 0 | 0 |
Repayments on long-term debt and finance leases | 0 | 0 |
Debt issuance costs | 0 | |
Exercises of stock options | 0 | 0 |
Payments on tax withholdings for equity awards | 0 | 0 |
Intercompany financing | (101.3) | (35.4) |
Net cash (used in) provided by financing activities | (101.3) | (35.4) |
Effect of exchange rate changes on cash | 0 | 0 |
Net decrease in cash and cash equivalents and restricted cash | 0.2 | (0.9) |
Balance at beginning of period | (0.2) | 0 |
Balance at end of period | $ 0 | $ (0.9) |
Uncategorized Items - wbt-20210
Label | Element | Value |
Accounting Standards Update [Extensible Enumeration] | us-gaap_AccountingStandardsUpdateExtensibleList | Accounting Standards Update 2016-13 [Member] |