Cover
Cover - shares | 9 Months Ended | |
Jun. 26, 2020 | Jul. 31, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 26, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-37793 | |
Entity Registrant Name | Atkore International Group Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 90-0631463 | |
Entity Address, Address Line One | 16100 South Lathrop Avenue | |
Entity Address, City or Town | Harvey | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60426 | |
City Area Code | 708 | |
Local Phone Number | 339-1610 | |
Title of 12(b) Security | Common Stock, $.01 par value per share | |
Trading Symbol | ATKR | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 47,259,994 | |
Entity Central Index Key | 0001666138 | |
Document Fiscal Year Focus | 2020 | |
Amendment Flag | false | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --09-30 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 26, 2020 | Jun. 28, 2019 | Jun. 26, 2020 | Jun. 28, 2019 | |
Income Statement [Abstract] | ||||
Net sales | $ 384,899 | $ 493,491 | $ 1,288,001 | $ 1,414,828 |
Cost of sales | 289,086 | 367,357 | 943,741 | 1,061,350 |
Gross profit | 95,813 | 126,134 | 344,260 | 353,478 |
Selling, general and administrative | 46,159 | 59,049 | 164,734 | 171,778 |
Intangible asset amortization | 8,026 | 7,868 | 24,210 | 24,278 |
Operating income | 41,628 | 59,217 | 155,316 | 157,422 |
Interest expense, net | 9,421 | 12,789 | 30,605 | 38,277 |
Other income, net | (543) | (1,228) | (2,462) | (3,422) |
Income before income taxes | 32,750 | 47,656 | 127,173 | 122,567 |
Income tax expense | 8,672 | 11,106 | 29,112 | 29,513 |
Net income | $ 24,078 | $ 36,550 | $ 98,061 | $ 93,054 |
Net income per share | ||||
Basic (in dollars per share) | $ 0.50 | $ 0.77 | $ 2.03 | $ 1.95 |
Diluted (in dollars per share) | $ 0.49 | $ 0.75 | $ 1.99 | $ 1.90 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 26, 2020 | Jun. 28, 2019 | Jun. 26, 2020 | Jun. 28, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 24,078 | $ 36,550 | $ 98,061 | $ 93,054 |
Other comprehensive (loss) income, net of tax: | ||||
Change in foreign currency translation adjustment | 2,252 | (610) | 1,132 | (2,404) |
Change in unrecognized loss related to pension benefit plans | 216 | 20 | 649 | 60 |
Total other comprehensive income (loss) | 2,468 | (590) | 1,781 | (2,344) |
Comprehensive income | $ 26,546 | $ 35,960 | $ 99,842 | $ 90,710 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 26, 2020 | Sep. 30, 2019 |
Current Assets: | ||
Cash and cash equivalents | $ 237,309 | $ 123,415 |
Accounts receivable, less allowance for doubtful accounts of $4,321 and $2,608, respectively | 268,354 | 315,353 |
Inventories, net | 201,933 | 226,090 |
Prepaid expenses and other current assets | 47,938 | 34,679 |
Total current assets | 755,534 | 699,537 |
Property, plant and equipment, net | 242,654 | 260,703 |
Intangible assets, net | 261,876 | 285,684 |
Goodwill | 186,609 | 186,231 |
Right-of-use assets, net | 38,682 | 0 |
Deferred tax assets | 1,115 | 577 |
Other long-term assets | 5,307 | 4,263 |
Total Assets | 1,491,777 | 1,436,995 |
Current Liabilities: | ||
Accounts payable | 101,399 | 150,681 |
Income tax payable | 2,009 | 2,157 |
Accrued compensation and employee benefits | 25,160 | 35,770 |
Customer liabilities | 36,105 | 44,983 |
Lease obligations | 11,565 | 0 |
Other current liabilities | 53,248 | 53,943 |
Total current liabilities | 229,486 | 287,534 |
Long-term debt | 846,145 | 845,317 |
Long-term lease obligations | 27,913 | 0 |
Deferred tax liabilities | 18,701 | 19,986 |
Other long-term tax liabilities | 740 | 3,669 |
Pension liabilities | 31,390 | 34,509 |
Other long-term liabilities | 13,207 | 13,044 |
Total Liabilities | 1,167,582 | 1,204,059 |
Equity: | ||
Common stock, $0.01 par value, 1,000,000,000 shares authorized, 47,259,994 and 46,955,163 shares issued and outstanding, respectively | 474 | 471 |
Treasury stock, held at cost, 260,900 and 260,900 shares, respectively | (2,580) | (2,580) |
Additional paid-in capital | 484,613 | 477,139 |
Accumulated deficit | (118,395) | (200,396) |
Accumulated other comprehensive loss | (39,917) | (41,698) |
Total Equity | 324,195 | 232,936 |
Total Liabilities and Equity | $ 1,491,777 | $ 1,436,995 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Jun. 26, 2020 | Sep. 30, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 4,321 | $ 2,608 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (shares) | 47,259,994 | 46,955,163 |
Common stock, shares outstanding (shares) | 47,259,994 | 46,955,163 |
Treasury stock (shares) | 260,900 | 260,900 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 26, 2020 | Jun. 28, 2019 | |
Operating activities: | ||
Net income | $ 98,061 | $ 93,054 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 55,524 | 54,061 |
Deferred income taxes | (1,645) | 1,882 |
Stock-based compensation | 9,302 | 8,936 |
Amortization of right-of-use assets | 10,995 | 0 |
Loss on disposal of property, plant and equipment | 6,456 | 0 |
Other adjustments to net income | 4,668 | 3,857 |
Changes in operating assets and liabilities, net of effects from acquisitions | ||
Accounts receivable | 44,809 | (4,190) |
Inventories | 22,129 | 5,032 |
Accounts payable | (45,699) | (11,218) |
Other, net | (48,581) | (31,235) |
Net cash provided by operating activities | 156,019 | 120,179 |
Investing activities: | ||
Capital expenditures | (25,590) | (21,611) |
Insurance proceeds for properties and equipment | 789 | 0 |
Acquisition of businesses, net of cash acquired | 0 | (83,385) |
Other, net | 45 | (194) |
Net cash used in investing activities | (24,756) | (105,190) |
Financing activities: | ||
Borrowings under credit facility | 0 | 39,000 |
Repayments under credit facility | 0 | (39,000) |
Repayments of short-term debt | 0 | (20,980) |
Issuance of common stock | (1,821) | 5,232 |
Repurchase of common stock | (15,011) | (24,419) |
Other, net | (85) | (105) |
Net cash used for financing activities | (16,917) | (40,272) |
Effects of foreign exchange rate changes on cash and cash equivalents | (452) | (645) |
Increase (decrease) in cash and cash equivalents | 113,894 | (25,928) |
Cash and cash equivalents at beginning of period | 123,415 | 126,662 |
Cash and cash equivalents at end of period | 237,309 | 100,734 |
Supplementary Cash Flow information | ||
Capital expenditures, not yet paid | $ 713 | $ 767 |
Condensed Consolidated Statem_4
Condensed Consolidated Statement of Changes Shareholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | [2] | Common Stock | Treasury Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated DeficitCumulative Effect, Period of Adoption, Adjustment | [2] | Accumulated Other Comprehensive Income (Loss) | |
Balance at beginning of period (in shares) at Sep. 30, 2018 | 47,080 | ||||||||||
Balance at beginning of period at Sep. 30, 2018 | $ 122,059 | $ 472 | $ (2,580) | $ 457,978 | $ (317,373) | $ (16,438) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | 26,949 | 26,949 | |||||||||
Other comprehensive (loss) income | (2,721) | (2,721) | |||||||||
Stock-based compensation | 2,982 | 2,982 | |||||||||
Issuance of common stock (in shares) | 131 | ||||||||||
Issuance of common stock | (695) | $ 1 | (696) | ||||||||
Repurchase of common stock (in shares) | (1,230) | ||||||||||
Repurchase of common stock | (24,419) | $ (12) | (24,407) | ||||||||
Balance at end of period (in shares) at Dec. 28, 2018 | 45,981 | ||||||||||
Balance at end of period at Dec. 28, 2018 | 124,155 | $ 461 | (2,580) | 460,264 | (314,831) | (19,159) | |||||
Balance at beginning of period (in shares) at Sep. 30, 2018 | 47,080 | ||||||||||
Balance at beginning of period at Sep. 30, 2018 | 122,059 | $ 472 | (2,580) | 457,978 | (317,373) | (16,438) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | 93,054 | ||||||||||
Other comprehensive (loss) income | (2,344) | ||||||||||
Reclassification of stranded tax benefits | (2,333) | ||||||||||
Balance at end of period (in shares) at Jun. 28, 2019 | 46,676 | ||||||||||
Balance at end of period at Jun. 28, 2019 | 202,518 | $ 468 | (2,580) | 472,138 | (246,393) | (21,115) | |||||
Balance at beginning of period (in shares) at Dec. 28, 2018 | 45,981 | ||||||||||
Balance at beginning of period at Dec. 28, 2018 | 124,155 | $ 461 | (2,580) | 460,264 | (314,831) | (19,159) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | 29,555 | 29,555 | |||||||||
Other comprehensive (loss) income | 967 | 967 | |||||||||
Reclassification of stranded tax benefits | [1] | 0 | 2,333 | (2,333) | |||||||
Stock-based compensation | 1,834 | 1,834 | |||||||||
Issuance of common stock (in shares) | 235 | ||||||||||
Issuance of common stock | 1,986 | $ 2 | 1,984 | ||||||||
Repurchase of common stock | 0 | ||||||||||
Balance at end of period (in shares) at Mar. 29, 2019 | 46,216 | ||||||||||
Balance at end of period at Mar. 29, 2019 | 158,497 | $ 463 | (2,580) | 464,082 | (282,943) | (20,525) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | 36,550 | 36,550 | |||||||||
Other comprehensive (loss) income | (590) | (590) | |||||||||
Stock-based compensation | 4,120 | 4,120 | |||||||||
Issuance of common stock (in shares) | 460 | ||||||||||
Issuance of common stock | 3,941 | $ 5 | 3,936 | ||||||||
Balance at end of period (in shares) at Jun. 28, 2019 | 46,676 | ||||||||||
Balance at end of period at Jun. 28, 2019 | 202,518 | $ 468 | (2,580) | 472,138 | (246,393) | (21,115) | |||||
Balance at beginning of period (in shares) at Sep. 30, 2019 | 46,955 | ||||||||||
Balance at beginning of period at Sep. 30, 2019 | 232,936 | $ (1,053) | $ 471 | (2,580) | 477,139 | (200,396) | $ (1,053) | (41,698) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | 34,790 | 34,790 | |||||||||
Other comprehensive (loss) income | 5,316 | 5,316 | |||||||||
Stock-based compensation | 3,123 | 3,123 | |||||||||
Issuance of common stock (in shares) | 524 | ||||||||||
Issuance of common stock | (2,981) | $ 5 | (2,986) | ||||||||
Balance at end of period (in shares) at Dec. 27, 2019 | 47,479 | ||||||||||
Balance at end of period at Dec. 27, 2019 | $ 272,131 | $ 476 | (2,580) | 477,276 | (166,659) | (36,382) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201602Member | ||||||||||
Balance at beginning of period (in shares) at Sep. 30, 2019 | 46,955 | ||||||||||
Balance at beginning of period at Sep. 30, 2019 | $ 232,936 | $ (1,053) | $ 471 | (2,580) | 477,139 | (200,396) | $ (1,053) | (41,698) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | 98,061 | ||||||||||
Other comprehensive (loss) income | 1,781 | ||||||||||
Balance at end of period (in shares) at Jun. 26, 2020 | 47,176 | ||||||||||
Balance at end of period at Jun. 26, 2020 | 324,195 | $ 474 | (2,580) | 484,613 | (118,395) | (39,917) | |||||
Balance at beginning of period (in shares) at Dec. 27, 2019 | 47,479 | ||||||||||
Balance at beginning of period at Dec. 27, 2019 | 272,131 | $ 476 | (2,580) | 477,276 | (166,659) | (36,382) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | 39,193 | 39,193 | |||||||||
Other comprehensive (loss) income | (6,003) | (6,003) | |||||||||
Stock-based compensation | 4,523 | 4,523 | |||||||||
Issuance of common stock (in shares) | 91 | ||||||||||
Issuance of common stock | 601 | $ 1 | 600 | ||||||||
Repurchase of common stock (in shares) | (394) | ||||||||||
Repurchase of common stock | (15,011) | $ (4) | (15,007) | ||||||||
Balance at end of period (in shares) at Mar. 27, 2020 | 47,176 | ||||||||||
Balance at end of period at Mar. 27, 2020 | 295,434 | $ 473 | (2,580) | 482,399 | (142,473) | (42,385) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Net income | 24,078 | 24,078 | |||||||||
Other comprehensive (loss) income | 2,468 | 2,468 | |||||||||
Stock-based compensation | 1,656 | 1,656 | |||||||||
Issuance of common stock | 559 | $ 1 | 558 | ||||||||
Balance at end of period (in shares) at Jun. 26, 2020 | 47,176 | ||||||||||
Balance at end of period at Jun. 26, 2020 | $ 324,195 | $ 474 | $ (2,580) | $ 484,613 | $ (118,395) | $ (39,917) | |||||
[1] | Due to the adoption of ASU 2018-02. | ||||||||||
[2] | Due to the adoption of ASU 2016-02 |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 9 Months Ended |
Jun. 26, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | 1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation Organization and Ownership Structure — Atkore International Group Inc. (the "Company", "Atkore" or "AIG") is a leading manufacturer of Electrical Raceway products primarily for the non-residential construction and renovation markets and Mechanical Products & Solutions ("MP&S") for the construction and industrial markets. Electrical Raceway products form the critical infrastructure that enables the deployment, isolation and protection of a structure's electrical circuitry from the original power source to the final outlet. MP&S frame, support and secure component parts in a broad range of structures, equipment and systems in electrical, industrial and construction applications. Atkore was incorporated in the State of Delaware on November 4, 2010. Atkore is the sole stockholder of Atkore International Holdings Inc. ("AIH"), which in turn is the sole stockholder of Atkore International, Inc. ("AII"). Basis of Presentation — The accompanying unaudited condensed consolidated financial statements of the Company included herein have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). These unaudited condensed consolidated financial statements have been prepared in accordance with the Company's accounting policies and on the same basis as those financial statements included in the Company's latest Annual Report on Form 10-K for the year ended September 30, 2019, filed with the U.S. Securities and Exchange Commission (the "SEC") on November 22, 2019, and should be read in conjunction with those consolidated financial statements and the notes thereto. Certain information and disclosures normally included in the Company's annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. The unaudited condensed consolidated financial statements include the assets and liabilities used in operating the Company's business. All intercompany balances and transactions have been eliminated in consolidation. The results of companies acquired or disposed of are included in the unaudited condensed consolidated financial statements from the effective date of acquisition or up to the date of disposal. These statements include all adjustments (consisting of normal recurring adjustments) that the Company considered necessary to present a fair statement of its results of operations, financial position and cash flows. The results reported in these unaudited condensed consolidated financial statements should not be regarded as necessarily indicative of results that may be expected for the entire year. Fiscal Periods — The Company has a fiscal year that ends on September 30. It is the Company's practice to establish quarterly closings using a 4-5-4 calendar. The Company's fiscal quarters end on the last Friday in December, March and June. Use of Estimates — The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclose contingent assets and liabilities at the date of the condensed consolidated financial statements and report the associated amounts of revenues and expenses. Actual results could differ materially from these estimates. Recent Accounting Pronouncements A summary of recently adopted accounting guidance is as follows. Adoption dates are on the first day of the fiscal year indicated below, unless otherwise specified. ASU Description of ASU Impact to Atkore Note Adoption Date 2016-02 Leases (Topic 842) The Accounting Standards Update ("ASU") requires companies to use a "right of use" lease model that assumes that each lease creates an asset (the lessee's right to use the leased asset) and a liability (the future rent payment obligations), which should be reflected on a lessee's balance sheet to fairly represent the lease transaction and the lessee's related financial obligations with terms of more than 12 months. The Company adopted the guidance in the first quarter of 2020 using the modified retrospective method. See Note 2, "Leases" for further detail. 2 2020 A summary of accounting guidance not yet adopted is as follows. Effective dates are on the first day of the fiscal year indicated below, unless otherwise specified. ASU Description of ASU Impact to Atkore Effective Date 2016-13 Financial Instruments - Credit Losses (Topic 326) The ASU adds to GAAP an impairment model (known as the current expected credit loss (CECL) model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses, which the FASB believes will result in more timely recognition of such losses. Under evaluation. Based on procedures performed to date, the Company does not anticipate the adoption of this ASU to be material to the financial statements. 2021 2018-14 Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans The ASU amends Accounting Standards Codification ("ASC") 715 to add, remove and clarify disclosure requirements related to defined benefit pension and other postretirement plans. Under evaluation. Based on procedures performed to date, the Company does not anticipate the adoption of this ASU to be material to the financial statements. The Company will be required to add a narrative description of the reasons for significant gains and losses affecting the benefit obligation for the period and will no longer be required to disclose the amounts in accumulated other comprehensive income expected to be recognized as part of net periodic benefit cost over the next year. 2021 2019-12 Income Tax The ASU amends ASC 740 to simplify the accounting for various topics related to income taxes. Under evaluation. Based on procedures performed to date, the Company does not anticipate the adoption of this ASU to be material to the financial statements. 2021 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting (issued March 12, 2020) The ASU addresses constituents’ concerns about certain accounting consequences that could result from the global markets’ anticipated transition away from the use of the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. Under evaluation. 2022 |
Leases
Leases | 9 Months Ended |
Jun. 26, 2020 | |
Leases [Abstract] | |
Leases | 2. LEASES On October 1, 2019, we adopted Topic 842 using the modified retrospective transition method. Topic 842 requires the recognition of lease assets and liabilities for operating leases, in addition to the finance lease assets and liabilities previously recorded on our condensed consolidated balance sheets. Beginning on October 1, 2019, our condensed consolidated financial statements are presented in accordance with the revised policies, while prior period amounts are not adjusted and continue to be reported in accordance with our historical policies. The modified retrospective transition method required the cumulative effect, if any, of initially applying the guidance to be recognized as an adjustment to our accumulated deficit as of our adoption date. As a result of adopting Topic 842, we recognized additional operating lease assets and liabilities of $45,519 and $46,941 as of October 1, 2019. The discount rate primarily used to calculate that adjustment was the Company's incremental borrowing rate as of the adoption date, October 1, 2019, as a rate implicit in most contracts was not readily determinable. The Company recorded a cumulative effect adjustment of $1,053 to accumulated deficit, net of tax, as a result of the adoption. The Company elected the package of practical expedients permitted under the transition guidance within Topic 842, which allowed us to carry forward prior conclusions about lease identification, classification and initial direct costs for leases entered into prior to adoption of Topic 842. Additionally, for leases with a term of 12 months or less, the Company elected the short-term lease exemption, which allowed us to not recognize right-of-use assets ("ROU") or lease liabilities for qualifying leases existing at transition and new leases we may enter into in the future. Leases with an initial term of 12 months or less are classified as short-term leases and are not recorded on the condensed consolidated balance sheets. The lease expense for short-term leases is recognized on a straight-line basis over the lease term. The Company engages in leasing transactions to meet the needs of the business. The Company leases certain warehouses and distribution centers, office space, forklifts, vehicles and other machinery and equipment. The determination to lease, rather than purchase, an asset is primarily contingent upon capital requirements, duration of the forecasted business investment, and asset availability. The Company determines if an arrangement is a lease at inception and all arrangements deemed to be leases are subject to an assessment to determine the classification between finance and operating leases. The Company's significant assumptions and judgments in determining whether a contract is or contains a lease include establishing whether the supplier has the ability to use other assets to fulfill its service or whether the terms of the agreement enable the Company to control the use of a dedicated property, plant and equipment asset during the contract term. In the majority of the Company's contracts where it must identify whether a lease is present, it is readily determinable that the Company controls the use of the assets and obtains substantially all of the economic benefit during the term of the contract. In those contracts where identification is not readily determinable, the Company has determined that the supplier has either the ability to use another asset to provide the service or the terms of the contract give the supplier the rights to operate the asset at its discretion during the term of the contract, in which case the arrangement would not constitute a lease. Right-of-use assets and lease obligations are recognized based on the present value of the future minimum lease payments over the lease term as of the commencement date. The Company’s lease agreements have terms that include both lease and non-lease components. Lease component fees are included in the present value of future minimum lease payments. Conversely, non-lease components are not subject to capitalization and are expensed as incurred. Per Topic 842, the contractual interest rate is used to calculate the present value of the future minimum lease payments. However, the majority of the Company’s leases do not provide an implicit rate. Therefore, the Company's significant assumption and judgments in determining the discount rate include determining the incremental borrowing rate. The Company’s incremental borrowing rates are based on the term of the lease, the economic environment of the lease and the effect of collateralization. The valuation of the ROU asset also includes lease payments made in advance of the lease commencement date and initial direct costs incurred to secure the lease and is reduced for lease incentives. The lease terms include options to extend or terminate the lease when it is reasonably certain the Company will exercise the options. The Company has certain leasing agreements, related to leased vehicles available to our sales personnel, that contain guaranteed residual value terms, which are not expected to be triggered. The Company’s leasing portfolio does not contain any material restrictive covenants. Leases (in thousands) June 26, 2020 Assets Operating lease assets $ 37,068 Finance lease assets 3,570 Total right-of-use assets, gross $ 40,638 Less: accumulated depreciation (1,956) Right-of-use assets, net $ 38,682 Liabilities Current liabilities: Current portion of operating lease liabilities $ 11,207 Current portion of finance lease liabilities 358 Lease obligations $ 11,565 Noncurrent liabilities: Operating lease liabilities $ 27,014 Finance lease liabilities 899 Long-term lease obligations $ 27,913 Total lease obligations $ 39,478 Lease Cost The following table summarizes lease costs by type of cost for the three months ended June 26, 2020. In the condensed consolidated statements of operations, cost of sales and selling, general and administrative expenses included lease costs of $4,464 and $349, respectively. (in thousands) Three months ended June 26, 2020 Condensed Consolidated Statement of Operations Classification Total Amortization of right-of-use assets $ 3,611 Interest on lease liabilities 10 Variable lease costs 405 Short term lease costs 787 Total lease costs $ 4,813 The following table summarizes lease costs by type of cost for the nine months ended June 26, 2020. In the condensed consolidated statements of operations, cost of sales and selling, general and administrative expenses included lease costs of $10,414 and $2,474, respectively. (in thousands) Nine months ended June 26, 2020 Condensed Consolidated Statement of Operations Classification Total Amortization of right-of-use assets $ 10,995 Interest on lease liabilities 32 Variable lease costs 487 Short term lease costs 1,374 Total lease costs $ 12,888 Maturity of Lease Liabilities The Company's maturity analysis of its lease liabilities as of June 26, 2020 is as follows: (in thousands) Financing Leases Operating Leases 2020 $ 105 $ 3,449 2021 400 11,785 2022 385 8,817 2023 314 6,769 2024 69 5,624 2025 and after — 6,760 Total lease payments $ 1,273 $ 43,204 Less: Interest (16) (4,983) Present value of lease liabilities $ 1,257 $ 38,221 The following represents the Company's future minimum rental payments at September 30, 2019 for agreements classified as operating leases under ASC 840 with non-cancelable terms in excess of one year: 2020 $ 13,526 2021 11,592 2022 8,666 2023 6,362 2024 5,097 2025 and thereafter 6,938 Total $ 52,181 Lease Term and Discount Rate June 26, 2020 Weighted-average remaining lease term (years) Operating leases 4.6 Finance leases 3.4 Weighted-average discount rate Operating leases 3.83 % Finance leases 3.16 % Other Information (in thousands) Nine months ended June 26, 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases 9,687 Operating cash flows from finance leases 20 Financing cash flows from finance leases 396 |
Leases | 2. LEASES On October 1, 2019, we adopted Topic 842 using the modified retrospective transition method. Topic 842 requires the recognition of lease assets and liabilities for operating leases, in addition to the finance lease assets and liabilities previously recorded on our condensed consolidated balance sheets. Beginning on October 1, 2019, our condensed consolidated financial statements are presented in accordance with the revised policies, while prior period amounts are not adjusted and continue to be reported in accordance with our historical policies. The modified retrospective transition method required the cumulative effect, if any, of initially applying the guidance to be recognized as an adjustment to our accumulated deficit as of our adoption date. As a result of adopting Topic 842, we recognized additional operating lease assets and liabilities of $45,519 and $46,941 as of October 1, 2019. The discount rate primarily used to calculate that adjustment was the Company's incremental borrowing rate as of the adoption date, October 1, 2019, as a rate implicit in most contracts was not readily determinable. The Company recorded a cumulative effect adjustment of $1,053 to accumulated deficit, net of tax, as a result of the adoption. The Company elected the package of practical expedients permitted under the transition guidance within Topic 842, which allowed us to carry forward prior conclusions about lease identification, classification and initial direct costs for leases entered into prior to adoption of Topic 842. Additionally, for leases with a term of 12 months or less, the Company elected the short-term lease exemption, which allowed us to not recognize right-of-use assets ("ROU") or lease liabilities for qualifying leases existing at transition and new leases we may enter into in the future. Leases with an initial term of 12 months or less are classified as short-term leases and are not recorded on the condensed consolidated balance sheets. The lease expense for short-term leases is recognized on a straight-line basis over the lease term. The Company engages in leasing transactions to meet the needs of the business. The Company leases certain warehouses and distribution centers, office space, forklifts, vehicles and other machinery and equipment. The determination to lease, rather than purchase, an asset is primarily contingent upon capital requirements, duration of the forecasted business investment, and asset availability. The Company determines if an arrangement is a lease at inception and all arrangements deemed to be leases are subject to an assessment to determine the classification between finance and operating leases. The Company's significant assumptions and judgments in determining whether a contract is or contains a lease include establishing whether the supplier has the ability to use other assets to fulfill its service or whether the terms of the agreement enable the Company to control the use of a dedicated property, plant and equipment asset during the contract term. In the majority of the Company's contracts where it must identify whether a lease is present, it is readily determinable that the Company controls the use of the assets and obtains substantially all of the economic benefit during the term of the contract. In those contracts where identification is not readily determinable, the Company has determined that the supplier has either the ability to use another asset to provide the service or the terms of the contract give the supplier the rights to operate the asset at its discretion during the term of the contract, in which case the arrangement would not constitute a lease. Right-of-use assets and lease obligations are recognized based on the present value of the future minimum lease payments over the lease term as of the commencement date. The Company’s lease agreements have terms that include both lease and non-lease components. Lease component fees are included in the present value of future minimum lease payments. Conversely, non-lease components are not subject to capitalization and are expensed as incurred. Per Topic 842, the contractual interest rate is used to calculate the present value of the future minimum lease payments. However, the majority of the Company’s leases do not provide an implicit rate. Therefore, the Company's significant assumption and judgments in determining the discount rate include determining the incremental borrowing rate. The Company’s incremental borrowing rates are based on the term of the lease, the economic environment of the lease and the effect of collateralization. The valuation of the ROU asset also includes lease payments made in advance of the lease commencement date and initial direct costs incurred to secure the lease and is reduced for lease incentives. The lease terms include options to extend or terminate the lease when it is reasonably certain the Company will exercise the options. The Company has certain leasing agreements, related to leased vehicles available to our sales personnel, that contain guaranteed residual value terms, which are not expected to be triggered. The Company’s leasing portfolio does not contain any material restrictive covenants. Leases (in thousands) June 26, 2020 Assets Operating lease assets $ 37,068 Finance lease assets 3,570 Total right-of-use assets, gross $ 40,638 Less: accumulated depreciation (1,956) Right-of-use assets, net $ 38,682 Liabilities Current liabilities: Current portion of operating lease liabilities $ 11,207 Current portion of finance lease liabilities 358 Lease obligations $ 11,565 Noncurrent liabilities: Operating lease liabilities $ 27,014 Finance lease liabilities 899 Long-term lease obligations $ 27,913 Total lease obligations $ 39,478 Lease Cost The following table summarizes lease costs by type of cost for the three months ended June 26, 2020. In the condensed consolidated statements of operations, cost of sales and selling, general and administrative expenses included lease costs of $4,464 and $349, respectively. (in thousands) Three months ended June 26, 2020 Condensed Consolidated Statement of Operations Classification Total Amortization of right-of-use assets $ 3,611 Interest on lease liabilities 10 Variable lease costs 405 Short term lease costs 787 Total lease costs $ 4,813 The following table summarizes lease costs by type of cost for the nine months ended June 26, 2020. In the condensed consolidated statements of operations, cost of sales and selling, general and administrative expenses included lease costs of $10,414 and $2,474, respectively. (in thousands) Nine months ended June 26, 2020 Condensed Consolidated Statement of Operations Classification Total Amortization of right-of-use assets $ 10,995 Interest on lease liabilities 32 Variable lease costs 487 Short term lease costs 1,374 Total lease costs $ 12,888 Maturity of Lease Liabilities The Company's maturity analysis of its lease liabilities as of June 26, 2020 is as follows: (in thousands) Financing Leases Operating Leases 2020 $ 105 $ 3,449 2021 400 11,785 2022 385 8,817 2023 314 6,769 2024 69 5,624 2025 and after — 6,760 Total lease payments $ 1,273 $ 43,204 Less: Interest (16) (4,983) Present value of lease liabilities $ 1,257 $ 38,221 The following represents the Company's future minimum rental payments at September 30, 2019 for agreements classified as operating leases under ASC 840 with non-cancelable terms in excess of one year: 2020 $ 13,526 2021 11,592 2022 8,666 2023 6,362 2024 5,097 2025 and thereafter 6,938 Total $ 52,181 Lease Term and Discount Rate June 26, 2020 Weighted-average remaining lease term (years) Operating leases 4.6 Finance leases 3.4 Weighted-average discount rate Operating leases 3.83 % Finance leases 3.16 % Other Information (in thousands) Nine months ended June 26, 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases 9,687 Operating cash flows from finance leases 20 Financing cash flows from finance leases 396 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 9 Months Ended |
Jun. 26, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | 3. REVENUE FROM CONTRACTS WITH CUSTOMERS The Company’s revenue arrangements primarily consist of a single performance obligation to transfer promised goods which is satisfied at a point in time when title, risks and rewards of ownership, and subsequently control have transferred to the customer. This generally occurs when the product is shipped to the customer, with an immaterial amount of transactions in which control transfers upon delivery. The Company primarily offers assurance-type standard warranties that do not represent separate performance obligations. The Company has certain arrangements that require it to estimate at the time of sale the amounts of variable consideration that should not be recorded as revenue as certain amounts are not expected to be collected from customers, as well as an estimate of the value of products to be returned. The Company principally relies on historical experience, specific customer agreements, and anticipated future trends to estimate these amounts at the time of sale and to reduce the transaction price. These arrangements include sales discounts and allowances, volume rebates, and returned goods. The Company records amounts billed to customers for reimbursement of shipping and handling costs within revenue. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as fulfillment costs and are included in cost of goods sold. Sales taxes and other usage-based taxes are excluded from revenue. The Company does not evaluate whether the selling price includes a financing interest component for contracts that are less than a year. The Company also expenses costs incurred to obtain a contract, primarily sales commissions, as all obligations will be settled in less than one year. The Company typically receives payment 30 to 60 days from the point it has satisfied the related performance obligation. See Note 18, ''Segment Information'' for revenue disaggregated by geography and product categories. |
Acquisitions
Acquisitions | 9 Months Ended |
Jun. 26, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | 4. ACQUISITIONS From time to time, the Company enters into strategic acquisitions in an effort to better service existing customers and to attain new customers. On August 21, 2019, Atkore Plastic Pipe Corporation, a wholly-owned subsidiary of the Company acquired the assets of Rocky Mountain Pipe ("Cor-Tek"), a manufacturer of PVC conduit for electrical applications, and considered a leading innovator in cellular core extrusion technology for a purchase price of $14,835. In connection with this acquisition, the Company recorded a bargain purchase gain of $7,384 within other income, net during the fourth quarter of fiscal 2019 in the Statement of Operations. The Company believes that it was able to acquire the net assets of Cor-Tek for less than fair value as a result of Cor-Tek’s financial difficulties. On August 12, 2019, Unistrut Limited, a wholly-owned subsidiary of the Company, acquired Flytec Systems Ltd. and its parent holding company, Modern Associates Ltd., (collectively "Flytec"), a manufacturer of metal surface trunking, including IP4X, perimeter systems, pedestal boxes, as well as underfloor installations and industrial floor trunking. The purchase price was immaterial to the Company. On June 3, 2019, AFC Cable Systems, Inc., a wholly-owned subsidiary of the Company acquired the assets of United Structural Products, LLC. ("U.S. Tray"), a manufacturer of welded aluminum and engineered-to-order cable trays for a purchase price of $25,507, net of cash received. As a result of the acquisition, the Company recognized $7,295 of goodwill, $14,800 of identifiable intangible assets and $3,412 of working capital and other net other tangible assets. On October 1, 2018, Allied Luxembourg S.a.r.l, a wholly-owned subsidiary of the Company acquired all of the outstanding stock of Vergokan International NV ("Vergokan") for a purchase price of $57,899, net of cash received. Vergokan is a leading manufacturer of cable tray and cable ladder systems, underfloor installations and industrial floor trunking that serves industrial, power and energy, commercial and infrastructure sectors in more than 45 countries. This transaction provides Atkore with an expanded presence in Western Europe and strengthens the Company's electrical portfolio of cable management products within the Electrical Raceway segment. All the above acquisitions were funded with cash on hand. The condensed consolidated financial statements include the results of the acquired companies from the acquisition date. Due to the immaterial nature of these acquisitions, both individually, and in the aggregate, the Company did not include the full year pro forma results of operations for the acquisition year or previous years. The purchase price was allocated to tangible and intangible assets acquired and liabilities assumed, based on their fair values. The following table summarizes the Level 3 fair values assigned to the net assets acquired and liabilities assumed as of the acquisition date for fiscal 2019: (in thousands) Vergokan Other Total Fair value of consideration transferred: Cash consideration $ 58,728 $ 41,641 $ 100,369 Other liability consideration — 1,400 $ 1,400 Total consideration transferred 58,728 43,041 101,769 Fair value of assets acquired and liabilities assumed: Cash 829 1,541 2,370 Accounts receivable 8,761 8,217 16,978 Inventories 11,434 7,494 18,928 Intangible assets 12,621 16,400 29,021 Fixed assets 32,490 19,298 51,788 Accounts payable (18,716) (7,608) (26,324) Gain on purchase of business — (7,384) (7,384) Other 1,680 (3,412) (1,732) Net assets acquired 49,099 34,546 83,645 Excess purchase price attributed to goodwill acquired $ 9,629 $ 8,495 $ 18,124 The following table summarizes the fair value of intangible assets as of the acquisition date: Vergokan Other ($ in thousands) Fair Value Weighted Average Useful Life (Years) Fair Value Weighted Average Useful Life (Years) Customer relationships $ 10,535 12.0 $ 15,400 10.0 Other 2,086 9.0 1,000 9.0 Total intangible assets $ 12,621 $ 16,400 The purchase price allocation, intangible asset values and related estimates of useful lives for all 2019 acquisitions were finalized as of December 27, 2019. |
Postretirement Benefits
Postretirement Benefits | 9 Months Ended |
Jun. 26, 2020 | |
Retirement Benefits [Abstract] | |
Postretirement Benefits | 5. POSTRETIREMENT BENEFITS The Company provides pension benefits through a number of noncontributory and contributory defined benefit retirement plans covering eligible U.S. employees. As of September 30, 2017, all defined pension benefit plans were frozen, whereby participants no longer accrue credited service. The net periodic benefit credit was as follows: Three months ended Nine months ended (in thousands) Note June 26, 2020 June 28, 2019 June 26, 2020 June 28, 2019 Interest cost $ 935 $ 1,166 $ 2,805 $ 3,498 Expected return on plan assets (1,583) (1,593) (4,749) (4,779) Amortization of actuarial loss 222 25 666 75 Net periodic benefit credit 7 $ (426) $ (402) $ (1,278) $ (1,206) |
Restructuring Charges
Restructuring Charges | 9 Months Ended |
Jun. 26, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | 6. RESTRUCTURING CHARGES The liability for restructuring reserves is included within other current liabilities in the Company's condensed consolidated balance sheets as follows: Electrical Raceway MP&S Other/Corporate (in thousands) Severance (a) Other (b) Severance (a) Other Severance Total Balance as of September 30, 2018 $ 212 $ 310 $ — $ 29 $ — $ 551 Charges 1,047 2,544 213 — — 3,804 Utilization (867) (2,854) (68) (29) — (3,818) Balance as of September 30, 2019 392 — 145 — — 537 Charges 1,207 1,666 398 — 68 3,339 Utilization (821) (1,666) (388) — (36) (2,911) Exchange rate effects 9 — — — 9 Balance as of June 26, 2020 $ 787 $ — $ 155 $ — $ 32 $ 974 (a) Charges for the three and nine months ended June 26, 2020 include $91 and $1,673, respectively in charges for a reduction in force implemented as part of adjusting to the macroeconomic impacts related to the outbreak of the novel coronavirus (COVID-19). (b) Primarily related to Atkore's commitment to close certain facilities as part of its continuing effort to realign its strategic focus. The Company recorded other restructuring charges to close facilities of $1,666 and $2,473 for the nine months ended June 26, 2020 and June 28, 2019, respectively, and for the three months ended June 26, 2020 and June 28, 2019 the company recorded $383 and $638 respectively. The Company expects to utilize all restructuring accruals as of June 26, 2020 within the next twelve months. The net restructuring charges included as a component of selling, general and administrative expenses in the Company's condensed consolidated statements of operations were as follows: Three months ended Nine months ended (in thousands) June 26, 2020 June 28, 2019 June 26, 2020 June 28, 2019 Total restructuring charges, net $ 474 $ 709 $ 3,339 $ 3,181 |
Other Income, Net
Other Income, Net | 9 Months Ended |
Jun. 26, 2020 | |
Other Income and Expenses [Abstract] | |
Other Income, Net | 7. OTHER INCOME, NET Other income, net consisted of the following: Three months ended Nine months ended (in thousands) June 26, 2020 June 28, 2019 June 26, 2020 June 28, 2019 Undesignated foreign currency derivative instruments $ (569) $ (2,095) $ (1,112) $ (3,562) Foreign exchange (gain) loss on intercompany loans 452 1,360 (72) 1,423 Pension-related benefits (426) (402) (1,278) (1,206) Other — (91) — (77) Other income, net $ (543) $ (1,228) $ (2,462) $ (3,422) |
Income Taxes
Income Taxes | 9 Months Ended |
Jun. 26, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. INCOME TAXES On March 27, 2020, President Trump signed into U.S. federal law the CARES Act, which is aimed at providing emergency assistance and health care for individuals, families, and businesses affected by the COVID-19 pandemic and generally supporting the U.S. economy. The CARES Act, among other things, includes provisions related to refundable payroll tax credits, deferment of the employer portion of social security payments, net operating loss carryback periods, modifications to the net interest deduction limitations, and technical corrections to tax depreciation methods for qualified improvement property. At this time, we do not expect there to be a material impact to our condensed consolidated financial statements as a result of this legislation. For the three months ended June 26, 2020 and June 28, 2019, the Company's effective tax rate attributable to income before income taxes was 26.5% and 23.3%, respectively. For the three months ended June 26, 2020 and June 28, 2019, the Company's income tax expense was $8,672 and $11,106 respectively. The increase in the current period effective tax rate was primarily due to an increase in losses incurred by our foreign jurisdictions for which we are not able to realize the related tax benefit. For the nine months ended June 26, 2020 and June 28, 2019, the Company's effective tax rate attributable to income before income taxes was 22.9% and 24.1%, respectively. For the nine months ended June 26, 2020 and June 28, 2019, the Company's income tax expense was $29,112 and $29,513 respectively. The decrease in the current period effective tax rate was primarily due to an increase in the excess tax benefit associated with stock compensation, partially offset by the increase in losses incurred by our foreign jurisdictions for which we are not able to realize the related tax benefit. A valuation allowance has been recorded against certain net operating losses in certain foreign jurisdictions. A valuation allowance is recorded when it is determined to be more likely than not that these assets will not be fully realized in the foreseeable future. The realization of deferred tax assets is dependent upon whether the Company can generate future taxable income in the appropriate character and jurisdiction to utilize the assets. The amount of the deferred tax assets considered realizable is subject to adjustment in future periods. The Company recognizes the benefits of uncertain tax positions taken or expected to be taken in tax returns in the provision for income taxes only for those positions that we have determined are more likely than not to be realized upon examination. We record interest and penalties related to unrecognized tax benefits as a component of income tax expense. During the nine months ended June 26, 2020, the balance of unrecognized tax benefits decreased by $108 upon the resolution of a state audit item. For the nine months ended June 26, 2020, the Company made no additional provision for U.S. or non-U.S. income taxes for unrecognized deferred tax liabilities for temporary differences related to basis differences in investments in subsidiaries, as the investments are essentially permanent in duration. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Jun. 26, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 9. EARNINGS PER SHARE The Company calculates basic and diluted earnings per common share using the two-class method. Under the two-class method, net earnings are allocated to each class of common stock and participating securities as if all of the net earnings for the period had been distributed. The Company's participating securities consist of share-based payment awards that contain a non-forfeitable right to receive dividends and therefore are considered to participate in undistributed earnings with common stockholders. Basic earnings per common share excludes dilution and is calculated by dividing the net earnings allocated to common stock by the weighted-average number of common stock outstanding for the period. Diluted earnings per common share is calculated by dividing net earnings allocated to common stock by the weighted-average number of shares outstanding for the period, as adjusted for the potential dilutive effect of non-participating share-based awards. The following table sets forth the computation of basic and diluted earnings per share: Three months ended Nine months ended (in thousands, except per share data) June 26, 2020 June 28, 2019 June 26, 2020 June 28, 2019 Numerator: Net income $ 24,078 $ 36,550 $ 98,061 $ 93,054 Less: Undistributed earnings allocated to participating securities 519 996 2,221 2,499 Net income available to common shareholders $ 23,559 $ 35,554 $ 95,840 $ 90,555 Denominator: Basic weighted average common shares outstanding 47,207 46,386 47,247 46,481 Effect of dilutive securities: Non-participating employee stock options (1) 612 1,171 842 1,254 Diluted weighted average common shares outstanding 47,819 47,557 48,089 47,735 Basic earnings per share $ 0.50 $ 0.77 $ 2.03 $ 1.95 Diluted earnings per share $ 0.49 $ 0.75 $ 1.99 $ 1.90 (1) Stock options to purchase approximately 0.3 million and 0.3 million shares of common stock were outstanding during the three months ended June 26, 2020 and June 28, 2019, respectively, but were not included in the calculation of diluted earnings per share as the impact of these options would have been anti-dilutive. Stock options to purchase approximately 0.1 million and 0.4 million shares of common stock were outstanding during the nine months ended June 26, 2020 and June 28, 2019, respectively, but were not included in the calculation of diluted earnings per share as the impact of these options would have been anti-dilutive. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Jun. 26, 2020 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | 10. ACCUMULATED OTHER COMPREHENSIVE LOSS The following table presents the changes in accumulated other comprehensive loss by component for the three months ended June 26, 2020 and June 28, 2019. (in thousands) Defined benefit Currency Total Balance as of March 27, 2020 $ (23,385) $ (19,000) $ (42,385) Other comprehensive loss before reclassifications — 2,252 2,252 Amounts reclassified from accumulated other 216 — 216 Net current period other comprehensive income 216 2,252 2,468 Balance as of June 26, 2020 $ (23,169) $ (16,748) $ (39,917) (in thousands) Defined benefit Currency Total Balance as of March 29, 2019 $ (8,341) $ (12,184) $ (20,525) Other comprehensive loss before reclassifications — (610) (610) Amounts reclassified from accumulated other 20 0 20 Net current period other comprehensive income (loss) 20 (610) (590) Balance as of June 28, 2019 $ (8,321) $ (12,794) $ (21,115) The following table presents the changes in accumulated other comprehensive loss by component for the nine months ended June 26, 2020 and June 28, 2019. (in thousands) Defined benefit Currency Total Balance as of September 30, 2019 $ (23,818) $ (17,880) $ (41,698) Other comprehensive loss before reclassifications — 1,132 1,132 Amounts reclassified from accumulated other 649 — 649 Net current period other comprehensive income 649 1,132 1,781 Balance as of June 26, 2020 $ (23,169) $ (16,748) $ (39,917) (in thousands) Defined benefit Currency Total Balance as of September 30, 2018 $ (6,048) $ (10,390) $ (16,438) Other comprehensive loss before reclassifications — (2,404) (2,404) Amounts reclassified from accumulated other 60 — 60 Net current period other comprehensive income (loss) 60 (2,404) (2,344) Reclassification of stranded tax benefits (1) (2,333) — (2,333) Balance as of June 28, 2019 $ (8,321) $ (12,794) $ (21,115) (1) Due to the adoption of ASU 2018-02. |
Inventories, Net
Inventories, Net | 9 Months Ended |
Jun. 26, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories, Net | 11. INVENTORIES, NET A majority of the Company's inventories are recorded at the lower of cost (primarily last in, first out, or "LIFO") or market. Approximately 73% and 72% of the Company's inventories were valued at the lower of LIFO cost or market at June 26, 2020 and September 30, 2019, respectively. Interim LIFO determinations, including those at June 26, 2020, are based on management's estimates of future inventory levels and costs for the remainder of the current fiscal year. (in thousands) June 26, 2020 September 30, 2019 Purchased materials and manufactured parts, net $ 51,165 $ 52,742 Work in process, net 20,528 21,424 Finished goods, net 130,240 151,924 Inventories, net $ 201,933 $ 226,090 |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended |
Jun. 26, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | 12. PROPERTY, PLANT AND EQUIPMENT As of June 26, 2020, and September 30, 2019, property, plant and equipment at cost and accumulated depreciation were as follows: (in thousands) June 26, 2020 September 30, 2019 Land $ 20,150 $ 19,897 Buildings and related improvements 128,702 127,061 Machinery and equipment 324,097 318,421 Leasehold improvements 9,126 9,055 Software 26,027 24,835 Construction in progress 21,554 21,264 Property, plant and equipment 529,656 520,533 Accumulated depreciation (287,002) (259,830) Property, plant and equipment, net $ 242,654 $ 260,703 Depreciation expense for the three months ended June 26, 2020 and June 28, 2019 totaled $10,290 and $9,892 respectively. Depreciation expense for the nine months ended June 26, 2020 and June 28, 2019 totaled $31,314 and $29,783 respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Jun. 26, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 13. GOODWILL AND INTANGIBLE ASSETS Changes in the carrying amount of goodwill are as follows: (in thousands) Electrical Raceway Mechanical Products & Solutions Total Balance as of October 1, 2019 $ 149,668 $ 36,563 $ 186,231 Exchange rate effects 378 — 378 Balance as of June 26, 2020 $ 150,046 $ 36,563 $ 186,609 Goodwill balances as of October 1, 2019 and June 26, 2020 include $3,924 and $43,000 of accumulated impairment losses within the Electrical Raceway and MP&S segments, respectively. The Company assesses the recoverability of goodwill and indefinite-lived trade names on an annual basis in accordance with ASC 350, "Intangibles - Goodwill and Other." The measurement date is the first day of the fourth fiscal quarter, or more frequently, if events or circumstances indicate that it is more likely than not that the fair value of a reporting unit or the respective indefinite-lived trade name is less than the carrying value. The following table provides the gross carrying value, accumulated amortization and net carrying value for each major class of intangible assets: June 26, 2020 September 30, 2019 ($ in thousands) Weighted Average Useful Life (Years) Gross Carrying Value Accumulated Amortization Net Carrying Value Gross Carrying Value Accumulated Amortization Net Carrying Value Amortizable intangible assets: Customer relationships 11 $ 353,622 $ (194,508) $ 159,114 $ 353,256 $ (171,777) $ 181,479 Other 7 19,086 (9,204) 9,882 19,086 (7,761) 11,325 Total 372,708 (203,712) 168,996 372,342 (179,538) 192,804 Indefinite-lived intangible assets: Trade names 92,880 — 92,880 92,880 — 92,880 Total $ 465,588 $ (203,712) $ 261,876 $ 465,222 $ (179,538) $ 285,684 Other intangible assets consist of definite-lived trade names, technology, non-compete agreements and backlogs. Amortization expense for the three months ended June 26, 2020 and June 28, 2019 was $8,026 and $7,868, respectively. Amortization expense for the nine months ended June 26, 2020 and June 28, 2019 was $24,210 and $24,278, respectively. Expected amortization expense for intangible assets for the remainder of fiscal 2020 and over the next five years and thereafter is as follows: (in thousands) Remaining 2020 8,956 2021 31,974 2022 30,639 2023 30,520 2024 26,075 2025 13,497 Thereafter 27,335 Actual amounts of amortization may differ from estimated amounts due to additional intangible asset acquisitions, impairment of intangible assets and other events. The Company considered whether the adverse economic impacts of the novel coronavirus (COVID-19) outbreak, which were developing during the three months ended March 27, 2020 and continued to develop during the three months ended June 26, 2020, would indicate whether it’s more likely than not that the fair value of its reporting units or its indefinite lived intangible assets would be below the carrying value. For a majority of the Company’s operations, the fair values of its related reporting units and indefinite lived intangible assets significantly exceeded their respective carrying values as of the most recent impairment testing period in July 2019. For these reporting units and the indefinite lived intangibles, the Company concluded that it was not more likely than not that the fair value of these reporting units or indefinite lived intangible assets was less than the carrying value and therefore there was not a triggering event requiring the performance of an impairment test as of June 26, 2020. The economic impacts of the COVID-19 outbreak were more substantial for the Company’s reporting unit related to its operations in Europe, Middle East, and Africa (EMEA), due to the cross-border transactions that occur within those operations, the cross-border interactions needed to fully realize the synergies associated with recent in-region acquisitions and the COVID-19 related closing of these borders. The Company deemed the economic related developments of the outbreak to be a triggering event for the EMEA reporting unit as of March 27, 2020 and performed an updated goodwill impairment test as of that date. The Company calculated the fair value of its EMEA reporting unit considering three valuation approaches: (a) the income approach; (b) the guideline public company method; and (c) a market approach using a transaction analysis. The income approach calculates the fair value of the reporting unit using a discounted cash flow approach. Internally forecasted future cash flows, which the Company believes reasonably approximate market participant assumptions, are discounted using a weighted average cost of capital (Discount Rate) developed for the specific reporting unit. The Discount Rate is developed using market observable inputs, as well as considering whether or not there is a measure of risk related to the specific reporting unit’s forecasted performance. Fair value under the guideline public company method is determined for the reporting unit by applying market multiples for comparable public companies to the unit’s financial results. The key uncertainties in these calculations are the assumptions used in determining the reporting unit’s forecasted future performance, including revenue growth and EBITDA margins, as well as the perceived risk associated with those forecasts, along with selecting representative market multiples. Fair value under the transactional analysis is determined based on exchange prices in actual transactions and on asking prices for controlling interests in public or private companies currently offered for sale by applying market multiples for comparable public companies to the unit’s financial results. The key uncertainties in the guideline public company method and the transactional analysis calculations are the assumptions used in determining the reporting unit's comparable public companies, comparable transactions and the selection of the market multiples. The EMEA reporting unit’s impairment test as of March 27, 2020 revealed that its fair value was greater than carrying value by an amount of less than 10%. During the three months ended June 26, 2020, the Company continued to assess information related to the current and anticipated economic impacts of COVID-19 on the EMEA reporting unit and revised its financial projections. As a result of this assessment, the Company concluded that it was not more likely than not that the fair value of the EMEA reporting unit was less than the carrying value and therefore deemed that there was not a triggering event requiring the performance of an updated impairment test. |
Debt
Debt | 9 Months Ended |
Jun. 26, 2020 | |
Debt Disclosure [Abstract] | |
Debt | 14. DEBT Debt as of June 26, 2020 and September 30, 2019 was as follows: (in thousands) June 26, 2020 September 30, 2019 First Lien Term Loan Facility due December 22, 2023 $ 851,495 $ 851,361 Deferred financing costs (5,350) (6,569) Other — 525 Total debt $ 846,145 $ 845,317 Less: Current portion — — Long-term debt $ 846,145 $ 845,317 The asset-based credit facility (the "ABL Credit Facility") has aggregate commitments of $325,000 and is guaranteed by AIH and the U.S. operating companies owned by AII. AII's availability under the ABL Credit Facility was $247,782 and $301,882 as of June 26, 2020 and September 30, 2019, respectively. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Jun. 26, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 15. FAIR VALUE MEASUREMENTS Certain assets and liabilities are required to be recorded at fair value on a recurring basis. The Company uses forward currency contracts to hedge the effects of foreign exchange relating to certain of the Company’s intercompany balances denominated in a foreign currency. These derivative instruments are not formally designated as hedges by the Company and the terms of these instruments range at inception from six months to five years. Short-term forward currency contracts are recorded in either other current assets or other current liabilities and long-term forward currency contracts are recorded in either other long-term assets or other long-term liabilities in the condensed consolidated balance sheet. The fair value gains and losses are included in other income, net within the condensed consolidated statements of operations. See Note 7, ''Other Income, net'' for further detail. The total notional amounts of undesignated forward currency contracts were £44.1 million and £45.0 million as of June 26, 2020 and September 30, 2019, respectively. Cash flows associated with derivative financial instruments are recognized in the operating section of the condensed consolidated statements of cash flows. The fair value of forward currency contracts is calculated by reference to current forward exchange rates for contracts with similar maturity profiles. The following table presents the Company's assets and liabilities measured at fair value: June 26, 2020 September 30, 2019 (in thousands) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Assets Cash equivalents $ 175,166 $ — $ — $ 72,132 $ — $ — Forward currency contracts — 4,669 — — 3,420 — Liabilities Forward currency contracts — 144 — — — — The Company's remaining financial instruments consist primarily of cash, accounts receivable and accounts payable whose carrying value approximate their fair value due to their short-term nature. The estimated fair value of financial instruments not carried at fair value in the condensed consolidated balance sheets were as follows: June 26, 2020 September 30, 2019 (in thousands) Carrying Value Fair Value Carrying Value Fair Value First Lien Term Loan Facility due December 22, 2023 $ 852,120 $ 835,504 $ 852,120 $ 853,543 In determining the approximate fair value of its long-term debt, the Company used the trading values among financial institutions, and these values fall within Level 2 of the fair value hierarchy. The carrying value of the ABL Credit Facility approximates fair value due to it being a market-linked variable rate debt. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Jun. 26, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 16. COMMITMENTS AND CONTINGENCIES The Company has obligations related to commitments to purchase certain goods. As of June 26, 2020, such obligations were $145,622 for the rest of fiscal year 2020 and $2,850 for fiscal year 2021 and beyond. These amounts represent open purchase orders for materials used in production. Legal Contingencies — The Company is a defendant in a number of pending legal proceedings, some of which were inherited from its former parent, Tyco International Ltd. ("Tyco"), including certain product liability claims. Several lawsuits have been filed against the Company and the Company has also received other claim demand letters alleging that the Company's anti-microbial coated steel sprinkler pipe, which the Company has not manufactured or sold for several years, is incompatible with chlorinated polyvinyl chloride and caused stress cracking in such pipe manufactured by third parties when installed together in the same sprinkler system, which the Company refers to collectively as the "Special Products Claims." After an analysis of claims experience, the Company reserved its best estimate of the probable and reasonably estimable losses related to these matters. The Company's total product liability reserves for Special Products Claims and other product liability matters were $823 and $2,424 as of June 26, 2020 and September 30, 2019, respectively. As of June 26, 2020, the Company believes that the range of aggregate reasonably possible losses for Special Products Claims and other product liabilities is between $1,000 and $8,000. During fiscal 2019, Tyco and the Company agreed with a plaintiff to settle one Special Products Claim that was to go to trial. The Company agreed to fund the total settlement in exchange for Tyco's agreement to cap the Company's Special Products Claim deductible at $12,000, as opposed to the $13,000 cap negotiated within the original indemnity agreement. In conjunction with the payment of that settlement, Tyco and the Company examined the Company's total Special Products Claim payments and agreed that with that settlement payment and payment of a few other legal fee invoices, all of which have now been paid, the Company had met its $12,000 deductible obligation related to these Special Products Claims. Tyco, now Johnson Controls, Inc. ("JCI"), has a contractual obligation to indemnify the Company in respect of all remaining and future claims of incompatibility between the Company's antimicrobial coated steel sprinkler pipe and CPVC pipe used in the same sprinkler system. Tyco has defended and indemnified the Company on Special Products Claims as required. At this time, the Company does not expect the outcome of the Special Products Claims proceedings, either individually or in the aggregate, to have a material adverse effect on its business, financial condition, results of operations or cash flows, and the Company believes that its reserves are adequate for all remaining contingencies for Special Products Claims. During the nine months ended June 26, 2020, one of the Company’s manufacturing facilities experienced a flood which resulted in damages to certain property, plant and equipment. This facility is covered under the Company’s property and casualty loss and business interruption insurance policies. The Company is currently in the process of finalizing its estimates related to the property, plant and equipment losses incurred. The range of loss is currently estimated to be between $6,046 and $13,000. This range excludes any amounts related to business interruption losses. The Company believes that, other than the $1,000 deductible expense under the related insurance claim, it will be reimbursed for substantially all other property, plant and equipment losses in connection with the event under its current insurance policies. The Company has recorded an estimated loss of $1,486 with a related insurance recovery of $1,486 within selling, general and administrative expenses in its condensed consolidated statements of operations for the three months ended June 26, 2020. The Company has recorded an estimated loss of $6,046 with a related insurance recovery of $5,046 within selling, general and administrative expenses in its condensed consolidated statements of operations for the nine months ended June 26, 2020. In addition to the matters discussed above, from time to time, the Company is subject to a number of disputes, administrative proceedings and other claims arising out of the ordinary conduct of the Company's business. These matters generally relate to disputes arising out of the use or installation of the Company's products, product liability litigation, contract disputes, patent infringement accusations, employment matters, personal injury claims and similar matters. On the basis of information currently available to the Company, it does not believe that existing proceedings and claims will have a material adverse effect on its business, financial condition, results of operations or cash flows. However, litigation is unpredictable, and the Company could incur judgments or enter into settlements for current or future claims that could adversely affect its business, financial condition, results of operations or cash flows. |
Guarantees
Guarantees | 9 Months Ended |
Jun. 26, 2020 | |
Guarantees [Abstract] | |
Guarantees | 17. GUARANTEES The Company had outstanding letters of credit totaling $9,501 supporting workers' compensation and general liability insurance policies as of June 26, 2020. The Company also had surety bonds primarily related to performance guarantees on supply agreements and construction contracts, and payment of duties and taxes totaling $18,709 as of June 26, 2020. In disposing of assets or businesses, the Company often provides representations, warranties and indemnities to cover various risks including unknown damage to the assets, environmental risks involved in the sale of real estate, liability to investigate and remediate environmental contamination at waste disposal sites and manufacturing facilities, and unidentified tax liabilities and legal fees related to periods prior to disposition. The Company does not have the ability to estimate the potential liability from such indemnities because they relate to unknown conditions. However, the Company has no reason to believe that these uncertainties would have a material adverse effect on the Company's business, financial condition, results of operations or cash flows. In the normal course of business, the Company is liable for product performance and contract completion. In the opinion of management, such obligations will not have a material adverse effect on the Company's business, financial condition, results of operations or cash flows. |
Segment Information
Segment Information | 9 Months Ended |
Jun. 26, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | 18. SEGMENT INFORMATION The Company has two operating segments, which are also its reportable segments. The Company's operating segments are organized based upon primary market channels and, in most instances, the end use of products. Through its Electrical Raceway segment, the Company manufactures products that deploy, isolate and protect a structure's electrical circuitry from the original power source to the final outlet. These products, which include electrical conduit, armored cable, cable trays, mounting systems and fittings, are critical components of the electrical infrastructure for maintenance, repair and remodel markets. The vast majority of the Company's Electrical Raceway net sales are made to electrical distributors, who then serve electrical contractors and the Company considers both to be customers. Through the MP&S segment, the Company provides products and services that frame, support and secure component parts in a broad range of structures, equipment and systems in electrical, industrial and construction applications. The Company's principal products in this segment are metal framing products and in-line galvanized mechanical tube. Through its metal framing business, the Company designs, manufactures and installs metal strut and fittings used to assemble mounting structures that support heavy equipment and electrical content in buildings and other structures. Both segments use Adjusted EBITDA as the primary measure of profit and loss. Segment Adjusted EBITDA is the sum of income (loss) before income taxes, adjusted to exclude unallocated expenses, depreciation and amortization, interest expense, net, restructuring charges, stock-based compensation, certain legal matters, transaction costs and other items, such as inventory reserves and adjustments, loss on disposal of property, plant and equipment, insurance recovery related to damages of property, plant and equipment, release of indemnified uncertain tax positions, and realized or unrealized gain (loss) on foreign currency transactions. Intersegment transactions primarily consist of product sales at designated transfer prices on an arm's-length basis. Gross profit earned and reported within the segment is eliminated in the Company's consolidated results. Certain manufacturing and distribution expenses are allocated between the segments on a pro rata basis due to the shared nature of activities. Recorded amounts represent a proportional amount of the quantity of product produced for each segment. Certain assets, such as machinery and equipment and facilities, are not allocated to each segment despite serving both segments. These shared assets are reported within the MP&S segment. We allocate certain corporate operating expenses that directly benefit our operating segments, such as insurance and information technology, on a basis that reasonably approximates an estimate of the use of these services. Three months ended June 26, 2020 June 28, 2019 (in thousands) External Net Sales Intersegment Sales Adjusted EBITDA External Net Sales Intersegment Sales Adjusted EBITDA Electrical Raceway $ 285,412 $ 634 $ 57,455 $ 372,895 $ 334 $ 76,721 MP&S 99,487 — 12,243 120,596 — 20,595 Eliminations — (634) — (334) Consolidated operations $ 384,899 $ — $ 493,491 $ — Nine months ended June 26, 2020 June 28, 2019 (in thousands) External Net Sales Intersegment Sales Adjusted EBITDA External Net Sales Intersegment Sales Adjusted EBITDA Electrical Raceway $ 965,205 $ 1,922 $ 206,630 $ 1,069,229 $ 920 $ 212,585 MP&S 322,796 — 45,041 345,599 — 48,903 Eliminations — (1,922) — (920) Consolidated operations $ 1,288,001 $ — $ 1,414,828 $ — Presented below is a reconciliation of operating segment Adjusted EBITDA to Income before income taxes: Three months ended Nine months ended (in thousands) June 26, 2020 June 28, 2019 June 26, 2020 June 28, 2019 Operating segment Adjusted EBITDA Electrical Raceway $ 57,455 $ 76,721 $ 206,630 $ 212,585 MP&S 12,243 20,595 45,041 48,903 Total 69,698 97,316 251,671 261,488 Unallocated expenses (a) (5,975) (8,835) (23,232) (25,890) Depreciation and amortization (18,316) (17,760) (55,524) (54,061) Interest expense, net (9,421) (12,789) (30,605) (38,277) Restructuring charges (474) (709) (3,339) (3,181) Stock-based compensation (1,656) (4,120) (9,302) (8,936) Transaction costs (122) (76) (179) (363) Other (b) (984) (5,371) (2,317) (8,213) Income before income taxes $ 32,750 $ 47,656 $ 127,173 $ 122,567 (a) Represents unallocated selling, general and administrative activities and associated expenses including, in part, executive, legal, finance, human resources, information technology, business development and communications, as well as certain costs and earnings of employee-related benefits plans, such as stock-based compensation and a portion of self-insured medical costs. (b) Represents other items, such as inventory reserves and adjustments, loss on disposal of property, plant and equipment, insurance recovery related to damages of property, plant and equipment , release of indemnified uncertain tax positions and realized or unrealized gain (loss) on foreign currency transactions.. The Company's net sales by geography were as follows for the nine months ended June 26, 2020 and June 28, 2019: Three months ended Nine months ended (in thousands) June 26, 2020 June 28, 2019 June 26, 2020 June 28, 2019 United States $ 348,960 $ 436,767 $ 1,146,156 $ 1,240,402 Other Americas 4,474 7,821 18,713 26,030 Europe 27,112 36,277 96,439 108,947 Asia-Pacific 4,353 12,626 26,693 39,449 Total $ 384,899 $ 493,491 $ 1,288,001 $ 1,414,828 The table below shows the amount of net sales from external customers for each of the Company's product categories which accounted for 10% or more of consolidated net sales in either period for the nine months ended June 26, 2020 and June 28, 2019: Three months ended Nine months ended (in thousands) June 26, 2020 June 28, 2019 June 26, 2020 June 28, 2019 Metal Electrical Conduit and Fittings $ 105,079 $ 139,342 $ 354,530 404,720 Armored Cable and Fittings 60,141 90,891 226,578 263,864 PVC Electrical Conduit and Fittings 71,914 78,765 216,143 213,181 Cable Tray and Cable Ladders 40,759 50,680 142,108 147,592 Other raceway products 7,519 13,217 25,846 39,872 Electrical Raceway 285,412 372,895 965,205 1,069,229 Mechanical Pipe 59,985 63,502 184,010 186,209 Metal Framing and Fittings 25,087 29,328 83,620 88,389 Other MP&S products 14,415 27,766 55,166 71,001 MP&S 99,487 120,596 322,796 345,599 Net sales $ 384,899 $ 493,491 $ 1,288,001 $ 1,414,828 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Jun. 26, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 19. SUBSEQUENT EVENTS The Company's collective bargaining agreement in Harvey, Illinois expired in April 2020. On July 14, 2020, the Company and the United Steelworkers Union reached agreement on the terms of a new collective bargaining agreement which expires in April 2024. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Jun. 26, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation — The accompanying unaudited condensed consolidated financial statements of the Company included herein have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"). These unaudited condensed consolidated financial statements have been prepared in accordance with the Company's accounting policies and on the same basis as those financial statements included in the Company's latest Annual Report on Form 10-K for the year ended September 30, 2019, filed with the U.S. Securities and Exchange Commission (the "SEC") on November 22, 2019, and should be read in conjunction with those consolidated financial statements and the notes thereto. Certain information and disclosures normally included in the Company's annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. The unaudited condensed consolidated financial statements include the assets and liabilities used in operating the Company's business. All intercompany balances and transactions have been eliminated in consolidation. The results of companies acquired or disposed of are included in the unaudited condensed consolidated financial statements from the effective date of acquisition or up to the date of disposal. These statements include all adjustments (consisting of normal recurring adjustments) that the Company considered necessary to present a fair statement of its results of operations, financial position and cash flows. The results reported in these unaudited condensed consolidated financial statements should not be regarded as necessarily indicative of results that may be expected for the entire year. |
Fiscal Periods | Fiscal Periods — The Company has a fiscal year that ends on September 30. It is the Company's practice to establish quarterly closings using a 4-5-4 calendar. The Company's fiscal quarters end on the last Friday in December, March and June. |
Use of Estimates | Use of Estimates — The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclose contingent assets and liabilities at the date of the condensed consolidated financial statements and report the associated amounts of revenues and expenses. Actual results could differ materially from these estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements A summary of recently adopted accounting guidance is as follows. Adoption dates are on the first day of the fiscal year indicated below, unless otherwise specified. ASU Description of ASU Impact to Atkore Note Adoption Date 2016-02 Leases (Topic 842) The Accounting Standards Update ("ASU") requires companies to use a "right of use" lease model that assumes that each lease creates an asset (the lessee's right to use the leased asset) and a liability (the future rent payment obligations), which should be reflected on a lessee's balance sheet to fairly represent the lease transaction and the lessee's related financial obligations with terms of more than 12 months. The Company adopted the guidance in the first quarter of 2020 using the modified retrospective method. See Note 2, "Leases" for further detail. 2 2020 A summary of accounting guidance not yet adopted is as follows. Effective dates are on the first day of the fiscal year indicated below, unless otherwise specified. ASU Description of ASU Impact to Atkore Effective Date 2016-13 Financial Instruments - Credit Losses (Topic 326) The ASU adds to GAAP an impairment model (known as the current expected credit loss (CECL) model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses, which the FASB believes will result in more timely recognition of such losses. Under evaluation. Based on procedures performed to date, the Company does not anticipate the adoption of this ASU to be material to the financial statements. 2021 2018-14 Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans The ASU amends Accounting Standards Codification ("ASC") 715 to add, remove and clarify disclosure requirements related to defined benefit pension and other postretirement plans. Under evaluation. Based on procedures performed to date, the Company does not anticipate the adoption of this ASU to be material to the financial statements. The Company will be required to add a narrative description of the reasons for significant gains and losses affecting the benefit obligation for the period and will no longer be required to disclose the amounts in accumulated other comprehensive income expected to be recognized as part of net periodic benefit cost over the next year. 2021 2019-12 Income Tax The ASU amends ASC 740 to simplify the accounting for various topics related to income taxes. Under evaluation. Based on procedures performed to date, the Company does not anticipate the adoption of this ASU to be material to the financial statements. 2021 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting (issued March 12, 2020) The ASU addresses constituents’ concerns about certain accounting consequences that could result from the global markets’ anticipated transition away from the use of the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. Under evaluation. 2022 |
Leases | The Company elected the package of practical expedients permitted under the transition guidance within Topic 842, which allowed us to carry forward prior conclusions about lease identification, classification and initial direct costs for leases entered into prior to adoption of Topic 842. Additionally, for leases with a term of 12 months or less, the Company elected the short-term lease exemption, which allowed us to not recognize right-of-use assets ("ROU") or lease liabilities for qualifying leases existing at transition and new leases we may enter into in the future. Leases with an initial term of 12 months or less are classified as short-term leases and are not recorded on the condensed consolidated balance sheets. The lease expense for short-term leases is recognized on a straight-line basis over the lease term. The Company engages in leasing transactions to meet the needs of the business. The Company leases certain warehouses and distribution centers, office space, forklifts, vehicles and other machinery and equipment. The determination to lease, rather than purchase, an asset is primarily contingent upon capital requirements, duration of the forecasted business investment, and asset availability. The Company determines if an arrangement is a lease at inception and all arrangements deemed to be leases are subject to an assessment to determine the classification between finance and operating leases. The Company's significant assumptions and judgments in determining whether a contract is or contains a lease include establishing whether the supplier has the ability to use other assets to fulfill its service or whether the terms of the agreement enable the Company to control the use of a dedicated property, plant and equipment asset during the contract term. In the majority of the Company's contracts where it must identify whether a lease is present, it is readily determinable that the Company controls the use of the assets and obtains substantially all of the economic benefit during the term of the contract. In those contracts where identification is not readily determinable, the Company has determined that the supplier has either the ability to use another asset to provide the service or the terms of the contract give the supplier the rights to operate the asset at its discretion during the term of the contract, in which case the arrangement would not constitute a lease. Right-of-use assets and lease obligations are recognized based on the present value of the future minimum lease payments over the lease term as of the commencement date. The Company’s lease agreements have terms that include both lease and non-lease components. Lease component fees are included in the present value of future minimum lease payments. Conversely, non-lease components are not subject to capitalization and are expensed as incurred. Per Topic 842, the contractual interest rate is used to calculate the present value of the future minimum lease payments. However, the majority of the Company’s leases do not provide an implicit rate. Therefore, the Company's significant assumption and judgments in determining the discount rate include determining the incremental borrowing rate. The Company’s incremental borrowing rates are based on the term of the lease, the economic environment of the lease and the effect of collateralization. The valuation of the ROU asset also includes lease payments made in advance of the lease commencement date and initial direct costs incurred to secure the lease and is reduced for lease incentives. The lease terms include options to extend or terminate the lease when it is reasonably certain the Company will exercise the options. |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Jun. 26, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | A summary of recently adopted accounting guidance is as follows. Adoption dates are on the first day of the fiscal year indicated below, unless otherwise specified. ASU Description of ASU Impact to Atkore Note Adoption Date 2016-02 Leases (Topic 842) The Accounting Standards Update ("ASU") requires companies to use a "right of use" lease model that assumes that each lease creates an asset (the lessee's right to use the leased asset) and a liability (the future rent payment obligations), which should be reflected on a lessee's balance sheet to fairly represent the lease transaction and the lessee's related financial obligations with terms of more than 12 months. The Company adopted the guidance in the first quarter of 2020 using the modified retrospective method. See Note 2, "Leases" for further detail. 2 2020 A summary of accounting guidance not yet adopted is as follows. Effective dates are on the first day of the fiscal year indicated below, unless otherwise specified. ASU Description of ASU Impact to Atkore Effective Date 2016-13 Financial Instruments - Credit Losses (Topic 326) The ASU adds to GAAP an impairment model (known as the current expected credit loss (CECL) model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses, which the FASB believes will result in more timely recognition of such losses. Under evaluation. Based on procedures performed to date, the Company does not anticipate the adoption of this ASU to be material to the financial statements. 2021 2018-14 Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans The ASU amends Accounting Standards Codification ("ASC") 715 to add, remove and clarify disclosure requirements related to defined benefit pension and other postretirement plans. Under evaluation. Based on procedures performed to date, the Company does not anticipate the adoption of this ASU to be material to the financial statements. The Company will be required to add a narrative description of the reasons for significant gains and losses affecting the benefit obligation for the period and will no longer be required to disclose the amounts in accumulated other comprehensive income expected to be recognized as part of net periodic benefit cost over the next year. 2021 2019-12 Income Tax The ASU amends ASC 740 to simplify the accounting for various topics related to income taxes. Under evaluation. Based on procedures performed to date, the Company does not anticipate the adoption of this ASU to be material to the financial statements. 2021 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting (issued March 12, 2020) The ASU addresses constituents’ concerns about certain accounting consequences that could result from the global markets’ anticipated transition away from the use of the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. Under evaluation. 2022 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Jun. 26, 2020 | |
Leases [Abstract] | |
Assets and liabilities | Leases (in thousands) June 26, 2020 Assets Operating lease assets $ 37,068 Finance lease assets 3,570 Total right-of-use assets, gross $ 40,638 Less: accumulated depreciation (1,956) Right-of-use assets, net $ 38,682 Liabilities Current liabilities: Current portion of operating lease liabilities $ 11,207 Current portion of finance lease liabilities 358 Lease obligations $ 11,565 Noncurrent liabilities: Operating lease liabilities $ 27,014 Finance lease liabilities 899 Long-term lease obligations $ 27,913 Total lease obligations $ 39,478 |
Lease, cost | The following table summarizes lease costs by type of cost for the three months ended June 26, 2020. In the condensed consolidated statements of operations, cost of sales and selling, general and administrative expenses included lease costs of $4,464 and $349, respectively. (in thousands) Three months ended June 26, 2020 Condensed Consolidated Statement of Operations Classification Total Amortization of right-of-use assets $ 3,611 Interest on lease liabilities 10 Variable lease costs 405 Short term lease costs 787 Total lease costs $ 4,813 The following table summarizes lease costs by type of cost for the nine months ended June 26, 2020. In the condensed consolidated statements of operations, cost of sales and selling, general and administrative expenses included lease costs of $10,414 and $2,474, respectively. (in thousands) Nine months ended June 26, 2020 Condensed Consolidated Statement of Operations Classification Total Amortization of right-of-use assets $ 10,995 Interest on lease liabilities 32 Variable lease costs 487 Short term lease costs 1,374 Total lease costs $ 12,888 Lease Term and Discount Rate June 26, 2020 Weighted-average remaining lease term (years) Operating leases 4.6 Finance leases 3.4 Weighted-average discount rate Operating leases 3.83 % Finance leases 3.16 % Other Information (in thousands) Nine months ended June 26, 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases 9,687 Operating cash flows from finance leases 20 Financing cash flows from finance leases 396 |
Operating lease liability, maturity | The Company's maturity analysis of its lease liabilities as of June 26, 2020 is as follows: (in thousands) Financing Leases Operating Leases 2020 $ 105 $ 3,449 2021 400 11,785 2022 385 8,817 2023 314 6,769 2024 69 5,624 2025 and after — 6,760 Total lease payments $ 1,273 $ 43,204 Less: Interest (16) (4,983) Present value of lease liabilities $ 1,257 $ 38,221 |
Finance lease, liability, maturity | The Company's maturity analysis of its lease liabilities as of June 26, 2020 is as follows: (in thousands) Financing Leases Operating Leases 2020 $ 105 $ 3,449 2021 400 11,785 2022 385 8,817 2023 314 6,769 2024 69 5,624 2025 and after — 6,760 Total lease payments $ 1,273 $ 43,204 Less: Interest (16) (4,983) Present value of lease liabilities $ 1,257 $ 38,221 |
Schedule of Minimum Future Operating Lease Payments | The following represents the Company's future minimum rental payments at September 30, 2019 for agreements classified as operating leases under ASC 840 with non-cancelable terms in excess of one year: 2020 $ 13,526 2021 11,592 2022 8,666 2023 6,362 2024 5,097 2025 and thereafter 6,938 Total $ 52,181 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Jun. 26, 2020 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the Level 3 fair values assigned to the net assets acquired and liabilities assumed as of the acquisition date for fiscal 2019: (in thousands) Vergokan Other Total Fair value of consideration transferred: Cash consideration $ 58,728 $ 41,641 $ 100,369 Other liability consideration — 1,400 $ 1,400 Total consideration transferred 58,728 43,041 101,769 Fair value of assets acquired and liabilities assumed: Cash 829 1,541 2,370 Accounts receivable 8,761 8,217 16,978 Inventories 11,434 7,494 18,928 Intangible assets 12,621 16,400 29,021 Fixed assets 32,490 19,298 51,788 Accounts payable (18,716) (7,608) (26,324) Gain on purchase of business — (7,384) (7,384) Other 1,680 (3,412) (1,732) Net assets acquired 49,099 34,546 83,645 Excess purchase price attributed to goodwill acquired $ 9,629 $ 8,495 $ 18,124 |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | The following table summarizes the fair value of intangible assets as of the acquisition date: Vergokan Other ($ in thousands) Fair Value Weighted Average Useful Life (Years) Fair Value Weighted Average Useful Life (Years) Customer relationships $ 10,535 12.0 $ 15,400 10.0 Other 2,086 9.0 1,000 9.0 Total intangible assets $ 12,621 $ 16,400 |
Postretirement Benefits (Tables
Postretirement Benefits (Tables) | 9 Months Ended |
Jun. 26, 2020 | |
Retirement Benefits [Abstract] | |
Schedule of Net Periodic Benefit Cost | The net periodic benefit credit was as follows: Three months ended Nine months ended (in thousands) Note June 26, 2020 June 28, 2019 June 26, 2020 June 28, 2019 Interest cost $ 935 $ 1,166 $ 2,805 $ 3,498 Expected return on plan assets (1,583) (1,593) (4,749) (4,779) Amortization of actuarial loss 222 25 666 75 Net periodic benefit credit 7 $ (426) $ (402) $ (1,278) $ (1,206) |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 9 Months Ended |
Jun. 26, 2020 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Reserves | The liability for restructuring reserves is included within other current liabilities in the Company's condensed consolidated balance sheets as follows: Electrical Raceway MP&S Other/Corporate (in thousands) Severance (a) Other (b) Severance (a) Other Severance Total Balance as of September 30, 2018 $ 212 $ 310 $ — $ 29 $ — $ 551 Charges 1,047 2,544 213 — — 3,804 Utilization (867) (2,854) (68) (29) — (3,818) Balance as of September 30, 2019 392 — 145 — — 537 Charges 1,207 1,666 398 — 68 3,339 Utilization (821) (1,666) (388) — (36) (2,911) Exchange rate effects 9 — — — 9 Balance as of June 26, 2020 $ 787 $ — $ 155 $ — $ 32 $ 974 (a) Charges for the three and nine months ended June 26, 2020 include $91 and $1,673, respectively in charges for a reduction in force implemented as part of adjusting to the macroeconomic impacts related to the outbreak of the novel coronavirus (COVID-19). (b) Primarily related to Atkore's commitment to close certain facilities as part of its continuing effort to realign its strategic focus. The Company recorded other restructuring charges to close facilities of $1,666 and $2,473 for the nine months ended June 26, 2020 and June 28, 2019, respectively, and for the three months ended June 26, 2020 and June 28, 2019 the company recorded $383 and $638 respectively. |
Restructuring and Related Costs | The net restructuring charges included as a component of selling, general and administrative expenses in the Company's condensed consolidated statements of operations were as follows: Three months ended Nine months ended (in thousands) June 26, 2020 June 28, 2019 June 26, 2020 June 28, 2019 Total restructuring charges, net $ 474 $ 709 $ 3,339 $ 3,181 |
Other Income, Net (Tables)
Other Income, Net (Tables) | 9 Months Ended |
Jun. 26, 2020 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Expense, Net | Other income, net consisted of the following: Three months ended Nine months ended (in thousands) June 26, 2020 June 28, 2019 June 26, 2020 June 28, 2019 Undesignated foreign currency derivative instruments $ (569) $ (2,095) $ (1,112) $ (3,562) Foreign exchange (gain) loss on intercompany loans 452 1,360 (72) 1,423 Pension-related benefits (426) (402) (1,278) (1,206) Other — (91) — (77) Other income, net $ (543) $ (1,228) $ (2,462) $ (3,422) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Jun. 26, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Income Per Share | The following table sets forth the computation of basic and diluted earnings per share: Three months ended Nine months ended (in thousands, except per share data) June 26, 2020 June 28, 2019 June 26, 2020 June 28, 2019 Numerator: Net income $ 24,078 $ 36,550 $ 98,061 $ 93,054 Less: Undistributed earnings allocated to participating securities 519 996 2,221 2,499 Net income available to common shareholders $ 23,559 $ 35,554 $ 95,840 $ 90,555 Denominator: Basic weighted average common shares outstanding 47,207 46,386 47,247 46,481 Effect of dilutive securities: Non-participating employee stock options (1) 612 1,171 842 1,254 Diluted weighted average common shares outstanding 47,819 47,557 48,089 47,735 Basic earnings per share $ 0.50 $ 0.77 $ 2.03 $ 1.95 Diluted earnings per share $ 0.49 $ 0.75 $ 1.99 $ 1.90 (1) Stock options to purchase approximately 0.3 million and 0.3 million shares of common stock were outstanding during the three months ended June 26, 2020 and June 28, 2019, respectively, but were not included in the calculation of diluted earnings per share as the impact of these options would have been anti-dilutive. Stock options to purchase approximately 0.1 million and 0.4 million shares of common stock were outstanding during the nine months ended June 26, 2020 and June 28, 2019, respectively, but were not included in the calculation of diluted earnings per share as the impact of these options would have been anti-dilutive. |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Jun. 26, 2020 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss | The following table presents the changes in accumulated other comprehensive loss by component for the three months ended June 26, 2020 and June 28, 2019. (in thousands) Defined benefit Currency Total Balance as of March 27, 2020 $ (23,385) $ (19,000) $ (42,385) Other comprehensive loss before reclassifications — 2,252 2,252 Amounts reclassified from accumulated other 216 — 216 Net current period other comprehensive income 216 2,252 2,468 Balance as of June 26, 2020 $ (23,169) $ (16,748) $ (39,917) (in thousands) Defined benefit Currency Total Balance as of March 29, 2019 $ (8,341) $ (12,184) $ (20,525) Other comprehensive loss before reclassifications — (610) (610) Amounts reclassified from accumulated other 20 0 20 Net current period other comprehensive income (loss) 20 (610) (590) Balance as of June 28, 2019 $ (8,321) $ (12,794) $ (21,115) The following table presents the changes in accumulated other comprehensive loss by component for the nine months ended June 26, 2020 and June 28, 2019. (in thousands) Defined benefit Currency Total Balance as of September 30, 2019 $ (23,818) $ (17,880) $ (41,698) Other comprehensive loss before reclassifications — 1,132 1,132 Amounts reclassified from accumulated other 649 — 649 Net current period other comprehensive income 649 1,132 1,781 Balance as of June 26, 2020 $ (23,169) $ (16,748) $ (39,917) (in thousands) Defined benefit Currency Total Balance as of September 30, 2018 $ (6,048) $ (10,390) $ (16,438) Other comprehensive loss before reclassifications — (2,404) (2,404) Amounts reclassified from accumulated other 60 — 60 Net current period other comprehensive income (loss) 60 (2,404) (2,344) Reclassification of stranded tax benefits (1) (2,333) — (2,333) Balance as of June 28, 2019 $ (8,321) $ (12,794) $ (21,115) (1) Due to the adoption of ASU 2018-02. |
Inventories, Net (Tables)
Inventories, Net (Tables) | 9 Months Ended |
Jun. 26, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | Interim LIFO determinations, including those at June 26, 2020, are based on management's estimates of future inventory levels and costs for the remainder of the current fiscal year. (in thousands) June 26, 2020 September 30, 2019 Purchased materials and manufactured parts, net $ 51,165 $ 52,742 Work in process, net 20,528 21,424 Finished goods, net 130,240 151,924 Inventories, net $ 201,933 $ 226,090 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 9 Months Ended |
Jun. 26, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | As of June 26, 2020, and September 30, 2019, property, plant and equipment at cost and accumulated depreciation were as follows: (in thousands) June 26, 2020 September 30, 2019 Land $ 20,150 $ 19,897 Buildings and related improvements 128,702 127,061 Machinery and equipment 324,097 318,421 Leasehold improvements 9,126 9,055 Software 26,027 24,835 Construction in progress 21,554 21,264 Property, plant and equipment 529,656 520,533 Accumulated depreciation (287,002) (259,830) Property, plant and equipment, net $ 242,654 $ 260,703 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Jun. 26, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill are as follows: (in thousands) Electrical Raceway Mechanical Products & Solutions Total Balance as of October 1, 2019 $ 149,668 $ 36,563 $ 186,231 Exchange rate effects 378 — 378 Balance as of June 26, 2020 $ 150,046 $ 36,563 $ 186,609 |
Schedule of Finite-Lived Intangible Assets | The following table provides the gross carrying value, accumulated amortization and net carrying value for each major class of intangible assets: June 26, 2020 September 30, 2019 ($ in thousands) Weighted Average Useful Life (Years) Gross Carrying Value Accumulated Amortization Net Carrying Value Gross Carrying Value Accumulated Amortization Net Carrying Value Amortizable intangible assets: Customer relationships 11 $ 353,622 $ (194,508) $ 159,114 $ 353,256 $ (171,777) $ 181,479 Other 7 19,086 (9,204) 9,882 19,086 (7,761) 11,325 Total 372,708 (203,712) 168,996 372,342 (179,538) 192,804 Indefinite-lived intangible assets: Trade names 92,880 — 92,880 92,880 — 92,880 Total $ 465,588 $ (203,712) $ 261,876 $ 465,222 $ (179,538) $ 285,684 |
Schedule of Indefinite-Lived Intangible Assets | The following table provides the gross carrying value, accumulated amortization and net carrying value for each major class of intangible assets: June 26, 2020 September 30, 2019 ($ in thousands) Weighted Average Useful Life (Years) Gross Carrying Value Accumulated Amortization Net Carrying Value Gross Carrying Value Accumulated Amortization Net Carrying Value Amortizable intangible assets: Customer relationships 11 $ 353,622 $ (194,508) $ 159,114 $ 353,256 $ (171,777) $ 181,479 Other 7 19,086 (9,204) 9,882 19,086 (7,761) 11,325 Total 372,708 (203,712) 168,996 372,342 (179,538) 192,804 Indefinite-lived intangible assets: Trade names 92,880 — 92,880 92,880 — 92,880 Total $ 465,588 $ (203,712) $ 261,876 $ 465,222 $ (179,538) $ 285,684 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Expected amortization expense for intangible assets for the remainder of fiscal 2020 and over the next five years and thereafter is as follows: (in thousands) Remaining 2020 8,956 2021 31,974 2022 30,639 2023 30,520 2024 26,075 2025 13,497 Thereafter 27,335 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Jun. 26, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Debt as of June 26, 2020 and September 30, 2019 was as follows: (in thousands) June 26, 2020 September 30, 2019 First Lien Term Loan Facility due December 22, 2023 $ 851,495 $ 851,361 Deferred financing costs (5,350) (6,569) Other — 525 Total debt $ 846,145 $ 845,317 Less: Current portion — — Long-term debt $ 846,145 $ 845,317 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Jun. 26, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities | The following table presents the Company's assets and liabilities measured at fair value: June 26, 2020 September 30, 2019 (in thousands) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Assets Cash equivalents $ 175,166 $ — $ — $ 72,132 $ — $ — Forward currency contracts — 4,669 — — 3,420 — Liabilities Forward currency contracts — 144 — — — — |
Estimated Fair Value of Financial Instruments Not Carried at Fair Value | The estimated fair value of financial instruments not carried at fair value in the condensed consolidated balance sheets were as follows: June 26, 2020 September 30, 2019 (in thousands) Carrying Value Fair Value Carrying Value Fair Value First Lien Term Loan Facility due December 22, 2023 $ 852,120 $ 835,504 $ 852,120 $ 853,543 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Jun. 26, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information | Three months ended June 26, 2020 June 28, 2019 (in thousands) External Net Sales Intersegment Sales Adjusted EBITDA External Net Sales Intersegment Sales Adjusted EBITDA Electrical Raceway $ 285,412 $ 634 $ 57,455 $ 372,895 $ 334 $ 76,721 MP&S 99,487 — 12,243 120,596 — 20,595 Eliminations — (634) — (334) Consolidated operations $ 384,899 $ — $ 493,491 $ — Nine months ended June 26, 2020 June 28, 2019 (in thousands) External Net Sales Intersegment Sales Adjusted EBITDA External Net Sales Intersegment Sales Adjusted EBITDA Electrical Raceway $ 965,205 $ 1,922 $ 206,630 $ 1,069,229 $ 920 $ 212,585 MP&S 322,796 — 45,041 345,599 — 48,903 Eliminations — (1,922) — (920) Consolidated operations $ 1,288,001 $ — $ 1,414,828 $ — Presented below is a reconciliation of operating segment Adjusted EBITDA to Income before income taxes: Three months ended Nine months ended (in thousands) June 26, 2020 June 28, 2019 June 26, 2020 June 28, 2019 Operating segment Adjusted EBITDA Electrical Raceway $ 57,455 $ 76,721 $ 206,630 $ 212,585 MP&S 12,243 20,595 45,041 48,903 Total 69,698 97,316 251,671 261,488 Unallocated expenses (a) (5,975) (8,835) (23,232) (25,890) Depreciation and amortization (18,316) (17,760) (55,524) (54,061) Interest expense, net (9,421) (12,789) (30,605) (38,277) Restructuring charges (474) (709) (3,339) (3,181) Stock-based compensation (1,656) (4,120) (9,302) (8,936) Transaction costs (122) (76) (179) (363) Other (b) (984) (5,371) (2,317) (8,213) Income before income taxes $ 32,750 $ 47,656 $ 127,173 $ 122,567 (a) Represents unallocated selling, general and administrative activities and associated expenses including, in part, executive, legal, finance, human resources, information technology, business development and communications, as well as certain costs and earnings of employee-related benefits plans, such as stock-based compensation and a portion of self-insured medical costs. (b) Represents other items, such as inventory reserves and adjustments, loss on disposal of property, plant and equipment, insurance recovery related to damages of property, plant and equipment , release of indemnified uncertain tax positions and realized or unrealized gain (loss) on foreign currency transactions.. |
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas | The Company's net sales by geography were as follows for the nine months ended June 26, 2020 and June 28, 2019: Three months ended Nine months ended (in thousands) June 26, 2020 June 28, 2019 June 26, 2020 June 28, 2019 United States $ 348,960 $ 436,767 $ 1,146,156 $ 1,240,402 Other Americas 4,474 7,821 18,713 26,030 Europe 27,112 36,277 96,439 108,947 Asia-Pacific 4,353 12,626 26,693 39,449 Total $ 384,899 $ 493,491 $ 1,288,001 $ 1,414,828 The table below shows the amount of net sales from external customers for each of the Company's product categories which accounted for 10% or more of consolidated net sales in either period for the nine months ended June 26, 2020 and June 28, 2019: Three months ended Nine months ended (in thousands) June 26, 2020 June 28, 2019 June 26, 2020 June 28, 2019 Metal Electrical Conduit and Fittings $ 105,079 $ 139,342 $ 354,530 404,720 Armored Cable and Fittings 60,141 90,891 226,578 263,864 PVC Electrical Conduit and Fittings 71,914 78,765 216,143 213,181 Cable Tray and Cable Ladders 40,759 50,680 142,108 147,592 Other raceway products 7,519 13,217 25,846 39,872 Electrical Raceway 285,412 372,895 965,205 1,069,229 Mechanical Pipe 59,985 63,502 184,010 186,209 Metal Framing and Fittings 25,087 29,328 83,620 88,389 Other MP&S products 14,415 27,766 55,166 71,001 MP&S 99,487 120,596 322,796 345,599 Net sales $ 384,899 $ 493,491 $ 1,288,001 $ 1,414,828 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||||
Jun. 26, 2020 | Jun. 26, 2020 | Mar. 27, 2020 | Dec. 27, 2019 | Oct. 01, 2019 | Sep. 30, 2019 | Jun. 28, 2019 | Mar. 29, 2019 | Dec. 28, 2018 | Sep. 30, 2018 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Operating lease assets | $ 37,068 | $ 37,068 | |||||||||
Operating lease, liability | 38,221 | 38,221 | |||||||||
Stockholders' equity | 324,195 | 324,195 | $ 295,434 | $ 272,131 | $ 232,936 | $ 202,518 | $ 158,497 | $ 124,155 | $ 122,059 | ||
Lease, cost | 4,813 | 12,888 | |||||||||
Cumulative Effect, Period of Adoption, Adjustment | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Stockholders' equity | [1] | (1,053) | |||||||||
Accounting Standards Update 2016-02 | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Operating lease assets | $ 45,519 | ||||||||||
Operating lease, liability | 46,941 | ||||||||||
Cost of sales | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Lease, cost | 4,464 | 10,414 | |||||||||
Selling, General and Administrative Expenses | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Lease, cost | 349 | 2,474 | |||||||||
Accumulated Deficit | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Stockholders' equity | $ (118,395) | $ (118,395) | $ (142,473) | $ (166,659) | (200,396) | $ (246,393) | $ (282,943) | $ (314,831) | $ (317,373) | ||
Accumulated Deficit | Cumulative Effect, Period of Adoption, Adjustment | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Stockholders' equity | [1] | $ (1,053) | |||||||||
Accumulated Deficit | Accounting Standards Update 2016-02 | Cumulative Effect, Period of Adoption, Adjustment | |||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||
Stockholders' equity | $ 1,053 | ||||||||||
[1] | Due to the adoption of ASU 2016-02 |
Leases - Assets and Liabilities
Leases - Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 26, 2020 | Sep. 30, 2019 |
Operating And Finance Lease, Right-of-Use Assets [Abstract] | ||
Operating lease assets | $ 37,068 | |
Finance lease assets | 3,570 | |
Total right-of-use assets, gross | 40,638 | |
Less: accumulated depreciation | (1,956) | |
Right-of-use assets, net | 38,682 | $ 0 |
Current liabilities: | ||
Current portion of operating lease liabilities | 11,207 | |
Current portion of finance lease liabilities | 358 | |
Lease obligations | 11,565 | 0 |
Noncurrent liabilities: | ||
Operating lease liabilities | 27,014 | |
Finance lease liabilities | 899 | |
Long-term lease obligations | 27,913 | $ 0 |
Total lease obligations | $ 39,478 |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Jun. 26, 2020 | Jun. 26, 2020 | Jun. 28, 2019 | |
Leases [Abstract] | |||
Amortization of right-of-use assets | $ 3,611 | $ 10,995 | $ 0 |
Interest on lease liabilities | 10 | 32 | |
Variable lease costs | 405 | 487 | |
Short term lease costs | 787 | 1,374 | |
Total lease costs | $ 4,813 | $ 12,888 |
Leases - Maturity of Lease Liab
Leases - Maturity of Lease Liabilities (Details) $ in Thousands | Jun. 26, 2020USD ($) |
Financing Leases | |
2020 | $ 105 |
2021 | 400 |
2022 | 385 |
2023 | 314 |
2024 | 69 |
2025 and after | 0 |
Total lease payments | 1,273 |
Less: Interest | (16) |
Present value of lease liabilities | 1,257 |
Operating Leases | |
2020 | 3,449 |
2021 | 11,785 |
2022 | 8,817 |
2023 | 6,769 |
2024 | 5,624 |
2025 and after | 6,760 |
Total lease payments | 43,204 |
Less: Interest | (4,983) |
Present value of lease liabilities | $ 38,221 |
Leases - Schedule of Minimum Fu
Leases - Schedule of Minimum Future Operating Lease Payments (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 13,526 |
2021 | 11,592 |
2022 | 8,666 |
2023 | 6,362 |
2024 | 5,097 |
2025 and thereafter | 6,938 |
Total | $ 52,181 |
Leases - Lease Term and Discoun
Leases - Lease Term and Discount Rate (Details) | Jun. 26, 2020 |
Weighted-average remaining lease term (years) | |
Operating leases | 4 years 7 months 6 days |
Finance leases | 3 years 4 months 24 days |
Weighted-average discount rate | |
Operating leases | 3.83% |
Finance leases | 3.16% |
Leases - Cash Flow Information
Leases - Cash Flow Information (Details) $ in Thousands | 9 Months Ended |
Jun. 26, 2020USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities | |
Operating cash flows from operating leases | $ 9,687 |
Operating cash flows from finance leases | 20 |
Financing cash flows from finance leases | $ 396 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) $ in Thousands | Aug. 21, 2019 | Jun. 03, 2019 | Oct. 01, 2018 | Sep. 30, 2019 | Jun. 26, 2020 | Jun. 28, 2019 |
Business Acquisition [Line Items] | ||||||
Acquisition of businesses, net of cash acquired | $ 0 | $ 83,385 | ||||
Goodwill | $ 186,231 | $ 186,609 | ||||
Rocky Mountain Pipe (Cor-Tek) | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price | $ 14,835 | |||||
Business combination, bargain purchase, gain recognized, amount | 7,384 | |||||
United Structural Products, LLC. | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition of businesses, net of cash acquired | $ 25,507 | |||||
Goodwill | 7,295 | |||||
Identifiable intangible assets | 14,800 | |||||
Working capital and other tangible assets | $ 3,412 | |||||
Vergokan | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition of businesses, net of cash acquired | $ 57,899 | |||||
Goodwill | $ 9,629 |
Acquisitions - Summary of Level
Acquisitions - Summary of Level 3 Fair Values Assigned to Net Assets Acquired and Liabilities Assumed As of Acquisition Date (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Sep. 30, 2019 | Jun. 26, 2020 | |
Fair value of assets acquired and liabilities assumed: | ||
Excess purchase price attributed to goodwill acquired | $ 186,231 | $ 186,609 |
Vergokan | ||
Fair value of consideration transferred: | ||
Cash consideration | 58,728 | |
Other liability consideration | 0 | |
Total consideration transferred | 58,728 | |
Fair value of assets acquired and liabilities assumed: | ||
Cash | 829 | |
Accounts receivable | 8,761 | |
Inventories | 11,434 | |
Intangible assets | 12,621 | |
Fixed assets | 32,490 | |
Accounts payable | (18,716) | |
Gain on purchase of business | 0 | |
Other | 1,680 | |
Net assets acquired | 49,099 | |
Excess purchase price attributed to goodwill acquired | 9,629 | |
Other | ||
Fair value of consideration transferred: | ||
Cash consideration | 41,641 | |
Other liability consideration | 1,400 | |
Total consideration transferred | 43,041 | |
Fair value of assets acquired and liabilities assumed: | ||
Cash | 1,541 | |
Accounts receivable | 8,217 | |
Inventories | 7,494 | |
Intangible assets | 16,400 | |
Fixed assets | 19,298 | |
Accounts payable | (7,608) | |
Gain on purchase of business | (7,384) | |
Other | (3,412) | |
Net assets acquired | 34,546 | |
Excess purchase price attributed to goodwill acquired | 8,495 | |
Acquisitions For Fiscal Year 2019 | ||
Fair value of consideration transferred: | ||
Cash consideration | 100,369 | |
Other liability consideration | 1,400 | |
Total consideration transferred | 101,769 | |
Fair value of assets acquired and liabilities assumed: | ||
Cash | 2,370 | |
Accounts receivable | 16,978 | |
Inventories | 18,928 | |
Intangible assets | 29,021 | |
Fixed assets | 51,788 | |
Accounts payable | (26,324) | |
Gain on purchase of business | (7,384) | |
Other | (1,732) | |
Net assets acquired | 83,645 | |
Excess purchase price attributed to goodwill acquired | $ 18,124 |
Acquisitions - Summary of Fair
Acquisitions - Summary of Fair Value as of Acquisition Date (Details) $ in Thousands | 12 Months Ended |
Sep. 30, 2019USD ($) | |
Vergokan | |
Business Acquisition [Line Items] | |
Intangible assets | $ 12,621 |
Other | |
Business Acquisition [Line Items] | |
Intangible assets | 16,400 |
Customer relationships | Vergokan | |
Business Acquisition [Line Items] | |
Fair Value | $ 10,535 |
Weighted Average Useful Life (Years) | 12 years |
Customer relationships | Other | |
Business Acquisition [Line Items] | |
Fair Value | $ 15,400 |
Weighted Average Useful Life (Years) | 10 years |
Other | Vergokan | |
Business Acquisition [Line Items] | |
Fair Value | $ 2,086 |
Weighted Average Useful Life (Years) | 9 years |
Other | Other | |
Business Acquisition [Line Items] | |
Fair Value | $ 1,000 |
Weighted Average Useful Life (Years) | 9 years |
Postretirement Benefits - Net P
Postretirement Benefits - Net Periodic Benefit Cost (Details) - Pension Plan - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 26, 2020 | Jun. 28, 2019 | Jun. 26, 2020 | Jun. 28, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost | $ 935 | $ 1,166 | $ 2,805 | $ 3,498 |
Expected return on plan assets | (1,583) | (1,593) | (4,749) | (4,779) |
Amortization of actuarial loss | 222 | 25 | 666 | 75 |
Net periodic benefit credit | $ (426) | $ (402) | $ (1,278) | $ (1,206) |
Restructuring Charges - Restruc
Restructuring Charges - Restructuring Reserves (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 26, 2020 | Jun. 28, 2019 | Jun. 26, 2020 | Jun. 28, 2019 | Sep. 30, 2019 | |
Restructuring Reserve [Roll Forward] | |||||
Beginning balance | $ 537 | $ 551 | $ 551 | ||
Charges | 3,339 | 3,804 | |||
Utilization | (2,911) | (3,818) | |||
Exchange rate effects | 9 | ||||
Ending balance | $ 974 | 974 | 537 | ||
Reduction in Workforce, COVID-19 | |||||
Restructuring Reserve [Roll Forward] | |||||
Charges | 91 | 1,673 | |||
Facility Closing | |||||
Restructuring Reserve [Roll Forward] | |||||
Charges | 383 | $ 638 | 1,666 | 2,473 | |
Operating Segments | Electrical Raceway | Severance | |||||
Restructuring Reserve [Roll Forward] | |||||
Beginning balance | 392 | 212 | 212 | ||
Charges | 1,207 | 1,047 | |||
Utilization | (821) | (867) | |||
Exchange rate effects | 9 | ||||
Ending balance | 787 | 787 | 392 | ||
Operating Segments | Electrical Raceway | Other | |||||
Restructuring Reserve [Roll Forward] | |||||
Beginning balance | 0 | 310 | 310 | ||
Charges | 1,666 | 2,544 | |||
Utilization | (1,666) | (2,854) | |||
Exchange rate effects | 0 | ||||
Ending balance | 0 | 0 | 0 | ||
Operating Segments | MP&S | Severance | |||||
Restructuring Reserve [Roll Forward] | |||||
Beginning balance | 145 | 0 | 0 | ||
Charges | 398 | 213 | |||
Utilization | (388) | (68) | |||
Exchange rate effects | |||||
Ending balance | 155 | 155 | 145 | ||
Operating Segments | MP&S | Other | |||||
Restructuring Reserve [Roll Forward] | |||||
Beginning balance | 0 | 29 | 29 | ||
Charges | 0 | 0 | |||
Utilization | 0 | (29) | |||
Exchange rate effects | 0 | ||||
Ending balance | 0 | 0 | 0 | ||
Other/Corporate | Severance | |||||
Restructuring Reserve [Roll Forward] | |||||
Beginning balance | 0 | $ 0 | 0 | ||
Charges | 68 | 0 | |||
Utilization | (36) | 0 | |||
Exchange rate effects | 0 | ||||
Ending balance | $ 32 | $ 32 | $ 0 |
Restructuring Charges - As a Co
Restructuring Charges - As a Component of Selling, General and Administrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 26, 2020 | Jun. 28, 2019 | Jun. 26, 2020 | Jun. 28, 2019 | |
Restructuring and Related Activities [Abstract] | ||||
Total restructuring charges, net | $ 474 | $ 709 | $ 3,339 | $ 3,181 |
Other Income, Net (Details)
Other Income, Net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 26, 2020 | Jun. 28, 2019 | Jun. 26, 2020 | Jun. 28, 2019 | |
Other Income and Expenses [Abstract] | ||||
Undesignated foreign currency derivative instruments | $ (569) | $ (2,095) | $ (1,112) | $ (3,562) |
Foreign exchange (gain) loss on intercompany loans | 452 | 1,360 | (72) | 1,423 |
Pension-related benefits | (426) | (402) | (1,278) | (1,206) |
Other | 0 | (91) | 0 | (77) |
Other income, net | $ (543) | $ (1,228) | $ (2,462) | $ (3,422) |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 26, 2020 | Jun. 28, 2019 | Jun. 26, 2020 | Jun. 28, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | 26.50% | 23.30% | 22.90% | 24.10% |
Income tax expense | $ 8,672 | $ 11,106 | $ 29,112 | $ 29,513 |
Decrease in unrecognized tax benefits | $ 108 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Jun. 26, 2020 | Mar. 27, 2020 | Dec. 27, 2019 | Jun. 28, 2019 | Mar. 29, 2019 | Dec. 28, 2018 | Jun. 26, 2020 | Jun. 28, 2019 | |
Numerator: | ||||||||
Net income | $ 24,078 | $ 39,193 | $ 34,790 | $ 36,550 | $ 29,555 | $ 26,949 | $ 98,061 | $ 93,054 |
Less: Undistributed earnings allocated to participating securities | 519 | 996 | 2,221 | 2,499 | ||||
Net income available to common shareholders | $ 23,559 | $ 35,554 | $ 95,840 | $ 90,555 | ||||
Denominator: | ||||||||
Basic weighted average common shares outstanding (in shares) | 47,207 | 46,386 | 47,247 | 46,481 | ||||
Effect of dilutive securities: Non-participating employee stock options (in shares) | 612 | 1,171 | 842 | 1,254 | ||||
Diluted weighted average common shares outstanding (in shares) | 47,819 | 47,557 | 48,089 | 47,735 | ||||
Basic earnings per share (in dollars per share) | $ 0.50 | $ 0.77 | $ 2.03 | $ 1.95 | ||||
Diluted earnings per share (in dollars per share) | $ 0.49 | $ 0.75 | $ 1.99 | $ 1.90 |
Earnings Per Share - Antidiluti
Earnings Per Share - Antidilutive Securities (Details) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 26, 2020 | Jun. 28, 2019 | Jun. 26, 2020 | Jun. 28, 2019 | |
Stock Options | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from calculation of diluted earnings per share (in shares) | 0.3 | 0.3 | 0.1 | 0.4 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Changes in Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||||
Jun. 26, 2020 | Mar. 27, 2020 | Dec. 27, 2019 | Jun. 28, 2019 | Mar. 29, 2019 | Dec. 28, 2018 | Jun. 26, 2020 | Jun. 28, 2019 | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||||||||
Balance at beginning of period | $ 295,434 | $ 272,131 | $ 232,936 | $ 158,497 | $ 124,155 | $ 122,059 | $ 232,936 | $ 122,059 | ||
Other comprehensive loss before reclassifications | 2,252 | (610) | 1,132 | (2,404) | ||||||
Amounts reclassified from accumulated other comprehensive loss, net of tax | 216 | 20 | 649 | 60 | ||||||
Total other comprehensive income (loss) | 2,468 | (6,003) | 5,316 | (590) | 967 | (2,721) | 1,781 | (2,344) | ||
Reclassification of stranded tax benefits | [1] | 0 | ||||||||
Balance at end of period | 324,195 | 295,434 | 272,131 | 202,518 | 158,497 | 124,155 | 324,195 | 202,518 | ||
Defined benefit pension items | ||||||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||||||||
Balance at beginning of period | (23,385) | (23,818) | (8,341) | (6,048) | (23,818) | (6,048) | ||||
Other comprehensive loss before reclassifications | 0 | 0 | 0 | 0 | ||||||
Amounts reclassified from accumulated other comprehensive loss, net of tax | 216 | 20 | 649 | 60 | ||||||
Total other comprehensive income (loss) | 216 | 20 | 649 | 60 | ||||||
Reclassification of stranded tax benefits | (2,333) | |||||||||
Balance at end of period | (23,169) | (23,385) | (8,321) | (8,341) | (23,169) | (8,321) | ||||
Currency translation adjustments | ||||||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||||||||
Balance at beginning of period | (19,000) | (17,880) | (12,184) | (10,390) | (17,880) | (10,390) | ||||
Other comprehensive loss before reclassifications | 2,252 | (610) | 1,132 | (2,404) | ||||||
Amounts reclassified from accumulated other comprehensive loss, net of tax | 0 | 0 | 0 | 0 | ||||||
Total other comprehensive income (loss) | 2,252 | (610) | 1,132 | (2,404) | ||||||
Reclassification of stranded tax benefits | 0 | |||||||||
Balance at end of period | (16,748) | (19,000) | (12,794) | (12,184) | (16,748) | (12,794) | ||||
Total | ||||||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||||||||
Balance at beginning of period | (42,385) | (36,382) | (41,698) | (20,525) | (19,159) | (16,438) | (41,698) | (16,438) | ||
Total other comprehensive income (loss) | 2,468 | (6,003) | 5,316 | (590) | 967 | (2,721) | ||||
Reclassification of stranded tax benefits | (2,333) | [1] | (2,333) | |||||||
Balance at end of period | $ (39,917) | $ (42,385) | $ (36,382) | $ (21,115) | $ (20,525) | $ (19,159) | $ (39,917) | $ (21,115) | ||
[1] | Due to the adoption of ASU 2018-02. |
Inventories, Net - Narrative (D
Inventories, Net - Narrative (Details) - USD ($) $ in Thousands | Jun. 26, 2020 | Sep. 30, 2019 |
Inventory Disclosure [Abstract] | ||
Inventories at lower of LIFO cost or market | 73.00% | 72.00% |
FIFO inventory amount | $ 2,997 | $ 3,138 |
Excess and obsolete inventory reserve | $ 13,284 | $ 14,295 |
Inventories, Net - Schedule of
Inventories, Net - Schedule of Inventory (Details) - USD ($) $ in Thousands | Jun. 26, 2020 | Sep. 30, 2019 |
Inventory Disclosure [Abstract] | ||
Purchased materials and manufactured parts, net | $ 51,165 | $ 52,742 |
Work in process, net | 20,528 | 21,424 |
Finished goods, net | 130,240 | 151,924 |
Inventories, net | $ 201,933 | $ 226,090 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Jun. 26, 2020 | Sep. 30, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 529,656 | $ 520,533 |
Accumulated depreciation | (287,002) | (259,830) |
Property, plant and equipment, net | 242,654 | 260,703 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 20,150 | 19,897 |
Buildings and related improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 128,702 | 127,061 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 324,097 | 318,421 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 9,126 | 9,055 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 26,027 | 24,835 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 21,554 | $ 21,264 |
Property, Plant and Equipment -
Property, Plant and Equipment - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 26, 2020 | Jun. 28, 2019 | Jun. 26, 2020 | Jun. 28, 2019 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 10,290 | $ 9,892 | $ 31,314 | $ 29,783 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Change in Carrying Amount (Details) $ in Thousands | 9 Months Ended |
Jun. 26, 2020USD ($) | |
Goodwill [Roll Forward] | |
Balance at beginning of period | $ 186,231 |
Exchange rate effects | 378 |
Balance at end of period | 186,609 |
Electrical Raceway | |
Goodwill [Roll Forward] | |
Balance at beginning of period | 149,668 |
Exchange rate effects | 378 |
Balance at end of period | 150,046 |
Mechanical Products & Solutions | |
Goodwill [Roll Forward] | |
Balance at beginning of period | 36,563 |
Exchange rate effects | 0 |
Balance at end of period | $ 36,563 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Jun. 26, 2020 | Jun. 28, 2019 | Jun. 26, 2020 | Jun. 28, 2019 | Mar. 27, 2020 | Oct. 01, 2019 | Sep. 30, 2019 | |
Goodwill [Line Items] | |||||||
Intangible asset amortization | $ 8,026 | $ 7,868 | $ 24,210 | $ 24,278 | |||
Goodwill | 186,609 | 186,609 | $ 186,231 | ||||
Electrical Raceway | |||||||
Goodwill [Line Items] | |||||||
Accumulated impairment loss | 3,924 | 3,924 | $ 3,924 | ||||
Goodwill | 150,046 | 150,046 | 149,668 | ||||
MP&S | |||||||
Goodwill [Line Items] | |||||||
Accumulated impairment loss | 43,000 | 43,000 | $ 43,000 | ||||
Goodwill | 36,563 | 36,563 | $ 36,563 | ||||
EMEA | |||||||
Goodwill [Line Items] | |||||||
Percentage of fair value in excess of carrying amount (less than) | 10.00% | ||||||
Goodwill | $ 34,836 | $ 34,836 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 26, 2020 | Sep. 30, 2019 | |
Amortizable intangible assets: | ||
Gross Carrying Value | $ 372,708 | $ 372,342 |
Accumulated Amortization | (203,712) | (179,538) |
Net Carrying Value | 168,996 | 192,804 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross Carrying Value | 465,588 | 465,222 |
Net Carrying Value | 261,876 | 285,684 |
Trade names | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Gross carrying value/net carrying value | 92,880 | 92,880 |
Customer relationships | ||
Amortizable intangible assets: | ||
Gross Carrying Value | 353,622 | 353,256 |
Accumulated Amortization | (194,508) | (171,777) |
Net Carrying Value | $ 159,114 | 181,479 |
Customer relationships | Weighted Average Useful Life (Years) | ||
Amortizable intangible assets: | ||
Weighted Average Useful Life (Years) | 11 years | |
Other | ||
Amortizable intangible assets: | ||
Gross Carrying Value | $ 19,086 | 19,086 |
Accumulated Amortization | (9,204) | (7,761) |
Net Carrying Value | $ 9,882 | $ 11,325 |
Other | Weighted Average Useful Life (Years) | ||
Amortizable intangible assets: | ||
Weighted Average Useful Life (Years) | 7 years |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Future Amortization Expense (Details) (Details) $ in Thousands | Jun. 26, 2020USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remaining 2020 | $ 8,956 |
2021 | 31,974 |
2022 | 30,639 |
2023 | 30,520 |
2024 | 26,075 |
2025 | 13,497 |
Thereafter | $ 27,335 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Jun. 26, 2020 | Sep. 30, 2019 |
Debt Instrument [Line Items] | ||
Deferred financing costs | $ (5,350) | $ (6,569) |
Other | 0 | 525 |
Total debt | 846,145 | 845,317 |
Less: Current portion | 0 | 0 |
Long-term debt | 846,145 | 845,317 |
Secured Debt | First Lien Term Loan Facility due December 22, 2023 | ||
Debt Instrument [Line Items] | ||
First Lien Term Loan Facility due December 22, 2023 | $ 851,495 | $ 851,361 |
Debt - ABL Credit Facility - Na
Debt - ABL Credit Facility - Narrative (Details) - Atkore International - Line of credit - ABL Credit Facility - USD ($) | Jun. 26, 2020 | Sep. 30, 2019 |
Debt Instrument [Line Items] | ||
Aggregate commitments | $ 325,000,000 | |
Credit availability | $ 247,782,000 | $ 301,882,000 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - GBP (£) £ in Millions | 9 Months Ended | |
Jun. 26, 2020 | Sep. 30, 2019 | |
Fair Value, Measurements, Recurring | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Forward currency contracts | £ 44.1 | £ 45 |
Measurement Input, Expected Term | Minimum | Foreign Exchange Contract | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit derivative, term | 6 months | |
Measurement Input, Expected Term | Maximum | Foreign Exchange Contract | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Credit derivative, term | 5 years |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measures On a Gross Basis (Details) - Fair Value, Measurements, Recurring $ in Thousands, £ in Millions | Jun. 26, 2020GBP (£) | Jun. 26, 2020USD ($) | Sep. 30, 2019GBP (£) | Sep. 30, 2019USD ($) |
Assets | ||||
Forward currency contracts | £ | £ 44.1 | £ 45 | ||
Level 1 | ||||
Assets | ||||
Cash equivalents | $ 175,166 | $ 72,132 | ||
Forward currency contracts | 0 | 0 | ||
Liabilities | ||||
Forward currency contracts | 0 | 0 | ||
Level 2 | ||||
Assets | ||||
Cash equivalents | 0 | 0 | ||
Forward currency contracts | 4,669 | 3,420 | ||
Liabilities | ||||
Forward currency contracts | 144 | 0 | ||
Level 3 | ||||
Assets | ||||
Cash equivalents | 0 | 0 | ||
Forward currency contracts | 0 | 0 | ||
Liabilities | ||||
Forward currency contracts | $ 0 | $ 0 |
Fair Value Measurements - Estim
Fair Value Measurements - Estimated Fair Value (Details) - Secured Debt - First Lien Term Loan Facility due December 22, 2023 - USD ($) $ in Thousands | Jun. 26, 2020 | Sep. 30, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying Value | $ 852,120 | $ 852,120 |
Fair Value | $ 835,504 | $ 853,543 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Jun. 26, 2020 | Jun. 26, 2020 | Sep. 30, 2019 | |
Loss Contingencies [Line Items] | |||
Purchase obligations for rest of fiscal year | $ 145,622 | $ 145,622 | |
Purchase obligations for year two | 2,850 | 2,850 | |
Total settlement for prior cap agreement deductible | 13,000 | 13,000 | |
Flood | |||
Loss Contingencies [Line Items] | |||
Estimated loss from unusual or infrequent item | 1,486 | 6,046 | |
Insurance deductible expense | 1,000 | ||
Insurance recovery amount | 1,486 | 5,046 | |
Minimum | Flood | |||
Loss Contingencies [Line Items] | |||
Estimated loss from unusual or infrequent item | 6,046 | ||
Maximum | Flood | |||
Loss Contingencies [Line Items] | |||
Estimated loss from unusual or infrequent item | 13,000 | ||
Special Products Claims and Other Product Liabilities | |||
Loss Contingencies [Line Items] | |||
Product liability | 823 | 823 | $ 2,424 |
Special Products Claims and Other Product Liabilities | Minimum | |||
Loss Contingencies [Line Items] | |||
Probable losses | 1,000 | 1,000 | |
Special Products Claims and Other Product Liabilities | Maximum | |||
Loss Contingencies [Line Items] | |||
Probable losses | 8,000 | 8,000 | |
Special Products Claims | |||
Loss Contingencies [Line Items] | |||
Total settlement for cap agreement deductible | $ 12,000 | $ 12,000 |
Guarantees - Narrative (Details
Guarantees - Narrative (Details) $ in Thousands | Jun. 26, 2020USD ($) |
Supporting workers compensation | |
Guarantor Obligations [Line Items] | |
Guarantees | $ 9,501 |
Surety bond | |
Guarantor Obligations [Line Items] | |
Guarantees | $ 18,709 |
Segment Information - Narrative
Segment Information - Narrative (Details) | 9 Months Ended |
Jun. 26, 2020segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Segment Information - Shared As
Segment Information - Shared Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 26, 2020 | Jun. 28, 2019 | Jun. 26, 2020 | Jun. 28, 2019 | |
Segment Reporting Information [Line Items] | ||||
Net sales | $ 384,899 | $ 493,491 | $ 1,288,001 | $ 1,414,828 |
Operating segment Adjusted EBITDA | 69,698 | 97,316 | 251,671 | 261,488 |
Electrical Raceway | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 285,412 | 372,895 | 965,205 | 1,069,229 |
MP&S | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 99,487 | 120,596 | 322,796 | 345,599 |
Intersegment Sales | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | (634) | (334) | (1,922) | (920) |
Intersegment Sales | Electrical Raceway | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 634 | 334 | 1,922 | 920 |
Intersegment Sales | MP&S | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Operating Segments | Electrical Raceway | ||||
Segment Reporting Information [Line Items] | ||||
Operating segment Adjusted EBITDA | 57,455 | 76,721 | 206,630 | 212,585 |
Operating Segments | MP&S | ||||
Segment Reporting Information [Line Items] | ||||
Operating segment Adjusted EBITDA | $ 12,243 | $ 20,595 | $ 45,041 | $ 48,903 |
Segment Information - Reconcili
Segment Information - Reconciliation of Operating Segment Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 26, 2020 | Jun. 28, 2019 | Jun. 26, 2020 | Jun. 28, 2019 | |
Segment Reporting Information [Line Items] | ||||
Operating segment Adjusted EBITDA | $ 69,698 | $ 97,316 | $ 251,671 | $ 261,488 |
Unallocated expenses | (5,975) | (8,835) | (23,232) | (25,890) |
Depreciation and amortization | (18,316) | (17,760) | (55,524) | (54,061) |
Interest expense, net | (9,421) | (12,789) | (30,605) | (38,277) |
Restructuring charges | (474) | (709) | (3,339) | (3,181) |
Stock-based compensation | (1,656) | (4,120) | (9,302) | (8,936) |
Transaction costs | (122) | (76) | (179) | (363) |
Other | (984) | (5,371) | (2,317) | (8,213) |
Income before income taxes | 32,750 | 47,656 | 127,173 | 122,567 |
Operating Segments | Electrical Raceway | ||||
Segment Reporting Information [Line Items] | ||||
Operating segment Adjusted EBITDA | 57,455 | 76,721 | 206,630 | 212,585 |
Operating Segments | MP&S | ||||
Segment Reporting Information [Line Items] | ||||
Operating segment Adjusted EBITDA | $ 12,243 | $ 20,595 | $ 45,041 | $ 48,903 |
Segment Information - Net Sales
Segment Information - Net Sales by Geography (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 26, 2020 | Jun. 28, 2019 | Jun. 26, 2020 | Jun. 28, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 384,899 | $ 493,491 | $ 1,288,001 | $ 1,414,828 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 348,960 | 436,767 | 1,146,156 | 1,240,402 |
Other Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 4,474 | 7,821 | 18,713 | 26,030 |
Europe | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 27,112 | 36,277 | 96,439 | 108,947 |
Asia-Pacific | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 4,353 | $ 12,626 | $ 26,693 | $ 39,449 |
Segment Information - Net Sal_2
Segment Information - Net Sales (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 26, 2020 | Jun. 28, 2019 | Jun. 26, 2020 | Jun. 28, 2019 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Net sales | $ 384,899 | $ 493,491 | $ 1,288,001 | $ 1,414,828 |
Electrical Raceway | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Net sales | 285,412 | 372,895 | 965,205 | 1,069,229 |
MP&S | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Net sales | 99,487 | 120,596 | 322,796 | 345,599 |
Metal Electrical Conduit and Fittings | Electrical Raceway | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Net sales | 105,079 | 139,342 | 354,530 | 404,720 |
Armored Cable and Fittings | Electrical Raceway | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Net sales | 60,141 | 90,891 | 226,578 | 263,864 |
PVC Electrical Conduit and Fittings | Electrical Raceway | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Net sales | 71,914 | 78,765 | 216,143 | 213,181 |
Cable Tray and Cable Ladders | Electrical Raceway | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Net sales | 40,759 | 50,680 | 142,108 | 147,592 |
Other raceway products | Electrical Raceway | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Net sales | 7,519 | 13,217 | 25,846 | 39,872 |
Mechanical Pipe | MP&S | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Net sales | 59,985 | 63,502 | 184,010 | 186,209 |
Metal Framing and Fittings | MP&S | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Net sales | 25,087 | 29,328 | 83,620 | 88,389 |
Other MP&S products | MP&S | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Net sales | $ 14,415 | $ 27,766 | $ 55,166 | $ 71,001 |