Summary Of Significant Accounting Policies | 3 Months Ended |
Mar. 30, 2014 |
Accounting Policies [Abstract] | ' |
Summary Of Significant Accounting Polices | ' |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICES |
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Restatement of Previously Issued Consolidated Financial Statements |
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In our 2013 Annual Report on Form 10-K, we restated our previously issued consolidated financial statements and the related disclosures for the years ended December 30, 2012 and December 25, 2011 and unaudited interim financial information for each of the quarters in the year ended December 30, 2012 and for the first three quarters in the fiscal year ended December 29, 2013 (the "Restated Periods"). |
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The restatement is the result of our corrections for the effect of financial statement errors attributable to the accounting for the future extension of a sales-type lease arrangement in Spain during the second quarter ended June 26, 2011 (“Spain transaction”). The sale of the underlying customer receivables to a financial institution qualified as a legal sale and we recognized the proceeds net of amounts deferred for future deliverables of $17.4 million in other operating income in the second quarter ended June 26, 2011. During of the fourth quarter of 2013, we discovered that the 2011 extension arrangement represented the execution of forward starting leases. The recognition of a lease receivable is not permitted until such time as the commencement of a lease or the sale of an unrecognized financial asset (i.e. a right to future income). Accordingly, we reversed the other operating income recognized in fiscal 2011 related to this transaction and recorded other necessary adjustments in the interim and annual periods from the second quarter ended June 26, 2011 through the third quarter ended September 29, 2013. |
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The aggregate impacts of correcting the errors relating to the Spain transaction as of and for the first quarter ended March 31, 2013 were as follows: |
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(amounts in millions) | | Restatement Adjustments to Previously Reported Income Statement - Income/(Expense) | | | | | | | | | | | |
For the Quarter ended | | 31-Mar-13 | | | | | | | | | | | |
Net revenues | | $ | (0.9 | ) | | | | | | | | | | | |
Operating income | | (0.9 | ) | | | | | | | | | | | |
Interest expense | | (0.5 | ) | | | | | | | | | | | |
Income taxes expense | | (0.3 | ) | | | | | | | | | | | |
Net loss | | (1.1 | ) | | | | | | | | | | | |
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We assessed the impact of these errors, including the impact of the previously disclosed out-of-period adjustments on our prior interim and annual financial statements and concluded that the combined impact of these errors was material to our financial statements. Consequently, we have restated the prior period financial statements identified above. All amounts in our consolidated financial statements in this Quarterly Report on Form 10-Q affected by the restatement adjustments reflect such amounts as restated. |
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In addition to the Spain transaction resulting in the restatement of our previously issued consolidated financial statements, we also recorded certain other immaterial errors affecting the consolidated financial statements as of and for the quarter ended March 31, 2013 that are included in our restatement adjustments: |
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• | Income tax adjustments - The correction of out of period income tax adjustments had no combined effect on net loss and total assets in the first quarter of 2013. | | | | | | | | | | | | | | |
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• | Other out of period adjustments - We recorded certain other out of period errors which were not individually material to the financial statements which had the combined effect in the first quarter of 2013 of increasing net revenues by $0.3 million, increasing net loss by $37 thousand, increasing total assets by $1.6 million, increasing total current liabilities by $1.4 million and increasing long-term liabilities by $3.9 million. The cumulative impact of these adjustments in prior periods resulted in an adjustment to reduce the beginning retained earnings balance in fiscal 2013 by $3.7 million. The largest single contributor to these adjustments was a correction of our deferred maintenance balances in certain European countries which increased unearned revenues by $2.1 million and increased other long-term liabilities by $3.9 million as of March 31, 2013. The income statement impact of this adjustment was a decrease in net loss of $0.3 million in the quarter ended March 31, 2013. | | | | | | | | | | | | | | |
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This Quarterly Report on Form 10-Q for the quarter ended March 30, 2014 includes the impact of the restatement on the applicable unaudited quarterly financial information for the quarter ended March 31, 2013. In addition, our future Quarterly Reports on Form 10-Q for subsequent quarterly periods during 2014 will also include the impacts of the restatement on applicable 2013 comparable prior quarter and year to date periods. The effect of the restatement on previously issued quarterly financial information as of and for the three months ended March 31, 2013 is set forth in this footnote. |
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Previously filed Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q for quarterly and annual periods ended prior to December 29, 2013 have not been and will not be amended. |
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Comparison of restated financial statements to financial statements as previously reported |
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The following tables compare our previously reported Consolidated Statements of Operations, Comprehensive Income (Loss), and Cash Flows for the quarter ended March 31, 2013 to the corresponding financial statements for the quarterly period as restated. |
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CHECKPOINT SYSTEMS, INC. |
CONSOLIDATED STATEMENT OF OPERATIONS |
(Unaudited) |
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| Quarter Ended | | | | |
| 31-Mar-13 | | | | |
(amounts in thousands, except per share data) | As Previously Reported | | | Restatement Adjustments | | | As Restated in this Quarterly Report on Form 10-Q | | | | | |
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Net revenues | $ | 148,835 | | | $ | (662 | ) | | $ | 148,173 | | | | | |
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Cost of revenues | 94,894 | | | 13 | | | 94,907 | | | | | |
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Gross profit | 53,941 | | | (675 | ) | | 53,266 | | | | | |
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Selling, general, and administrative expenses | 55,287 | | | 238 | | | 55,525 | | | | | |
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Research and development | 4,693 | | | — | | | 4,693 | | | | | |
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Restructuring expenses | 2,016 | | | — | | | 2,016 | | | | | |
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Litigation settlement | (6,584 | ) | | — | | | (6,584 | ) | | | | |
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Acquisition costs | 161 | | | — | | | 161 | | | | | |
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Other expense | — | | | — | | | — | | | | | |
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Other operating income | (330 | ) | | — | | | (330 | ) | | | | |
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Operating loss | (1,302 | ) | | (913 | ) | | (2,215 | ) | | | | |
Interest income | 399 | | | — | | | 399 | | | | | |
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Interest expense | 2,059 | | | 505 | | | 2,564 | | | | | |
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Other gain (loss), net | (545 | ) | | — | | | (545 | ) | | | | |
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Loss from continuing operations before income taxes | (3,507 | ) | | (1,418 | ) | | (4,925 | ) | | | | |
Income taxes expense (benefit) | 279 | | | (279 | ) | | — | | | | | |
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Net loss from continuing operations | (3,786 | ) | | (1,139 | ) | | (4,925 | ) | | | | |
Loss from discontinued operations, net of tax expense of $134 | (2,556 | ) | | — | | | (2,556 | ) | | | | |
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Net loss | (6,342 | ) | | (1,139 | ) | | (7,481 | ) | | | | |
Less: loss attributable to non-controlling interests | (58 | ) | | — | | | (58 | ) | | | | |
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Net loss attributable to Checkpoint Systems, Inc. | $ | (6,284 | ) | | $ | (1,139 | ) | | $ | (7,423 | ) | | | | |
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Basic loss attributable to Checkpoint Systems, Inc. per share: | | | | | | | | | |
Loss from continuing operations | $ | (0.09 | ) | | $ | (0.03 | ) | | $ | (0.12 | ) | | | | |
Loss from discontinued operations, net of tax | $ | (0.06 | ) | | $ | — | | | $ | (0.06 | ) | | | | |
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Basic loss attributable to Checkpoint Systems, Inc. per share | $ | (0.15 | ) | | $ | (0.03 | ) | | $ | (0.18 | ) | | | | |
Diluted loss attributable to Checkpoint Systems, Inc. per share: | | | | | | | | | |
Loss from continuing operations | $ | (0.09 | ) | | $ | (0.03 | ) | | $ | (0.12 | ) | | | | |
Loss from discontinued operations, net of tax | $ | (0.06 | ) | | $ | — | | | $ | (0.06 | ) | | | | |
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Diluted loss attributable to Checkpoint Systems, Inc. per share | $ | (0.15 | ) | | $ | (0.03 | ) | | $ | (0.18 | ) | | | | |
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CHECKPOINT SYSTEMS, INC. |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) |
(Unaudited) |
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| Quarter Ended | | | | |
| 31-Mar-13 | | | | |
(amounts in thousands) | As Previously Reported | | | Restatement Adjustments | | | As Restated in this Quarterly Report on Form 10-Q | | | | | |
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Net loss | $ | (6,342 | ) | | $ | (1,139 | ) | | $ | (7,481 | ) | | | | |
Other comprehensive income (loss), net of tax: | | | | | | | | | |
Amortization of pension plan actuarial losses, net of tax benefit of $108 and $0 | 282 | | | — | | | 282 | | | | | |
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Change in realized and unrealized losses on derivative hedges, net of tax benefit of $0 and $13 | (157 | ) | | — | | | (157 | ) | | | | |
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Foreign currency translation adjustment | (3,341 | ) | | 742 | | | (2,599 | ) | | | | |
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Total other comprehensive income (loss), net of tax | (3,216 | ) | | 742 | | | (2,474 | ) | | | | |
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Comprehensive loss | (9,558 | ) | | (397 | ) | | (9,955 | ) | | | | |
Less: comprehensive loss attributable to non-controlling interests | (225 | ) | | — | | | (225 | ) | | | | |
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Comprehensive loss attributable to Checkpoint Systems, Inc. | $ | (9,333 | ) | | $ | (397 | ) | | $ | (9,730 | ) | | | | |
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CHECKPOINT SYSTEMS, INC. |
CONSOLIDATED STATEMENT OF CASH FLOWS |
(Unaudited) |
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| Quarter Ended | | | | |
| 31-Mar-13 | | | | |
(amounts in thousands) | As Previously Reported | | | Restatement Adjustments | | | As Restated in this Quarterly Report on Form 10-Q | | | | | |
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Cash flows from operating activities: | | | | | | | | | |
Net loss | $ | (6,342 | ) | | $ | (1,139 | ) | | $ | (7,481 | ) | | | | |
Adjustments to reconcile net loss to net cash provided by operating activities: | | | | | | | | | |
Depreciation and amortization | 7,309 | | | — | | | 6,962 | | | | | |
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Amortization of debt issuance costs | — | | | — | | | 347 | | | | | |
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Interest on financing liability | — | | | 505 | | | 505 | | | | | |
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Deferred taxes | (114 | ) | | (279 | ) | | (393 | ) | | | | |
Stock-based compensation | 1,972 | | | — | | | 1,972 | | | | | |
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Provision for losses on accounts receivable | (699 | ) | | — | | | (699 | ) | | | | |
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Excess tax benefit on stock compensation | (23 | ) | | — | | | (23 | ) | | | | |
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Loss on disposal of fixed assets | 170 | | | — | | | 170 | | | | | |
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Litigation settlement | (6,584 | ) | | — | | | (6,584 | ) | | | | |
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Restructuring-related asset impairment | 731 | | | — | | | 731 | | | | | |
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Decrease (increase) in operating assets, net of the effects of acquired companies: | | | | | | | | | |
Accounts receivable | 39,180 | | | (4,329 | ) | | 34,851 | | | | | |
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Inventories | (1,181 | ) | | (73 | ) | | (1,254 | ) | | | | |
Other current assets | 10,302 | | | (3,538 | ) | | 6,764 | | | | | |
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(Decrease) increase in operating liabilities, net of the effects of acquired companies: | | | | | | | | | |
Accounts payable | (6,973 | ) | | 4,942 | | | (2,031 | ) | | | | |
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Income taxes | (2,462 | ) | | — | | | (2,462 | ) | | | | |
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Unearned revenues - current | (8,846 | ) | | 4,167 | | | (4,679 | ) | | | | |
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Restructuring reserve | (3,063 | ) | | — | | | (3,063 | ) | | | | |
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Other liabilities | (10,334 | ) | | (256 | ) | | (10,590 | ) | | | | |
Net cash provided by operating activities | 13,043 | | | — | | | 13,043 | | | | | |
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Cash flows from investing activities: | | | | | | | | | | |
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Acquisition of property, plant, and equipment and intangibles | (1,363 | ) | | — | | | (1,363 | ) | | | | |
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Other investing activities | 440 | | | — | | | 440 | | | | | |
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Net cash used in investing activities | (923 | ) | | — | | | (923 | ) | | | | |
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Cash flows from financing activities: | | | | | | | | | | |
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Proceeds from stock issuances | 600 | | | — | | | 600 | | | | | |
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Excess tax benefit on stock compensation | 23 | | | — | | | 23 | | | | | |
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Proceeds from short-term debt | 2,272 | | | — | | | 2,272 | | | | | |
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Payment of short-term debt | (248 | ) | | — | | | (248 | ) | | | | |
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Net change in factoring and bank overdrafts | (431 | ) | | — | | | (431 | ) | | | | |
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Payment of long-term debt | (71 | ) | | — | | | (71 | ) | | | | |
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Net cash provided by financing activities | 2,145 | | | — | | | 2,145 | | | | | |
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Effect of foreign currency rate fluctuations on cash and cash equivalents | (2,015 | ) | | — | | | (2,015 | ) | | | | |
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Net increase in cash and cash equivalents | 12,250 | | | — | | | 12,250 | | | | | |
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Cash and cash equivalents: | | | | | | | | | | |
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Beginning of period | 118,829 | | | — | | | 118,829 | | | | | |
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End of period | $ | 131,079 | | | $ | — | | | $ | 131,079 | | | | | |
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The Consolidated Financial Statements include the accounts of Checkpoint Systems, Inc. and its majority-owned subsidiaries (collectively, the “Company”). All inter-company transactions are eliminated in consolidation. The Consolidated Financial Statements and related notes are unaudited and do not contain all disclosures required by generally accepted accounting principles in annual financial statements. The Consolidated Balance Sheet as of December 29, 2013 is derived from the Company's audited Consolidated Financial Statements at December 29, 2013. Refer to our Annual Report on Form 10-K for the fiscal year ended December 29, 2013 for the most recent disclosure of our accounting policies. |
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The Consolidated Financial Statements include all adjustments, consisting only of normal recurring adjustments, necessary to state fairly our financial position at March 30, 2014 and December 29, 2013 and our results of operations for the thirteen weeks ended March 30, 2014 and March 31, 2013 and changes in cash flows for the thirteen weeks ended March 30, 2014 and March 31, 2013. The results of operations for the interim period should not be considered indicative of results to be expected for the full year. |
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Reclassifications |
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Certain reclassifications and retrospective adjustments have been made to prior period information to conform to the current period presentation. In order to conform to the current period presentation, the As Restated amounts include a balance sheet reclassification of internal-use software from property, plant and equipment to other intangibles and also include a statement of cash flows reclassification of amortization of debt issuance costs from depreciation and amortization. |
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Internal-Use Software |
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Included in intangible assets is the capitalized cost of internal-use software. We capitalize costs incurred during the application development stage of internal-use software and amortize these costs over their estimated useful lives, which generally range from three to seven years. Costs incurred related to design or maintenance of internal-use software are expensed as incurred. |
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Customer Rebates |
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We record estimated reductions to revenue for customer incentive offerings, including volume-based incentives and rebates. The accrual for these incentives and rebates, which is included in the Other Accrued Expenses section of our Consolidated Balance Sheet, was $13.0 million and $11.1 million as of March 30, 2014 and December 29, 2013, respectively. We record revenues net of an allowance for estimated return activities. Return activity was immaterial to revenue and results of operations for all periods presented. |
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Non-controlling Interests |
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On May 16, 2011, Checkpoint Holland Holding B.V., a wholly-owned subsidiary, acquired 51% of the outstanding voting shares of Shore to Shore PVT Ltd. (Sri Lanka) in exchange for $1.7 million in cash. |
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In January 2013, we entered into an agreement to sell our 51% interest in Sri Lanka to the unrelated third party holding the non-controlling interest. On June 24, 2013, we completed the sale of our 51% interest for which we received cash proceeds of $0.2 million (net of a stamp duty). The gain on sale of $0.2 million was recorded within other operating income on the Consolidated Statement of Operations. |
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We have presented net income attributable to non-controlling interests separately on our Consolidated Statements of Operations for the three months ended March 31, 2013. |
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Warranty Reserves |
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We provide product warranties for our various products. These warranties vary in length depending on product and geographical region. We establish our warranty reserves based on historical data of warranty transactions. |
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The following table sets forth the movement in the warranty reserve which is located in the Other Accrued Expenses section of our Consolidated Balance Sheets: |
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(amounts in thousands) | | | | | | | | | | | |
Three months ended | March 30, | | | March 31, | | | | | | | | | |
2014 | 2013 | | | | | | | | |
Balance at beginning of year | $ | 4,521 | | | 3,995 | | | | | | | | | |
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Accruals for warranties issued, net | 810 | | | 888 | | | | | | | | | |
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Settlements made | (962 | ) | | (679 | ) | | | | | | | | |
Foreign currency translation adjustment | 13 | | | (107 | ) | | | | | | | | |
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Balance at end of period | $ | 4,382 | | | $ | 4,097 | | | | | | | | | |
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Accumulated Other Comprehensive Income (Loss) |
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The components of accumulated other comprehensive income (loss), net of tax, for the three months ended March 30, 2014 were as follows: |
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(amounts in thousands) | Pension plan | | | Changes in realized and unrealized gains (losses) on derivative hedges | | | Foreign currency translation adjustment | | | Total accumulated other comprehensive income | |
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Balance, December 29, 2013 | $ | (17,773 | ) | | $ | — | | | $ | 20,018 | | | $ | 2,245 | |
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Other comprehensive (loss) income before reclassifications | 50 | | | — | | | 355 | | | 405 | |
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Amounts reclassified from other comprehensive income (loss) | 278 | | | — | | | — | | | 278 | |
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Net other comprehensive income (loss) | 328 | | | — | | | 355 | | | 683 | |
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Balance, March 30, 2014 | $ | (17,445 | ) | | $ | — | | | $ | 20,373 | | | $ | 2,928 | |
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The significant items reclassified from each component of other comprehensive income (loss) for the three months ended March 30, 2014 and March 31, 2013 were as follows: |
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(amounts in thousands) | March 30, 2014 | | March 31, 2013 | | | | |
Details about accumulated other comprehensive income (loss) components | Amount reclassified from accumulated other comprehensive income (loss) | | | Affected line item in the statement where net loss is presented | | Amount reclassified from accumulated other comprehensive income (loss) | | | Affected line item in the statement where net loss is presented | | | | |
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Amortization of pension plan items | | | | | | | | | | | |
Actuarial loss (1) | $ | (385 | ) | | | | $ | (389 | ) | | | | | | |
Prior service cost (1) | (3 | ) | | | | (1 | ) | | | | | | |
| (388 | ) | | Total before tax | | (390 | ) | | Total before tax | | | | |
| 110 | | | Tax benefit | | 108 | | | Tax benefit | | | | |
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| $ | (278 | ) | | Net of tax | | $ | (282 | ) | | Net of tax | | | | |
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Gains and (losses) on cash flow hedges | | | | | | | | | | | |
Foreign currency revenue forecast contracts | $ | — | | | Cost of revenues | | $ | 158 | | | Cost of revenues | | | | |
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| — | | | Total before tax | | 158 | | | Total before tax | | | | |
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| — | | | Tax expense | | — | | | Tax expense | | | | |
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| $ | — | | | Net of tax | | $ | 158 | | | Net of tax | | | | |
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Total reclassifications for the period | $ | (278 | ) | | | | $ | (124 | ) | | | | | | |
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(1) | These accumulated other comprehensive income components are included in the computation of net periodic pension costs. Refer to Note 9 of the Consolidated Financial Statements. | | | | | | | | | | | | | | |
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Subsequent Events |
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We perform a review of subsequent events in connection with the preparation of our financial statements. The accounting for and disclosure of events that occur after the balance sheet date, but before our financial statements are issued, are reflected where appropriate in our financial statements. |
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Recently Adopted Accounting Standards |
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In December 2011, the FASB issued ASU 2011-11, "Balance Sheet – Disclosures about Offsetting Assets and Liabilities (Topic 210-20)," (ASU 2011-11). ASU 2011-11 requires an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. ASU 2011-11 is effective for fiscal years beginning on or after January 1, 2013, which for us was December 30, 2013, the first day of our 2014 fiscal year. The adoption of this standard has not had a material effect on our Consolidated Results of Operations and Financial Condition. |
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In February 2013, the FASB issued ASU 2013-04, “Obligations Resulting From Joint and Several Liability Arrangements for Which the Total Amount of the Obligation is Fixed at the Reporting Date,” (ASU 2013-04). The update requires an entity to measure obligations resulting from joint and several liability arrangements for which the total amount of the obligation is fixed as of the reporting date as the sum of the obligation the entity agreed to pay among its co-obligors and any additional amount the entity expects to pay on behalf of its co-obligors. This ASU is effective for annual and interim periods beginning after December 15, 2013, which for us was December 30, 2013, the first day of our 2014 fiscal year. The adoption of this standard has not had a material effect on our Consolidated Results of Operations and Financial Condition. |
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In March 2013, the FASB issued ASU 2013-05, “Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity,” (ASU 2013-05). The update clarifies that complete or substantially complete liquidation of a foreign entity is required to release the cumulative translation adjustment (CTA) for transactions occurring within a foreign entity. However, transactions impacting investments in a foreign entity may result in a full or partial release of CTA even though complete or substantially complete liquidation of the foreign entity has not occurred. Furthermore, for transactions involving step acquisitions, the CTA associated with the previous equity-method investment will be fully released when control is obtained and consolidation occurs. This ASU is effective for fiscal years beginning after December 15, 2013, which for us was December 30, 2013, the first day of our 2014 fiscal year. The adoption of this standard has not had a material effect on our Consolidated Results of Operations and Financial Condition. |
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In April 2013, the FASB issued ASU 2013-07, “Liquidation Basis of Accounting,” (ASU 2013-07). The objective of ASU 2013-07 is to clarify when an entity should apply the liquidation basis of accounting and to provide principles for the measurement of assets and liabilities under the liquidation basis of accounting, as well as any required disclosures. The ASU is effective prospectively for entities that determine liquidation is imminent during annual and interim reporting periods beginning after December 15, 2013, which for us was December 30, 2013, the first day of our 2014 fiscal year. The adoption of this standard has not had a material effect on our Consolidated Results of Operations and Financial Condition. |
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In July 2013, the FASB issued ASU 2013-10, “Inclusion of the Fed Funds Effective Swap Rate (or Overnight Index Swap Rate) as a Benchmark Interest Rate for Hedge Accounting Purposes,” (ASU 2013-10). The update permits the use of the Fed Funds Effective Swap Rate to be used as a U.S. benchmark interest rate for hedge accounting purposes under FASB ASC Topic 815, in addition to the interest rates on direct Treasury obligations of the U.S. government (UST) and the London Interbank Offered Rate (LIBOR). The update also removes the restriction on using different benchmark rates for similar hedges. This ASU is effective prospectively for qualifying new or redesignated hedging relationships entered into on or after July 17, 2013. The adoption of this standard has not had a material effect on our Consolidated Results of Operations and Financial Condition. |
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In March 2014, the FASB issued ASU 2014-06, "Technical Corrections and Improvements Related to Glossary Terms," (ASU 2014-06). This ASU provides technical corrections and improvements to Accounting Standards Codification glossary terms. Our adoption of this standard, effective March 14, 2014, has not had a material impact on our Consolidated Results of Operations and Financial Condition. |
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New Accounting Pronouncements and Other Standards |
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In April 2014, the FASB issued ASU 2014-08, "Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity," (ASU 2014-08). Under ASU 2014-08, only disposals representing a strategic shift in operations should be presented as discontinued operations. Those strategic shifts should have a major effect on the organization’s operations and financial results. Additionally, ASU 2014-08 requires expanded disclosures about discontinued operations that will provide financial statement users with more information about the assets, liabilities, income, and expenses of discontinued operations, including disclosure of pretax profit or loss of an individually significant component of an entity that does not qualify for discontinued operations reporting. ASU 2014-08 is effective for fiscal and interim periods beginning on or after December 15, 2014. The impact of the adoption of this ASU on our Consolidated Results of Operations and Financial Condition will be based on our future disposal activity. |