Restatement | Restatement As disclosed in our Annual Report on Form 10-K for the year ended December 31, 2014, we restated our consolidated financial statements for the years ended December 31, 2013 and 2012 and our unaudited quarterly financial information for the first three quarters in the year ended December 31, 2014 and for each of the quarters in the year ended December 31, 2013, to correct errors in prior periods primarily related to (i) a long-term contract (“Contract”) following the discovery of misconduct by employees in the recording of direct labor costs to the Contract from 2009 through the third quarter 2014 which resulted in the identification of a forward loss provision that should have been recorded in 2009 and the impact on subsequent periods of adjustments to the forward loss provision based on information available at the time (“Forward Loss Adjustments”); and (ii) the year end reconciliation of income taxes payable and deferred tax balances identified errors primarily in 2013, 2012, and 2011 (“Tax Adjustments”). The misconduct and its related financial impact were concealed from our senior management, internal auditors, and external auditors. Also as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2014, the Forward Loss Adjustments were based on certain assumptions and estimates. To determine the loss on the Contract, we estimated the number of units we would have expected to ship over the life of the Contract at inception of the Contract using external market industry data for fiscal years 2009, 2010, 2011, 2012, and 2013. We used data obtained directly from the customer for 2014 and 2015. The total estimated costs at any given point in time would typically include actual historical costs up to that time plus the estimated cost to produce units to be delivered. In addition, the estimated total cost for the life of the Contract includes certain inefficiencies on labor, material, and overhead costs during the initial start-up period. However, as we progress along the learning curve, the direct labor hours and overhead rates are expected to decrease as we gain technical knowhow and efficiency in producing the product. As a result of the misconduct by the employees in the recording of direct labor hours to the Contract, the historical actual direct labor hours charged to the Contract were inaccurate. As a result, we estimated the costs to complete future units at the end of each period based on an estimate of the direct labor hours chargeable to the Contract, including consideration of anticipated learning curve efficiencies that would decrease the direct labor hours over the remaining term of the Contract. Further, we used the actual direct labor hours incurred by the employees assigned to the Contract as a basis for projecting future hours, less an estimate of the time not allocable to the Contract. Using this model, we calculated the Forward Loss Adjustments from the inception of the Contract in 2009 through the expected life of the Contract. As a result of the Forward Loss Adjustments, cost of goods sold increased (decreased) approximately $6.7 million in 2009, $1.3 million in 2010, $(0.3) million in 2011, $(2.2) million in 2012, $(0.9) million in 2013, and $(0.8) million in the nine months ended September 27, 2014. Further, as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2014, the Tax Adjustments were necessary as a result of certain calculation errors. The Tax Adjustments resulted in a net decrease to income tax expense of approximately $0.9 million in 2013 and zero in 2012. The Tax Adjustments in 2011 resulted in a reduction to the carrying value of goodwill totaling approximately $4.0 million due to a calculation error in the original purchase price allocation and subsequent performance of step 2 of our annual goodwill impairment analysis related to deferred income taxes and thus, (i) reduced deferred income taxes by approximately $2.7 million and (ii) generated a pre-tax goodwill impairment charge of approximately $1.4 million . Further, the Tax Adjustments in 2011 reduced deferred tax assets by approximately $1.6 million that were established as a result of shared-based compensation expenses recorded previously and should have been reduced as the tax deductions were utilized. Moreover, the restated amounts include previously identified and disclosed immaterial adjustments. In evaluating whether our previously issued consolidated financial statements were materially misstated, we evaluated the cumulative impact of these items on prior periods in accordance with the guidance in ASC 250-10, “Accounting Changes and Error Corrections,” relating to SEC Staff Accounting Bulletin No. 99, “Materiality” (“SAB 99”), and SAB No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements” (“SAB 108”), and we concluded these errors were in the aggregate material to the prior reporting periods, and therefore, restatement of previously filed financial statements was necessary to our previously issued 2013, 2012, 2011, and 2010 financial statements. This Quarterly Report on Form 10-Q for the quarter ended July 4, 2015 includes the impact of the restatement on the comparative unaudited quarterly financial information for the quarter ended June 28, 2014. In addition, our future Quarterly Reports on Form 10-Q for subsequent quarterly periods during 2015 will reflect the impact of the restatement in the 2014 comparative prior quarter and year-to-date periods. Certain reclassifications have been made to prior period amounts to conform to the current year’s presentation. The account balances labeled “As Reported” in the following tables for the quarter ended June 28, 2014 represent the previously reported unaudited balances in our Quarterly Report on Form 10-Q for the quarter ended June 28, 2014. The effects of these prior period errors on our unaudited condensed consolidated financial statements are as follows (in thousands, except per share data): June 28, 2014 Unaudited Condensed Consolidated Balance Sheet: As Reported Adjustments As Restated Assets Current Assets Cash and cash equivalents $ 43,751 $ — $ 43,751 Accounts receivable (less allowance for doubtful accounts of $254 at June 28, 2014) 105,209 — 105,209 Inventories 142,201 — 142,201 Production cost of contracts 11,023 — 11,023 Deferred income taxes 11,513 1,416 12,929 Other current assets 20,602 998 21,600 Total Current Assets 334,299 2,414 336,713 Property and Equipment, Net 94,070 — 94,070 Goodwill 161,940 (4,371 ) 157,569 Intangibles, Net 160,285 — 160,285 Other Assets 8,660 — 8,660 Total Assets $ 759,254 $ (1,957 ) $ 757,297 Liabilities and Shareholders’ Equity Current Liabilities Current portion of long-term debt $ 26 $ — $ 26 Accounts payable 53,749 — 53,749 Accrued liabilities 47,973 3,589 51,562 Total Current Liabilities 101,748 3,589 105,337 Long-Term Debt, Less Current Portion 317,664 — 317,664 Deferred Income Taxes 69,747 (500 ) 69,247 Other Long-Term Liabilities 17,456 (300 ) 17,156 Total Liabilities 506,615 2,789 509,404 Commitments and Contingencies Shareholders’ Equity Common stock - $0.01 par value; 35,000,000 shares authorized; 10,892,133 shares issued at June 28, 2014 109 — 109 Additional paid-in capital 70,337 (1,633 ) 68,704 Retained earnings 185,929 (3,113 ) 182,816 Accumulated other comprehensive loss (3,736 ) — (3,736 ) Total Shareholders’ Equity 252,639 (4,746 ) 247,893 Total Liabilities and Shareholders’ Equity $ 759,254 $ (1,957 ) $ 757,297 Three Months Ended June 28, 2014 Six Months Ended June 28, 2014 Unaudited Condensed Consolidated Statement of Income: As Reported Adjustments As Restated As Reported Adjustments As Restated Net Revenues $ 186,516 $ — $ 186,516 $ 366,269 $ — $ 366,269 Cost of Sales 149,073 (235 ) 148,838 293,756 (1,080 ) 292,676 Gross Profit 37,443 235 37,678 72,513 1,080 73,593 Selling, General and Administrative Expenses 20,868 — 20,868 41,955 — 41,955 Operating Income 16,575 235 16,810 30,558 1,080 31,638 Interest Expense (6,994 ) — (6,994 ) (14,119 ) — (14,119 ) Income Before Taxes 9,581 235 9,816 16,439 1,080 17,519 Income Tax Expense 3,109 88 3,197 5,338 403 5,741 Net Income $ 6,472 $ 147 $ 6,619 $ 11,101 $ 677 $ 11,778 Earnings Per Share Basic earnings per share $ 0.60 $ 0.01 $ 0.61 $ 1.02 $ 0.06 $ 1.08 Diluted earnings per share $ 0.59 $ 0.01 $ 0.60 $ 1.00 $ 0.06 $ 1.06 Weighted-Average Number of Shares Outstanding Basic 10,871 — 10,871 10,864 — 10,864 Diluted 11,045 — 11,045 11,122 — 11,122 Three Months Ended June 28, 2014 Six Months Ended June 28, 2014 Unaudited Condensed Consolidated Statement of Comprehensive Income: As Reported Adjustments As Restated As Reported Adjustments As Restated Net Income $ 6,472 $ 147 $ 6,619 $ 11,101 $ 677 $ 11,778 Pension Adjustments Amortization of actuarial loss and prior service costs, net of tax benefit of approximately $48 and $84 for the three months and six months ended June 28, 2014 (57 ) — (57 ) (126 ) — (126 ) Other Comprehensive Loss (57 ) — (57 ) (126 ) — (126 ) Comprehensive Income $ 6,529 $ 147 $ 6,676 $ 11,227 $ 677 $ 11,904 Six Months Ended June 28, 2014 Unaudited Condensed Consolidated Cash Flow Statement: As Reported Adjustments As Restated Cash Flows from Operating Activities Net Income $ 11,101 $ 677 $ 11,778 Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities: Depreciation and amortization 15,125 — 15,125 Stock-based compensation expense 1,288 — 1,288 Deferred income taxes 595 403 998 Excess tax benefits from stock-based compensation (61 ) — (61 ) Recovery of doubtful accounts (235 ) — (235 ) Other 1,111 (1,080 ) 31 Changes in Assets and Liabilities: Accounts receivable (13,066 ) — (13,066 ) Inventories (1,694 ) — (1,694 ) Production cost of contracts (1,734 ) — (1,734 ) Other assets 6,563 — 6,563 Accounts payable (4,363 ) — (4,363 ) Accrued and other liabilities 835 — 835 Net Cash Provided by Operating Activities 15,465 — 15,465 Cash Flows from Investing Activities Purchases of property and equipment (5,997 ) — (5,997 ) Proceeds from sales of assets 51 — 51 Net Cash Used in Investing Activities (5,946 ) — (5,946 ) Cash Flows from Financing Activities Repayment of term loan and other debt (15,012 ) — (15,012 ) Excess tax benefits from stock-based compensation 61 — 61 Net proceeds from issuance of common stock under stock plans 369 — 369 Net Cash Used in Financing Activities (14,582 ) — (14,582 ) Net Decrease in Cash and Cash Equivalents (5,063 ) — (5,063 ) Cash and Cash Equivalents at Beginning of Year 48,814 — 48,814 Cash and Cash Equivalents at End of Year $ 43,751 $ — $ 43,751 |