Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | May 04, 2022 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2022 | |
Entity File Number | 0-04041 | |
Entity Registrant Name | ALLIED MOTION TECHNOLOGIES INC | |
Entity Incorporation, State or Country Code | CO | |
Entity Tax Identification Number | 84-0518115 | |
Entity Address, Address Line One | 495 Commerce Drive | |
Entity Address, City or Town | Amherst | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 14228 | |
City Area Code | 716 | |
Local Phone Number | 242-8634 | |
Title of 12(b) Security | Common stock | |
Trading Symbol | AMOT | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 15,501,430 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0000046129 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 16,919 | $ 22,463 |
Trade receivables, net of provision for credit losses of $581 and $506 at March 31, 2022 and December 31, 2021, respectively | 68,600 | 51,239 |
Inventories | 97,165 | 89,733 |
Prepaid expenses and other assets | 11,243 | 12,522 |
Total current assets | 193,927 | 175,957 |
Property, plant and equipment, net | 65,513 | 56,983 |
Deferred income taxes | 5,336 | 5,321 |
Intangible assets, net | 101,344 | 103,786 |
Goodwill | 106,568 | 106,633 |
Operating lease assets | 13,607 | 16,983 |
Other long-term assets | 8,167 | 5,122 |
Total Assets | 494,462 | 470,785 |
Current liabilities: | ||
Accounts payable | 38,792 | 36,714 |
Accrued liabilities | 39,975 | 41,656 |
Total current liabilities | 78,767 | 78,370 |
Long-term debt | 178,619 | 158,960 |
Deferred income taxes | 5,781 | 5,040 |
Pension and post-retirement obligations | 3,886 | 3,932 |
Operating lease liabilities | 10,060 | 12,792 |
Other long-term liabilities | 23,678 | 23,929 |
Total liabilities | 300,791 | 283,023 |
Stockholders' Equity: | ||
Common stock, no par value, authorized 50,000 shares; 15,534 and 15,361 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively | 70,522 | 68,097 |
Preferred stock, par value $1.00 per share, authorized 5,000 shares; no shares issued or outstanding | ||
Retained earnings | 129,873 | 127,757 |
Accumulated other comprehensive loss | (6,724) | (8,092) |
Total stockholders' equity | 193,671 | 187,762 |
Total Liabilities and Stockholders' Equity | $ 494,462 | $ 470,785 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Trade receivables, provision for credit losses | $ 581 | $ 506 |
Common stock, par value (in dollars per share) | $ 0 | $ 0 |
Common stock, authorized shares | 50,000 | 50,000 |
Common stock, shares issued | 15,534 | 15,361 |
Common stock, shares outstanding | 15,534 | 15,361 |
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, authorized shares | 5,000 | 5,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME | ||
Revenues | $ 114,785 | $ 101,677 |
Cost of goods sold | 81,325 | 71,609 |
Gross profit | 33,460 | 30,068 |
Operating costs and expenses: | ||
Selling | 5,031 | 4,218 |
General and administrative | 11,496 | 10,748 |
Engineering and development | 9,385 | 6,959 |
Business development | 848 | 19 |
Amortization of intangible assets | 2,434 | 1,512 |
Total operating costs and expenses | 29,194 | 23,456 |
Operating income | 4,266 | 6,612 |
Other expense, net: | ||
Interest expense | 1,038 | 861 |
Other expense (income), net | 45 | (119) |
Total other expense, net | 1,083 | 742 |
Income before income taxes | 3,183 | 5,870 |
Income tax (provision) benefit | (679) | 6,057 |
Net income | $ 2,504 | $ 11,927 |
Basic earnings per share: | ||
Earnings per share | $ 0.17 | $ 0.83 |
Basic weighted average common shares | 15,096 | 14,306 |
Diluted earnings per share: | ||
Earnings per share | $ 0.16 | $ 0.83 |
Diluted weighted average common shares | 15,599 | 14,438 |
Net income | $ 2,504 | $ 11,927 |
Other comprehensive income: | ||
Foreign currency translation adjustment | (1,233) | (4,007) |
Gain on derivatives | 2,601 | 708 |
Comprehensive income | $ 3,872 | $ 8,628 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Common Stock and Paid-in Capital | Common Stock | Unamortized Cost of Equity Awards | Retained Earnings | Foreign Currency Translation Adjustments | Accumulated income (loss) on derivatives | Pension Adjustments | Total |
Balances at Dec. 31, 2020 | $ 41,278 | $ 47,085 | $ (5,807) | $ 105,065 | $ (216) | $ (1,438) | $ (1,633) | $ 143,056 |
Balances (in shares) at Dec. 31, 2020 | 14,632 | |||||||
Increase (Decrease) in Stockholders' Equity | ||||||||
Stock transactions under employee benefit stock plans | 988 | $ 988 | 988 | |||||
Stock transactions under employee benefit stock plans (in shares) | 32 | |||||||
Issuance of restricted stock, net of forfeitures | 129 | $ 3,001 | (2,872) | 129 | ||||
Issuance of restricted stock, net of forfeitures (in shares) | 81 | |||||||
Stock-based compensation expense | 797 | 797 | 797 | |||||
Shares withheld for payment of employee payroll taxes | (256) | $ (256) | (256) | |||||
Shares withheld for payment of employee payroll taxes (in shares) | (21) | |||||||
Comprehensive (loss) income | (4,007) | 929 | (3,078) | |||||
Tax effect of derivative transactions | (221) | (221) | ||||||
Net income | 11,927 | 11,927 | ||||||
Dividends to stockholders | (294) | (294) | ||||||
Balances at Mar. 31, 2021 | 42,936 | $ 50,818 | (7,882) | 116,698 | (4,223) | (730) | (1,633) | 153,048 |
Balances (in shares) at Mar. 31, 2021 | 14,724 | |||||||
Balances at Dec. 31, 2021 | 68,097 | $ 73,106 | (5,009) | 127,757 | (7,409) | 180 | (863) | $ 187,762 |
Balances (in shares) at Dec. 31, 2021 | 15,361 | 15,361 | ||||||
Increase (Decrease) in Stockholders' Equity | ||||||||
Stock transactions under employee benefit stock plans | 1,217 | $ 1,217 | $ 1,217 | |||||
Stock transactions under employee benefit stock plans (in shares) | 36 | |||||||
Issuance of restricted stock, net of forfeitures | (4) | $ 5,140 | (5,144) | (4) | ||||
Issuance of restricted stock, net of forfeitures (in shares) | 141 | |||||||
Stock-based compensation expense | 1,349 | 1,349 | 1,349 | |||||
Shares withheld for payment of employee payroll taxes | (137) | $ (137) | (137) | |||||
Shares withheld for payment of employee payroll taxes (in shares) | (4) | |||||||
Comprehensive (loss) income | (1,233) | 3,423 | 2,190 | |||||
Tax effect of derivative transactions | (822) | (822) | ||||||
Net income | 2,504 | 2,504 | ||||||
Dividends to stockholders | (388) | (388) | ||||||
Balances at Mar. 31, 2022 | $ 70,522 | $ 79,326 | $ (8,804) | $ 129,873 | $ (8,642) | $ 2,781 | $ (863) | $ 193,671 |
Balances (in shares) at Mar. 31, 2022 | 15,534 | 15,534 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY | ||
Dividends to stockholder (in dollars per share) | $ 0.025 | $ 0.02 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash Flows From Operating Activities: | ||
Net income | $ 2,504 | $ 11,927 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities | ||
Depreciation and amortization | 5,657 | 4,431 |
Deferred income taxes | 826 | (7,029) |
Stock-based compensation expense | 1,349 | 797 |
Debt issue cost amortization recorded in interest expense | 35 | 35 |
Other | 530 | 890 |
Changes in operating assets and liabilities, net of acquisitions: | ||
Trade receivables | (17,648) | (9,912) |
Inventories | (8,713) | 56 |
Prepaid expenses and other assets | 1,407 | 1,862 |
Accounts payable | 2,113 | 4,994 |
Accrued liabilities | (1,456) | (2,484) |
Net cash (used in) provided by operating activities | (13,396) | 5,567 |
Cash Flows From Investing Activities: | ||
Purchase of property and equipment | (2,478) | (3,076) |
Acquisitions | 185 | |
Net cash used in investing activities | (2,293) | (3,076) |
Cash Flows From Financing Activities: | ||
Principal payments of long-term debt and finance lease obligations | (3,316) | |
Proceeds from issuance of long-term debt | 13,674 | |
Tax withholdings related to net share settlements of restricted stock | (137) | (256) |
Net cash provided by (used in) financing activities | 10,221 | (256) |
Effect of foreign exchange rate changes on cash | (76) | (641) |
Net (decrease) increase in cash and cash equivalents | (5,544) | 1,594 |
Cash and cash equivalents at beginning of period | 22,463 | 23,131 |
Cash and cash equivalents at end of period | 16,919 | 24,725 |
Supplemental non-cash investing and financing activities: | ||
Property, plant and equipment purchases in accounts payable or accrued expenses | $ 338 | $ 793 |
BASIS OF PREPARATION AND PRESEN
BASIS OF PREPARATION AND PRESENTATION | 3 Months Ended |
Mar. 31, 2022 | |
BASIS OF PREPARATION AND PRESENTATION | |
BASIS OF PREPARATION AND PRESENTATION | 1. BASIS OF PREPARATION AND PRESENTATION Allied Motion Technologies Inc. (“Allied Motion” or the “Company”) is engaged in the business of designing, manufacturing and selling precision and specialty controlled motion components and systems, which include integrated system solutions as well as individual controlled motion products, to a broad spectrum of customers throughout the world primarily for the vehicle, medical, aerospace and defense, and industrial markets. The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The assets and liabilities of the Company’s foreign subsidiaries are translated into U.S. dollars using end of period exchange rates. Changes in reported amounts of assets and liabilities of foreign subsidiaries that occur as a result of changes in exchange rates between the foreign subsidiaries’ functional currencies and the U.S. dollar are included in foreign currency translation adjustment. Foreign currency translation adjustment is included in accumulated other comprehensive loss, a component of stockholders’ equity in the accompanying condensed consolidated statements of stockholders’ equity. Revenue and expense transactions use an average rate prevailing during the month of the related transaction. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency of each of the foreign subsidiaries are included in the results of operations as incurred in other (income) expense, net. The condensed consolidated financial statements included herein have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and include all adjustments which are, in the opinion of management, necessary for a fair presentation. Certain information and footnote disclosures normally included in financial statements which are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to such rules and regulations. The Company believes that the disclosures herein are adequate to make the information presented not misleading. The financial data for the interim periods may not necessarily be indicative of results to be expected for the year. The preparation of financial statements in accordance with U.S. GAAP requires management to make certain estimates and assumptions. Such estimates and assumptions affect the reported amounts of assets and liabilities as well as disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates. It is suggested that the accompanying condensed consolidated financial statements be read in conjunction with the Consolidated Financial Statements and related Notes to such statements included in the Annual Report on Form 10-K for the year ended December 31, 2021 that was previously filed by the Company. Twinsburg Consolidation In September 2021, the Company announced its plans to consolidate its manufacturing facility in Twinsburg, Ohio with its Watertown, New York and Reynosa, Mexico facilities in 2022. Costs of |
REVENUE RECOGNITION
REVENUE RECOGNITION | 3 Months Ended |
Mar. 31, 2022 | |
REVENUE RECOGNITION | |
REVENUE RECOGNITION | 2. REVENUE RECOGNITION Performance Obligations Performance Obligations Satisfied at a Point in Time The Company considers control of most products to transfer at a single point in time when control is transferred to the customer, generally when the products are shipped in accordance with an agreement and/or purchase order. Control is defined as the ability to direct the use of and obtain substantially all of the remaining benefits of the product. The Company satisfies its performance obligations under a contract with a customer by transferring goods and services in exchange for monetary consideration from the customer. The Company considers the customer’s purchase order, and the Company’s corresponding sales order acknowledgment as the contract with the customer. For some customers, control, and a sale, is transferred at a point in time when the product is delivered to a customer. Sales, value add, and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. Nature of Goods and Services The Company sells component and integrated controlled motion solutions to end customers and original equipment manufacturers (“OEM’s”) through the Company’s own direct sales force and authorized manufacturers’ representatives and distributors. The Company’s products include brushed and brushless DC motors, brushless servo and torque motors, coreless DC motors, integrated brushless motor-drives, gearmotors, gearing, modular digital servo drives, motion controllers, incremental and absolute optical encoders, active and passive filters for power quality and harmonic issues, and other controlled motion-related products. The Company’s target markets include Vehicle, Medical, Aerospace & Defense and Determining the Transaction Price The majority of the Company’s contracts have an original duration of less than one year. For these contracts, the Company applies the practical expedient and therefore does not consider the effects of the time value of money. For multiyear contracts, the Company uses judgment to determine whether there is a significant financing component. These contracts are generally those in which the customer has made an up-front payment. Contracts that management determines to include a significant financing component are discounted at the Company’s incremental borrowing rate. The Company incurs interest expense and accrues a contract liability. As the Company satisfies performance obligations and recognizes revenue from these contracts, interest expense is recognized simultaneously. Management does not have any contracts that include a significant financing component as of March 31, 2022. Disaggregation of Revenue The Company disaggregates revenue from contracts with customers into geographical regions and target markets. The Company determines that disaggregating revenue into these categories achieves the disclosure objective to depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. As noted below in Note 17, Segment Information A disaggregation of revenue by target market and geography is provided below (in thousands): Three months ended March 31, Target Market 2022 2021 Vehicle $ 32,582 $ 34,451 Industrial 45,776 31,303 Medical 21,319 23,289 Aerospace & Defense 9,444 7,442 Other 5,664 5,192 Total $ 114,785 $ 101,677 Three months ended March 31, Geography 2022 2021 North America (primarily U.S.) $ 72,378 $ 56,642 Europe 33,749 37,162 Asia-Pacific 8,658 7,873 Total $ 114,785 $ 101,677 Contract Balances When the timing of the Company’s delivery of product is different from the timing of the payments made by customers, the Company recognizes either a contract asset (performance precedes customer payment) or a contract liability (customer payment precedes performance). Typically, contracts are paid in arrears and are recognized as receivables after the Company considers whether a significant financing component exists. The opening and closing balances of the Company’s contract liabilities are as follows (in thousands): March 31, December 31, 2022 2021 Contract liabilities in accrued liabilities $ 7,647 $ 2,425 Contract liabilities in other long-term liabilities 238 242 $ 7,885 $ 2,667 The difference between the opening and closing balances of the Company’s contract liabilities primarily results from the timing difference between the Company’s performance and the customer’s payment. In the three months ended March 31, 2022, the Company recognized revenue of $1,078 that was included in the opening contract liabilities balance. Significant Payment Terms The Company’s contracts with its customers state the final terms of the sale, including the description, quantity, and price of each product or service purchased. Payments are typically due in full within 30-60 days of delivery. Since the customer agrees to a stated rate and price in the contract that do not vary over the contract, the majority of contracts do not contain variable consideration. Returns, Refunds, and Warranties In the normal course of business, the Company does not accept product returns unless the item is defective as manufactured. The Company establishes provisions for estimated returns and warranties. All contracts include a standard warranty clause to guarantee that the product complies with agreed specifications. |
INVENTORIES
INVENTORIES | 3 Months Ended |
Mar. 31, 2022 | |
INVENTORIES | |
INVENTORIES | 3. INVENTORIES Inventories include costs of materials, direct labor and manufacturing overhead, and are stated at the lower of cost (first-in, first-out basis) or net realizable value, as follows (in thousands): March 31, December 31, 2022 2021 Parts and raw materials $ 74,623 $ 65,223 Work-in-process 9,750 9,529 Finished goods 12,792 14,981 $ 97,165 $ 89,733 |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 3 Months Ended |
Mar. 31, 2022 | |
PROPERTY, PLANT AND EQUIPMENT | |
PROPERTY, PLANT AND EQUIPMENT | 4. PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment is classified as follows (in thousands): March 31, December 31, Useful lives 2022 2021 Land $ 974 $ 979 Building and improvements 5 - 39 years 23,883 14,398 Machinery, equipment, tools and dies 3 - 15 years 83,523 82,898 Construction work in progress 10,774 9,582 Furniture, fixtures and other 3 - 10 years 21,849 21,794 141,003 129,651 Less accumulated depreciation (75,490) (72,668) Property, plant and equipment, net $ 65,513 $ 56,983 Depreciation expense was approximately $3,223 and $2,919 for the three months ended March 31, 2022 and 2021, respectively. |
GOODWILL
GOODWILL | 3 Months Ended |
Mar. 31, 2022 | |
GOODWILL | |
GOODWILL | 5. GOODWILL The change in the carrying amount of goodwill for the three months ended March 31, 2022 is as follows (in thousands): March 31, 2022 Beginning balance $ 106,633 Impact of measurement period adjustments of 2021 acquisitions 175 Effect of foreign currency translation (240) Ending balance $ 106,568 On November 2, 2021, the Company acquired 100% of the outstanding stock of ORMEC Systems Corp. (“ORMEC”), a New York headquartered developer and manufacturer of mission critical electro-mechanical automation solutions and motion control products including multi-axis controls, electronic drives and actuators for the automation and aerospace industries. On November 4, 2021, the Company acquired 100% of ALIO Industries (“ALIO”), a Colorado headquartered innovator and manufacturer of advanced linear and rotary motion systems for nano-precision applications. On December 30, 2021, the Company acquired Spectrum Controls, Inc. (“Spectrum Controls”), a Washington headquartered innovator and manufacturer of industrial Input/Output (“I/O”) and universal communications gateway products. The initial purchase price, collectively, for ORMEC and ALIO was $33,458, and the initial purchase price of Spectrum Controls was $68,711 . During the three months ended March 31, 2022, measurement period adjustments to the preliminary purchase price allocations, collectively, resulted in an increase in purchase price of . During the three months ended March 31, 2022, a settlement of certain closing working capital amounts resulted in a cash inflow of . The purchase price allocations for each of the three 2021 acquisitions remain preliminary and are subject to adjustments based on a determination of closing net working capital and/or certain tax matters. The acquisition of ALIO includes contingent consideration initially measured at a fair value of $4,900 . There were as of March 31, 2022 is included in other long-term liabilities on the condensed consolidated balance sheet. The Spectrum Controls acquisition includes is included in other long-term liabilities on the condensed consolidated balance sheet. As of December 31, 2021, |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 3 Months Ended |
Mar. 31, 2022 | |
INTANGIBLE ASSETS | |
INTANGIBLE ASSETS | 6. INTANGIBLE ASSETS Intangible assets on the Company’s condensed consolidated balance sheets consist of the following (in thousands): March 31, 2022 December 31, 2021 Gross Accumulated Net Book Gross Accumulated Net Book Life Amount Amortization Value Amount Amortization Value Customer lists 5-18 years $ 93,997 $ (29,071) $ 64,926 $ 94,079 $ (27,639) $ 66,440 Trade name 10 - 19 years 14,645 (6,162) 8,483 14,649 (5,927) 8,722 Design and technologies 10 - 15 years 34,177 (6,242) 27,935 34,241 (5,617) 28,624 Total $ 142,819 $ (41,475) $ 101,344 $ 142,969 $ (39,183) $ 103,786 Amortization expense for intangible assets was $2,434 and $1,512 for the three months ended March 31, 2022 and 2021, respectively. Estimated future intangible asset amortization expense as of March 31, 2022 is as follows (in thousands): Estimated Amortization Expense Remainder of 2022 $ 7,382 2023 9,856 2024 9,528 2025 9,510 2026 9,412 2027 8,966 Thereafter 46,690 Total estimated amortization expense $ 101,344 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended |
Mar. 31, 2022 | |
STOCK-BASED COMPENSATION PLANS | |
STOCK-BASED COMPENSATION | 7. STOCK-BASED COMPENSATION Stock Incentive Plans The Company’s Stock Incentive Plans provide for the granting of stock awards, including restricted stock, stock options and stock appreciation rights, to employees and non-employees, including directors of the Company. Restricted Stock For the three months ended March 31, 2022, 150,054 shares of unvested restricted stock were awarded at a weighted average market value of $34.29 . Of the restricted shares granted, shares have performance-based vesting conditions. The value of the shares is amortized to compensation expense over the related service period, which is normally , or over the estimated performance period. Shares of unvested restricted stock are generally forfeited if a recipient leaves the Company before the vesting date. Shares that are forfeited become available for future awards. The following is a summary of restricted stock activity for the three months ended March 31, 2022: Number of shares Outstanding at beginning of period 293,577 Awarded 150,054 Vested (9,557) Forfeited (4,267) Outstanding at end of period 429,807 Stock-based compensation expense, net of forfeitures, of $1,349 and $797 was recorded for the three months ended March 31, 2022 and 2021, respectively. |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 3 Months Ended |
Mar. 31, 2022 | |
ACCRUED LIABILITIES | |
ACCRUED LIABILITIES | 8 . ACCRUED LIABILITIES Accrued liabilities consist of the following (in thousands): March 31, December 31, 2022 2021 Compensation and fringe benefits $ 8,255 $ 14,666 Accrued business acquisition consideration 12,416 12,388 Warranty reserve 1,946 1,869 Income taxes payable 1,015 970 Operating lease liabilities - current 3,759 4,532 Finance lease obligations - current 318 — Deferred revenue 7,647 2,425 Other accrued expenses 4,619 4,806 $ 39,975 $ 41,656 |
DEBT OBLIGATIONS
DEBT OBLIGATIONS | 3 Months Ended |
Mar. 31, 2022 | |
DEBT OBLIGATIONS | |
DEBT OBLIGATIONS | 9. DEBT OBLIGATIONS Debt obligations consisted of the following (in thousands): March 31, December 31, 2022 2021 Long-term Debt Revolving Credit Facility, long-term (1) $ 169,716 $ 159,395 Unamortized debt issuance costs (400) (435) Finance lease obligations - noncurrent 9,303 — Long-term debt $ 178,619 $ 158,960 (1) The effective rate of the Amended Revolving Facility is 2.26% at March 31, 2022. Amended Revolving Credit Facility The First Amended and Restated Credit Agreement (the “Amended Credit Agreement”) includes a $225 million revolving credit facility (the “Amended Revolving Facility”). The Amended Credit Agreement includes (i) a maximum principal amount of million accordion amount, and (iii) a maturity date of February 2025. Borrowings under the Amended Revolving Facility bear interest at the LIBOR or EURIBOR Rate (as defined in the Amended Credit Agreement) plus a margin of 1.00% to 1.75% or the Prime Rate (as defined in the Amended Credit Agreement) plus a margin of 0% to 0.75% , in each case depending on the Company’s ratio of total funded indebtedness (as defined in the Amended Credit Agreement) to consolidated trailing twelve-month EBITDA (the “Total Leverage Ratio”). At March 31, 2022, the applicable margin for LIBOR Rate borrowings was at March 31, 2022) on the unused portion of the Amended Revolving Facility, also based on the Company’s Total Leverage Ratio. The Amended Revolving Facility is secured by substantially all of the Company’s non-realty assets and is fully and unconditionally guaranteed by certain of the Company’s subsidiaries. The Amended Credit Agreement contains certain financial covenants related to minimum interest coverage, Total Leverage Ratio, and non-material subsidiaries assets to consolidated total assets at the end of each quarter. The Amended Credit Agreement also includes other covenants and restrictions, including limits on the amount of additional indebtedness, and restrictions on the Company’s ability to merge or sell all, or substantially all, of its assets. Under the provisions of the Amended Credit Agreement, the Company may elect to increase its Leverage Ratio to a 4.0 to 1.0 ratio (a “Leverage Increase”) during the fiscal quarter in which a Material Acquisition (as defined in the Amended Credit Agreement) takes place, and for the next three fiscal quarters. If the Material Acquisition occurs within the last 45 days of any fiscal quarter, the Leverage Increase is applicable for the following four fiscal quarters. The Company qualified for, and elected, the Leverage Increase as a result of the Spectrum Controls acquisition. The Company was in compliance with all covenants at March 31, 2022. As of March 31, 2022, the unused Amended Revolving Facility was $55,284 . The amount available to borrow may be reduced based upon the Company’s debt and EBITDA levels, which impacts its covenant calculations. Other The China Credit Facility provides credit of $1,577 (Chinese Renminbi 10,000 ) (“the China Facility”). The China Facility is a demand revolving facility used for working capital and capital equipment needs at the Company’s China operations. The term is annual and may be cancelled at the bank’s discretion. The interest rate shall be agreed upon by the Lender and the Borrower before the Utilization Date (as defined in the China Facility) and shall be specified in the Utilization Request (as defined in the China Facility). Collateral for the facility is a guarantee issued by the Company. There were |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 3 Months Ended |
Mar. 31, 2022 | |
DERIVATIVE FINANCIAL INSTRUMENTS | |
DERIVATIVE FINANCIAL INSTRUMENTS | 10. DERIVATIVE FINANCIAL INSTRUMENTS The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, and foreign exchange risk primarily through the use of derivative financial instruments. Beginning in the first quarter of 2021, the Company began entering into foreign currency contracts with 30-day consolidated statements of income and comprehensive income. During three months ended March 31, 2022, the Company had gains of $54 on foreign currency contracts which is included in other expense (income), net and generally offset the gains or losses from the foreign currency adjustments on the intercompany balances that are also included in other expense (income), net. The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements on its variable-rate debt. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. In February 2017, the Company entered into that matures in December 2026. The changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in accumulated other comprehensive income (loss) and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During 2022 and 2021, such derivatives were used to hedge the variable cash flows associated with existing variable-rate debt. The Company estimates that $516 will be reclassified as a decrease to interest expense over the next twelve months related to its interest rate derivatives. Additionally, the Company does not use derivatives for trading or speculative purposes. The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the condensed consolidated balance sheets as of March 31, 2022 and December 31, 2021 (in thousands): Asset Derivatives Fair value as of: Derivatives designated as Balance Sheet March 31, December 31, hedging instruments Location 2022 2021 Foreign currency contracts Prepaid expenses and other assets $ 22 $ 39 Interest rate products Other long-term assets 3,643 340 $ 3,665 $ 379 Liability Derivatives Fair value as of: Derivatives designated as Balance Sheet March 31, December 31, hedging instruments Location 2022 2021 Interest rate products Accrued liabilities $ — $ 120 $ — $ 120 The tables below present the effect of cash flow hedge accounting on other comprehensive income (loss) (“OCI”) for the three months ended March 31, 2022 and 2021 (in thousands): Amount of pre-tax gain recognized in OCI on derivatives Derivatives in cash flow hedging relationships Three months ended March 31, 2022 2021 Interest rate products $ 3,237 $ 704 Amount of pre-tax loss reclassified from accumulated OCI into income Location of (loss) gain reclassified Three months ended March 31, from accumulated OCI into income 2022 2021 Interest expense $ (186) $ (225) The table below presents the line items that reflect the effect of the Company’s derivative financial instruments on the condensed consolidated statements of income and comprehensive income for the three months ended March 31, 2022 and 2021 (in thousands): Total amounts of income and expense line items presented that reflect the effects of cash flow hedges recorded Three months ended March 31, Derivatives designated as hedging instruments Income Statement Location 2022 2021 Interest rate products Interest Expense $ 1,038 $ 861 The tables below present a gross presentation, the effects of offsetting, and a net presentation of the Company’s derivatives as of March 31, 2022 and December 31, 2021. The net amounts of derivative assets or liabilities can be reconciled to the tabular disclosure of fair value. The tabular disclosure of fair value provides the location that derivative assets and liabilities are presented in the condensed consolidated balance sheets (in thousands): Derivative assets: Net amounts Gross amounts of assets Gross amounts not offset in the consolidated As of Gross amounts offset in the presented in the balance sheets March 31, of recognized consolidated consolidated Financial Cash collateral 2022 assets balance sheets balance sheets instruments received Net amount Derivatives $ 3,678 $ (13) $ 3,665 $ — $ — $ 3,665 Net amounts Gross amounts of assets Gross amounts not offset in the consolidated As of Gross amounts offset in the presented in the balance sheets December 31, of recognized consolidated consolidated Financial Cash collateral 2021 assets balance sheets balance sheets instruments received Net amount Derivatives $ 387 $ (8) $ 379 $ — $ — $ 379 Derivative liabilities: Net amounts Gross amounts of liabilities Gross amounts not offset in the consolidated As of Gross amounts offset in the presented in the balance sheets December 31, of recognized consolidated consolidated Financial Cash collateral 2021 liabilities balance sheets balance sheets instruments received Net amount Derivatives $ 120 $ — $ 120 $ — $ — $ 120 The Company has agreements with each of its derivative counterparties that contain a provision where if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. |
FAIR VALUE
FAIR VALUE | 3 Months Ended |
Mar. 31, 2022 | |
FAIR VALUE | |
FAIR VALUE | 11. FAIR VALUE Authoritative guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The guidance establishes a framework for measuring fair value which utilizes observable and unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. Preference is given to observable inputs. These two types of inputs create the following three - level fair value hierarchy: Level 1: Quoted prices for identical assets or liabilities in active markets. Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; and model - derived valuations whose inputs or significant value drivers are observable. Level 3: Significant inputs to the valuation model that are unobservable. The Company’s financial assets and liabilities include cash and cash equivalents, accounts receivable, debt obligations, accounts payable, and accrued liabilities. The carrying amounts reported in the condensed consolidated balance sheets for these assets and liabilities approximate their fair value because of the immediate or short-term maturities of these financial instruments. The following tables presents the Company’s financial assets that are accounted for at fair value on a recurring basis as of March 31, 2022 and December 31, 2021, respectively, by level within the fair value hierarchy (in thousands): March 31, 2022 Level 1 Level 2 Level 3 Assets (liabilities) Pension plan assets $ 6,194 $ — $ — Deferred compensation plan assets 4,385 — — Foreign currency hedge contracts — 22 — Interest rate swaps, net — 3,643 — Contingent consideration — — (4,900) December 31, 2021 Level 1 Level 2 Level 3 Assets (liabilities) Pension plan assets $ 6,899 $ — $ — Deferred compensation plan assets 4,636 — — Foreign currency hedge contracts — 39 — Interest rate swaps, net — 220 — Contingent consideration — — (4,900) The contingent consideration fair value measurement in connection with the acquisition of ALIO Industries in the fourth quarter of 2021 is based on significant inputs not observable in the market and therefore constitute Level 3 inputs within the fair value hierarchy. The Company determines the initial fair value of contingent consideration liabilities using a Monte Carlo valuation model, which involves a simulation of future earnings generated during the earn out-period using management’s best estimates, or a probability-weighted discounted cash flow analysis. There were no changes to the estimated fair value of contingent consideration during the three months ended March 31, 2022. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2022 | |
INCOME TAXES | |
INCOME TAXES | 12. INCOME TAXES The income tax provision for interim periods is determined using an estimate of the annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter, the estimate of the annual effective tax rate is updated, and if the estimated effective tax rate changes, a cumulative adjustment is made. There is potential for volatility of the effective tax rate due to several factors, including changes in the mix of the pre-tax income and the jurisdictions to which it relates, changes in tax laws, settlements with taxing authorities and foreign currency fluctuations. The effective income tax rate was 21.3% and (103.2%) for the three months ended March 31, 2022 and 2021, respectively. The effective tax rate for the three months ended March 31, 2022 and 2021 includes discrete tax benefit of (7.2%) and (130.5 %), respectively. For the three months ended March 31, 2022 the discrete tax benefits related primarily to the reversal of uncertain tax positions. The discrete benefit in the three months ended March 31, 2021 is related primarily to the recognition of net operating loss carryforwards resulting from tax legislation enacted in New Zealand during the period which changes our ability to use the carryforwards in future periods |
LEASES
LEASES | 3 Months Ended |
Mar. 31, 2022 | |
LEASES | |
LEASES | 13. LEASES The Company has operating leases for office space, manufacturing equipment, computer equipment and automobiles. Many leases include one or more options to renew, some of which include options to extend the leases for a long-term period, and some leases include options to terminate the leases within 30 days. In certain of the Company’s lease agreements, the rental payments are adjusted periodically to reflect actual charges incurred for capital area maintenance, utilities, inflation and/or changes in other indexes. Supplemental cash flow information related to the Company’s operating and finance leases for the three months ended March 31, 2022 and 2021 was as follows (in thousands): March 31, 2022 2021 Cash paid for amounts included in the measurement of operating leases $ 1,185 $ 1,339 Cash paid for amounts included in the measurement of finance lease obligations $ 73 $ — Right of use assets obtained in exchange for operating lease obligations $ 875 $ 1,553 Right of use assets obtained in exchange for finance lease obligations $ 9,471 $ — The Company’s finance lease obligations relate to a manufacturing facility. As of March 31, 2022, finance lease assets of property, plant and equipment accrued liabilities long-term debt The following table presents the maturity of the Company’s operating and finance lease liabilities as of March 31, 2022 (in thousands): Operating Leases Finance Leases Remainder of 2022 $ 3,184 $ 551 2023 2,776 799 2024 2,302 815 2025 1,495 831 2026 877 848 2027 669 867 Thereafter 3,376 8,771 Total undiscounted cash flows $ 14,679 $ 13,482 Less: present value discount (860) (3,861) Total lease liabilities $ 13,819 $ 9,621 As of March 31, 2022, the Company has entered into leases with future minimum lease payments of $7,300 that has not yet commenced. The Company leases certain facilities from companies for which a member of management is a part owner. In connection with such leases, the Company made fixed minimum lease payments to the lessor of $167 during the three months ended March 31, 2022 and is obligated to make payments of $904 during the remainder of 2022. Future fixed minimum lease payments under these leases as of March 31, 2022 are |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 3 Months Ended |
Mar. 31, 2022 | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS). | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 14. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) Accumulated Other Comprehensive Income (Loss) (“AOCI”) for the three months ended March 31, 2022 and 2021 is comprised of the following (in thousands): Foreign Currency Defined Benefit Tax Effect of Translation Plan Liability Cash Flow Hedges Cash Flow Hedges Adjustment Total At December 31, 2021 $ (863) $ 221 $ (41) $ (7,409) $ (8,092) Unrealized gain on cash flow hedges — 3,237 (777) — 2,460 Amounts reclassified from AOCI — 186 (45) — 141 Foreign currency translation loss — — — (1,233) (1,233) At March 31, 2022 $ (863) $ 3,644 $ (863) $ (8,642) $ (6,724) Foreign Currency Defined Benefit Tax Effect of Translation Plan Liability Cash Flow Hedges Cash Flow Hedges Adjustment Total At December 31, 2020 $ (1,633) $ (1,889) $ 451 $ (216) $ (3,287) Unrealized gain on cash flow hedges — 704 (167) — 537 Amounts reclassified from AOCI — 225 (54) — 171 Foreign currency translation loss — — — (4,007) (4,007) At March 31, 2021 $ (1,633) $ (960) $ 230 $ (4,223) $ (6,586) The realized losses relating to the Company’s interest rate swap hedges were reclassified from AOCI and included in interest expense in the condensed consolidated statements of income and comprehensive income. |
DIVIDENDS PER SHARE
DIVIDENDS PER SHARE | 3 Months Ended |
Mar. 31, 2022 | |
DIVIDENDS PER SHARE | |
DIVIDENDS PER SHARE | 15. DIVIDENDS PER SHARE The Company declared a quarterly dividend of $0.025 and $0.02 per share in the three months ended March 31, 2022 and 2021, respectively. Total dividends declared were $378 and $294 in the three months ended March 31, 2022 and 2021, respectively. The declared dividends were paid in April 2022 and 2021, respectively. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
Mar. 31, 2022 | |
EARNINGS PER SHARE | |
EARNINGS PER SHARE | 16. EARNINGS PER SHARE Basic and diluted weighted-average shares outstanding are as follows (in thousands): Three months ended March 31, 2022 2021 Basic weighted average shares outstanding 15,096 14,306 Dilutive effect of potential common shares 503 132 Diluted weighted average shares outstanding 15,599 14,438 For the three months ended March 31, 2022 and 2021, the anti-dilutive common shares excluded from the calculation of diluted earnings per share were immaterial. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 3 Months Ended |
Mar. 31, 2022 | |
SEGMENT INFORMATION | |
SEGMENT INFORMATION | 17. SEGMENT INFORMATION The Company operates in one segment for the manufacture and marketing of controlled motion products for end user and OEM applications. The Company’s chief operating decision maker is the Chief Executive Officer, who reviews operating results to make decisions about allocating resources and assessing performance for the entire Company. Existing guidance, which is based on a management approach to segment reporting, establishes requirements to report selected segment information quarterly and to report annually entity-wide disclosures about products and services in which the entity holds material assets and reports revenue. Revenues for the three months ended March 31, 2022 was comprised of 56% shipped to U.S. customers and 44% shipped to foreign customers, primarily in Europe, Canada and Asia-Pacific. Identifiable foreign fixed assets were $32,614 and $32,807 as of March 31, 2022 and December 31, 2021, respectively. Identifiable assets outside of the U.S. are attributable to Europe, China, Mexico and Asia-Pacific. For the three months ended March 31, 2022 and 2021, one customer accounted for 12% and 16% of revenues, respectively. As of March 31, 2022 and December 31, 2021 this customer represented 11% and 10% of trade receivables, respectively. |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 3 Months Ended |
Mar. 31, 2022 | |
RECENT ACCOUNTING PRONOUNCEMENTS | |
RECENT ACCOUNTING PRONOUNCEMENTS | |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2022 | |
SUBSEQUENT EVENT. | |
SUBSEQUENT EVENT | |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
REVENUE RECOGNITION | |
Schedule of reconciliation of disaggregated revenue by target market and geography | A disaggregation of revenue by target market and geography is provided below (in thousands): Three months ended March 31, Target Market 2022 2021 Vehicle $ 32,582 $ 34,451 Industrial 45,776 31,303 Medical 21,319 23,289 Aerospace & Defense 9,444 7,442 Other 5,664 5,192 Total $ 114,785 $ 101,677 Three months ended March 31, Geography 2022 2021 North America (primarily U.S.) $ 72,378 $ 56,642 Europe 33,749 37,162 Asia-Pacific 8,658 7,873 Total $ 114,785 $ 101,677 |
Schedule of opening and closing balances of the Company's receivables, contract asset, and contract liability | The opening and closing balances of the Company’s contract liabilities are as follows (in thousands): March 31, December 31, 2022 2021 Contract liabilities in accrued liabilities $ 7,647 $ 2,425 Contract liabilities in other long-term liabilities 238 242 $ 7,885 $ 2,667 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
INVENTORIES | |
Schedule of inventories include costs of materials, direct labor and manufacturing overhead, and are stated at the lower of cost (first-in, first-out basis) or net realizable value | Inventories include costs of materials, direct labor and manufacturing overhead, and are stated at the lower of cost (first-in, first-out basis) or net realizable value, as follows (in thousands): March 31, December 31, 2022 2021 Parts and raw materials $ 74,623 $ 65,223 Work-in-process 9,750 9,529 Finished goods 12,792 14,981 $ 97,165 $ 89,733 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
PROPERTY, PLANT AND EQUIPMENT | |
Schedule of classification of property, plant and equipment | Property, plant and equipment is classified as follows (in thousands): March 31, December 31, Useful lives 2022 2021 Land $ 974 $ 979 Building and improvements 5 - 39 years 23,883 14,398 Machinery, equipment, tools and dies 3 - 15 years 83,523 82,898 Construction work in progress 10,774 9,582 Furniture, fixtures and other 3 - 10 years 21,849 21,794 141,003 129,651 Less accumulated depreciation (75,490) (72,668) Property, plant and equipment, net $ 65,513 $ 56,983 |
GOODWILL (Tables)
GOODWILL (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
GOODWILL | |
Schedule of change in the carrying amount of goodwill | The change in the carrying amount of goodwill for the three months ended March 31, 2022 is as follows (in thousands): March 31, 2022 Beginning balance $ 106,633 Impact of measurement period adjustments of 2021 acquisitions 175 Effect of foreign currency translation (240) Ending balance $ 106,568 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
INTANGIBLE ASSETS | |
Schedule of intangible assets | Intangible assets on the Company’s condensed consolidated balance sheets consist of the following (in thousands): March 31, 2022 December 31, 2021 Gross Accumulated Net Book Gross Accumulated Net Book Life Amount Amortization Value Amount Amortization Value Customer lists 5-18 years $ 93,997 $ (29,071) $ 64,926 $ 94,079 $ (27,639) $ 66,440 Trade name 10 - 19 years 14,645 (6,162) 8,483 14,649 (5,927) 8,722 Design and technologies 10 - 15 years 34,177 (6,242) 27,935 34,241 (5,617) 28,624 Total $ 142,819 $ (41,475) $ 101,344 $ 142,969 $ (39,183) $ 103,786 |
Schedule of estimated amortization expense for intangible assets | Estimated future intangible asset amortization expense as of March 31, 2022 is as follows (in thousands): Estimated Amortization Expense Remainder of 2022 $ 7,382 2023 9,856 2024 9,528 2025 9,510 2026 9,412 2027 8,966 Thereafter 46,690 Total estimated amortization expense $ 101,344 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
STOCK-BASED COMPENSATION PLANS | |
Summary of restricted stock activity | The following is a summary of restricted stock activity for the three months ended March 31, 2022: Number of shares Outstanding at beginning of period 293,577 Awarded 150,054 Vested (9,557) Forfeited (4,267) Outstanding at end of period 429,807 |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
ACCRUED LIABILITIES | |
Schedule of accrued liabilities | Accrued liabilities consist of the following (in thousands): March 31, December 31, 2022 2021 Compensation and fringe benefits $ 8,255 $ 14,666 Accrued business acquisition consideration 12,416 12,388 Warranty reserve 1,946 1,869 Income taxes payable 1,015 970 Operating lease liabilities - current 3,759 4,532 Finance lease obligations - current 318 — Deferred revenue 7,647 2,425 Other accrued expenses 4,619 4,806 $ 39,975 $ 41,656 |
DEBT OBLIGATIONS (Tables)
DEBT OBLIGATIONS (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
DEBT OBLIGATIONS | |
Schedule of debt obligations | Debt obligations consisted of the following (in thousands): March 31, December 31, 2022 2021 Long-term Debt Revolving Credit Facility, long-term (1) $ 169,716 $ 159,395 Unamortized debt issuance costs (400) (435) Finance lease obligations - noncurrent 9,303 — Long-term debt $ 178,619 $ 158,960 (1) The effective rate of the Amended Revolving Facility is 2.26% at March 31, 2022. |
DERIVATIVE FINANCIAL INSTRUME_2
DERIVATIVE FINANCIAL INSTRUMENTS (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
DERIVATIVE FINANCIAL INSTRUMENTS | |
Schedule of fair value of the Company's derivative financial instruments as well as classification on the condensed consolidated balance sheets | The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the condensed consolidated balance sheets as of March 31, 2022 and December 31, 2021 (in thousands): Asset Derivatives Fair value as of: Derivatives designated as Balance Sheet March 31, December 31, hedging instruments Location 2022 2021 Foreign currency contracts Prepaid expenses and other assets $ 22 $ 39 Interest rate products Other long-term assets 3,643 340 $ 3,665 $ 379 Liability Derivatives Fair value as of: Derivatives designated as Balance Sheet March 31, December 31, hedging instruments Location 2022 2021 Interest rate products Accrued liabilities $ — $ 120 $ — $ 120 |
Schedule of effect of cash flow hedge accounting on other comprehensive income (loss) (OCI) | The tables below present the effect of cash flow hedge accounting on other comprehensive income (loss) (“OCI”) for the three months ended March 31, 2022 and 2021 (in thousands): Amount of pre-tax gain recognized in OCI on derivatives Derivatives in cash flow hedging relationships Three months ended March 31, 2022 2021 Interest rate products $ 3,237 $ 704 Amount of pre-tax loss reclassified from accumulated OCI into income Location of (loss) gain reclassified Three months ended March 31, from accumulated OCI into income 2022 2021 Interest expense $ (186) $ (225) |
Schedule of effect of the Company's derivative financial instruments on the condensed consolidated statements of income and comprehensive income | The table below presents the line items that reflect the effect of the Company’s derivative financial instruments on the condensed consolidated statements of income and comprehensive income for the three months ended March 31, 2022 and 2021 (in thousands): Total amounts of income and expense line items presented that reflect the effects of cash flow hedges recorded Three months ended March 31, Derivatives designated as hedging instruments Income Statement Location 2022 2021 Interest rate products Interest Expense $ 1,038 $ 861 |
Schedule of fair value provides the location that derivative assets and liabilities | Derivative assets: Net amounts Gross amounts of assets Gross amounts not offset in the consolidated As of Gross amounts offset in the presented in the balance sheets March 31, of recognized consolidated consolidated Financial Cash collateral 2022 assets balance sheets balance sheets instruments received Net amount Derivatives $ 3,678 $ (13) $ 3,665 $ — $ — $ 3,665 Net amounts Gross amounts of assets Gross amounts not offset in the consolidated As of Gross amounts offset in the presented in the balance sheets December 31, of recognized consolidated consolidated Financial Cash collateral 2021 assets balance sheets balance sheets instruments received Net amount Derivatives $ 387 $ (8) $ 379 $ — $ — $ 379 Derivative liabilities: Net amounts Gross amounts of liabilities Gross amounts not offset in the consolidated As of Gross amounts offset in the presented in the balance sheets December 31, of recognized consolidated consolidated Financial Cash collateral 2021 liabilities balance sheets balance sheets instruments received Net amount Derivatives $ 120 $ — $ 120 $ — $ — $ 120 |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
FAIR VALUE | |
Schedule of financial assets that are accounted for at fair value on a recurring basis | The following tables presents the Company’s financial assets that are accounted for at fair value on a recurring basis as of March 31, 2022 and December 31, 2021, respectively, by level within the fair value hierarchy (in thousands): March 31, 2022 Level 1 Level 2 Level 3 Assets (liabilities) Pension plan assets $ 6,194 $ — $ — Deferred compensation plan assets 4,385 — — Foreign currency hedge contracts — 22 — Interest rate swaps, net — 3,643 — Contingent consideration — — (4,900) December 31, 2021 Level 1 Level 2 Level 3 Assets (liabilities) Pension plan assets $ 6,899 $ — $ — Deferred compensation plan assets 4,636 — — Foreign currency hedge contracts — 39 — Interest rate swaps, net — 220 — Contingent consideration — — (4,900) |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
LEASES | |
Schedule of supplemental cash flow information related to the operating leases | Supplemental cash flow information related to the Company’s operating and finance leases for the three months ended March 31, 2022 and 2021 was as follows (in thousands): March 31, 2022 2021 Cash paid for amounts included in the measurement of operating leases $ 1,185 $ 1,339 Cash paid for amounts included in the measurement of finance lease obligations $ 73 $ — Right of use assets obtained in exchange for operating lease obligations $ 875 $ 1,553 Right of use assets obtained in exchange for finance lease obligations $ 9,471 $ — |
Schedule of maturity of the operating lease liabilities | The following table presents the maturity of the Company’s operating and finance lease liabilities as of March 31, 2022 (in thousands): Operating Leases Finance Leases Remainder of 2022 $ 3,184 $ 551 2023 2,776 799 2024 2,302 815 2025 1,495 831 2026 877 848 2027 669 867 Thereafter 3,376 8,771 Total undiscounted cash flows $ 14,679 $ 13,482 Less: present value discount (860) (3,861) Total lease liabilities $ 13,819 $ 9,621 |
Schedule of maturity of the financing lease liabilities | Operating Leases Finance Leases Remainder of 2022 $ 3,184 $ 551 2023 2,776 799 2024 2,302 815 2025 1,495 831 2026 877 848 2027 669 867 Thereafter 3,376 8,771 Total undiscounted cash flows $ 14,679 $ 13,482 Less: present value discount (860) (3,861) Total lease liabilities $ 13,819 $ 9,621 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS). | |
Schedule of accumulated other comprehensive income (loss) ("AOCI") | Accumulated Other Comprehensive Income (Loss) (“AOCI”) for the three months ended March 31, 2022 and 2021 is comprised of the following (in thousands): Foreign Currency Defined Benefit Tax Effect of Translation Plan Liability Cash Flow Hedges Cash Flow Hedges Adjustment Total At December 31, 2021 $ (863) $ 221 $ (41) $ (7,409) $ (8,092) Unrealized gain on cash flow hedges — 3,237 (777) — 2,460 Amounts reclassified from AOCI — 186 (45) — 141 Foreign currency translation loss — — — (1,233) (1,233) At March 31, 2022 $ (863) $ 3,644 $ (863) $ (8,642) $ (6,724) Foreign Currency Defined Benefit Tax Effect of Translation Plan Liability Cash Flow Hedges Cash Flow Hedges Adjustment Total At December 31, 2020 $ (1,633) $ (1,889) $ 451 $ (216) $ (3,287) Unrealized gain on cash flow hedges — 704 (167) — 537 Amounts reclassified from AOCI — 225 (54) — 171 Foreign currency translation loss — — — (4,007) (4,007) At March 31, 2021 $ (1,633) $ (960) $ 230 $ (4,223) $ (6,586) |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
EARNINGS PER SHARE | |
Schedule of basic and diluted weighted-average shares outstanding | Basic and diluted weighted-average shares outstanding are as follows (in thousands): Three months ended March 31, 2022 2021 Basic weighted average shares outstanding 15,096 14,306 Dilutive effect of potential common shares 503 132 Diluted weighted average shares outstanding 15,599 14,438 |
BASIS OF PREPARATION AND PRES_2
BASIS OF PREPARATION AND PRESENTATION (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Basis of Presentation and Policies [Line Items] | ||
Business development | $ 848 | $ 19 |
Manufacturing Facility in Twinsburg, Ohio | ||
Basis of Presentation and Policies [Line Items] | ||
Business development | $ 488 |
REVENUE RECOGNITION - Disaggreg
REVENUE RECOGNITION - Disaggregation of Revenue (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022USD ($)segment | Mar. 31, 2021USD ($) | |
Reconciliation of disaggregated revenue to segment revenue as well as revenue by geographical regions | ||
Number of reportable segment | segment | 1 | |
Revenues | $ 114,785 | $ 101,677 |
Vehicle | ||
Reconciliation of disaggregated revenue to segment revenue as well as revenue by geographical regions | ||
Revenues | 32,582 | 34,451 |
Industrial | ||
Reconciliation of disaggregated revenue to segment revenue as well as revenue by geographical regions | ||
Revenues | 45,776 | 31,303 |
Medical | ||
Reconciliation of disaggregated revenue to segment revenue as well as revenue by geographical regions | ||
Revenues | 21,319 | 23,289 |
Aerospace & Defense | ||
Reconciliation of disaggregated revenue to segment revenue as well as revenue by geographical regions | ||
Revenues | 9,444 | 7,442 |
Other | ||
Reconciliation of disaggregated revenue to segment revenue as well as revenue by geographical regions | ||
Revenues | 5,664 | 5,192 |
United States | ||
Reconciliation of disaggregated revenue to segment revenue as well as revenue by geographical regions | ||
Revenues | 72,378 | 56,642 |
Europe | ||
Reconciliation of disaggregated revenue to segment revenue as well as revenue by geographical regions | ||
Revenues | 33,749 | 37,162 |
Asia-Pacific | ||
Reconciliation of disaggregated revenue to segment revenue as well as revenue by geographical regions | ||
Revenues | $ 8,658 | $ 7,873 |
REVENUE RECOGNITION - Contract
REVENUE RECOGNITION - Contract Balances (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
REVENUE RECOGNITION | ||
Contract liabilities in accrued liabilities | $ 7,647 | $ 2,425 |
Contract liabilities in other long-term liabilities | 238 | 242 |
Contract liabilities | 7,885 | $ 2,667 |
Revenue recognized | $ 1,078 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
INVENTORIES | ||
Parts and raw materials | $ 74,623 | $ 65,223 |
Work-in-process | 9,750 | 9,529 |
Finished goods | 12,792 | 14,981 |
Inventories | $ 97,165 | $ 89,733 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Property, plant and equipment | |||
Property, plant and equipment, gross | $ 141,003 | $ 129,651 | |
Less accumulated depreciation | (75,490) | (72,668) | |
Property, plant and equipment, net | 65,513 | 56,983 | |
Depreciation expense | 3,223 | $ 2,919 | |
Land | |||
Property, plant and equipment | |||
Property, plant and equipment, gross | 974 | 979 | |
Building and improvements | |||
Property, plant and equipment | |||
Property, plant and equipment, gross | $ 23,883 | 14,398 | |
Building and improvements | Minimum | |||
Property, plant and equipment | |||
Useful lives | 5 years | ||
Building and improvements | Maximum | |||
Property, plant and equipment | |||
Useful lives | 39 years | ||
Machinery, equipment, tools and dies | |||
Property, plant and equipment | |||
Property, plant and equipment, gross | $ 83,523 | 82,898 | |
Machinery, equipment, tools and dies | Minimum | |||
Property, plant and equipment | |||
Useful lives | 3 years | ||
Machinery, equipment, tools and dies | Maximum | |||
Property, plant and equipment | |||
Useful lives | 15 years | ||
Construction work in progress | |||
Property, plant and equipment | |||
Property, plant and equipment, gross | $ 10,774 | 9,582 | |
Furniture, fixtures and other | |||
Property, plant and equipment | |||
Property, plant and equipment, gross | $ 21,849 | $ 21,794 | |
Furniture, fixtures and other | Minimum | |||
Property, plant and equipment | |||
Useful lives | 3 years | ||
Furniture, fixtures and other | Maximum | |||
Property, plant and equipment | |||
Useful lives | 10 years |
GOODWILL (Details)
GOODWILL (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Change in goodwill | |
Beginning balance | $ 106,633 |
Impact of measurement period adjustments of 2021 acquisitions | 175 |
Effect of foreign currency translation | (240) |
Ending balance | $ 106,568 |
GOODWILL - Acquisition (Details
GOODWILL - Acquisition (Details) $ in Thousands | Dec. 30, 2021USD ($) | Nov. 04, 2021USD ($) | Mar. 31, 2022USD ($)paymentinstallment | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) | Nov. 02, 2021 |
ACQUISITIONS | ||||||
Adjustments to purchase price | $ 119 | |||||
Increase in goodwill | 175 | |||||
Fair value of contingent consideration | 0 | |||||
Goodwill | 106,568 | $ 106,633 | ||||
Working capital adjustment | 185 | |||||
Revenues | $ 114,785 | $ 101,677 | ||||
Spectrum Controls | ||||||
ACQUISITIONS | ||||||
Purchase price | $ 68,711 | |||||
Number of remaining payments | payment | 2 | |||||
Amount payable at each payment | $ 12,500 | |||||
Number of equal installments | installment | 2 | |||||
Percentage of remaining consideration in cash | 50.00% | |||||
Percentage of remaining consideration in stock | 50.00% | |||||
Spectrum Controls | Accrued liabilities. | ||||||
ACQUISITIONS | ||||||
Consideration remaining payable | $ 12,416 | 12,388 | ||||
Spectrum Controls | Other long-term liabilities | ||||||
ACQUISITIONS | ||||||
Consideration remaining payable | 12,305 | $ 12,277 | ||||
ORMEC | ||||||
ACQUISITIONS | ||||||
Business acquisition percentage of voting interests acquired | 100.00% | |||||
ALIO | ||||||
ACQUISITIONS | ||||||
Business acquisition percentage of voting interests acquired | 100.00% | |||||
Fair value of contingent consideration | $ 4,900 | 0 | ||||
ALIO | Other long-term liabilities | ||||||
ACQUISITIONS | ||||||
Fair value of contingent consideration | $ 4,900 | |||||
ORMEC and ALIO | ||||||
ACQUISITIONS | ||||||
Purchase price | $ 33,458 |
INTANGIBLE ASSETS (Details)
INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Intangible assets subject to amortization | |||
Gross Amount | $ 142,819 | $ 142,969 | |
Accumulated amortization | (41,475) | (39,183) | |
Net Book Value | 101,344 | 103,786 | |
Amortization expense for intangible assets | 2,434 | $ 1,512 | |
Estimated amortization expense | |||
Remainder of 2022 | 7,382 | ||
2023 | 9,856 | ||
2024 | 9,528 | ||
2025 | 9,510 | ||
2026 | 9,412 | ||
2027 | 8,966 | ||
Thereafter | 46,690 | ||
Total estimated amortization expense | 101,344 | ||
Customer lists | |||
Intangible assets subject to amortization | |||
Gross Amount | 93,997 | 94,079 | |
Accumulated amortization | (29,071) | (27,639) | |
Net Book Value | $ 64,926 | 66,440 | |
Customer lists | Minimum | |||
Intangible assets subject to amortization | |||
Estimated Life | 5 years | ||
Customer lists | Maximum | |||
Intangible assets subject to amortization | |||
Estimated Life | 18 years | ||
Trade name | |||
Intangible assets subject to amortization | |||
Gross Amount | $ 14,645 | 14,649 | |
Accumulated amortization | (6,162) | (5,927) | |
Net Book Value | $ 8,483 | 8,722 | |
Trade name | Minimum | |||
Intangible assets subject to amortization | |||
Estimated Life | 10 years | ||
Trade name | Maximum | |||
Intangible assets subject to amortization | |||
Estimated Life | 19 years | ||
Design and technologies | |||
Intangible assets subject to amortization | |||
Gross Amount | $ 34,177 | 34,241 | |
Accumulated amortization | (6,242) | (5,617) | |
Net Book Value | $ 27,935 | $ 28,624 | |
Design and technologies | Minimum | |||
Intangible assets subject to amortization | |||
Estimated Life | 10 years | ||
Design and technologies | Maximum | |||
Intangible assets subject to amortization | |||
Estimated Life | 15 years |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Additional disclosures | ||
Stock based compensation expense, net of forfeitures | $ 1,349 | $ 797 |
Restricted Stock | ||
STOCK-BASED COMPENSATION | ||
Weighted average market value (in dollars per share) | $ 34.29 | |
Service period over which value of the shares is amortized to compensation expense | 3 years | |
Number of Non-vested Restricted Shares | ||
Outstanding at beginning of period (in shares) | 293,577 | |
Awarded (in shares) | 150,054 | |
Vested (in shares) | (9,557) | |
Forfeited (in shares) | (4,267) | |
Outstanding at end of period (in shares) | 429,807 | |
Additional disclosures | ||
Stock based compensation expense, net of forfeitures | $ 1,349 | $ 797 |
Restricted Stock | Performance based vesting | ||
Number of Non-vested Restricted Shares | ||
Awarded (in shares) | 104,946 |
ACCRUED LIABILITIES (Details)
ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 |
ACCRUED LIABILITIES | |||
Compensation and fringe benefits | $ 8,255 | $ 14,666 | |
Accrued business acquisition consideration | 12,416 | 12,388 | |
Warranty reserve | 1,946 | 1,869 | |
Income taxes payable | 1,015 | 970 | |
Operating lease liabilities - current | $ 3,759 | 4,532 | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued liabilities | Accrued liabilities | |
Finance Lease, Liability, Current | $ 318 | ||
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued liabilities | Accrued liabilities | |
Deferred revenue | $ 7,647 | 2,425 | |
Other accrued expenses | 4,619 | 4,806 | |
Accrued liabilities | $ 39,975 | $ 41,656 |
DEBT OBLIGATIONS (Details)
DEBT OBLIGATIONS (Details) ¥ in Thousands, $ in Thousands | 3 Months Ended | |||
Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | Mar. 31, 2022CNY (¥) | Dec. 31, 2021USD ($) | |
DEBT OBLIGATIONS | ||||
Unamortized debt issuance costs | $ (400) | $ (435) | ||
Finance lease obligations - noncurrent | 9,303 | |||
Long-term debt | 178,619 | 158,960 | ||
Maturities of long-term debt | ||||
Remainder of 2022 | 551 | |||
Revolving Credit Facility | ||||
DEBT OBLIGATIONS | ||||
Revolving Credit Facility, long-term | $ 169,716 | $ 159,395 | ||
Effective rate (as a percent) | 2.26% | 2.26% | ||
Amended Revolving Facility | ||||
DEBT OBLIGATIONS | ||||
Maximum borrowing capacity | $ 225,000 | |||
Available borrowing capacity | $ 75,000 | |||
Commitment fees on unused portion of the Amended Revolving Facility ( as a percent) | 0.20% | |||
Leverage ratio | 4.00% | |||
Unused amount of credit facility | $ 55,284 | |||
Amended Revolving Facility | Minimum | ||||
DEBT OBLIGATIONS | ||||
Commitment fees on unused portion of the Amended Revolving Facility ( as a percent) | 0.10% | |||
Amended Revolving Facility | Maximum | ||||
DEBT OBLIGATIONS | ||||
Commitment fees on unused portion of the Amended Revolving Facility ( as a percent) | 0.225% | |||
Amended Revolving Facility | LIBOR | ||||
DEBT OBLIGATIONS | ||||
Applicable margin (as a percent) | 1.625% | |||
Amended Revolving Facility | LIBOR | Minimum | ||||
DEBT OBLIGATIONS | ||||
Applicable margin (as a percent) | 1.00% | |||
Amended Revolving Facility | LIBOR | Maximum | ||||
DEBT OBLIGATIONS | ||||
Applicable margin (as a percent) | 1.75% | |||
Amended Revolving Facility | Prime Rate | ||||
DEBT OBLIGATIONS | ||||
Applicable margin (as a percent) | 0.625% | |||
Amended Revolving Facility | Prime Rate | Minimum | ||||
DEBT OBLIGATIONS | ||||
Applicable margin (as a percent) | 0.00% | |||
Amended Revolving Facility | Prime Rate | Maximum | ||||
DEBT OBLIGATIONS | ||||
Applicable margin (as a percent) | 0.75% | |||
China Credit Facility | ||||
DEBT OBLIGATIONS | ||||
Maximum borrowing capacity | $ 1,577 | ¥ 10,000 | ||
Average outstanding borrowings | $ 0 | $ 0 |
DERIVATIVE FINANCIAL INSTRUME_3
DERIVATIVE FINANCIAL INSTRUMENTS (Details) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2022USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) | Mar. 31, 2020USD ($)derivative | Feb. 28, 2017USD ($)instrument | |
Derivative financial instruments | |||||
Term of contract | 30 days | ||||
Other (income) expense | |||||
Derivative financial instruments | |||||
Gain (loss) on foreign currency contracts | $ 54 | ||||
Interest Rate Swaps | |||||
Derivative financial instruments | |||||
Number of derivative instruments | 2 | 3 | |||
Notional Amount | 40,000 | ||||
Notional amount of interest rate swap derivatives | $ 40,000 | ||||
Estimated amount to be reclassified as an increase to interest expense | 516 | ||||
Interest Rate Swaps | Minimum | |||||
Derivative financial instruments | |||||
Notional amount of interest rate swap derivatives | $ 20,000 | ||||
Interest Rate Swaps | Maximum | |||||
Derivative financial instruments | |||||
Notional amount of interest rate swap derivatives | $ 60,000 | ||||
Foreign currency contracts | |||||
Derivative financial instruments | |||||
Notional Amount | 12,656 | ||||
Derivatives in cash flow hedging relationships | Interest rate products | |||||
Effect of derivative financial instruments on the condensed consolidated statement of income and comprehensive income | |||||
Amount of pre-tax gain recognized in OCI on derivatives | 3,237 | $ 704 | |||
Derivatives in cash flow hedging relationships | Interest rate products | Interest expense | |||||
Effect of derivative financial instruments on the condensed consolidated statement of income and comprehensive income | |||||
Amount of pre-tax loss reclassified from accumulated OCI into income | (186) | (225) | |||
Derivatives designated as hedging instruments | |||||
Derivative financial instruments | |||||
Fair value of derivative Asset | 3,665 | $ 379 | |||
Fair value of derivative liability | 120 | ||||
Derivatives designated as hedging instruments | Prepaid expenses and other assets | |||||
Derivative financial instruments | |||||
Fair value of derivative Asset | 22 | 39 | |||
Derivatives designated as hedging instruments | Interest rate products | Interest expense | |||||
Effect of derivative financial instruments on the condensed consolidated statement of income and comprehensive income | |||||
Total amounts of income and expense line items presented that reflect the effects of cash flow hedges recorded | 1,038 | $ 861 | |||
Derivatives designated as hedging instruments | Interest rate products | Other long-term assets | |||||
Derivative financial instruments | |||||
Fair value of derivative Asset | $ 3,643 | 340 | |||
Derivatives designated as hedging instruments | Interest rate products | Accrued liabilities. | |||||
Derivative financial instruments | |||||
Fair value of derivative liability | $ 120 |
DERIVATIVE FINANCIAL INSTRUME_4
DERIVATIVE FINANCIAL INSTRUMENTS - Effects of offsetting (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Derivative assets: | ||
Gross amounts of recognized assets | $ 3,678 | $ 387 |
Gross amounts offset in the consolidated balance sheets | (13) | (8) |
Net amounts of assets presented in the consolidated balance sheets | 3,665 | 379 |
Gross amounts not offset in the consolidated balance sheets: Net amount | $ 3,665 | 379 |
Derivative liabilities: | ||
Gross amounts of recognized liabilities | 120 | |
Net amounts of liabilities presented in the consolidated balance sheets | 120 | |
Gross amounts not offset in the consolidated balance sheets: Net amount | $ 120 |
FAIR VALUE (Details)
FAIR VALUE (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Assets (liabilities) | ||
Contingent consideration | $ 0 | |
Recurring basis | Level 1 | ||
Assets (liabilities) | ||
Pension plan assets | 6,194 | $ 6,899 |
Deferred compensation plan assets | 4,385 | 4,636 |
Recurring basis | Level 2 | ||
Assets (liabilities) | ||
Foreign currency hedge contracts | 22 | 39 |
Interest rate swaps, net | 3,643 | 220 |
Recurring basis | Level 3 | ||
Assets (liabilities) | ||
Contingent consideration | $ (4,900) | $ (4,900) |
INCOME TAXES (Details)
INCOME TAXES (Details) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Effective income tax rate | ||
Effective income tax rate (as a percent) | 21.30% | (103.20%) |
Discrete tax benefit (as a percent) | 7.2 | 130.5 |
LEASES (Details)
LEASES (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
LEASES | ||
Options to terminate the leases | true | |
Operating lease option to terminate Period | 30 days | |
Future minimum lease payments of lease not yet commenced | $ 7,300 | |
Supplemental cash flow information related to the operating leases | ||
Cash paid for amounts included in the measurement of operating leases | 1,185 | $ 1,339 |
Cash paid for amounts included in the measurement of finance lease obligations | 73 | |
Right of use ("ROU") assets obtained in exchange for operating lease obligations | 875 | $ 1,553 |
Right of use assets obtained in exchange for finance lease obligations | 9,471 | |
Lease assets and liabilities | ||
Finance lease assets | $ 9,313 | |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property, Plant and Equipment, Net | |
Finance lease obligations, current | $ 318 | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued Liabilities, Current | Accrued Liabilities, Current |
Finance lease obligations - noncurrent | $ 9,303 | |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Long-term Debt, Excluding Current Maturities | |
Maturity of the operating lease liabilities | ||
Remainder of 2022 | $ 3,184 | |
2023 | 2,776 | |
2024 | 2,302 | |
2025 | 1,495 | |
2026 | 877 | |
2027 | 669 | |
Thereafter | 3,376 | |
Total undiscounted cash flows | 14,679 | |
Less: present value discount | (860) | |
Total lease liabilities | 13,819 | |
Maturity of the financing lease liabilities | ||
Remainder of 2022 | 551 | |
2023 | 799 | |
2024 | 815 | |
2025 | 831 | |
2026 | 848 | |
2027 | 867 | |
Therafter | 8,771 | |
Total undiscounted cash flows | 13,482 | |
Less: present value discount | (3,861) | |
Total lease liabilities | $ 9,621 |
LEASES - Related party (Details
LEASES - Related party (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Lessee, Lease, Description [Line Items] | ||
Lease payments | $ 1,185 | $ 1,339 |
Total lease liabilities | 13,819 | |
Lease obligation | 14,679 | |
Executive Officer | ||
Lessee, Lease, Description [Line Items] | ||
Lease payments | 167 | |
Total lease liabilities | 7,793 | |
Lease obligation | $ 904 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | ||
Balances | $ 187,762 | $ 143,056 |
Balances | 193,671 | 153,048 |
Accumulated Other Comprehensive Income | ||
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | ||
Balances | (8,092) | (3,287) |
Unrealized gain on cash flow hedges | 2,460 | 537 |
Amounts reclassified from AOCI | 141 | 171 |
Foreign currency translation loss | (1,233) | (4,007) |
Balances | (6,724) | (6,586) |
Pension Adjustments | ||
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | ||
Balances | (863) | (1,633) |
Balances | (863) | (1,633) |
Cash Flow Hedges | ||
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | ||
Balances | 221 | (1,889) |
Unrealized gain on cash flow hedges | 3,237 | 704 |
Amounts reclassified from AOCI | 186 | 225 |
Balances | 3,644 | (960) |
Tax effect of Cash Flow Hedges | ||
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | ||
Balances | (41) | 451 |
Unrealized loss on cash flow hedges, Tax effect | (777) | (167) |
Amounts reclassified from AOCI, Tax effect | (45) | (54) |
Balances | (863) | 230 |
Foreign Currency Translation Adjustments | ||
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | ||
Balances | (7,409) | (216) |
Foreign currency translation loss | (1,233) | (4,007) |
Balances | $ (8,642) | $ (4,223) |
DIVIDENDS PER SHARE (Details)
DIVIDENDS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
DIVIDENDS PER SHARE | ||
Dividends declared (in dollars per share) | $ 0.025 | $ 0.02 |
Total dividends declared | $ 378 | $ 294 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Basic and diluted weighted-average shares outstanding | ||
Basic weighted average shares outstanding | 15,096 | 14,306 |
Dilutive effect of potential common shares | 503 | 132 |
Diluted weighted average shares outstanding | 15,599 | 14,438 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2022USD ($)segment | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($) | |
Segment information | |||
Number of operating segments | segment | 1 | ||
Identifiable assets | $ 494,462 | $ 470,785 | |
Revenues derived from foreign subsidiaries | $ 114,785 | $ 101,677 | |
Total Revenue | Customer Concentration Risk | Customer One | |||
Segment information | |||
Percentage of concentration risk | 12.00% | 16.00% | |
Trade receivables | Customer Concentration Risk | Customer One | |||
Segment information | |||
Percentage of concentration risk | 11.00% | 10.00% | |
United States | |||
Segment information | |||
Revenues derived from foreign subsidiaries | $ 72,378 | $ 56,642 | |
United States | Total Revenue | Geographic Concentration Risk | |||
Segment information | |||
Percentage of concentration risk | 56.00% | ||
Europe, Canada and Asia-Pacific | |||
Segment information | |||
Identifiable assets | $ 32,614 | $ 32,807 | |
Europe, Canada and Asia-Pacific | Total Revenue | Customer Concentration Risk | |||
Segment information | |||
Percentage of concentration risk | 44.00% |