Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
May. 31, 2015 | Jun. 30, 2015 | |
Document Documentand Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | May 31, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | ATU | |
Entity Registrant Name | ACTUANT CORP | |
Entity Central Index Key | 6,955 | |
Current Fiscal Year End Date | --08-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 59,478,846 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May. 31, 2015 | May. 31, 2014 | May. 31, 2015 | May. 31, 2014 | |
Income Statement [Abstract] | ||||
Net sales | $ 320,100 | $ 378,187 | $ 948,870 | $ 1,045,513 |
Cost of products sold | 201,540 | 229,637 | 593,573 | 640,737 |
Gross profit | 118,560 | 148,550 | 355,297 | 404,776 |
Selling, administrative and engineering expenses | 69,569 | 83,498 | 227,809 | 244,655 |
Amortization of intangible assets | 5,989 | 6,272 | 18,362 | 18,713 |
Impairment charge | 0 | 0 | 84,353 | 0 |
Operating profit | 43,002 | 58,780 | 24,773 | 141,408 |
Financing costs, net | 7,462 | 5,932 | 20,683 | 18,944 |
Other (income) expense, net | 569 | 620 | (489) | 3,087 |
Earnings from continuing operations before income taxes | 34,971 | 52,228 | 4,579 | 119,377 |
Income tax expense (benefit) | (2,987) | 1,671 | 6,785 | 13,511 |
Earnings (loss) from continuing operations | 37,958 | 50,557 | (2,206) | 105,866 |
Earnings from discontinued operations, net of income taxes | 0 | 0 | 0 | 22,120 |
Net earnings (loss) | $ 37,958 | $ 50,557 | $ (2,206) | $ 127,986 |
Earnings (loss) from continuing operations per share: | ||||
Basic | $ 0.64 | $ 0.72 | $ (0.04) | $ 1.47 |
Diluted | 0.63 | 0.70 | (0.04) | 1.44 |
Earnings (loss) per share: | ||||
Basic | 0.64 | 0.72 | (0.04) | 1.78 |
Diluted | $ 0.63 | $ 0.70 | $ (0.04) | $ 1.74 |
Weighted average common shares outstanding: | ||||
Basic | 59,617 | 70,432 | 61,911 | 71,915 |
Diluted | 60,243 | 71,770 | 61,911 | 73,518 |
CONDENSED CONSOLIDATED STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May. 31, 2015 | May. 31, 2014 | May. 31, 2015 | May. 31, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings (loss) | $ 37,958 | $ 50,557 | $ (2,206) | $ 127,986 |
Other comprehensive income (loss), net of tax | ||||
Foreign currency translation adjustments | (10,882) | 25 | (131,249) | 21,342 |
Pension and other postretirement benefit plans | 143 | 51 | 895 | 151 |
Cash flow hedges | 40 | 96 | (56) | 79 |
Total other comprehensive (loss) income, net of tax | (10,699) | 172 | (130,410) | 21,572 |
Comprehensive (loss) income | $ 27,259 | $ 50,729 | $ (132,616) | $ 149,558 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | May. 31, 2015 | Aug. 31, 2014 |
Current assets | ||
Cash and cash equivalents | $ 108,125 | $ 109,012 |
Accounts receivable, net | 219,408 | 227,008 |
Inventories, net | 155,196 | 162,620 |
Deferred income taxes | 10,548 | 11,050 |
Other current assets | 64,672 | 33,300 |
Total current assets | 557,949 | 542,990 |
Property, plant and equipment | ||
Land, buildings and improvements | 48,729 | 52,989 |
Machinery and equipment | 269,656 | 281,763 |
Gross property, plant and equipment | 318,385 | 334,752 |
Less: Accumulated depreciation | (169,940) | (165,651) |
Property, plant and equipment, net | 148,445 | 169,101 |
Goodwill | 612,232 | 742,770 |
Other intangibles, net | 316,909 | 365,177 |
Other long-term assets | 25,483 | 36,841 |
Total assets | 1,661,018 | 1,856,879 |
Current liabilities | ||
Trade accounts payable | 129,689 | 145,798 |
Accrued compensation and benefits | 42,433 | 52,964 |
Current maturities of debt | 0 | 4,500 |
Income taxes payable | 3,430 | 38,347 |
Other current liabilities | 57,281 | 57,512 |
Total current liabilities | 232,833 | 299,121 |
Long-term debt, less current maturities | 600,000 | 385,500 |
Deferred income taxes | 87,067 | 96,970 |
Pension and postretirement benefit liabilities | 12,971 | 15,699 |
Other long-term liabilities | 54,842 | 57,878 |
Total liabilities | 987,713 | 855,168 |
Shareholders’ equity | ||
Class A common stock, $0.20 par value per share, authorized 168,000,000 shares, issued 78,900,471 and 78,480,780 shares, respectively | 15,780 | 15,695 |
Additional paid-in capital | 102,143 | 93,449 |
Treasury stock, at cost, 19,405,317 and 12,195,359 shares, respectively | (593,254) | (388,627) |
Retained earnings | 1,347,454 | 1,349,602 |
Accumulated other comprehensive loss | (198,818) | (68,408) |
Stock held in trust | (3,497) | (4,083) |
Deferred compensation liability | 3,497 | 4,083 |
Total shareholders’ equity | 673,305 | 1,001,711 |
Total liabilities and shareholders’ equity | $ 1,661,018 | $ 1,856,879 |
CONDENSED CONSOLIDATED BALANCE5
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | May. 31, 2015 | Aug. 31, 2014 |
Treasury Stock, Shares | 19,405,317 | 12,195,359 |
Common Class A | ||
Common stock, par value | $ 0.2 | $ 0.2 |
Common stock, shares authorized | 168,000,000 | 168,000,000 |
Common stock, shares issued | 78,900,471 | 78,480,780 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
May. 31, 2015 | May. 31, 2014 | |
Operating Activities | ||
Net earnings (loss) | $ (2,206) | $ 127,986 |
Adjustments to reconcile net earnings (loss) to cash provided by operating activities: | ||
Impairment charge | 84,353 | 0 |
Net gain on disposal of business | 0 | (26,339) |
Depreciation and amortization | 40,235 | 46,934 |
Provision (benefit) for deferred income taxes | 1,948 | (11,545) |
Stock-based compensation expense | 9,237 | 14,006 |
Amortization of debt discount and debt issuance costs | 1,329 | 1,406 |
Other non-cash adjustments | 413 | (346) |
Sources (uses) of cash from changes in components of working capital and other: | ||
Accounts receivable | (11,315) | (26,271) |
Inventories | (5,076) | (25,676) |
Trade accounts payable | (8,278) | 1,464 |
Prepaid expenses and other assets | (15,593) | (1,342) |
Income taxes payable/refundable | (47,983) | (25,939) |
Accrued compensation and benefits | (11,564) | 8,553 |
Other accrued liabilities | 5,780 | (9,705) |
Cash provided by operating activities | 41,280 | 73,186 |
Investing Activities | ||
Capital expenditures | (17,234) | (33,839) |
Proceeds from sale of property, plant and equipment | 886 | 44,036 |
Proceeds from sale of business, net of transaction costs | 0 | 252,773 |
Business acquisition, net of cash acquired | 0 | (30,500) |
Cash (used in) provided by investing activities | (16,348) | 232,470 |
Financing Activities | ||
Purchase of treasury shares | (204,627) | (183,152) |
Payment of contingent acquisition consideration | 0 | (1,585) |
Debt issuance cost | (1,875) | 0 |
Stock option exercises, related tax benefits and other | 5,046 | 29,849 |
Cash dividend | (2,598) | (2,919) |
Cash provided by (used in) financing activities | 5,946 | (282,807) |
Effect of exchange rate changes on cash | (31,765) | 2,790 |
Net (decrease) increase in cash and cash equivalents | (887) | 25,639 |
Cash and cash equivalents – beginning of period | 109,012 | 103,986 |
Cash and cash equivalents – end of period | 108,125 | 129,625 |
Line of Credit | Senior Credit Facility - Revolver | ||
Financing Activities | ||
Net repayments | 0 | (125,000) |
Line of Credit | Senior Credit Facility - Term Loan | ||
Financing Activities | ||
Net repayments | (3,375) | 0 |
Proceeds from term loan | $ 213,375 | $ 0 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
May. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation General The accompanying unaudited condensed consolidated financial statements of Actuant Corporation (“Actuant,” or the “Company”) have been prepared in accordance with generally accepted accounting principles for interim financial reporting and with the instructions of Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. The condensed consolidated balance sheet data as of August 31, 2014 was derived from the Company’s audited financial statements, but does not include all disclosures required by the United States generally accepted accounting principles. For additional information, including the Company’s significant accounting policies, refer to the consolidated financial statements and related footnotes in the Company’s fiscal 2014 Annual Report on Form 10-K. In the opinion of management, all adjustments considered necessary for a fair statement of financial results have been made. Such adjustments consist of only those of a normal recurring nature. The condensed consolidated statement of cash flows for the nine months ended May 31, 2015 includes an adjustment to properly state the foreign currency impact on cash during the first half of the fiscal year. The impact of this adjustment is a $10.4 million increase in cash provided by operating activities and in the effect of exchange rate changes on cash. This adjustment had no impact on the results of operations, financial position or cash balances. Operating results for the three and nine months ended May 31, 2015 are not necessarily indicative of the results that may be expected for the entire fiscal year ending August 31, 2015 . New Accounting Pronouncements In April 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update (ASU) 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity , which includes amendments that change the requirements for reporting discontinued operations and requires additional disclosures about discontinued operations. Under the new guidance, only disposals representing a strategic shift in operations should be presented as discontinued operations. The guidance is effective for annual periods beginning on or after December 15, 2014. The adoption of this standard is not expected to have a material impact on the financial statements of the Company. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. Under ASU 2014-09, an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. It also requires more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. This guidance is currently effective for annual periods beginning on or after December 15, 2016, subject to an additional one year deferral as recently proposed by the FASB. The Company is currently evaluating the impact of adopting this standard. In April 2015, the FASB issued ASU 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, which includes amendments that require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. Under the new guidance, the recognition and measurement of debt issuance costs is not affected. This guidance is effective for annual periods beginning on or after December 15, 2015. The Company is currently evaluating the impact of adopting this standard. Significant Accounting Policies (Goodwill and Intangible Assets) Intangible assets with definite lives, consisting primarily of purchased customer relationships, patents, trademarks and non-compete agreements, are amortized over periods from two to twenty-five years. Goodwill and intangible assets with indefinite lives are not subject to amortization, but are subject to annual impairment testing. The Company’s goodwill is tested for impairment annually, in the fourth quarter, or more frequently if events or changes in circumstances indicate that goodwill might be impaired. The Company performs impairment reviews for its reporting units using the fair value method based on management’s judgments and assumptions. In estimating the fair value, the Company generally utilizes a discounted cash flow model, which is dependent on a number of assumptions including estimated future revenues and expenses, weighted average cost of capital, capital expenditures and other variables. The estimated fair value of the reporting unit is compared to the carrying amount of the reporting unit, including goodwill. If the carrying value of the reporting unit exceeds its fair value, the goodwill is potentially impaired and the Company then determines the implied fair value of goodwill, which is compared to the carrying value to determine if an impairment charge is required. Indefinite lived intangible assets (tradenames) are also subject to impairment testing. On an annual basis, or more frequently if events or changes in circumstances indicate that indefinite lived intangible assets might not be recoverable, the fair value of the indefinite lived intangible assets (using the relief of royalty valuation approach) are compared to the carrying value to determine if an impairment charge is required. A considerable amount of management judgment and assumptions are required in performing the impairment tests, principally in determining the fair value of each reporting unit and the indefinite lived intangible assets. While management believes the judgments and assumptions are reasonable; different assumptions or adverse market developments could change the estimated fair values and ultimately result in future impairment charges. As discussed in Note 4, "Goodwill and Other Intangible Assets," the Company recognized an $84.4 million non-cash pre-tax impairment charge in the second quarter of fiscal 2015. |
New Accounting Pronouncements, Policy | New Accounting Pronouncements In April 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update (ASU) 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity , which includes amendments that change the requirements for reporting discontinued operations and requires additional disclosures about discontinued operations. Under the new guidance, only disposals representing a strategic shift in operations should be presented as discontinued operations. The guidance is effective for annual periods beginning on or after December 15, 2014. The adoption of this standard is not expected to have a material impact on the financial statements of the Company. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. Under ASU 2014-09, an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. It also requires more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. This guidance is currently effective for annual periods beginning on or after December 15, 2016, subject to an additional one year deferral as recently proposed by the FASB. The Company is currently evaluating the impact of adopting this standard. In April 2015, the FASB issued ASU 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, which includes amendments that require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. Under the new guidance, the recognition and measurement of debt issuance costs is not affected. This guidance is effective for annual periods beginning on or after December 15, 2015. The Company is currently evaluating the impact of adopting this standard. |
Goodwill and Intangible Assets, Intangible Assets, Indefinite-Lived, Policy [Policy Text Block] | Significant Accounting Policies (Goodwill and Intangible Assets) Intangible assets with definite lives, consisting primarily of purchased customer relationships, patents, trademarks and non-compete agreements, are amortized over periods from two to twenty-five years. Goodwill and intangible assets with indefinite lives are not subject to amortization, but are subject to annual impairment testing. The Company’s goodwill is tested for impairment annually, in the fourth quarter, or more frequently if events or changes in circumstances indicate that goodwill might be impaired. The Company performs impairment reviews for its reporting units using the fair value method based on management’s judgments and assumptions. In estimating the fair value, the Company generally utilizes a discounted cash flow model, which is dependent on a number of assumptions including estimated future revenues and expenses, weighted average cost of capital, capital expenditures and other variables. The estimated fair value of the reporting unit is compared to the carrying amount of the reporting unit, including goodwill. If the carrying value of the reporting unit exceeds its fair value, the goodwill is potentially impaired and the Company then determines the implied fair value of goodwill, which is compared to the carrying value to determine if an impairment charge is required. Indefinite lived intangible assets (tradenames) are also subject to impairment testing. On an annual basis, or more frequently if events or changes in circumstances indicate that indefinite lived intangible assets might not be recoverable, the fair value of the indefinite lived intangible assets (using the relief of royalty valuation approach) are compared to the carrying value to determine if an impairment charge is required. A considerable amount of management judgment and assumptions are required in performing the impairment tests, principally in determining the fair value of each reporting unit and the indefinite lived intangible assets. While management believes the judgments and assumptions are reasonable; different assumptions or adverse market developments could change the estimated fair values and ultimately result in future impairment charges. As discussed in Note 4, "Goodwill and Other Intangible Assets," the Company recognized an $84.4 million non-cash pre-tax impairment charge in the second quarter of fiscal 2015. |
Acquisitions
Acquisitions | 9 Months Ended |
May. 31, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions The Company completed one business acquisition during fiscal 2014 , which resulted in the recognition of goodwill in the condensed consolidated financial statements because its purchase price reflects the future earnings and cash flow potential of the acquired company, as well as the complementary strategic fit and resulting synergies the acquisition is expected to bring to existing operations. The Company makes an initial allocation of the purchase price at the date of acquisition, based upon its understanding of the fair value of the acquired assets and assumed liabilities. If additional information is obtained about these assets and liabilities within the measurement period (not to exceed one year from the date of acquisition), including through asset appraisals and other sources, the Company will refine its estimates of fair value and adjust the initial purchase price allocation. The Company acquired Hayes Industries Ltd. ("Hayes") on May 23, 2014 for $30.5 million plus up to $4.0 million of potential contingent consideration. This Industrial segment acquisition is headquartered in Sugar Land, Texas and maintains a leading position in the domestic concrete tensioning market. Its products include patented encapsulated anchor systems, wedges and customized extruded cables. The purchase price allocation resulted in $ 14.3 million of goodwill (which is deductible for tax purposes) and $10.6 million of intangible assets, including $5.0 million of patents, $3.3 million of customer relationships, $2.0 million of tradenames and $0.3 million for non-compete agreements. During fiscal 2015, goodwill related to this acquisition decreased by $3.2 million , the result of adjustments to reflect the fair value of acquired fixed assets. Hayes generated net sales of $ 7.6 million and $ 21.7 million during the three and nine months ended May 31, 2015, respectively. |
Discontinued Operations and Div
Discontinued Operations and Divestiture Activities | 9 Months Ended |
May. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations and Divestiture Activities | Discontinued Operations and Divestiture Activities On June 13, 2014 , the Company completed the divestiture of its Recreational Vehicle ("RV") business for $36.5 million in cash. This product line divestiture resulted in a $13.5 million pre-tax gain on sale ( $2.8 million net of tax) during the fourth quarter of fiscal 2014. The results of the RV business (which had sales of $7.7 million and $20.8 million for the three and nine months ended May 31, 2014 , respectively) are included in the results from continuing operations, but are not material to the consolidated financial results. On December 13, 2013 , the Company completed the sale of its former Electrical segment for net cash proceeds of $252.4 million , which resulted in a pre-tax gain on disposal of $34.5 million ( $26.3 million net of tax). The Electrical segment was primarily involved in the design, manufacture and distribution of a broad range of electrical products to the retail DIY, wholesale, OEM, solar, utility, marine and other harsh environment markets. The following table summarizes the results of discontinued operations (in thousands): Nine Months Ended May 31, 2014 Net sales $ 72,139 Operating loss (4,873 ) Gain on disposal 34,459 Income tax expense (7,466 ) Income from discontinued operations, net of income taxes $ 22,120 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
May. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The Energy segment provides products and services to the global energy markets, where safety, reliability, up-time and productivity are key value drivers. The dramatic decline in oil prices since the start of the current fiscal year has caused customers to reduce the scope of maintenance activities or extend intervals between scheduled maintenance. In addition, a slowdown in upstream oil & gas activity has occurred as asset owners hesitate on starting new oil & gas projects, existing projects are sometimes deferred or canceled and capital spending is reduced. While the Company believes in the long-term growth prospects of the global energy markets, it has taken several actions to adjust the cost structure of the Energy segment in response to current unfavorable market demand. The Energy segment contains three reporting units for goodwill impairment testing (Hydratight, Cortland and Viking). The Hydratight business is primarily tied to downstream production and maintenance activities and therefore is less impacted by changes in customer capital spending patterns or oil & gas prices. However, customer demand at the more recent Cortland and Viking acquisitions are more susceptible to changes in oil & gas prices and capital spending reductions. The persistence of unfavorable market conditions (a “triggering event” in the second quarter that required an interim impairment review) is expected to have an adverse impact on the future financial results of the Energy segment. During the second quarter of fiscal 2015, the Company recognized a $84.4 million non-cash pre-tax impairment charge related to the goodwill and indefinite-lived intangible assets of the Cortland and Viking businesses. The impairment charge (as a result of lower projected near-term sales and profits) consisted of a $78.0 million write-down of goodwill and $6.4 million impairment of indefinite-lived intangible assets (tradenames). The changes in the carrying value of goodwill for the nine months ended May 31, 2015 are as follows (in thousands): Industrial Energy Engineered Solutions Total Balance as of August 31, 2014 $ 100,265 $ 350,628 $ 291,877 $ 742,770 Purchase accounting adjustments (3,244 ) — — (3,244 ) Impairment charge — (78,530 ) — (78,530 ) Impact of changes in foreign currency rates (5,058 ) (31,382 ) (12,324 ) (48,764 ) Balance as of May 31, 2015 $ 91,963 $ 240,715 $ 279,553 $ 612,232 The gross carrying value and accumulated amortization of the Company’s other intangible assets are as follows (in thousands): May 31, 2015 August 31, 2014 Weighted Average Amortization Period (Years) Gross Carrying Value Accumulated Amortization Net Book Value Gross Carrying Value Accumulated Amortization Net Book Value Amortizable intangible assets: Customer relationships 15 $ 304,265 $ 127,241 $ 177,024 $ 325,164 $ 117,706 $ 207,458 Patents 10 30,879 19,229 11,650 31,678 17,494 14,184 Trademarks and tradenames 18 21,850 6,797 15,053 23,241 6,201 17,040 Other intangibles 3 6,844 6,505 339 7,373 6,783 590 Indefinite lived intangible assets: Tradenames N/A 112,843 — 112,843 125,905 — 125,905 $ 476,681 $ 159,772 $ 316,909 $ 513,361 $ 148,184 $ 365,177 The Company estimates that amortization expense will be $5.9 million for the remaining three months of fiscal 2015 . Amortization expense for future years is estimated to be: $23.6 million in fiscal 2016 , $22.7 million in 2017 , $22.3 million in fiscal 2018 , $22.1 million in fiscal 2019 , $21.5 million in fiscal 2020 and $86.0 million thereafter. These future amortization expense amounts represent estimates and may be impacted by potential future acquisitions and divestitures or changes in foreign currency exchange rates. |
Product Warranty Costs
Product Warranty Costs | 9 Months Ended |
May. 31, 2015 | |
Guarantees [Abstract] | |
Product Warranty Costs | Product Warranty Costs The Company generally offers its customers a warranty on products they purchase, although warranty periods vary by product type and application. The reserve for future warranty claims is based on historical claim rates and current warranty cost experience. The following is a rollforward of the product warranty reserve (in thousands): Nine Months Ended May 31, 2015 2014 Beginning balance $ 4,056 $ 7,413 Provision for warranties 4,198 2,923 Warranty reserve of acquired business — 50 Warranty payments and costs incurred (3,505 ) (5,311 ) Impact of changes in foreign currency rates (589 ) 30 Ending balance $ 4,160 $ 5,105 |
Debt
Debt | 9 Months Ended |
May. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following is a summary of the Company’s long-term indebtedness (in thousands): May 31, 2015 August 31, 2014 Senior Credit Facility Revolver $ — $ — Term Loan 300,000 90,000 Total Senior Credit Facility 300,000 90,000 5.625% Senior Notes 300,000 300,000 Total Senior Indebtedness 600,000 390,000 Less: current maturities of long-term debt — (4,500 ) Total long-term debt, less current maturities $ 600,000 $ 385,500 The Company’s Senior Credit Facility, which was amended and restated during the third quarter of fiscal 2015, matures on May 8, 2020 and includes a $ 600 million revolver, $ 300 million term loan and a $ 450 million expansion option. Borrowings are subject to a pricing grid, which can result in increases or decreases to the borrowing spread above LIBOR, depending on the Company’s net leverage ratio, ranging from 1.00% to 2.25% in the case of loans bearing interest at LIBOR and from 0.00% to 1.25% in the case of loans bearing interest at the base rate. At May 31, 2015 , the borrowing spread on LIBOR based borrowings was 1.75% (aggregating to 1.94% ). In addition, a non-use fee is payable quarterly on the average unused credit line under the revolver ranging from 0.15% to 0.35% per annum. At May 31, 2015 , the unused credit line under the revolver was $ 590.8 million , of which $250.5 million was available for borrowings. Quarterly principal payments of $3.8 million begin on the term loan on June 30, 2016 , increasing to $7.5 million per quarter beginning on June 30, 2017 , with the remaining principal due at maturity. The Senior Credit Facility is secured by substantially all of the Company’s domestic personal property assets and contains customary limits and restrictions concerning investments, sales of assets, liens on assets, dividends and other payments. The two financial covenants included in the Senior Credit Facility agreement are a maximum leverage ratio of 3.75 to 1 and a minimum interest coverage ratio of 3.50 to 1. The Company was in compliance with all financial covenants at May 31, 2015 . On April 16, 2012 , the Company issued $300 million of 5.625% Senior Notes due 2022 (the “Senior Notes”). The Senior Notes require no principal payments prior to their June 15, 2022 maturity, require semiannual interest payments in December and June of each year and contain certain financial and non-financial covenants. The Senior Notes include a call feature that allows the Company to repurchase them anytime on or after June 15, 2017 at stated redemption prices (ranging from 100.0% to 102.8% ), plus accrued and unpaid interest. As required under the indenture governing the Senior Notes, on June 19, 2015 , the Company initiated an offer to repurchase, at par value, an amount of Senior Notes equal to the net proceeds from the Electrical segment and RV divestitures that exceed the amounts reinvested in capital expenditures and business acquisitions since the divestitures. The maximum principal amount of Senior Notes that will be repurchased in the repurchase offer (which will expire on July 20, 2015 ) is $165.0 million . The Company has adequate capacity under its Senior Credit Facility revolver to fund the repurchase offer. However, if the Senior Notes continue to trade in excess of par value ( 102.8% on May 31, 2015 ) through the expiration of the repurchase offer, it is unlikely that Senior Note holders will accept the par repurchase offer. |
Fair Value Measurement
Fair Value Measurement | 9 Months Ended |
May. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement The Company assesses the inputs used to measure the fair value of financial assets and liabilities using a three-tier hierarchy. Level 1 inputs include quoted prices for identical instruments and are the most observable. Level 2 inputs include quoted prices for similar assets and observable inputs such as interest rates, foreign currency exchange rates, commodity rates and yield curves. Level 3 inputs are not observable in the market and include management’s own judgments about the assumptions market participants would use in pricing the asset or liability. The following financial assets, measured at fair value, are included in the condensed consolidated balance sheet (in thousands): May 31, 2015 August 31, 2014 Level 1 Valuation: Cash equivalents $ 1,971 $ 1,207 Investments 1,669 2,118 Level 2 Valuation: Foreign currency derivatives 202 $ (966 ) The fair value of the Company’s cash, accounts receivable, accounts payable, short-term borrowings and its variable rate long-term debt approximated book value at both May 31, 2015 and August 31, 2014 due to their short-term nature and the fact that the interest rates approximated market rates. The fair value of the Company’s outstanding $300 million of 5.625% Senior Notes was $308.3 million and $315.8 million at May 31, 2015 and August 31, 2014 , respectively. The fair value of the Senior Notes was based on quoted inactive market prices and are therefore classified as Level 2 within the valuation hierarchy. |
Derivatives
Derivatives | 9 Months Ended |
May. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives The Company is exposed to market risk for changes in foreign currency exchange rates due to the global nature of its operations. In order to manage this risk the Company hedges certain portions of its recognized balances and forecasted cash flows that are denominated in non-functional currencies. All derivatives are recognized in the balance sheet at their estimated fair value. On the date it enters into a derivative contract, the Company designates the derivative as a hedge of a recognized asset or liability ("fair value hedge") or a hedge of a forecasted transaction or of the variability of cash flows to be received or paid related to a recognized asset or liability ("cash flow hedge"). The Company does not enter into derivatives for speculative purposes. Changes in the value of fair value hedges and non-designated hedges are recorded in earnings along with the gain or loss on the hedged asset or liability, while changes in the value of cash flow hedges are recorded in accumulated other comprehensive loss, until earnings are affected by the variability of cash flows. The U.S. dollar equivalent notional value of short duration foreign currency forward contracts (fair value hedges or non-designated hedges) was $186.4 million and $219.9 million , at May 31, 2015 and August 31, 2014 , respectively. Net foreign currency gains (losses) related to these derivative instruments are as follows (in thousands): Three Months Ended May 31, Nine Months Ended May 31, 2015 2014 2015 2014 Foreign currency gain (loss) $ 2,310 $ (2,141 ) $ 304 $ (13,452 ) These derivative gains and losses offset foreign currency gains and losses from the related revaluation of non-functional currency assets and liabilities (amounts included in other income and expense in the condensed consolidated statement of operations). |
Capital Stock and Share Repurch
Capital Stock and Share Repurchase | 9 Months Ended |
May. 31, 2015 | |
Earnings Per Share [Abstract] | |
Capital Stock and Share Repurchase | The Company's Board of Directors has authorized the repurchase of shares of the Company's common stock under publicly announced share repurchase programs. At May 31, 2015 , the Company could repurchase an additional 8,594,683 shares under existing share repurchase authorizations. The following table summarizes the total capital deployed for share repurchases: Period Shares Repurchased Average Price Paid per Share Fiscal 2012 2,658,751 $ 23.70 Fiscal 2013 1,324,762 31.55 Fiscal 2014 8,211,846 34.52 Fiscal 2015 (September 1 - May 31) 7,209,958 28.35 19,405,317 $ 30.54 The reconciliation between basic and diluted earnings (loss) per share from continuing operations is as follows (in thousands, except per share amounts): Three Months Ended May 31, Nine Months Ended May 31, 2015 2014 2015 2014 Numerator: Earnings (loss) from continuing operations $ 37,958 $ 50,557 $ (2,206 ) $ 105,866 Denominator: Weighted average common shares outstanding - basic 59,617 70,432 61,911 71,915 Net effect of dilutive securities—stock based compensation plans (1) 626 1,338 — 1,603 Weighted average common shares outstanding - diluted 60,243 71,770 61,911 73,518 Earnings (loss) per common share from continuing operations: Basic $ 0.64 $ 0.72 $ (0.04 ) $ 1.47 Diluted $ 0.63 $ 0.70 $ (0.04 ) $ 1.44 Anti-dilutive securities stock based compensation plans (excluded from earnings per share calculation) 2,256 463 4,662 558 (1) As a result of the impairment charge in the second quarter of fiscal 2015 which caused a loss from continuing operations for the nine months ended May 31, 2015 , shares from stock based compensation plans are excluded from the calculation of diluted earnings (loss) per share, as the result would be anti-dilutive. |
Income Taxes
Income Taxes | 9 Months Ended |
May. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company's income tax expense is impacted by a number of factors, including the amount of taxable earnings derived in foreign jurisdictions with tax rates that are higher or lower than the U.S. Federal statutory rate, permanent items, state tax rates and the ability to utilize various tax credits and net operating loss carryforwards. The Company adjusts the quarterly provision for income taxes based on the estimated annual effective income tax rate and facts and circumstances known at each interim reporting period. Comparative pre-tax income, income tax expense (benefit) and effective income tax rates from continuing operations are as follows: Three Months Ended May 31, Nine Months Ended May 31, 2015 2014 2015 2014 Earnings from continuing operations before income taxes $ 34,971 $ 52,228 $ 4,579 $ 119,377 Income tax expense (benefit) (2,987 ) 1,671 6,785 13,511 Effective income tax rate (8.5 )% 3.2 % 148.2 % 11.3 % The income tax provision for the current and prior year periods reflects the benefits of tax minimization planning, taxable earnings derived in foreign jurisdictions with tax rates that are lower than the U.S. Federal statutory rate and foreign tax credits. The effective income tax rate for the third quarter of fiscal 2015 was (8.5)% compared to 3.2% in the comparable prior year period. Income tax expense for the three months ended May 31, 2015 includes $19.2 million of tax reserve benefits from the lapsing of income tax statutes of limitations and the favorable resolution of income tax audits, which were partially offset by a $5.0 million increase to the reserve for uncertain tax positions and a $5.2 million increase in valuation allowances due to uncertainty regarding utilization of foreign net operating losses. Similarly, income tax expense for the three months ended May 31, 2014 included a $10.5 million income tax benefit from tax planning and a $6.8 million tax reserve benefit from the lapsing of income tax statues of limitations. The effective income tax rate for the nine months ended May 31, 2015 was 148.2% , primarily the result of the second quarter impairment charge ( $1.7 million tax benefit on $84.4 million pre-tax charge). The gross liability for unrecognized income tax benefits, excluding interest and penalties, decreased to $21.2 million at May 31, 2015 from $32.3 million at August 31, 2014 . Substantially all of these unrecognized tax benefits, if recognized, would reduce the effective income tax rate. In addition, at May 31, 2015 and August 31, 2014 , the Company had liabilities totaling $2.1 million and $2.0 million , respectively, for the payment of interest and penalties related to unrecognized income tax benefits. |
Segment Information
Segment Information | 9 Months Ended |
May. 31, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company is a global manufacturer of a broad range of industrial products and systems and is organized in three reportable segments: Industrial, Energy and Engineered Solutions. The Industrial segment is primarily engaged in the design, manufacture and distribution of branded hydraulic and mechanical tools to the maintenance, industrial, infrastructure and production automation markets. The Energy segment provides joint integrity products and services, customized offshore vessel mooring solutions, as well as rope and cable solutions to the global oil & gas, power generation and energy markets. The Engineered Solutions segment provides highly engineered position and motion control systems to OEMs in various vehicle markets, as well as a variety of other products to the industrial and agricultural markets. The following tables summarize financial information by reportable segment and product line (in thousands): Three Months Ended May 31, Nine Months Ended May 31, 2015 2014 2015 2014 Net Sales by Segment: Industrial $ 103,546 $ 109,809 $ 302,448 $ 302,022 Energy 99,297 125,231 311,029 339,187 Engineered Solutions 117,257 143,147 335,393 404,304 $ 320,100 $ 378,187 $ 948,870 $ 1,045,513 Net Sales by Reportable Product Line: Industrial $ 103,546 $ 109,809 $ 302,448 $ 302,022 Energy 99,297 125,231 311,029 339,187 Vehicle Systems 59,673 75,442 170,122 214,369 Other 57,584 67,705 165,271 189,935 $ 320,100 $ 378,187 $ 948,870 $ 1,045,513 Operating Profit (Loss): Industrial $ 29,165 $ 34,123 $ 79,386 $ 87,496 Energy 12,774 19,936 (50,457 ) 38,363 Engineered Solutions 8,313 13,560 16,601 36,297 General Corporate (7,250 ) (8,839 ) (20,757 ) (20,748 ) $ 43,002 $ 58,780 $ 24,773 $ 141,408 May 31, 2015 August 31, 2014 Assets: Industrial $ 289,849 $ 307,058 Energy 619,514 788,915 Engineered Solutions 624,289 643,323 General Corporate 127,366 117,583 $ 1,661,018 $ 1,856,879 In addition to the impact of foreign currency exchange rate changes, the comparability of segment and product line information is also impacted by acquisition/divestiture activities and the second quarter fiscal 2015 Energy segment impairment charge. Corporate assets, which are not allocated, principally represent cash and cash equivalents, capitalized debt issuance costs and deferred income taxes. |
Contingencies and Litigation
Contingencies and Litigation | 9 Months Ended |
May. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies and Litigation | Contingencies and Litigation The Company had outstanding letters of credit of $16.4 million and $14.0 million at May 31, 2015 and August 31, 2014 , respectively, the majority of which secure self-insured workers compensation liabilities. The Company is a party to various legal proceedings that have arisen in the normal course of business. These legal proceedings typically include product liability, environmental, labor, patent claims and other disputes. Operating results for the nine months ended May 31, 2015 include a $3.0 million charge for adverse litigation matters. The Company has recorded reserves for loss contingencies based on the specific circumstances of each case. Such reserves are recorded when it is probable that a loss has been incurred as of the balance sheet date and can be reasonably estimated. In the opinion of management, the resolution of these contingencies, individually and in the aggregate, are not expected to have a material adverse effect on the Company’s financial condition, results of operations or cash flows. The Company has facilities in numerous geographic locations that are subject to a range of environmental laws and regulations. Environmental expenditures over the past two years have not been material. Management believes that such costs will not have a material adverse effect on the Company’s financial position, results of operations or cash flows. The Company remains contingently liable for lease payments of businesses that it previously divested or spun-off, in the event that such businesses are unable to fulfill their lease payment obligations. The discounted present value of future minimum lease payments for these leases was $18.5 million at May 31, 2015 (including $13.7 million related to the divested Electrical segment). |
Guarantor Subsidiaries
Guarantor Subsidiaries | 9 Months Ended |
May. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Guarantor Subsidiaries | Guarantor Subsidiaries As discussed in Note 6, “Debt” on April 16, 2012 , Actuant Corporation (the “Parent”) issued $300 million of 5.625% Senior Notes. All material domestic wholly owned subsidiaries (the “Guarantors”) fully and unconditionally guarantee (except for certain customary limitations) such debt on a joint and several basis. There are no significant restrictions on the ability of the Guarantors to make distributions to the Parent. The following tables present the results of operations, financial position and cash flows of Actuant Corporation and its subsidiaries, the Guarantor and non-Guarantor entities, and the eliminations necessary to arrive at the information for the Company on a consolidated basis. Certain assets, liabilities and expenses have not been allocated to the Guarantors and non-Guarantors and therefore are included in the Parent column in the accompanying condensed consolidating financial statements. These items are of a corporate or consolidated nature and include, but are not limited to, tax provisions and related assets and liabilities, certain employee benefit obligations, prepaid and accrued insurance and corporate indebtedness. Intercompany activity primarily includes loan activity, purchases and sales of goods or services, investments and dividends. Intercompany balances also reflect certain non-cash transactions including transfers of assets and liabilities between the Parent, Guarantor and non-Guarantor, allocation of non-cash expenses from the Parent to the Guarantors and non-Guarantors and the impact of foreign currency rate changes. CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (in thousands) Three Months Ended May 31, 2015 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 40,011 $ 58,896 $ 221,193 $ — $ 320,100 Cost of products sold 11,749 40,360 149,431 — 201,540 Gross profit 28,262 18,536 71,762 — 118,560 Selling, administrative and engineering expenses 16,560 11,228 41,781 — 69,569 Amortization of intangible assets 318 2,394 3,277 — 5,989 Operating profit 11,384 4,914 26,704 — 43,002 Financing costs, net 7,769 — (307 ) — 7,462 Intercompany expense (income), net (3,559 ) (1,187 ) 4,746 — — Other expense, net 123 27 419 — 569 Earnings before income taxes 7,051 6,074 21,846 — 34,971 Income tax expense (benefit) (11,957 ) 914 8,056 — (2,987 ) Net earnings before equity in earnings (loss) of subsidiaries 19,008 5,160 13,790 — 37,958 Equity in earnings (loss) of subsidiaries 18,950 12,757 (340 ) (31,367 ) — Net earnings $ 37,958 $ 17,917 $ 13,450 $ (31,367 ) $ 37,958 Comprehensive income $ 27,259 $ 13,244 $ 7,930 $ (21,174 ) $ 27,259 CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (in thousands) Three Months Ended May 31, 2014 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 54,219 $ 84,870 $ 239,098 $ — $ 378,187 Cost of products sold 14,841 58,152 156,644 — 229,637 Gross profit 39,378 26,718 82,454 — 148,550 Selling, administrative and engineering expenses 21,554 16,128 45,816 — 83,498 Amortization of intangible assets 318 2,575 3,379 — 6,272 Operating profit 17,506 8,015 33,259 — 58,780 Financing costs, net 6,122 — (190 ) — 5,932 Intercompany expense (income), net (5,620 ) 560 5,060 — — Other expense (income), net 1,597 23 (1,000 ) — 620 Earnings before income taxes 15,407 7,432 29,389 — 52,228 Income tax expense (benefit) (9,755 ) 2,306 9,120 — 1,671 Net earnings before equity in earnings of subsidiaries 25,162 5,126 20,269 — 50,557 Equity in earnings of subsidiaries 25,395 20,151 683 (46,229 ) — Net earnings $ 50,557 $ 25,277 $ 20,952 $ (46,229 ) $ 50,557 Comprehensive income $ 50,729 $ 25,621 $ 20,970 $ (46,591 ) $ 50,729 CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (in thousands) Nine Months Ended May 31, 2015 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 119,612 $ 207,162 $ 622,096 $ — $ 948,870 Cost of products sold 33,792 145,800 413,981 — 593,573 Gross profit 85,820 61,362 208,115 — 355,297 Selling, administrative and engineering expenses 52,062 45,062 130,685 — 227,809 Amortization of intangible assets 954 7,964 9,444 — 18,362 Impairment charge — 20,249 64,104 — 84,353 Operating profit (loss) 32,804 (11,913 ) 3,882 — 24,773 Financing costs, net 21,583 — (900 ) — 20,683 Intercompany expense (income), net (14,389 ) 896 13,493 — — Intercompany dividend income (212 ) (243 ) (31 ) 486 — Other expense (income), net 342 (133 ) (698 ) — (489 ) Earnings (loss) before income taxes 25,480 (12,433 ) (7,982 ) (486 ) 4,579 Income tax expense (benefit) (8,133 ) 1,413 13,589 (84 ) 6,785 Net earnings (loss) before equity in earnings (loss) of subsidiaries 33,613 (13,846 ) (21,571 ) (402 ) (2,206 ) Equity in earnings (loss) of subsidiaries (35,819 ) (1,673 ) 177 37,315 — Net loss $ (2,206 ) $ (15,519 ) $ (21,394 ) $ 36,913 $ (2,206 ) Comprehensive loss $ (132,616 ) $ (58,603 ) $ (80,728 ) $ 139,331 $ (132,616 ) CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (in thousands) Nine Months Ended May 31, 2014 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 142,905 $ 239,709 $ 662,899 $ — $ 1,045,513 Cost of products sold 38,905 165,416 436,416 — 640,737 Gross profit 104,000 74,293 226,483 — 404,776 Selling, administrative and engineering expenses 57,811 45,833 141,011 — 244,655 Amortization of intangible assets 954 7,726 10,033 — 18,713 Operating profit 45,235 20,734 75,439 — 141,408 Financing costs, net 19,400 3 (459 ) — 18,944 Intercompany expense (income), net (22,770 ) 5,555 17,215 — — Other expense (income), net 12,683 (395 ) (9,201 ) — 3,087 Earnings from continuing operations before income taxes 35,922 15,571 67,884 — 119,377 Income tax expense (benefit) (3,862 ) 4,580 12,793 — 13,511 Net earnings before equity in earnings of subsidiaries 39,784 10,991 55,091 — 105,866 Equity in earnings of subsidiaries 109,714 9,488 4,750 (123,952 ) — Earnings from continuing operations 149,498 20,479 59,841 (123,952 ) 105,866 Earnings (loss) from discontinued operations, net of income taxes (21,512 ) 56,494 (12,862 ) — 22,120 Net earnings $ 127,986 $ 76,973 $ 46,979 $ (123,952 ) $ 127,986 Comprehensive income $ 149,558 $ 99,361 $ 42,837 $ (142,198 ) $ 149,558 CONDENSED CONSOLIDATING BALANCE SHEETS (in thousands) May 31, 2015 Parent Guarantors Non-Guarantors Eliminations Consolidated ASSETS Current assets Cash and cash equivalents $ 9,821 $ 964 $ 97,340 $ — $ 108,125 Accounts receivable, net 15,863 31,347 172,198 — 219,408 Inventories, net 25,373 34,098 95,725 — 155,196 Deferred income taxes 7,559 — 2,989 — 10,548 Other current assets 37,391 1,681 25,600 — 64,672 Total current assets 96,007 68,090 393,852 — 557,949 Property, plant and equipment, net 6,851 20,902 120,692 — 148,445 Goodwill 38,847 175,045 398,340 — 612,232 Other intangibles, net 11,020 102,705 203,184 — 316,909 Investment in subsidiaries 2,056,121 1,076,426 31,019 (3,163,566 ) — Intercompany receivable — 601,999 584,965 (1,186,964 ) — Other long-term assets 19,620 — 5,863 — 25,483 Total assets $ 2,228,466 $ 2,045,167 $ 1,737,915 $ (4,350,530 ) $ 1,661,018 LIABILITIES & SHAREHOLDERS' EQUITY Current liabilities Trade accounts payable $ 15,440 $ 20,953 $ 93,296 $ — $ 129,689 Accrued compensation and benefits 13,269 2,426 26,738 — 42,433 Income taxes payable (273 ) (550 ) 4,253 — 3,430 Other current liabilities 19,886 3,180 34,215 — 57,281 Total current liabilities 48,322 26,009 158,502 — 232,833 Long-term debt, less current maturities 600,000 — — — 600,000 Deferred income taxes 48,635 — 38,432 — 87,067 Pension and postretirement benefit liabilities 6,919 — 6,052 — 12,971 Other long-term liabilities 44,927 2,090 7,825 — 54,842 Intercompany payable 806,358 — 380,606 (1,186,964 ) — Shareholders’ equity 673,305 2,017,068 1,146,498 (3,163,566 ) 673,305 Total liabilities and shareholders’ equity $ 2,228,466 $ 2,045,167 $ 1,737,915 $ (4,350,530 ) $ 1,661,018 CONDENSED CONSOLIDATING BALANCE SHEETS (in thousands) August 31, 2014 Parent Guarantors Non-Guarantors Eliminations Consolidated ASSETS Current assets Cash and cash equivalents $ 27,931 $ 3,325 $ 77,756 $ — $ 109,012 Accounts receivable, net 22,811 38,511 165,686 — 227,008 Inventories, net 31,024 38,860 92,736 — 162,620 Deferred income taxes 7,503 — 3,547 — 11,050 Other current assets 3,871 1,057 28,372 — 33,300 Total current assets 93,140 81,753 368,097 — 542,990 Property, plant and equipment, net 9,096 22,879 137,126 — 169,101 Goodwill 44,700 280,693 417,377 — 742,770 Other intangibles, net 11,974 140,400 212,803 — 365,177 Investment in subsidiaries 2,286,068 806,414 237,207 (3,329,689 ) — Intercompany receivable — 678,073 622,818 (1,300,891 ) — Other long-term assets 23,432 — 13,409 — 36,841 Total assets $ 2,468,410 $ 2,010,212 $ 2,008,837 $ (4,630,580 ) $ 1,856,879 LIABILITIES & SHAREHOLDERS' EQUITY Current liabilities Trade accounts payable $ 20,014 $ 25,673 $ 100,111 $ — $ 145,798 Accrued compensation and benefits 15,135 3,293 34,536 — 52,964 Income taxes payable 31,582 — 6,765 — 38,347 Current maturities of debt 4,500 — — — 4,500 Other current liabilities 19,081 3,989 34,442 — 57,512 Total current liabilities 90,312 32,955 175,854 — 299,121 Long-term debt 385,500 — — — 385,500 Deferred income taxes 47,543 — 49,427 — 96,970 Pension and postretirement benefit liabilities 8,668 — 7,031 — 15,699 Other long-term liabilities 42,647 4,138 11,093 — 57,878 Intercompany payable 892,029 — 408,861 (1,300,890 ) — Shareholders’ equity 1,001,711 1,973,119 1,356,571 (3,329,690 ) 1,001,711 Total liabilities and shareholders’ equity $ 2,468,410 $ 2,010,212 $ 2,008,837 $ (4,630,580 ) $ 1,856,879 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (in thousands) Nine Months Ended May 31, 2015 Parent Guarantors Non-Guarantors Eliminations Consolidated Operating Activities Cash provided by (used in) operating activities $ 36,510 $ (39,865 ) $ 44,635 $ — $ 41,280 Investing Activities Capital expenditures (880 ) (3,495 ) (12,859 ) — (17,234 ) Proceeds from sale of property, plant and equipment — 203 683 — 886 Intercompany investment (1,117 ) — — 1,117 — Cash used in investing activities (1,997 ) (3,292 ) (12,176 ) 1,117 (16,348 ) Financing Activities Proceeds from term loan 213,375 — — — 213,375 Debt issuance costs (1,875 ) — — — (1,875 ) Principal repayments on term loan (3,375 ) — — — (3,375 ) Purchase of treasury shares (204,627 ) — — — (204,627 ) Intercompany loan activity (58,569 ) 40,796 17,773 — — Intercompany capital contribution — — 1,117 (1,117 ) — Stock option exercises, related tax benefits and other 5,046 — — — 5,046 Cash dividend (2,598 ) — — — (2,598 ) Cash provided by (used in) financing activities (52,623 ) 40,796 18,890 (1,117 ) 5,946 Effect of exchange rate changes on cash — — (31,765 ) — (31,765 ) Net (decrease) increase in cash and cash equivalents (18,110 ) (2,361 ) 19,584 — (887 ) Cash and cash equivalents—beginning of period 27,931 3,325 77,756 — 109,012 Cash and cash equivalents—end of period $ 9,821 $ 964 $ 97,340 $ — $ 108,125 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (in thousands) Nine Months Ended May 31, 2014 Parent Guarantors Non-Guarantors Eliminations Consolidated Operating Activities Cash provided by operating activities $ 33,121 $ 10,376 $ 44,405 $ (14,716 ) $ 73,186 Investing Activities Capital expenditures (3,823 ) (3,558 ) (26,458 ) — (33,839 ) Proceeds from sale of property, plant and equipment 52 484 43,500 — 44,036 Proceeds from sale of business, net of transaction costs (4,586 ) 214,268 43,091 — 252,773 Business acquisitions, net of cash acquired (30,500 ) — — — (30,500 ) Intercompany investment — (99,963 ) — 99,963 — Cash provided by (used in) investing activities (38,857 ) 111,231 60,133 99,963 232,470 Financing Activities Net repayments on revolver (125,000 ) — — — (125,000 ) Purchase of treasury shares (183,152 ) — — — (183,152 ) Intercompany loan activity 313,748 (118,216 ) (195,532 ) — — Intercompany capital contribution — — 99,963 (99,963 ) — Stock option exercises, related tax benefits and other 29,849 — — — 29,849 Payment of contingent acquisition consideration — — (1,585 ) — (1,585 ) Cash dividend (2,919 ) — (14,716 ) 14,716 (2,919 ) Cash provided by (used in) financing activities 32,526 (118,216 ) (111,870 ) (85,247 ) (282,807 ) Effect of exchange rate changes on cash — — 2,790 — 2,790 Net increase (decrease) in cash and cash equivalents 26,790 3,391 (4,542 ) — 25,639 Cash and cash equivalents—beginning of period 16,122 — 87,864 — 103,986 Cash and cash equivalents—end of period $ 42,912 $ 3,391 $ 83,322 $ — $ 129,625 |
Discontinued Operations and D20
Discontinued Operations and Divestiture Activities (Tables) | 9 Months Ended |
May. 31, 2015 | |
Electrical | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations and Divestiture Activities[Line Items] | |
Schedule of Disposal Groups, Including Discontinued Operations and Divestiture Activities, Income Statement, Balance Sheet and Additional Disclosures | he following table summarizes the results of discontinued operations (in thousands): Nine Months Ended May 31, 2014 Net sales $ 72,139 Operating loss (4,873 ) Gain on disposal 34,459 Income tax expense (7,466 ) Income from discontinued operations, net of income taxes $ 22,120 |
Goodwill and Other Intangible21
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
May. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The changes in the carrying value of goodwill for the nine months ended May 31, 2015 are as follows (in thousands): Industrial Energy Engineered Solutions Total Balance as of August 31, 2014 $ 100,265 $ 350,628 $ 291,877 $ 742,770 Purchase accounting adjustments (3,244 ) — — (3,244 ) Impairment charge — (78,530 ) — (78,530 ) Impact of changes in foreign currency rates (5,058 ) (31,382 ) (12,324 ) (48,764 ) Balance as of May 31, 2015 $ 91,963 $ 240,715 $ 279,553 $ 612,232 |
Schedule Of Finite Lived And Indefinite Lived Intangible Assets Table | The gross carrying value and accumulated amortization of the Company’s other intangible assets are as follows (in thousands): May 31, 2015 August 31, 2014 Weighted Average Amortization Period (Years) Gross Carrying Value Accumulated Amortization Net Book Value Gross Carrying Value Accumulated Amortization Net Book Value Amortizable intangible assets: Customer relationships 15 $ 304,265 $ 127,241 $ 177,024 $ 325,164 $ 117,706 $ 207,458 Patents 10 30,879 19,229 11,650 31,678 17,494 14,184 Trademarks and tradenames 18 21,850 6,797 15,053 23,241 6,201 17,040 Other intangibles 3 6,844 6,505 339 7,373 6,783 590 Indefinite lived intangible assets: Tradenames N/A 112,843 — 112,843 125,905 — 125,905 $ 476,681 $ 159,772 $ 316,909 $ 513,361 $ 148,184 $ 365,177 |
Product Warranty Costs (Tables)
Product Warranty Costs (Tables) | 9 Months Ended |
May. 31, 2015 | |
Guarantees [Abstract] | |
Schedule of Product Warranty Liability | The following is a rollforward of the product warranty reserve (in thousands): Nine Months Ended May 31, 2015 2014 Beginning balance $ 4,056 $ 7,413 Provision for warranties 4,198 2,923 Warranty reserve of acquired business — 50 Warranty payments and costs incurred (3,505 ) (5,311 ) Impact of changes in foreign currency rates (589 ) 30 Ending balance $ 4,160 $ 5,105 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
May. 31, 2015 | |
Debt Disclosure [Abstract] | |
Long-Term Indebtedness | The following is a summary of the Company’s long-term indebtedness (in thousands): May 31, 2015 August 31, 2014 Senior Credit Facility Revolver $ — $ — Term Loan 300,000 90,000 Total Senior Credit Facility 300,000 90,000 5.625% Senior Notes 300,000 300,000 Total Senior Indebtedness 600,000 390,000 Less: current maturities of long-term debt — (4,500 ) Total long-term debt, less current maturities $ 600,000 $ 385,500 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 9 Months Ended |
May. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities Included in Condensed Consolidated Balance Sheet | The following financial assets, measured at fair value, are included in the condensed consolidated balance sheet (in thousands): May 31, 2015 August 31, 2014 Level 1 Valuation: Cash equivalents $ 1,971 $ 1,207 Investments 1,669 2,118 Level 2 Valuation: Foreign currency derivatives 202 $ (966 ) |
Derivatives Derivatives (Tables
Derivatives Derivatives (Tables) | 9 Months Ended |
May. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments, Gain (Loss) [Table Text Block] | Net foreign currency gains (losses) related to these derivative instruments are as follows (in thousands): Three Months Ended May 31, Nine Months Ended May 31, 2015 2014 2015 2014 Foreign currency gain (loss) $ 2,310 $ (2,141 ) $ 304 $ (13,452 ) |
Capital Stock and Share Repur26
Capital Stock and Share Repurchase (Tables) | 9 Months Ended |
May. 31, 2015 | |
Earnings Per Share [Abstract] | |
Class of Treasury Stock | The following table summarizes the total capital deployed for share repurchases: Period Shares Repurchased Average Price Paid per Share Fiscal 2012 2,658,751 $ 23.70 Fiscal 2013 1,324,762 31.55 Fiscal 2014 8,211,846 34.52 Fiscal 2015 (September 1 - May 31) 7,209,958 28.35 19,405,317 $ 30.54 |
Schedule of Earnings Per Share, Basic and Diluted | The reconciliation between basic and diluted earnings (loss) per share from continuing operations is as follows (in thousands, except per share amounts): Three Months Ended May 31, Nine Months Ended May 31, 2015 2014 2015 2014 Numerator: Earnings (loss) from continuing operations $ 37,958 $ 50,557 $ (2,206 ) $ 105,866 Denominator: Weighted average common shares outstanding - basic 59,617 70,432 61,911 71,915 Net effect of dilutive securities—stock based compensation plans (1) 626 1,338 — 1,603 Weighted average common shares outstanding - diluted 60,243 71,770 61,911 73,518 Earnings (loss) per common share from continuing operations: Basic $ 0.64 $ 0.72 $ (0.04 ) $ 1.47 Diluted $ 0.63 $ 0.70 $ (0.04 ) $ 1.44 Anti-dilutive securities stock based compensation plans (excluded from earnings per share calculation) 2,256 463 4,662 558 (1) As a result of the impairment charge in the second quarter of fiscal 2015 which caused a loss from continuing operations for the nine months ended May 31, 2015 , shares from stock based compensation plans are excluded from the calculation of diluted earnings (loss) per share, as the result would be anti-dilutive. |
Income Taxes Income Taxes (Tabl
Income Taxes Income Taxes (Tables) | 9 Months Ended |
May. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Tax Effective Tax Rate [Table Text Block] | Comparative pre-tax income, income tax expense (benefit) and effective income tax rates from continuing operations are as follows: Three Months Ended May 31, Nine Months Ended May 31, 2015 2014 2015 2014 Earnings from continuing operations before income taxes $ 34,971 $ 52,228 $ 4,579 $ 119,377 Income tax expense (benefit) (2,987 ) 1,671 6,785 13,511 Effective income tax rate (8.5 )% 3.2 % 148.2 % 11.3 % |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
May. 31, 2015 | |
Segment Reporting [Abstract] | |
Summary of Financial Information by Reportable Segment and Product Line | The following tables summarize financial information by reportable segment and product line (in thousands): Three Months Ended May 31, Nine Months Ended May 31, 2015 2014 2015 2014 Net Sales by Segment: Industrial $ 103,546 $ 109,809 $ 302,448 $ 302,022 Energy 99,297 125,231 311,029 339,187 Engineered Solutions 117,257 143,147 335,393 404,304 $ 320,100 $ 378,187 $ 948,870 $ 1,045,513 Net Sales by Reportable Product Line: Industrial $ 103,546 $ 109,809 $ 302,448 $ 302,022 Energy 99,297 125,231 311,029 339,187 Vehicle Systems 59,673 75,442 170,122 214,369 Other 57,584 67,705 165,271 189,935 $ 320,100 $ 378,187 $ 948,870 $ 1,045,513 Operating Profit (Loss): Industrial $ 29,165 $ 34,123 $ 79,386 $ 87,496 Energy 12,774 19,936 (50,457 ) 38,363 Engineered Solutions 8,313 13,560 16,601 36,297 General Corporate (7,250 ) (8,839 ) (20,757 ) (20,748 ) $ 43,002 $ 58,780 $ 24,773 $ 141,408 May 31, 2015 August 31, 2014 Assets: Industrial $ 289,849 $ 307,058 Energy 619,514 788,915 Engineered Solutions 624,289 643,323 General Corporate 127,366 117,583 $ 1,661,018 $ 1,856,879 |
Guarantor Subsidiaries (Tables)
Guarantor Subsidiaries (Tables) | 9 Months Ended |
May. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule Of Condensed Consolidating Statement Of Earnings And Comprehensive Income [Table Text Block] | CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (in thousands) Three Months Ended May 31, 2015 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 40,011 $ 58,896 $ 221,193 $ — $ 320,100 Cost of products sold 11,749 40,360 149,431 — 201,540 Gross profit 28,262 18,536 71,762 — 118,560 Selling, administrative and engineering expenses 16,560 11,228 41,781 — 69,569 Amortization of intangible assets 318 2,394 3,277 — 5,989 Operating profit 11,384 4,914 26,704 — 43,002 Financing costs, net 7,769 — (307 ) — 7,462 Intercompany expense (income), net (3,559 ) (1,187 ) 4,746 — — Other expense, net 123 27 419 — 569 Earnings before income taxes 7,051 6,074 21,846 — 34,971 Income tax expense (benefit) (11,957 ) 914 8,056 — (2,987 ) Net earnings before equity in earnings (loss) of subsidiaries 19,008 5,160 13,790 — 37,958 Equity in earnings (loss) of subsidiaries 18,950 12,757 (340 ) (31,367 ) — Net earnings $ 37,958 $ 17,917 $ 13,450 $ (31,367 ) $ 37,958 Comprehensive income $ 27,259 $ 13,244 $ 7,930 $ (21,174 ) $ 27,259 CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (in thousands) Three Months Ended May 31, 2014 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 54,219 $ 84,870 $ 239,098 $ — $ 378,187 Cost of products sold 14,841 58,152 156,644 — 229,637 Gross profit 39,378 26,718 82,454 — 148,550 Selling, administrative and engineering expenses 21,554 16,128 45,816 — 83,498 Amortization of intangible assets 318 2,575 3,379 — 6,272 Operating profit 17,506 8,015 33,259 — 58,780 Financing costs, net 6,122 — (190 ) — 5,932 Intercompany expense (income), net (5,620 ) 560 5,060 — — Other expense (income), net 1,597 23 (1,000 ) — 620 Earnings before income taxes 15,407 7,432 29,389 — 52,228 Income tax expense (benefit) (9,755 ) 2,306 9,120 — 1,671 Net earnings before equity in earnings of subsidiaries 25,162 5,126 20,269 — 50,557 Equity in earnings of subsidiaries 25,395 20,151 683 (46,229 ) — Net earnings $ 50,557 $ 25,277 $ 20,952 $ (46,229 ) $ 50,557 Comprehensive income $ 50,729 $ 25,621 $ 20,970 $ (46,591 ) $ 50,729 CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (in thousands) Nine Months Ended May 31, 2015 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 119,612 $ 207,162 $ 622,096 $ — $ 948,870 Cost of products sold 33,792 145,800 413,981 — 593,573 Gross profit 85,820 61,362 208,115 — 355,297 Selling, administrative and engineering expenses 52,062 45,062 130,685 — 227,809 Amortization of intangible assets 954 7,964 9,444 — 18,362 Impairment charge — 20,249 64,104 — 84,353 Operating profit (loss) 32,804 (11,913 ) 3,882 — 24,773 Financing costs, net 21,583 — (900 ) — 20,683 Intercompany expense (income), net (14,389 ) 896 13,493 — — Intercompany dividend income (212 ) (243 ) (31 ) 486 — Other expense (income), net 342 (133 ) (698 ) — (489 ) Earnings (loss) before income taxes 25,480 (12,433 ) (7,982 ) (486 ) 4,579 Income tax expense (benefit) (8,133 ) 1,413 13,589 (84 ) 6,785 Net earnings (loss) before equity in earnings (loss) of subsidiaries 33,613 (13,846 ) (21,571 ) (402 ) (2,206 ) Equity in earnings (loss) of subsidiaries (35,819 ) (1,673 ) 177 37,315 — Net loss $ (2,206 ) $ (15,519 ) $ (21,394 ) $ 36,913 $ (2,206 ) Comprehensive loss $ (132,616 ) $ (58,603 ) $ (80,728 ) $ 139,331 $ (132,616 ) CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (in thousands) Nine Months Ended May 31, 2014 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 142,905 $ 239,709 $ 662,899 $ — $ 1,045,513 Cost of products sold 38,905 165,416 436,416 — 640,737 Gross profit 104,000 74,293 226,483 — 404,776 Selling, administrative and engineering expenses 57,811 45,833 141,011 — 244,655 Amortization of intangible assets 954 7,726 10,033 — 18,713 Operating profit 45,235 20,734 75,439 — 141,408 Financing costs, net 19,400 3 (459 ) — 18,944 Intercompany expense (income), net (22,770 ) 5,555 17,215 — — Other expense (income), net 12,683 (395 ) (9,201 ) — 3,087 Earnings from continuing operations before income taxes 35,922 15,571 67,884 — 119,377 Income tax expense (benefit) (3,862 ) 4,580 12,793 — 13,511 Net earnings before equity in earnings of subsidiaries 39,784 10,991 55,091 — 105,866 Equity in earnings of subsidiaries 109,714 9,488 4,750 (123,952 ) — Earnings from continuing operations 149,498 20,479 59,841 (123,952 ) 105,866 Earnings (loss) from discontinued operations, net of income taxes (21,512 ) 56,494 (12,862 ) — 22,120 Net earnings $ 127,986 $ 76,973 $ 46,979 $ (123,952 ) $ 127,986 Comprehensive income $ 149,558 $ 99,361 $ 42,837 $ (142,198 ) $ 149,558 |
Condensed Consolidating Balance Sheets | CONDENSED CONSOLIDATING BALANCE SHEETS (in thousands) May 31, 2015 Parent Guarantors Non-Guarantors Eliminations Consolidated ASSETS Current assets Cash and cash equivalents $ 9,821 $ 964 $ 97,340 $ — $ 108,125 Accounts receivable, net 15,863 31,347 172,198 — 219,408 Inventories, net 25,373 34,098 95,725 — 155,196 Deferred income taxes 7,559 — 2,989 — 10,548 Other current assets 37,391 1,681 25,600 — 64,672 Total current assets 96,007 68,090 393,852 — 557,949 Property, plant and equipment, net 6,851 20,902 120,692 — 148,445 Goodwill 38,847 175,045 398,340 — 612,232 Other intangibles, net 11,020 102,705 203,184 — 316,909 Investment in subsidiaries 2,056,121 1,076,426 31,019 (3,163,566 ) — Intercompany receivable — 601,999 584,965 (1,186,964 ) — Other long-term assets 19,620 — 5,863 — 25,483 Total assets $ 2,228,466 $ 2,045,167 $ 1,737,915 $ (4,350,530 ) $ 1,661,018 LIABILITIES & SHAREHOLDERS' EQUITY Current liabilities Trade accounts payable $ 15,440 $ 20,953 $ 93,296 $ — $ 129,689 Accrued compensation and benefits 13,269 2,426 26,738 — 42,433 Income taxes payable (273 ) (550 ) 4,253 — 3,430 Other current liabilities 19,886 3,180 34,215 — 57,281 Total current liabilities 48,322 26,009 158,502 — 232,833 Long-term debt, less current maturities 600,000 — — — 600,000 Deferred income taxes 48,635 — 38,432 — 87,067 Pension and postretirement benefit liabilities 6,919 — 6,052 — 12,971 Other long-term liabilities 44,927 2,090 7,825 — 54,842 Intercompany payable 806,358 — 380,606 (1,186,964 ) — Shareholders’ equity 673,305 2,017,068 1,146,498 (3,163,566 ) 673,305 Total liabilities and shareholders’ equity $ 2,228,466 $ 2,045,167 $ 1,737,915 $ (4,350,530 ) $ 1,661,018 CONDENSED CONSOLIDATING BALANCE SHEETS (in thousands) August 31, 2014 Parent Guarantors Non-Guarantors Eliminations Consolidated ASSETS Current assets Cash and cash equivalents $ 27,931 $ 3,325 $ 77,756 $ — $ 109,012 Accounts receivable, net 22,811 38,511 165,686 — 227,008 Inventories, net 31,024 38,860 92,736 — 162,620 Deferred income taxes 7,503 — 3,547 — 11,050 Other current assets 3,871 1,057 28,372 — 33,300 Total current assets 93,140 81,753 368,097 — 542,990 Property, plant and equipment, net 9,096 22,879 137,126 — 169,101 Goodwill 44,700 280,693 417,377 — 742,770 Other intangibles, net 11,974 140,400 212,803 — 365,177 Investment in subsidiaries 2,286,068 806,414 237,207 (3,329,689 ) — Intercompany receivable — 678,073 622,818 (1,300,891 ) — Other long-term assets 23,432 — 13,409 — 36,841 Total assets $ 2,468,410 $ 2,010,212 $ 2,008,837 $ (4,630,580 ) $ 1,856,879 LIABILITIES & SHAREHOLDERS' EQUITY Current liabilities Trade accounts payable $ 20,014 $ 25,673 $ 100,111 $ — $ 145,798 Accrued compensation and benefits 15,135 3,293 34,536 — 52,964 Income taxes payable 31,582 — 6,765 — 38,347 Current maturities of debt 4,500 — — — 4,500 Other current liabilities 19,081 3,989 34,442 — 57,512 Total current liabilities 90,312 32,955 175,854 — 299,121 Long-term debt 385,500 — — — 385,500 Deferred income taxes 47,543 — 49,427 — 96,970 Pension and postretirement benefit liabilities 8,668 — 7,031 — 15,699 Other long-term liabilities 42,647 4,138 11,093 — 57,878 Intercompany payable 892,029 — 408,861 (1,300,890 ) — Shareholders’ equity 1,001,711 1,973,119 1,356,571 (3,329,690 ) 1,001,711 Total liabilities and shareholders’ equity $ 2,468,410 $ 2,010,212 $ 2,008,837 $ (4,630,580 ) $ 1,856,879 |
Condensed Consolidating Statements of Cash Flows | CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (in thousands) Nine Months Ended May 31, 2015 Parent Guarantors Non-Guarantors Eliminations Consolidated Operating Activities Cash provided by (used in) operating activities $ 36,510 $ (39,865 ) $ 44,635 $ — $ 41,280 Investing Activities Capital expenditures (880 ) (3,495 ) (12,859 ) — (17,234 ) Proceeds from sale of property, plant and equipment — 203 683 — 886 Intercompany investment (1,117 ) — — 1,117 — Cash used in investing activities (1,997 ) (3,292 ) (12,176 ) 1,117 (16,348 ) Financing Activities Proceeds from term loan 213,375 — — — 213,375 Debt issuance costs (1,875 ) — — — (1,875 ) Principal repayments on term loan (3,375 ) — — — (3,375 ) Purchase of treasury shares (204,627 ) — — — (204,627 ) Intercompany loan activity (58,569 ) 40,796 17,773 — — Intercompany capital contribution — — 1,117 (1,117 ) — Stock option exercises, related tax benefits and other 5,046 — — — 5,046 Cash dividend (2,598 ) — — — (2,598 ) Cash provided by (used in) financing activities (52,623 ) 40,796 18,890 (1,117 ) 5,946 Effect of exchange rate changes on cash — — (31,765 ) — (31,765 ) Net (decrease) increase in cash and cash equivalents (18,110 ) (2,361 ) 19,584 — (887 ) Cash and cash equivalents—beginning of period 27,931 3,325 77,756 — 109,012 Cash and cash equivalents—end of period $ 9,821 $ 964 $ 97,340 $ — $ 108,125 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (in thousands) Nine Months Ended May 31, 2014 Parent Guarantors Non-Guarantors Eliminations Consolidated Operating Activities Cash provided by operating activities $ 33,121 $ 10,376 $ 44,405 $ (14,716 ) $ 73,186 Investing Activities Capital expenditures (3,823 ) (3,558 ) (26,458 ) — (33,839 ) Proceeds from sale of property, plant and equipment 52 484 43,500 — 44,036 Proceeds from sale of business, net of transaction costs (4,586 ) 214,268 43,091 — 252,773 Business acquisitions, net of cash acquired (30,500 ) — — — (30,500 ) Intercompany investment — (99,963 ) — 99,963 — Cash provided by (used in) investing activities (38,857 ) 111,231 60,133 99,963 232,470 Financing Activities Net repayments on revolver (125,000 ) — — — (125,000 ) Purchase of treasury shares (183,152 ) — — — (183,152 ) Intercompany loan activity 313,748 (118,216 ) (195,532 ) — — Intercompany capital contribution — — 99,963 (99,963 ) — Stock option exercises, related tax benefits and other 29,849 — — — 29,849 Payment of contingent acquisition consideration — — (1,585 ) — (1,585 ) Cash dividend (2,919 ) — (14,716 ) 14,716 (2,919 ) Cash provided by (used in) financing activities 32,526 (118,216 ) (111,870 ) (85,247 ) (282,807 ) Effect of exchange rate changes on cash — — 2,790 — 2,790 Net increase (decrease) in cash and cash equivalents 26,790 3,391 (4,542 ) — 25,639 Cash and cash equivalents—beginning of period 16,122 — 87,864 — 103,986 Cash and cash equivalents—end of period $ 42,912 $ 3,391 $ 83,322 $ — $ 129,625 |
Basis of Presentation Basis of
Basis of Presentation Basis of Presentation - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
May. 31, 2015 | Feb. 28, 2015 | May. 31, 2014 | May. 31, 2015 | May. 31, 2014 | |
Accounting Policies [Abstract] | |||||
Prior Period Reclassification Adjustment | $ 10,400 | ||||
Impairment charge | $ 0 | $ 84,353 | $ 0 | $ 84,353 | $ 0 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ in Thousands | May. 23, 2014 | May. 31, 2015 | May. 31, 2014 | May. 31, 2015 | May. 31, 2014 |
Business Acquisition [Line Items] | |||||
Cash paid for business acquisitions, net of cash acquired | $ 0 | $ 30,500 | |||
Purchase accounting adjustments | 3,244 | ||||
Net sales | $ 320,100 | $ 378,187 | 948,870 | $ 1,045,513 | |
Hayes Industries [Member] | |||||
Business Acquisition [Line Items] | |||||
Business Acquisition, Date of Acquisition Agreement | May 23, 2014 | ||||
Cash paid for business acquisitions, net of cash acquired | $ 30,500 | ||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 4,000 | 4,000 | |||
Recognition of Goodwill due to Business acquired | 14,300 | ||||
Business Acquisition, Purchase Price Allocation, Intangible Assets Other than Goodwill | 10,600 | ||||
Purchase accounting adjustments | 3,244 | ||||
Net sales | $ 7,600 | $ 21,700 | |||
Hayes Industries [Member] | Customer relationships | |||||
Business Acquisition [Line Items] | |||||
Business Acquisition, Purchase Price Allocation, Intangible Assets Other than Goodwill | 3,300 | ||||
Hayes Industries [Member] | Patents | |||||
Business Acquisition [Line Items] | |||||
Business Acquisition, Purchase Price Allocation, Intangible Assets Other than Goodwill | 5,000 | ||||
Hayes Industries [Member] | Tradenames | |||||
Business Acquisition [Line Items] | |||||
Business Acquisition, Purchase Price Allocation, Intangible Assets Other than Goodwill | 2,000 | ||||
Hayes Industries [Member] | Other intangibles | |||||
Business Acquisition [Line Items] | |||||
Business Acquisition, Purchase Price Allocation, Intangible Assets Other than Goodwill | $ 300 |
Discontinued Operations and D32
Discontinued Operations and Divestiture Activities Income Statement and Balance Sheet Summary (Details) - USD ($) $ in Thousands | Dec. 13, 2013 | May. 31, 2015 | May. 31, 2014 | May. 31, 2015 | May. 31, 2014 |
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||
Income from discontinued operations, net of income taxes | $ 0 | $ 0 | $ 0 | $ 22,120 | |
Electrical | |||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||
Net sales | 72,139 | ||||
Operating loss | (4,873) | ||||
Gain on disposal | $ 34,459 | 34,459 | |||
Income tax expense | (7,466) | ||||
Income from discontinued operations, net of income taxes | $ 22,120 |
Discontinued Operations and D33
Discontinued Operations and Divestiture Activities Narrative (Details) - USD ($) $ in Thousands | Jun. 13, 2014 | Dec. 13, 2013 | May. 31, 2014 | May. 31, 2015 | May. 31, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations and Divestiture Activities[Line Items] | |||||
Proceeds from sale of businesses, net of transaction costs | $ 252,773 | ||||
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | $ 0 | 26,339 | |||
Electrical | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations and Divestiture Activities[Line Items] | |||||
Disposal Date | Dec. 13, 2013 | ||||
Proceeds from sale of businesses, net of transaction costs | $ 252,400 | ||||
Gain on disposal | 34,459 | 34,459 | |||
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | $ 26,339 | ||||
Recreational vehicle [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations and Divestiture Activities[Line Items] | |||||
Disposal Date | Jun. 13, 2014 | ||||
Proceeds from sale of businesses, net of transaction costs | $ 36,500 | ||||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | (13,495) | ||||
Disposal Group, Not Discontinued Operations, Gain (Loss) on Disposal - net of tax | $ 2,800 | ||||
Disposal Group, Not Discontinued Operations, revenue | $ 7,700 | $ 20,800 |
Changes in Carrying Value of Go
Changes in Carrying Value of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Feb. 28, 2015 | May. 31, 2015 | |
Goodwill [Roll Forward] | ||
Balance as of August 31, 2014 | $ 742,770 | |
Purchase accounting adjustments | (3,244) | |
Goodwill Impairment charge | $ (77,992) | (78,530) |
Impact of changes in foreign currency rates | (48,764) | |
Balance as of May 31, 2015 | 612,232 | |
Industrial | ||
Goodwill [Roll Forward] | ||
Balance as of August 31, 2014 | 100,265 | |
Purchase accounting adjustments | (3,244) | |
Goodwill Impairment charge | 0 | |
Impact of changes in foreign currency rates | (5,058) | |
Balance as of May 31, 2015 | 91,963 | |
Energy | ||
Goodwill [Roll Forward] | ||
Balance as of August 31, 2014 | 350,628 | |
Purchase accounting adjustments | 0 | |
Goodwill Impairment charge | (78,530) | |
Impact of changes in foreign currency rates | (31,382) | |
Balance as of May 31, 2015 | 240,715 | |
Engineered Solutions | ||
Goodwill [Roll Forward] | ||
Balance as of August 31, 2014 | 291,877 | |
Purchase accounting adjustments | 0 | |
Goodwill Impairment charge | 0 | |
Impact of changes in foreign currency rates | (12,324) | |
Balance as of May 31, 2015 | $ 279,553 |
Gross Carrying Amount and Accum
Gross Carrying Amount and Accumulated Amortization of Other Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
May. 31, 2015 | Aug. 31, 2014 | |
Indefinite And Finite Lived Intangible Assets [Line Items] | ||
Accumulated Amortization | $ 159,772 | $ 148,184 |
Other intangibles, gross | 476,681 | 513,361 |
Other intangibles, net | 316,909 | 365,177 |
Tradenames | ||
Indefinite And Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 112,843 | 125,905 |
Customer relationships | ||
Indefinite And Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (Years) | 15 years | |
Gross Carrying Value | $ 304,265 | 325,164 |
Accumulated Amortization | 127,241 | 117,706 |
Net Book Value | $ 177,024 | 207,458 |
Patents | ||
Indefinite And Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (Years) | 10 years | |
Gross Carrying Value | $ 30,879 | 31,678 |
Accumulated Amortization | 19,229 | 17,494 |
Net Book Value | $ 11,650 | 14,184 |
Trademarks and tradenames | ||
Indefinite And Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (Years) | 18 years | |
Gross Carrying Value | $ 21,850 | 23,241 |
Accumulated Amortization | 6,797 | 6,201 |
Net Book Value | $ 15,053 | 17,040 |
Other intangibles | ||
Indefinite And Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (Years) | 3 years | |
Gross Carrying Value | $ 6,844 | 7,373 |
Accumulated Amortization | 6,505 | 6,783 |
Net Book Value | $ 339 | $ 590 |
Goodwill and Other Intangible36
Goodwill and Other Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
May. 31, 2015 | Feb. 28, 2015 | May. 31, 2014 | May. 31, 2015 | May. 31, 2014 | Aug. 31, 2014 | |
Goodwill [Line Items] | ||||||
Impairment charge | $ 0 | $ 84,353 | $ 0 | $ 84,353 | $ 0 | |
Goodwill Impairment charge | 77,992 | 78,530 | ||||
Goodwill | 612,232 | 612,232 | $ 742,770 | |||
Future Amortization Expense, Remainder of 2015 | 5,900 | 5,900 | ||||
Future Amortization Expense, 2016 | 23,600 | 23,600 | ||||
Future Amortization Expense, 2017 | 22,700 | 22,700 | ||||
Future Amortization Expense, 2018 | 22,300 | 22,300 | ||||
Future Amortization Expense, 2019 | 22,100 | 22,100 | ||||
Future Amortization Expense, 2020 | 21,500 | 21,500 | ||||
Future Amortization Expense, Thereafter | 86,000 | 86,000 | ||||
Energy | ||||||
Goodwill [Line Items] | ||||||
Goodwill Impairment charge | 78,530 | |||||
Goodwill | $ 240,715 | $ 240,715 | $ 350,628 | |||
Tradenames | ||||||
Goodwill [Line Items] | ||||||
Impairment of Intangible Assets (Excluding Goodwill) | $ 6,362 |
Rollforward of Accrued Product
Rollforward of Accrued Product Warranty Reserve (Details) - USD ($) $ in Thousands | 9 Months Ended | |
May. 31, 2015 | May. 31, 2014 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||
Beginning balance | $ 4,056 | $ 7,413 |
Provision for warranties | 4,198 | 2,923 |
Warranty reserve of acquired business | 0 | (50) |
Warranty payments and costs incurred | (3,505) | (5,311) |
Impact of changes in foreign currency rates | (589) | 30 |
Ending balance | $ 4,160 | $ 5,105 |
Long-Term Indebtedness (Details
Long-Term Indebtedness (Details) - USD ($) $ in Thousands | May. 31, 2015 | Aug. 31, 2014 |
Debt Instrument [Line Items] | ||
Total Senior Indebtedness | $ 600,000 | $ 390,000 |
Less: current maturities of long-term debt | 0 | (4,500) |
Total long-term debt, less current maturities | 600,000 | 385,500 |
Line of Credit | ||
Debt Instrument [Line Items] | ||
Total Senior Indebtedness | 300,000 | 90,000 |
Line of Credit | Senior Credit Facility - Revolver | ||
Debt Instrument [Line Items] | ||
Total Senior Indebtedness | 0 | 0 |
Line of Credit | Senior Credit Facility - Term Loan | ||
Debt Instrument [Line Items] | ||
Total Senior Indebtedness | 300,000 | 90,000 |
Senior Notes | 5.625% Senior Notes | ||
Debt Instrument [Line Items] | ||
Total Senior Indebtedness | $ 300,000 | $ 300,000 |
Debt - Additional Information (
Debt - Additional Information (Details) | Apr. 16, 2012USD ($) | Dec. 31, 2015USD ($) | May. 31, 2015USD ($)covenant | May. 31, 2015USD ($)covenant |
Debt Instrument [Line Items] | ||||
Senior credit facility expansion option, available | $ 450,000,000 | $ 450,000,000 | ||
Debt Instrument, actual interest rate | 1.94% | 1.94% | ||
Libor Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate over variable rate | 1.75% | |||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Maturity Date | May 8, 2020 | |||
Maximum borrowing capacity | $ 600,000,000 | $ 600,000,000 | ||
Senior Credit Facility - Term Loan | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 300,000,000 | 300,000,000 | ||
Quarterly installments, payable on term loan | 3,750,000 | |||
Line of Credit | Senior Credit Facility - Revolver | ||||
Debt Instrument [Line Items] | ||||
Unused credit line | 590,800,000 | 590,800,000 | ||
Unused credit line Available for Borrowing, Amount | 250,500,000 | $ 250,500,000 | ||
Senior Notes | 5.625% Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Maturity Date | Jun. 15, 2022 | |||
Debt Instrument, Face Amount | $ 300,000,000 | $ 300,000,000 | $ 300,000,000 | |
Debt instrument, interest rate | 5.625% | 5.625% | 5.625% | |
Debt Instrument, Call Date, Earliest | Jun. 19, 2015 | |||
Debt Instrument, Call Date, Latest | Jul. 20, 2015 | |||
Debt Instrument, Repurchase Amount | $ 165,000,000 | $ 165,000,000 | ||
Debt Instrument, Fair Value, Current Price | 102.80% | 102.80% | ||
Minimum | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.15% | |||
Interest coverage ratio | covenant | 3.50 | 3.50 | ||
Minimum | Libor Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate over variable rate | 1.00% | |||
Minimum | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate over variable rate | 0.00% | |||
Minimum | Senior Notes | 5.625% Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Redemption Price, Percentage | 100.00% | |||
Maximum | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.35% | |||
Leverage ratio | covenant | 3.75 | 3.75 | ||
Maximum | Libor Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate over variable rate | 2.25% | |||
Maximum | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate over variable rate | 1.25% | |||
Maximum | Senior Notes | 5.625% Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Redemption Price, Percentage | 102.80% | |||
Scenario, Forecast | Senior Credit Facility - Term Loan | ||||
Debt Instrument [Line Items] | ||||
Quarterly installments, payable on term loan | $ 7,500,000 |
Fair Value of Financial Assets
Fair Value of Financial Assets and Liabilities Included in Condensed Consolidated Balance Sheet (Details) - USD ($) $ in Thousands | May. 31, 2015 | Aug. 31, 2014 |
Level 1 Valuation: | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | $ 1,971 | $ 1,207 |
Investments | 1,669 | 2,118 |
Level 2 Valuation: | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign currency derivatives | $ 202 | $ (966) |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Details) - Senior Notes - 5.625% Senior Notes - USD ($) | May. 31, 2015 | Aug. 31, 2014 | Apr. 16, 2012 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Debt Instrument, Face Amount | $ 300,000,000 | $ 300,000,000 | |
Debt instrument, interest rate | 5.625% | 5.625% | |
Fair value of long-term debt | $ 308,300,000 | $ 315,800,000 |
Derivatives Narrative (Details)
Derivatives Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
May. 31, 2015 | May. 31, 2014 | May. 31, 2015 | May. 31, 2014 | Aug. 31, 2014 | |
Derivative [Line Items] | |||||
Gain (Loss) on Foreign Currency Fair Value Hedge Derivatives and Not Designated as Hedging Instruments at Fair Value | $ 2,310 | $ (2,141) | $ 304 | $ (13,452) | |
Fair Value Hedging [Member] | |||||
Derivative [Line Items] | |||||
Derivative, Notional Amount | $ 186,400 | $ 186,400 | $ 219,900 |
Capital Stock and Share Repur43
Capital Stock and Share Repurchase Share Repurchase (Details) - $ / shares | 9 Months Ended | 12 Months Ended | 33 Months Ended | ||
May. 31, 2015 | Aug. 31, 2014 | Aug. 31, 2013 | Aug. 31, 2012 | May. 31, 2015 | |
Equity [Abstract] | |||||
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased | 8,594,683 | 8,594,683 | |||
Treasury Stock, Shares, Acquired | 7,209,958 | 8,211,846 | 1,324,762 | 2,658,751 | 19,405,317 |
Treasury Stock Acquired, Average Cost Per Share | $ 28.35 | $ 34.52 | $ 31.55 | $ 23.70 | $ 30.54 |
Capital Stock (Details)
Capital Stock (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
May. 31, 2015 | May. 31, 2014 | May. 31, 2015 | May. 31, 2014 | |
Earnings Per Share [Abstract] | ||||
Earnings (loss) from continuing operations | $ 37,958 | $ 50,557 | $ (2,206) | $ 105,866 |
Weighted average common shares outstanding - basic | 59,617 | 70,432 | 61,911 | 71,915 |
Net effect of dilutive securities—stock based compensation plans (1) | 626 | 1,338 | 0 | 1,603 |
Weighted average common shares outstanding - diluted | 60,243 | 71,770 | 61,911 | 73,518 |
Basic | $ 0.64 | $ 0.72 | $ (0.04) | $ 1.47 |
Diluted | $ 0.63 | $ 0.70 | $ (0.04) | $ 1.44 |
Anti-dilutive securities stock based compensation plans (excluded from earnings per share calculation) | 2,256 | 463 | 4,662 | 558 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
May. 31, 2015 | Feb. 28, 2015 | May. 31, 2014 | May. 31, 2015 | May. 31, 2014 | Aug. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||||||
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest | $ 34,971 | $ 52,228 | $ 4,579 | $ 119,377 | ||
Income tax expense (benefit) | $ (2,987) | $ 1,671 | $ 6,785 | $ 13,511 | ||
Effective Tax Rate | (8.50%) | 3.20% | 148.20% | 11.30% | ||
Impairment charge | $ 0 | $ 84,353 | $ 0 | $ 84,353 | $ 0 | |
Asset Impairment Charge Income Tax Benefit | $ 1,700 | |||||
Tax Adjustments, Settlements, and Unusual Provisions | 19,200 | |||||
Unrecognized Tax Benefits | 21,200 | 21,200 | $ 32,300 | |||
Valuation Allowances and Reserves, Adjustments | 5,200 | |||||
Discrete item | 10,500 | |||||
Unrecognized Tax Benefits, Period Increase (Decrease) | 5,000 | $ 6,800 | ||||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | $ 2,100 | $ 2,100 | $ 2,000 |
Summary of Financial Informatio
Summary of Financial Information by Reportable Segment and Product Line (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
May. 31, 2015USD ($) | May. 31, 2014USD ($) | May. 31, 2015USD ($)Segment | May. 31, 2014USD ($) | Aug. 31, 2014USD ($) | |
Segment Reporting Information [Line Items] | |||||
Number of reportable segments | Segment | 3 | ||||
Net sales | $ 320,100 | $ 378,187 | $ 948,870 | $ 1,045,513 | |
Operating profit (Loss) | 43,002 | 58,780 | 24,773 | 141,408 | |
Assets | 1,661,018 | 1,661,018 | $ 1,856,879 | ||
Industrial | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 103,546 | 109,809 | 302,448 | 302,022 | |
Operating profit (Loss) | 29,165 | 34,123 | 79,386 | 87,496 | |
Assets | 289,849 | 289,849 | 307,058 | ||
Energy | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 99,297 | 125,231 | 311,029 | 339,187 | |
Operating profit (Loss) | 12,774 | 19,936 | (50,457) | 38,363 | |
Assets | 619,514 | 619,514 | 788,915 | ||
Engineered Solutions | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 117,257 | 143,147 | 335,393 | 404,304 | |
Operating profit (Loss) | 8,313 | 13,560 | 16,601 | 36,297 | |
Assets | 624,289 | 624,289 | 643,323 | ||
Vehicle Systems | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 59,673 | 75,442 | 170,122 | 214,369 | |
Other | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 57,584 | 67,705 | 165,271 | 189,935 | |
General Corporate | |||||
Segment Reporting Information [Line Items] | |||||
Operating profit (Loss) | (7,250) | $ (8,839) | (20,757) | $ (20,748) | |
Assets | $ 127,366 | $ 127,366 | $ 117,583 |
Contingencies and Litigation -
Contingencies and Litigation - Additional Information (Details) - USD ($) $ in Millions | 9 Months Ended | |
May. 31, 2015 | Aug. 31, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations and Divestiture Activities[Line Items] | ||
Outstanding letters of credit | $ 16.4 | $ 14 |
Litigation Settlement, Expense | 3 | |
Discounted present value of future minimum lease payments | 18.5 | |
Electrical | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations and Divestiture Activities[Line Items] | ||
Discounted present value of future minimum lease payments | $ 13.7 |
Guarantor Subsidiaries - Additi
Guarantor Subsidiaries - Additional Information (Details) - 5.625% Senior Notes - Senior Notes - USD ($) | May. 31, 2015 | Apr. 16, 2012 |
Guarantor Obligations [Line Items] | ||
Debt Instrument, Face Amount | $ 300,000,000 | $ 300,000,000 |
Debt instrument, interest rate | 5.625% | 5.625% |
Condensed Consolidating Stateme
Condensed Consolidating Statements of Earnings and Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
May. 31, 2015 | Feb. 28, 2015 | May. 31, 2014 | May. 31, 2015 | May. 31, 2014 | |
Condensed Financial Statements, Captions [Line Items] | |||||
Net sales | $ 320,100 | $ 378,187 | $ 948,870 | $ 1,045,513 | |
Cost of products sold | 201,540 | 229,637 | 593,573 | 640,737 | |
Gross profit | 118,560 | 148,550 | 355,297 | 404,776 | |
Selling, administrative and engineering expenses | 69,569 | 83,498 | 227,809 | 244,655 | |
Amortization of intangible assets | 5,989 | 6,272 | 18,362 | 18,713 | |
Impairment charge | 0 | $ 84,353 | 0 | 84,353 | 0 |
Operating profit | 43,002 | 58,780 | 24,773 | 141,408 | |
Financing costs, net | 7,462 | 5,932 | 20,683 | 18,944 | |
Intercompany expense (income), net | 0 | 0 | 0 | 0 | |
Intercompany dividend income | 0 | ||||
Other (income) expense, net | 569 | 620 | (489) | 3,087 | |
Earnings from continuing operations before income taxes | 34,971 | 52,228 | 4,579 | 119,377 | |
Income tax expense (benefit) | (2,987) | 1,671 | 6,785 | 13,511 | |
Net earnings before equity in earnings (loss) of subsidiaries | 37,958 | 50,557 | (2,206) | 105,866 | |
Equity in earnings (loss) of subsidiaries | 0 | 0 | 0 | 0 | |
Earnings (loss) from continuing operations | 37,958 | 50,557 | (2,206) | 105,866 | |
Earnings from discontinued operations, net of income taxes | 0 | 0 | 0 | 22,120 | |
Net earnings (loss) | 37,958 | 50,557 | (2,206) | 127,986 | |
Comprehensive (loss) income | 27,259 | 50,729 | (132,616) | 149,558 | |
Parent | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Net sales | 40,011 | 54,219 | 119,612 | 142,905 | |
Cost of products sold | 11,749 | 14,841 | 33,792 | 38,905 | |
Gross profit | 28,262 | 39,378 | 85,820 | 104,000 | |
Selling, administrative and engineering expenses | 16,560 | 21,554 | 52,062 | 57,811 | |
Amortization of intangible assets | 318 | 318 | 954 | 954 | |
Impairment charge | 0 | ||||
Operating profit | 11,384 | 17,506 | 32,804 | 45,235 | |
Financing costs, net | 7,769 | 6,122 | 21,583 | 19,400 | |
Intercompany expense (income), net | (3,559) | (5,620) | (14,389) | (22,770) | |
Intercompany dividend income | (212) | ||||
Other (income) expense, net | 123 | 1,597 | 342 | 12,683 | |
Earnings from continuing operations before income taxes | 7,051 | 15,407 | 25,480 | 35,922 | |
Income tax expense (benefit) | (11,957) | (9,755) | (8,133) | (3,862) | |
Net earnings before equity in earnings (loss) of subsidiaries | 19,008 | 25,162 | 33,613 | 39,784 | |
Equity in earnings (loss) of subsidiaries | 18,950 | 25,395 | (35,819) | 109,714 | |
Earnings (loss) from continuing operations | 149,498 | ||||
Earnings from discontinued operations, net of income taxes | (21,512) | ||||
Net earnings (loss) | 37,958 | 50,557 | (2,206) | 127,986 | |
Comprehensive (loss) income | 27,259 | 50,729 | (132,616) | 149,558 | |
Guarantors | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Net sales | 58,896 | 84,870 | 207,162 | 239,709 | |
Cost of products sold | 40,360 | 58,152 | 145,800 | 165,416 | |
Gross profit | 18,536 | 26,718 | 61,362 | 74,293 | |
Selling, administrative and engineering expenses | 11,228 | 16,128 | 45,062 | 45,833 | |
Amortization of intangible assets | 2,394 | 2,575 | 7,964 | 7,726 | |
Impairment charge | 20,249 | ||||
Operating profit | 4,914 | 8,015 | (11,913) | 20,734 | |
Financing costs, net | 0 | 0 | 0 | 3 | |
Intercompany expense (income), net | (1,187) | 560 | 896 | 5,555 | |
Intercompany dividend income | (243) | ||||
Other (income) expense, net | 27 | 23 | (133) | (395) | |
Earnings from continuing operations before income taxes | 6,074 | 7,432 | (12,433) | 15,571 | |
Income tax expense (benefit) | 914 | 2,306 | 1,413 | 4,580 | |
Net earnings before equity in earnings (loss) of subsidiaries | 5,160 | 5,126 | (13,846) | 10,991 | |
Equity in earnings (loss) of subsidiaries | 12,757 | 20,151 | (1,673) | 9,488 | |
Earnings (loss) from continuing operations | 20,479 | ||||
Earnings from discontinued operations, net of income taxes | 56,494 | ||||
Net earnings (loss) | 17,917 | 25,277 | (15,519) | 76,973 | |
Comprehensive (loss) income | 13,244 | 25,621 | (58,603) | 99,361 | |
Non-Guarantors | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Net sales | 221,193 | 239,098 | 622,096 | 662,899 | |
Cost of products sold | 149,431 | 156,644 | 413,981 | 436,416 | |
Gross profit | 71,762 | 82,454 | 208,115 | 226,483 | |
Selling, administrative and engineering expenses | 41,781 | 45,816 | 130,685 | 141,011 | |
Amortization of intangible assets | 3,277 | 3,379 | 9,444 | 10,033 | |
Impairment charge | 64,104 | ||||
Operating profit | 26,704 | 33,259 | 3,882 | 75,439 | |
Financing costs, net | (307) | (190) | (900) | (459) | |
Intercompany expense (income), net | 4,746 | 5,060 | 13,493 | 17,215 | |
Intercompany dividend income | (31) | ||||
Other (income) expense, net | 419 | (1,000) | (698) | (9,201) | |
Earnings from continuing operations before income taxes | 21,846 | 29,389 | (7,982) | 67,884 | |
Income tax expense (benefit) | 8,056 | 9,120 | 13,589 | 12,793 | |
Net earnings before equity in earnings (loss) of subsidiaries | 13,790 | 20,269 | (21,571) | 55,091 | |
Equity in earnings (loss) of subsidiaries | (340) | 683 | 177 | 4,750 | |
Earnings (loss) from continuing operations | 59,841 | ||||
Earnings from discontinued operations, net of income taxes | (12,862) | ||||
Net earnings (loss) | 13,450 | 20,952 | (21,394) | 46,979 | |
Comprehensive (loss) income | 7,930 | 20,970 | (80,728) | 42,837 | |
Eliminations | |||||
Condensed Financial Statements, Captions [Line Items] | |||||
Net sales | 0 | 0 | 0 | 0 | |
Cost of products sold | 0 | 0 | 0 | 0 | |
Gross profit | 0 | 0 | 0 | 0 | |
Selling, administrative and engineering expenses | 0 | 0 | 0 | 0 | |
Amortization of intangible assets | 0 | 0 | 0 | 0 | |
Impairment charge | 0 | ||||
Operating profit | 0 | 0 | 0 | 0 | |
Financing costs, net | 0 | 0 | 0 | 0 | |
Intercompany expense (income), net | 0 | 0 | 0 | 0 | |
Intercompany dividend income | 486 | ||||
Other (income) expense, net | 0 | 0 | 0 | 0 | |
Earnings from continuing operations before income taxes | 0 | 0 | (486) | 0 | |
Income tax expense (benefit) | 0 | 0 | (84) | 0 | |
Net earnings before equity in earnings (loss) of subsidiaries | 0 | 0 | (402) | 0 | |
Equity in earnings (loss) of subsidiaries | (31,367) | (46,229) | 37,315 | (123,952) | |
Earnings (loss) from continuing operations | (123,952) | ||||
Earnings from discontinued operations, net of income taxes | 0 | ||||
Net earnings (loss) | (31,367) | (46,229) | 36,913 | (123,952) | |
Comprehensive (loss) income | $ (21,174) | $ (46,591) | $ 139,331 | $ (142,198) |
Condensed Consolidating Balance
Condensed Consolidating Balance Sheets (Details) - USD ($) $ in Thousands | May. 31, 2015 | Aug. 31, 2014 | May. 31, 2014 | Aug. 31, 2013 |
Current assets | ||||
Cash and cash equivalents | $ 108,125 | $ 109,012 | $ 129,625 | $ 103,986 |
Accounts receivable, net | 219,408 | 227,008 | ||
Inventories, net | 155,196 | 162,620 | ||
Deferred income taxes | 10,548 | 11,050 | ||
Other current assets | 64,672 | 33,300 | ||
Total current assets | 557,949 | 542,990 | ||
Property, plant and equipment, net | 148,445 | 169,101 | ||
Goodwill | 612,232 | 742,770 | ||
Other intangibles, net | 316,909 | 365,177 | ||
Investment in subsidiaries | 0 | 0 | ||
Intercompany receivable | 0 | 0 | ||
Other long-term assets | 25,483 | 36,841 | ||
Total assets | 1,661,018 | 1,856,879 | ||
Current liabilities | ||||
Trade accounts payable | 129,689 | 145,798 | ||
Accrued compensation and benefits | 42,433 | 52,964 | ||
Current maturities of debt | 4,500 | |||
Income taxes payable | 3,430 | 38,347 | ||
Other current liabilities | 57,281 | 57,512 | ||
Total current liabilities | 232,833 | 299,121 | ||
Long-term debt, less current maturities | 600,000 | 385,500 | ||
Deferred income taxes | 87,067 | 96,970 | ||
Pension and postretirement benefit liabilities | 12,971 | 15,699 | ||
Other long-term liabilities | 54,842 | 57,878 | ||
Intercompany payable | 0 | 0 | ||
Shareholders’ equity | 673,305 | 1,001,711 | ||
Total liabilities and shareholders’ equity | 1,661,018 | 1,856,879 | ||
Parent | ||||
Current assets | ||||
Cash and cash equivalents | 9,821 | 27,931 | 42,912 | 16,122 |
Accounts receivable, net | 15,863 | 22,811 | ||
Inventories, net | 25,373 | 31,024 | ||
Deferred income taxes | 7,559 | 7,503 | ||
Other current assets | 37,391 | 3,871 | ||
Total current assets | 96,007 | 93,140 | ||
Property, plant and equipment, net | 6,851 | 9,096 | ||
Goodwill | 38,847 | 44,700 | ||
Other intangibles, net | 11,020 | 11,974 | ||
Investment in subsidiaries | 2,056,121 | 2,286,068 | ||
Intercompany receivable | 0 | 0 | ||
Other long-term assets | 19,620 | 23,432 | ||
Total assets | 2,228,466 | 2,468,410 | ||
Current liabilities | ||||
Trade accounts payable | 15,440 | 20,014 | ||
Accrued compensation and benefits | 13,269 | 15,135 | ||
Current maturities of debt | 4,500 | |||
Income taxes payable | (273) | 31,582 | ||
Other current liabilities | 19,886 | 19,081 | ||
Total current liabilities | 48,322 | 90,312 | ||
Long-term debt, less current maturities | 600,000 | 385,500 | ||
Deferred income taxes | 48,635 | 47,543 | ||
Pension and postretirement benefit liabilities | 6,919 | 8,668 | ||
Other long-term liabilities | 44,927 | 42,647 | ||
Intercompany payable | 806,358 | 892,029 | ||
Shareholders’ equity | 673,305 | 1,001,711 | ||
Total liabilities and shareholders’ equity | 2,228,466 | 2,468,410 | ||
Guarantors | ||||
Current assets | ||||
Cash and cash equivalents | 964 | 3,325 | 3,391 | 0 |
Accounts receivable, net | 31,347 | 38,511 | ||
Inventories, net | 34,098 | 38,860 | ||
Deferred income taxes | 0 | 0 | ||
Other current assets | 1,681 | 1,057 | ||
Total current assets | 68,090 | 81,753 | ||
Property, plant and equipment, net | 20,902 | 22,879 | ||
Goodwill | 175,045 | 280,693 | ||
Other intangibles, net | 102,705 | 140,400 | ||
Investment in subsidiaries | 1,076,426 | 806,414 | ||
Intercompany receivable | 601,999 | 678,073 | ||
Other long-term assets | 0 | 0 | ||
Total assets | 2,045,167 | 2,010,212 | ||
Current liabilities | ||||
Trade accounts payable | 20,953 | 25,673 | ||
Accrued compensation and benefits | 2,426 | 3,293 | ||
Current maturities of debt | 0 | |||
Income taxes payable | (550) | 0 | ||
Other current liabilities | 3,180 | 3,989 | ||
Total current liabilities | 26,009 | 32,955 | ||
Long-term debt, less current maturities | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Pension and postretirement benefit liabilities | 0 | 0 | ||
Other long-term liabilities | 2,090 | 4,138 | ||
Intercompany payable | 0 | 0 | ||
Shareholders’ equity | 2,017,068 | 1,973,119 | ||
Total liabilities and shareholders’ equity | 2,045,167 | 2,010,212 | ||
Non-Guarantors | ||||
Current assets | ||||
Cash and cash equivalents | 97,340 | 77,756 | 83,322 | 87,864 |
Accounts receivable, net | 172,198 | 165,686 | ||
Inventories, net | 95,725 | 92,736 | ||
Deferred income taxes | 2,989 | 3,547 | ||
Other current assets | 25,600 | 28,372 | ||
Total current assets | 393,852 | 368,097 | ||
Property, plant and equipment, net | 120,692 | 137,126 | ||
Goodwill | 398,340 | 417,377 | ||
Other intangibles, net | 203,184 | 212,803 | ||
Investment in subsidiaries | 31,019 | 237,207 | ||
Intercompany receivable | 584,965 | 622,818 | ||
Other long-term assets | 5,863 | 13,409 | ||
Total assets | 1,737,915 | 2,008,837 | ||
Current liabilities | ||||
Trade accounts payable | 93,296 | 100,111 | ||
Accrued compensation and benefits | 26,738 | 34,536 | ||
Current maturities of debt | 0 | |||
Income taxes payable | 4,253 | 6,765 | ||
Other current liabilities | 34,215 | 34,442 | ||
Total current liabilities | 158,502 | 175,854 | ||
Long-term debt, less current maturities | 0 | 0 | ||
Deferred income taxes | 38,432 | 49,427 | ||
Pension and postretirement benefit liabilities | 6,052 | 7,031 | ||
Other long-term liabilities | 7,825 | 11,093 | ||
Intercompany payable | 380,606 | 408,861 | ||
Shareholders’ equity | 1,146,498 | 1,356,571 | ||
Total liabilities and shareholders’ equity | 1,737,915 | 2,008,837 | ||
Eliminations | ||||
Current assets | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Accounts receivable, net | 0 | 0 | ||
Inventories, net | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | 0 | 0 | ||
Property, plant and equipment, net | 0 | 0 | ||
Goodwill | 0 | 0 | ||
Other intangibles, net | 0 | 0 | ||
Investment in subsidiaries | (3,163,566) | (3,329,689) | ||
Intercompany receivable | (1,186,964) | (1,300,891) | ||
Other long-term assets | 0 | 0 | ||
Total assets | (4,350,530) | (4,630,580) | ||
Current liabilities | ||||
Trade accounts payable | 0 | 0 | ||
Accrued compensation and benefits | 0 | 0 | ||
Current maturities of debt | 0 | |||
Income taxes payable | 0 | 0 | ||
Other current liabilities | 0 | 0 | ||
Total current liabilities | 0 | 0 | ||
Long-term debt, less current maturities | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Pension and postretirement benefit liabilities | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Intercompany payable | (1,186,964) | (1,300,890) | ||
Shareholders’ equity | (3,163,566) | (3,329,690) | ||
Total liabilities and shareholders’ equity | $ (4,350,530) | $ (4,630,580) |
Condensed Consolidating State51
Condensed Consolidating Statements of Cash Flows (Details) - USD ($) $ in Thousands | 9 Months Ended | |
May. 31, 2015 | May. 31, 2014 | |
Operating Activities | ||
Cash provided by (used in) operating activities | $ 41,280 | $ 73,186 |
Investing Activities | ||
Capital expenditures | (17,234) | (33,839) |
Proceeds from sale of property, plant and equipment | 886 | 44,036 |
Proceeds from sale of businesses, net of transaction costs | 252,773 | |
Business acquisition, net of cash acquired | 0 | (30,500) |
Intercompany investment | 0 | 0 |
Cash (used in) provided by investing activities | (16,348) | 232,470 |
Financing Activities | ||
Debt issuance cost | (1,875) | 0 |
Purchase of treasury shares | (204,627) | (183,152) |
Intercompany Loan Activity | 0 | 0 |
Intercompany Capital Contribution | 0 | 0 |
Stock option exercises, related tax benefits and other | 5,046 | 29,849 |
Payment of contingent acquisition consideration | 0 | (1,585) |
Cash dividend | (2,598) | (2,919) |
Cash provided by (used in) financing activities | 5,946 | (282,807) |
Effect of exchange rate changes on cash | (31,765) | 2,790 |
Net (decrease) increase in cash and cash equivalents | (887) | 25,639 |
Cash and cash equivalents – beginning of period | 109,012 | 103,986 |
Cash and cash equivalents – end of period | 108,125 | 129,625 |
Line of Credit | Senior Credit Facility - Revolver | ||
Financing Activities | ||
Net repayments | 0 | (125,000) |
Line of Credit | Senior Credit Facility - Term Loan | ||
Financing Activities | ||
Proceeds from term loan | 213,375 | 0 |
Net repayments | (3,375) | 0 |
Parent | ||
Operating Activities | ||
Cash provided by (used in) operating activities | 36,510 | 33,121 |
Investing Activities | ||
Capital expenditures | (880) | (3,823) |
Proceeds from sale of property, plant and equipment | 0 | 52 |
Proceeds from sale of businesses, net of transaction costs | (4,586) | |
Business acquisition, net of cash acquired | (30,500) | |
Intercompany investment | (1,117) | 0 |
Cash (used in) provided by investing activities | (1,997) | (38,857) |
Financing Activities | ||
Debt issuance cost | (1,875) | |
Purchase of treasury shares | (204,627) | (183,152) |
Intercompany Loan Activity | 58,569 | (313,748) |
Intercompany Capital Contribution | 0 | 0 |
Stock option exercises, related tax benefits and other | 5,046 | 29,849 |
Payment of contingent acquisition consideration | 0 | |
Cash dividend | (2,598) | (2,919) |
Cash provided by (used in) financing activities | (52,623) | 32,526 |
Effect of exchange rate changes on cash | 0 | 0 |
Net (decrease) increase in cash and cash equivalents | (18,110) | 26,790 |
Cash and cash equivalents – beginning of period | 27,931 | 16,122 |
Cash and cash equivalents – end of period | 9,821 | 42,912 |
Parent | Line of Credit | Senior Credit Facility - Revolver | ||
Financing Activities | ||
Net repayments | (125,000) | |
Parent | Line of Credit | Senior Credit Facility - Term Loan | ||
Financing Activities | ||
Proceeds from term loan | 213,375 | |
Net repayments | (3,375) | |
Guarantors | ||
Operating Activities | ||
Cash provided by (used in) operating activities | (39,865) | 10,376 |
Investing Activities | ||
Capital expenditures | (3,495) | (3,558) |
Proceeds from sale of property, plant and equipment | 203 | 484 |
Proceeds from sale of businesses, net of transaction costs | 214,268 | |
Business acquisition, net of cash acquired | 0 | |
Intercompany investment | 0 | (99,963) |
Cash (used in) provided by investing activities | (3,292) | 111,231 |
Financing Activities | ||
Debt issuance cost | 0 | |
Purchase of treasury shares | 0 | 0 |
Intercompany Loan Activity | (40,796) | 118,216 |
Intercompany Capital Contribution | 0 | 0 |
Stock option exercises, related tax benefits and other | 0 | 0 |
Payment of contingent acquisition consideration | 0 | |
Cash dividend | 0 | 0 |
Cash provided by (used in) financing activities | 40,796 | (118,216) |
Effect of exchange rate changes on cash | 0 | 0 |
Net (decrease) increase in cash and cash equivalents | (2,361) | 3,391 |
Cash and cash equivalents – beginning of period | 3,325 | 0 |
Cash and cash equivalents – end of period | 964 | 3,391 |
Guarantors | Line of Credit | Senior Credit Facility - Revolver | ||
Financing Activities | ||
Net repayments | 0 | |
Guarantors | Line of Credit | Senior Credit Facility - Term Loan | ||
Financing Activities | ||
Proceeds from term loan | 0 | |
Net repayments | 0 | |
Non-Guarantors | ||
Operating Activities | ||
Cash provided by (used in) operating activities | 44,635 | 44,405 |
Investing Activities | ||
Capital expenditures | (12,859) | (26,458) |
Proceeds from sale of property, plant and equipment | 683 | 43,500 |
Proceeds from sale of businesses, net of transaction costs | 43,091 | |
Business acquisition, net of cash acquired | 0 | |
Intercompany investment | 0 | 0 |
Cash (used in) provided by investing activities | (12,176) | 60,133 |
Financing Activities | ||
Debt issuance cost | 0 | |
Purchase of treasury shares | 0 | 0 |
Intercompany Loan Activity | (17,773) | 195,532 |
Intercompany Capital Contribution | 1,117 | 99,963 |
Stock option exercises, related tax benefits and other | 0 | 0 |
Payment of contingent acquisition consideration | (1,585) | |
Cash dividend | 0 | (14,716) |
Cash provided by (used in) financing activities | 18,890 | (111,870) |
Effect of exchange rate changes on cash | (31,765) | 2,790 |
Net (decrease) increase in cash and cash equivalents | 19,584 | (4,542) |
Cash and cash equivalents – beginning of period | 77,756 | 87,864 |
Cash and cash equivalents – end of period | 97,340 | 83,322 |
Non-Guarantors | Line of Credit | Senior Credit Facility - Revolver | ||
Financing Activities | ||
Net repayments | 0 | |
Non-Guarantors | Line of Credit | Senior Credit Facility - Term Loan | ||
Financing Activities | ||
Proceeds from term loan | 0 | |
Net repayments | 0 | |
Eliminations | ||
Operating Activities | ||
Cash provided by (used in) operating activities | 0 | (14,716) |
Investing Activities | ||
Capital expenditures | 0 | 0 |
Proceeds from sale of property, plant and equipment | 0 | 0 |
Proceeds from sale of businesses, net of transaction costs | 0 | |
Business acquisition, net of cash acquired | 0 | |
Intercompany investment | 1,117 | 99,963 |
Cash (used in) provided by investing activities | 1,117 | 99,963 |
Financing Activities | ||
Debt issuance cost | 0 | |
Purchase of treasury shares | 0 | 0 |
Intercompany Loan Activity | 0 | 0 |
Intercompany Capital Contribution | (1,117) | (99,963) |
Stock option exercises, related tax benefits and other | 0 | 0 |
Payment of contingent acquisition consideration | 0 | |
Cash dividend | 0 | 14,716 |
Cash provided by (used in) financing activities | (1,117) | (85,247) |
Effect of exchange rate changes on cash | 0 | 0 |
Net (decrease) increase in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents – beginning of period | 0 | 0 |
Cash and cash equivalents – end of period | 0 | 0 |
Eliminations | Line of Credit | Senior Credit Facility - Revolver | ||
Financing Activities | ||
Net repayments | $ 0 | |
Eliminations | Line of Credit | Senior Credit Facility - Term Loan | ||
Financing Activities | ||
Proceeds from term loan | 0 | |
Net repayments | $ 0 |