Document and Entity Information
Document and Entity Information - $ / shares | 3 Months Ended | ||
Nov. 30, 2017 | Dec. 31, 2017 | Aug. 31, 2017 | |
Document Information [Line Items] | |||
Document Type | 10-Q | ||
Amendment Flag | false | ||
Document Period End Date | Nov. 30, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | Q1 | ||
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 | 60,007,521 | ||
Common Class A | |||
Document Information [Line Items] | |||
Common Stock, Par or Stated Value Per Share | $ 0.2 | $ 0.2 | |
Common Stock, Shares Authorized | 168,000,000 | 168,000,000 | |
Common Stock, Shares, Issued | 80,396,432 | 80,200,110 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Nov. 30, 2017 | Nov. 30, 2016 | |
Income Statement [Abstract] | ||
Net sales | $ 288,955 | $ 265,793 |
Cost of products sold | 188,044 | 172,726 |
Gross profit | 100,911 | 93,067 |
Selling, administrative and engineering expenses | 74,478 | 68,602 |
Amortization of intangible assets | 5,131 | 5,262 |
Director & officer transition charges | 0 | 7,784 |
Restructuring Charges | 6,629 | 2,948 |
Operating profit | 14,673 | 8,471 |
Financing costs, net | 7,514 | 7,132 |
Other expense (income), net | 329 | (628) |
Earnings before income tax expense (benefit) | 6,830 | 1,967 |
Income tax expense (benefit) | 1,604 | (2,998) |
Net earnings | $ 5,226 | $ 4,965 |
Earnings per share | ||
Basic | $ 0.09 | $ 0.08 |
Diluted | $ 0.09 | $ 0.08 |
Weighted average common shares outstanding: | ||
Basic | 59,871 | 58,972 |
Diluted | 60,609 | 59,616 |
CONDENSED CONSOLIDATED STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2017 | Nov. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
Net earnings | $ 5,226 | $ 4,965 |
Other comprehensive income (loss), net of tax | ||
Foreign currency translation adjustments | 2,898 | (26,658) |
Pension and other postretirement benefit plans | 127 | 536 |
Total other comprehensive income (loss), net of tax | 3,025 | (26,122) |
Comprehensive income (loss) | $ 8,251 | $ (21,157) |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Nov. 30, 2017 | Aug. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 165,050 | $ 229,571 |
Accounts receivable, net | 201,317 | 190,206 |
Inventories, net | 154,246 | 143,651 |
Assets held for sale | 21,393 | 21,835 |
Other current assets | 76,330 | 61,663 |
Total current assets | 618,336 | 646,926 |
Property, plant and equipment | ||
Land, buildings and improvements | 46,690 | 43,737 |
Machinery and equipment | 233,375 | 227,535 |
Gross property, plant and equipment | 280,065 | 271,272 |
Less: Accumulated depreciation | (181,077) | (176,751) |
Property, plant and equipment, net | 98,988 | 94,521 |
Goodwill | 531,454 | 530,081 |
Other intangibles, net | 216,032 | 220,489 |
Other long-term assets | 25,431 | 24,938 |
Total assets | 1,490,241 | 1,516,955 |
Current liabilities | ||
Trade accounts payable | 141,745 | 133,387 |
Accrued compensation and benefits | 37,770 | 50,939 |
Current maturities of debt and short-term borrowings | 30,000 | 30,000 |
Income taxes payable | 6,642 | 6,080 |
Liabilities held for sale | 70,787 | 101,083 |
Other current liabilities | 56,975 | 57,445 |
Total current liabilities | 343,919 | 378,934 |
Long-term debt | 524,629 | 531,940 |
Deferred income taxes | 29,567 | 29,859 |
Pension and postretirement benefit liabilities | 19,539 | 19,862 |
Other long-term liabilities | 56,269 | 55,821 |
Total liabilities | 973,923 | 1,016,416 |
Shareholders’ equity | ||
Class A common stock, $0.20 par value per share, authorized 168,000,000 shares, issued 80,396,432 and 80,200,110 shares, respectively | 16,079 | 16,040 |
Additional paid-in capital | 145,938 | 138,449 |
Treasury stock, at cost, 20,439,434 shares | (617,731) | (617,731) |
Retained earnings | 1,196,268 | 1,191,042 |
Accumulated other comprehensive loss | (224,236) | (227,261) |
Stock held in trust | (2,722) | (2,696) |
Deferred compensation liability | 2,722 | 2,696 |
Total shareholders’ equity | 516,318 | 500,539 |
Total liabilities and shareholders’ equity | $ 1,490,241 | $ 1,516,955 |
CONDENSED CONSOLIDATED BALANCE5
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Nov. 30, 2017 | Aug. 31, 2017 |
Treasury Stock, Shares | 20,439,434 | 20,439,434 |
Common Class A | ||
Common Stock, Par or Stated Value Per Share | $ 0.2 | $ 0.2 |
Common Stock, Shares Authorized | 168,000,000 | 168,000,000 |
Common Stock, Shares, Issued | 80,396,432 | 80,200,110 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2017 | Nov. 30, 2016 | |
Operating Activities | ||
Net earnings | $ 5,226 | $ 4,965 |
Adjustments to reconcile net earnings to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 10,090 | 10,896 |
Stock based compensation expense | 5,420 | 9,554 |
Benefit for deferred income taxes | (307) | (2,865) |
Amortization of debt issuance costs | 413 | 413 |
Other non-cash adjustments | 113 | 464 |
Changes in components of working capital and other: | ||
Accounts receivable | (11,478) | (8,252) |
Inventories | (11,628) | (8,142) |
Trade accounts payable | 6,204 | 6,768 |
Prepaid expenses and other assets | (12,043) | (5,485) |
Income taxes payable/receivable | (1,714) | (1,946) |
Accrued compensation and benefits | (12,588) | (2,757) |
Other accrued liabilities | 1,834 | 8,850 |
Cash (used in) provided by operating activities | (20,458) | 12,463 |
Investing Activities | ||
Capital expenditures | (7,904) | (5,139) |
Proceeds from sale of property, plant and equipment | 32 | 130 |
Rental asset lease buyout for Viking divestiture | (27,718) | 0 |
Cash used in investing activities | (35,590) | (5,009) |
Financing Activities | ||
Principal repayments on term loan | (7,500) | (3,750) |
Stock option exercises and other | 2,231 | 964 |
Taxes paid related to the net share settlement of equity awards | (282) | (223) |
Cash dividend | (2,390) | (2,358) |
Cash used in financing activities | (7,941) | (5,367) |
Effect of exchange rate changes on cash | (532) | (4,820) |
Net decrease in cash and cash equivalents | (64,521) | (2,733) |
Cash and cash equivalents - beginning of period | 229,571 | 179,604 |
Cash and cash equivalents - end of period | 165,050 | 176,871 |
Line of Credit | Senior Credit Facility - Term Loan | ||
Financing Activities | ||
Principal repayments on term loan | $ (7,500) | $ (3,750) |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Nov. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Note 1. 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, 2017 was derived from the Company’s audited financial statements, but does not include all disclosures required by 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 2017 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. Operating results for the three months ended November 30, 2017 are not necessarily indicative of the results that may be expected for the entire fiscal year ending August 31, 2018 . New Accounting Pronouncements In March 2016, the FASB issued ASU 2016-09, Stock Compensation: Improvements to Employee Share-Based Payment Accounting, to simplify several aspects of accounting for share-based payment transactions. Under the new guidance it is required, among other items, that all excess tax deficiencies or benefits be recorded as income tax expense or benefit in the statement of earnings and not in additional paid-in capital (shareholder's equity). This guidance was adopted on September 1, 2017 and the impact of adopting this guidance had the following effects: • for the quarter ended November 30, 2017, we recorded $0.2 million in excess tax deficiency as an increase to our income tax expense for the quarter. This requirement was applied prospectively; • excess tax benefits are now presented as operating activities in the statement of cash flows, rather than financing activities. The Company chose to apply this requirement retrospectively, and as a result, reclassified approximately $0.4 million of excess tax benefits recognized during the three months ended November 30, 2016 from financing activities to operating activities in the condensed consolidated statement of cash flows; • our computation of diluted earnings per share now excludes the excess tax benefits or deficiencies from the assumed proceeds available to repurchase shares. This requirement was applied prospectively. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. Under ASU 2014-09 and subsequent updates included in ASU 2016-10, ASU 2016-12, ASU 2017-13 and ASU 2017-14, an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects what it expects to receive 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 effective for fiscal years beginning on or after December 15, 2017 (fiscal 2019 for the Company). The Company has begun assessing its various revenue streams to identify performance obligations under these ASUs and the key aspects of the standard that will impact the Company's revenue recognition process. Based upon our preliminary assessments, these standards may impact our allocation of contract revenue between various products and services and the timing of when those revenues are recognized, but do not expect a material or significant impact to amounts recognized. Given the diversity of its commercial arrangements, the Company is continuing to assess the impact these standards may have on its consolidated results of operations, financial position, cash flows and related financial statement disclosures. In March 2017, the FASB issued ASU 2017-07, Compensation-Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost, which changes how employers that sponsor defined benefit pension or other postretirement benefit plans present the net periodic benefit cost in the income statement. The new guidance requires the service cost component of net periodic benefit cost to be presented in the same income statement line items as other employee compensation costs arising from services rendered during the period. Other components of the net periodic benefit cost are to be stated separately from service cost and outside of operating income. This guidance is effective for fiscal years beginning after December 15, 2017 (fiscal 2019 for the Company) and interim periods within those annual periods. The amendment is to be applied retrospectively. Due to a majority of the Company's defined benefit pension or other postretirement benefit plans being frozen and the net periodic benefit pension cost not being significant, the Company does not believe that adoption of this guidance will have a significant impact on the financial statements of the Company. In August 2016, the FASB issued ASU 2016‑15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments , to address how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This update addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. This guidance is effective for fiscal years beginning after December 15, 2017 (fiscal 2019 for the Company), including interim periods within those fiscal years. This update will require adoption on a retrospective basis unless it is impracticable to apply. The Company does not believe that this guidance will have a significant impact on its presentation of the statement of cash flows. In February 2016, the FASB issued ASU 2016-02, Leases, to increase transparency and comparability among organizations by recognizing all lease transactions (with terms in excess of 12 months) on the balance sheet as a lease liability and a right-of-use asset. This guidance is effective for fiscal years beginning after December 15, 2018 (fiscal 2020 for the Company), including interim periods within those fiscal years. Upon adoption, the lessee will apply the new standard retrospectively to all periods presented under a modified retrospective approach using a cumulative effect adjustment in the year of adoption. The Company is currently gathering, documenting and analyzing lease agreements subject to this ASU and anticipates material additions to the balance sheet (upon adoption) of right-of-use assets, offset by the associated liabilities, due to our routine use of operating leases over time. Accumulated Other Comprehensive Loss The following is a summary of the Company's accumulated other comprehensive loss (in thousands): November 30, 2017 August 31, 2017 Foreign currency translation adjustments $ 204,906 $ 207,804 Pension and other postretirement benefit plans, net of tax 19,330 19,457 Accumulated other comprehensive loss $ 224,236 $ 227,261 |
Director & Officer Transition C
Director & Officer Transition Charges (Notes) | 3 Months Ended |
Nov. 30, 2017 | |
Compensation Related Costs [Abstract] | |
Compensation Related Costs, General [Text Block] | Note 2. Director & Officer Transition Charges During the three months ended November 30, 2016 , the Company recorded separation and transition charges of $7.8 million in connection with the retirement of one director of the Company's Board of Directors and the transition of the Executive Vice President/Chief Financial Officer. The charges were mainly comprised of compensation expense for accelerated equity vesting, severance, outplacement, legal, signing bonus and relocation costs. |
Restructuring Charges (Notes)
Restructuring Charges (Notes) | 3 Months Ended |
Nov. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Activities Disclosure [Text Block] | Note 3. Restructuring Charges The Company has committed to various restructuring initiatives including workforce reductions, leadership changes, plant consolidations to reduce manufacturing overhead, satellite office closures, the continued movement of production and product sourcing to low cost alternatives and the centralization and standardization of certain administrative functions. Total restructuring charges for these activities were $6.6 million and $2.9 million in the three months ended November 30, 2017 and 2016 , respectively. Liabilities for severance will generally be paid during the next twelve months, while future lease payments related to facilities vacated as a result of restructuring will be paid over the underlying remaining lease terms. The following rollforwards summarize restructuring reserve activity by segment (in thousands): Three Months Ended November 30, 2017 Industrial Energy Engineered Solutions Corporate Total Balance as of August 31, 2017 $ 202 $ 3,613 $ 1,792 $ 30 $ 5,637 Restructuring charges 1,239 931 285 4,174 6,629 Cash payments (259 ) (1,398 ) (762 ) (345 ) (2,764 ) Other non-cash uses of reserve (492 ) 207 (193 ) (2,019 ) (1) (2,497 ) Impact of changes in foreign currency rates — (161 ) (2 ) — (163 ) Balance as of November 30, 2017 $ 690 $ 3,192 $ 1,120 $ 1,840 $ 6,842 (1) Majority of non-cash uses of reserve represents accelerated equity vesting in connection with employee severance agreements. Three Months Ended November 30, 2016 Industrial Energy Engineered Solutions Corporate Total Balance as of August 31, 2016 $ 1,343 $ 3,021 $ 1,863 $ 46 $ 6,273 Restructuring charges 715 117 2,080 36 2,948 Cash payments (333 ) (558 ) (1,802 ) (36 ) (2,729 ) Other non-cash uses of reserve (166 ) (6 ) (3 ) (13 ) (188 ) Impact of changes in foreign currency rates (25 ) 10 (8 ) — (22 ) Balance as of November 30, 2016 $ 1,534 $ 2,584 $ 2,130 $ 33 $ 6,282 |
Acquisitions
Acquisitions | 3 Months Ended |
Nov. 30, 2017 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | Note 4. Acquisitions During the fourth quarter of fiscal 2017, the Company signed a definitive agreement to purchase Mirage Machines, Ltd. ("Mirage"), a provider of industrial and energy maintenance tools. Subsequent to November 30, 2017, we completed the acquisition of Mirage for a purchase price of $17.3 million net of cash acquired, plus potential future performance-based consideration. The Company incurred acquisition transaction costs of $0.2 million in the three months ended November 30, 2017 (included in selling, administration and engineering expenses in the condensed consolidated statement of earnings), related to this acquisition. |
Divestiture Activities Divestit
Divestiture Activities Divestiture Activities (Notes) | 3 Months Ended |
Nov. 30, 2017 | |
Divestiture Activities [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | Note 5. Divestiture Activities During the fourth quarter of fiscal 2017, the Company signed a definitive agreement to sell the Viking business (Energy segment). Subsequent to quarter-end, on December 1, 2017, the Company completed the sale of the Viking business for $12.0 million , which was paid in cash at the closing of the transaction, subject to closing working capital adjustments, cash and indebtedness and other adjustments. We anticipate recognizing an additional $15.0 million to $20.0 million in after tax divestiture charges in the second quarter of fiscal 2018. Due to the divestiture of the Viking business not closing until subsequent to quarter-end, the associated assets and liabilities are classified as held for sale in the condensed consolidated balance sheet. The divestiture will result in the Company's exit from the offshore mooring market and will significantly limit our exposure to the upstream, offshore oil & gas market. The following is a summary of the assets and liabilities held for sale of the Viking business (in thousands): November 30, 2017 August 31, 2017 Accounts receivable, net $ 2,116 $ 2,426 Inventories, net 185 190 Property, plant & equipment, net 7,434 7,534 Prepaid expenses and other current assets 1,996 1,927 Other long-term assets 9,662 9,758 Assets held for sale $ 21,393 $ 21,835 Trade accounts payable $ 1,804 $ 1,883 Other current liabilities (including divestiture accruals) 1,338 1,637 Rental asset lease buyout liability — 28,644 Reserve for cumulative translation adjustment 67,645 68,919 Liabilities held for sale $ 70,787 $ 101,083 The results of the Viking business are not material to the consolidated financial results of the Company and are included in continuing operations. The Viking business had net sales of $2.7 million and $5.5 million in the three months ended November 30, 2017 and 2016, respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Nov. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Note 6. Goodwill, Intangible Assets and Long-Lived Assets Changes in the gross carrying value of intangible assets and goodwill can result from changes in foreign currency exchange rates, business acquisitions, divestitures or impairment charges. The changes in the carrying amount of goodwill for the three months ended November 30, 2017 are as follows (in thousands): Industrial Energy Engineered Solutions Total Balance as of August 31, 2017 $ 103,875 $ 188,830 $ 237,376 $ 530,081 Impact of changes in foreign currency rates 65 1,925 (617 ) 1,373 Balance as of November 30, 2017 $ 103,940 $ 190,755 $ 236,759 $ 531,454 The gross carrying value and accumulated amortization of the Company’s other intangible assets are as follows (in thousands): November 30, 2017 August 31, 2017 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 $ 264,409 $ 158,245 $ 106,164 $ 263,498 $ 153,003 $ 110,495 Patents 10 30,448 24,476 5,972 30,401 24,027 6,374 Trademarks and tradenames 18 21,324 9,637 11,687 21,498 9,396 12,102 Other intangibles 3 6,712 6,328 384 6,672 6,234 438 Indefinite lived intangible assets: Tradenames N/A 91,825 — 91,825 91,080 — 91,080 $ 414,718 $ 198,686 $ 216,032 $ 413,149 $ 192,660 $ 220,489 The Company estimates that amortization expense will be $15.3 million for the remaining nine months of fiscal 2018 . Amortization expense for future years is estimated to be: $19.9 million in fiscal 2019 , $19.2 million in 2020 , $18.3 million in fiscal 2021 , $16.3 million in fiscal 2022 , $13.3 million in fiscal 2023 and $21.9 million thereafter. The future amortization expense amounts represent estimates and may be impacted by future acquisitions, divestitures or changes in foreign currency exchange rates. |
Product Warranty Costs
Product Warranty Costs | 3 Months Ended |
Nov. 30, 2017 | |
Guarantees [Abstract] | |
Product Warranty Costs | Note 7. Product Warranty Costs The Company generally offers its customers a warranty on products sold, 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 reserves for the three months ended November 30, 2017 and 2016 (in thousands): Three Months Ended November 30, 2017 2016 Beginning balance $ 6,616 $ 5,592 Provision for warranties 1,531 777 Warranty payments and costs incurred (1,145 ) (2,309 ) Impact of changes in foreign currency rates (8 ) (105 ) Ending balance $ 6,994 $ 3,955 |
Debt
Debt | 3 Months Ended |
Nov. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Note 8. Debt The following is a summary of the Company’s long-term indebtedness (in thousands): November 30, 2017 August 31, 2017 Senior Credit Facility Revolver $ — $ — Term Loan 270,000 277,500 Total Senior Credit Facility 270,000 277,500 5.625% Senior Notes 287,559 287,559 Total Senior Indebtedness 557,559 565,059 Less: Current maturities of long-term debt (30,000 ) (30,000 ) Debt issuance costs (2,930 ) (3,119 ) Total long-term debt, net $ 524,629 $ 531,940 The Company’s Senior Credit Facility matures on May 8, 2020 and provides a $600 million revolver, an amortizing term loan and a $450 million expansion option, subject to certain conditions. Borrowings are subject to a pricing grid, which can result in increases or decreases to the borrowing spread, depending on the Company’s 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. As of November 30, 2017 , the borrowing spread on LIBOR based borrowings was 2.00% (aggregating to a 3.38% variable rate borrowing cost on the outstanding term loan balance). 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. As of November 30, 2017 , the unused credit line under the revolver was $597.1 million , of which $93.1 million was available for borrowing. Quarterly term loan principal payments of $3.8 million began on June 30, 2016 , increased to $7.5 million starting on June 30, 2017 and extend through March 31, 2020 , with the remaining principal due at maturity. The Senior Credit Facility, which is secured by substantially all of the Company’s domestic personal property assets, also 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 :1 and a minimum interest coverage ratio of 3.5 :1. The Company was in compliance with all financial covenants at November 30, 2017 . On April 16, 2012 , the Company issued $300 million of 5.625% Senior Notes due 2022 (the “Senior Notes”), of which $287.6 million remains outstanding. The Senior Notes require no principal installments 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. |
Fair Value Measurement
Fair Value Measurement | 3 Months Ended |
Nov. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Note 9. 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 participation would use in pricing an asset or liability. The fair value of the Company’s cash and cash equivalents, accounts receivable, accounts payable and variable rate long-term debt approximated book value at both November 30, 2017 and August 31, 2017 due to their short-term nature and the fact that the interest rates approximated market rates. Foreign currency exchange contracts are recorded at fair value. The fair value of the Company's foreign currency exchange contracts was a net asset of $0.1 million at November 30, 2017 and a net liability of $0.2 million at August 31, 2017 . The fair value of the foreign currency exchange contracts was based on quoted inactive market prices and is therefore classified as Level 2 within the valuation hierarchy. The fair value of the Company’s outstanding Senior Notes was $295.1 million and $295.8 million at November 30, 2017 and August 31, 2017 , respectively. The fair value of the Senior Notes was based on quoted inactive market prices and is therefore classified as Level 2 within the valuation hierarchy. |
Derivatives
Derivatives | 3 Months Ended |
Nov. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Note 10. Derivatives All derivatives are recognized in the balance sheet at their estimated fair value. On the date the Company enters into a derivative contract, it 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. However, there were no cash flow hedges outstanding at November 30, 2017 and August 31, 2017 . 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 has historically hedged portions of its forecasted inventory purchases and other cash flows that are denominated in non-functional currencies (cash flow hedges). The Company also utilizes foreign currency exchange contracts to reduce the exchange rate risk associated with recognized non-functional currency balances. The effects of changes in exchange rates are reflected concurrently in earnings for both the fair value of the foreign currency exchange contracts and the related non-functional currency asset or liability. 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 expense in the condensed consolidated statement of earnings). The U.S. dollar equivalent notional value of these short duration foreign currency exchange contracts (fair value hedges or non-designated hedges) was $22.5 million and $22.0 million at November 30, 2017 and August 31, 2017 , respectively. The fair value of outstanding foreign currency exchange contracts was a net asset of $0.1 million at November 30, 2017 and a net liability of $0.2 million at August 31, 2017 . Net foreign currency gain (loss) related to these derivative instruments were as follows (in thousands): Three Months Ended November 30, 2017 2016 Foreign currency gain (loss), net $ 214 $ (1,491 ) |
Capital Stock and Share Repurch
Capital Stock and Share Repurchase | 3 Months Ended |
Nov. 30, 2017 | |
Earnings Per Share [Abstract] | |
Capital Stock and Share Repurchase | Note 11. Capital Stock and Share Repurchases The Company's Board of Directors authorized the repurchase of shares of the Company's common stock under publicy announced share repurchase programs. Since the inception of the initial share repurchase program in fiscal 2012, the Company has repurchased 20,439,434 shares of common stock for $617.7 million . As of November 30, 2017 , the maximum number of shares that may yet be purchased under the programs is 7,560,566 shares. There were no share repurchases in the three months ended November 30, 2017 . The reconciliation between basic and diluted earnings per share is as follows (in thousands, except per share amounts): Three Months Ended November 30, 2017 2016 Numerator: Net earnings $ 5,226 $ 4,965 Denominator: Weighted average common shares outstanding - basic 59,871 58,972 Net effect of dilutive securities - stock based compensation plans 738 644 Weighted average common shares outstanding - diluted 60,609 59,616 Basic earnings per share $ 0.09 $ 0.08 Diluted earnings per share 0.09 0.08 Anti-dilutive securities from stock based compensation plans (excluded from earnings per share calculation) 1,829 1,963 |
Income Taxes
Income Taxes | 3 Months Ended |
Nov. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 12. Income Taxes The Company's income tax expense or benefit is impacted by a number of factors, including the amount of taxable earnings generated in foreign jurisdictions with tax rates that are 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's global operations, acquisition activity and specific tax attributes provide opportunities for continuous global tax planning initiatives to maximize tax credits and deductions. Both fiscal 2018 and 2017 include the benefits of tax planning initiatives. Comparative earnings before income taxes, income tax expense (benefit) and effective income tax rates are as follows (amounts in thousands): Three Months Ended November 30, 2017 2016 Earnings before income taxes $ 6,830 $ 1,967 Income tax expense (benefit) 1,604 (2,998 ) Effective income tax rate 23.5 % (152.4 )% Both the current and prior year effective income tax rates were impacted by the proportion of earnings in foreign jurisdictions with income tax rates lower than the U.S. federal income tax rate and the amount of income tax benefits from tax planning initiatives. The Company's earnings before income taxes included approximately 80% of earnings from foreign jurisdictions for both the estimated full-year fiscal 2018 and fiscal 2017. This foreign income tax rate differential had the effect of reducing the 35% U.S. statutory tax rate by 12.2% and 22.4% , for the three months ended November 30, 2017 and 2016, respectively. In addition to tax planning initiatives (which yield an effective income tax rate lower than the federal income tax rate) in each year, the income tax benefit for the three months ended November 30, 2016 included a $2.9 million benefit related to the discrete director and officer transition costs. These factors, combined with year-to-date activity, yielded an income tax expense (benefit) of 23.5% and (152.4)% for the three months ended November 30, 2017 and 2016, respectively. The tax benefits related to tax planning initiatives are not expected to repeat in future periods due to certain tax attributes that are no longer available and subsequent changes in relevant tax laws. The Company may release a material valuation allowance in a foreign jurisdiction in late fiscal 2018 or in fiscal 2019, if the jurisdiction demonstrates sustained profitability and the Company determines that it is more likely than not the deferred tax assets will be realized. On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (“the Act”) was signed. The Act significantly changes the income tax environment for US multinational corporations. The Company is actively evaluating the corporate income tax provisions of the Act including the reduction in the US corporate income tax rate, limitation on deductibility of interest, repatriation of foreign earnings, the move to a territorial tax system, and other provisions. Due to the complexity of the Act, the Company will continue to assess the provisions as well as any prospectively released regulations and disclose the anticipated impact to income tax expense resulting from the Act in future filings. |
Segment Information
Segment Information | 3 Months Ended |
Nov. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | Note 13. Segment Information The Company is a global manufacturer of a broad range of industrial products and systems and is organized into three reportable segments: Industrial, Energy and Engineered Solutions. The Industrial segment is primarily involved 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 other markets. The Engineered Solutions segment provides highly engineered position and motion control systems to original equipment manufacturers ("OEM") in various on and off-highway 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 November 30, 2017 2016 Net Sales by Reportable Product Line & Segment: Industrial Segment: Industrial Tools $ 84,510 $ 79,039 Heavy Lifting Technology 12,406 8,251 96,916 87,290 Energy Segment: Energy Maintenance & Integrity 56,710 64,821 Other Energy Solutions 19,131 19,825 75,841 84,646 Engineered Solutions Segment: On-Highway 64,882 51,630 Agriculture, Off-Highway and Other 51,316 42,227 116,198 93,857 $ 288,955 $ 265,793 Operating Profit (Loss): Industrial $ 18,243 $ 18,776 Energy 293 3,210 Engineered Solutions 6,334 755 General Corporate (10,197 ) (14,270 ) $ 14,673 $ 8,471 November 30, 2017 August 31, 2017 Assets by Segment: Industrial $ 314,215 $ 329,134 Energy 480,402 482,963 Engineered Solutions 539,978 531,068 General Corporate 155,646 173,790 $ 1,490,241 $ 1,516,955 In addition to the impact of foreign currency exchange rate changes, the comparability of segment and product line information is impacted by acquisition/divestiture activities, impairment charges, director and officer transition charges, restructuring costs and related benefits. 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 | 3 Months Ended |
Nov. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies and Litigation | Commitments and Contingencies The Company had outstanding letters of credit of $14.3 million and $14.5 million at November 30, 2017 and August 31, 2017 , respectively, the majority of which relate to commercial contracts and self-insured workers compensation programs. 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. 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 and can be reasonably estimated. In the opinion of management, resolution of these contingencies are not expected to have a material adverse effect on the Company’s financial condition, results of operations or cash flows. The Company remains contingently liable for lease payments under leases of businesses that it previously divested or spun-off, in the event that such businesses are unable to fulfill their future lease payment obligations. The discounted present value of future minimum lease payments for these leases was $12.8 million using a weighted average discount rate of 2.62% at November 30, 2017 . 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. |
Guarantor Subsidiaries
Guarantor Subsidiaries | 3 Months Ended |
Nov. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Guarantor Subsidiaries | Guarantor Subsidiaries As discussed in Note 8, “Debt” on April 16, 2012 , Actuant Corporation (the “Parent”) issued $300.0 million of 5.625% Senior Notes, of which $287.6 million remains outstanding as of November 30, 2017 . All of our material, domestic wholly owned subsidiaries (the “Guarantors”) fully and unconditionally guarantee the 5.625% Senior Notes on a joint and several basis. There are no significant restrictions on the ability of the Guarantors to make distributions to the Parent. 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, non-cash intercompany dividends and the impact of foreign currency rate changes. 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. CONDENSED CONSOLIDATING STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME (in thousands) Three Months Ended November 30, 2017 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 35,710 $ 87,834 $ 165,411 $ — $ 288,955 Cost of products sold 6,963 64,574 116,507 — 188,044 Gross profit 28,747 23,260 48,904 — 100,911 Selling, administrative and engineering expenses 19,715 18,448 36,315 — 74,478 Amortization of intangible assets 318 2,861 1,952 — 5,131 Restructuring charges 5,356 169 1,104 — 6,629 Operating profit 3,358 1,782 9,533 — 14,673 Financing costs, net 7,623 21 (130 ) — 7,514 Intercompany (income) expense, net (4,877 ) 5,484 (607 ) — — Other (income) expense, net (50 ) 45 334 — 329 Earnings (loss) before income tax (benefit) expense 662 (3,768 ) 9,936 — 6,830 Income tax (benefit) expense (285 ) 437 1,452 — 1,604 Net earnings (loss) before equity in earnings (loss) of subsidiaries 947 (4,205 ) 8,484 — 5,226 Equity in earnings (loss) of subsidiaries 4,279 8,793 (46 ) (13,026 ) — Net earnings 5,226 4,588 8,438 (13,026 ) 5,226 Comprehensive income $ 8,251 $ 4,588 $ 11,566 $ (16,154 ) $ 8,251 CONDENSED CONSOLIDATING STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME (LOSS) (in thousands) Three Months Ended November 30, 2016 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 31,729 $ 84,276 $ 149,788 $ — $ 265,793 Cost of products sold 7,094 61,416 104,216 — 172,726 Gross profit 24,635 22,860 45,572 — 93,067 Selling, administrative and engineering expenses 17,967 16,636 33,999 — 68,602 Amortization of intangible assets 318 3,076 1,868 — 5,262 Restructuring charges 355 723 1,870 — 2,948 Director & officer transition charges 7,784 — — — 7,784 Operating (loss) profit (1,789 ) 2,425 7,835 — 8,471 Financing costs (income), net 7,326 — (194 ) — 7,132 Intercompany (income) expense, net (5,068 ) (1,086 ) 6,154 — — Intercompany dividends — (55,143 ) — 55,143 — Other expense (income), net 2,085 (70 ) (2,643 ) — (628 ) (Loss) earnings before income tax benefit (6,132 ) 58,724 4,518 (55,143 ) 1,967 Income tax benefit (2,714 ) (30 ) (254 ) — (2,998 ) Net (loss) earnings before equity in earnings of subsidiaries (3,418 ) 58,754 4,772 (55,143 ) 4,965 Equity in earnings of subsidiaries 8,383 5,625 3,130 (17,138 ) — Net earnings 4,965 64,379 7,902 (72,281 ) 4,965 Comprehensive (loss) income $ (21,157 ) $ 46,292 $ 631 $ (46,923 ) $ (21,157 ) CONDENSED CONSOLIDATING BALANCE SHEETS (in thousands) November 30, 2017 Parent Guarantors Non-Guarantors Eliminations Consolidated ASSETS Current assets Cash and cash equivalents $ 9,504 $ — $ 155,546 $ — $ 165,050 Accounts receivable, net 16,577 52,010 132,730 — 201,317 Inventories, net 24,490 54,521 75,235 — 154,246 Assets held for sale — — 21,393 — 21,393 Other current assets 29,359 2,997 43,974 — 76,330 Total current assets 79,930 109,528 428,878 — 618,336 Property, plant and equipment, net 8,051 30,461 60,476 — 98,988 Goodwill 38,847 200,499 292,108 — 531,454 Other intangibles, net 7,839 135,181 73,012 — 216,032 Investment in subsidiaries 1,839,467 1,196,261 804,946 (3,840,674 ) — Intercompany receivable — 577,424 206,969 (784,393 ) — Other long-term assets 8,147 1,869 15,415 — 25,431 Total assets $ 1,982,281 $ 2,251,223 $ 1,881,804 $ (4,625,067 ) $ 1,490,241 LIABILITIES & SHAREHOLDERS' EQUITY Current liabilities Trade accounts payable $ 15,804 $ 28,772 $ 97,169 $ — $ 141,745 Accrued compensation and benefits 7,634 6,325 23,811 — 37,770 Current maturities of debt and short-term borrowings 30,000 — — — 30,000 Income taxes payable 307 — 6,335 — 6,642 Liabilities held for sale — — 70,787 — 70,787 Other current liabilities 20,521 8,140 28,314 — 56,975 Total current liabilities 74,266 43,237 226,416 — 343,919 Long-term debt, net 524,629 — — — 524,629 Deferred income taxes 23,789 — 5,778 — 29,567 Pension and postretirement benefit liabilities 12,209 — 7,330 — 19,539 Other long-term liabilities 49,646 305 6,318 — 56,269 Intercompany payable 781,424 — 2,969 (784,393 ) — Shareholders’ equity 516,318 2,207,681 1,632,993 (3,840,674 ) 516,318 Total liabilities and shareholders’ equity $ 1,982,281 $ 2,251,223 $ 1,881,804 $ (4,625,067 ) $ 1,490,241 CONDENSED CONSOLIDATING BALANCE SHEETS (in thousands) August 31, 2017 Parent Guarantors Non-Guarantors Eliminations Consolidated ASSETS Current assets Cash and cash equivalents $ 34,715 $ — $ 194,856 $ — $ 229,571 Accounts receivable, net 17,498 50,749 121,959 — 190,206 Inventories, net 23,308 48,492 71,851 — 143,651 Assets held for sale — — 21,835 — 21,835 Other current assets 23,576 3,619 34,468 — 61,663 Total current assets 99,097 102,860 444,969 — 646,926 Property, plant & equipment, net 7,049 26,130 61,342 — 94,521 Goodwill 38,847 200,499 290,735 — 530,081 Other intangibles, net 8,156 138,042 74,291 — 220,489 Investment in subsidiaries 1,832,472 1,186,715 805,016 (3,824,203 ) — Intercompany receivable — 589,193 205,183 (794,376 ) — Other long-term assets 8,377 812 15,749 — 24,938 Total assets $ 1,993,998 $ 2,244,251 $ 1,897,285 $ (4,618,579 ) $ 1,516,955 LIABILITIES & SHAREHOLDERS' EQUITY Current liabilities Trade accounts payable $ 15,412 $ 27,168 $ 90,807 $ — $ 133,387 Accrued compensation and benefits 19,082 7,672 24,185 — 50,939 Current maturities of debt and short-term borrowings 30,000 — — — 30,000 Income taxes payable 153 — 5,927 — 6,080 Liabilities held for sale — — 101,083 — 101,083 Other current liabilities 18,512 7,169 31,764 — 57,445 Total current liabilities 83,159 42,009 253,766 — 378,934 Long-term debt 531,940 — — — 531,940 Deferred income taxes 24,164 — 5,695 — 29,859 Pension and post-retirement benefit liabilities 12,540 — 7,322 — 19,862 Other long-term liabilities 48,692 352 6,777 — 55,821 Intercompany payable 792,964 — 1,412 (794,376 ) — Shareholders’ equity 500,539 2,201,890 1,622,313 (3,824,203 ) 500,539 Total liabilities and shareholders’ equity $ 1,993,998 $ 2,244,251 $ 1,897,285 $ (4,618,579 ) $ 1,516,955 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (in thousands) Three Months Ended November 30, 2017 Parent Guarantors Non-Guarantors Eliminations Consolidated Operating Activities Net cash (used in) provided by operating activities $ (9,838 ) $ 3,580 $ (14,200 ) $ — $ (20,458 ) Investing Activities Capital expenditures (1,478 ) (3,589 ) (2,837 ) — (7,904 ) Proceeds from sale of property, plant and equipment — 9 23 — 32 Rental asset lease buyout for Viking divestiture — — (27,718 ) — (27,718 ) Cash used in investing activities (1,478 ) (3,580 ) (30,532 ) — (35,590 ) Financing Activities Repayments on term loan (7,500 ) — — — (7,500 ) Stock option exercises and other 2,231 — — — 2,231 Taxes paid related to the net share settlement of equity awards (282 ) — — — (282 ) Cash dividend (2,390 ) — — — (2,390 ) Intercompany loan activity (5,954 ) — 5,954 — — Cash (used in) provided by financing activities (13,895 ) — 5,954 — (7,941 ) Effect of exchange rate changes on cash — — (532 ) — (532 ) Net decrease in cash and cash equivalents (25,211 ) — (39,310 ) — (64,521 ) Cash and cash equivalents—beginning of period 34,715 — 194,856 — 229,571 Cash and cash equivalents—end of period $ 9,504 $ — $ 155,546 $ — $ 165,050 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (in thousands) Three Months Ended November 30, 2016 Parent Guarantors Non-Guarantors Eliminations Consolidated Operating Activities Net provided by operating activities $ 61,380 $ 2,491 $ 3,736 $ (55,143 ) $ 12,463 Investing Activities Capital expenditures (861 ) (2,607 ) (1,671 ) — (5,139 ) Proceeds from sale of property, plant and equipment — 46 84 — 130 Cash used in investing activities (861 ) (2,561 ) (1,587 ) — (5,009 ) Financing Activities Principal repayments on term loan (3,750 ) — — — (3,750 ) Taxes paid related to the net share settlement of equity awards (223 ) — — — (223 ) Stock option exercises and other 964 — — — 964 Cash dividend (2,358 ) — (55,143 ) 55,143 (2,358 ) Intercompany loan activity (53,734 ) — 53,734 — — Cash used in financing activities (59,101 ) — (1,409 ) 55,143 (5,367 ) Effect of exchange rate changes on cash — — (4,820 ) — (4,820 ) Net increase (decrease) in cash and cash equivalents 1,418 (71 ) (4,080 ) — (2,733 ) Cash and cash equivalents—beginning of period 7,953 71 171,580 — 179,604 Cash and cash equivalents—end of period $ 9,371 $ — $ 167,500 $ — $ 176,871 |
Basis of Presentation Basis of
Basis of Presentation Basis of Presentation (Policies) | 3 Months Ended |
Nov. 30, 2017 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Pronouncements In March 2016, the FASB issued ASU 2016-09, Stock Compensation: Improvements to Employee Share-Based Payment Accounting, to simplify several aspects of accounting for share-based payment transactions. Under the new guidance it is required, among other items, that all excess tax deficiencies or benefits be recorded as income tax expense or benefit in the statement of earnings and not in additional paid-in capital (shareholder's equity). This guidance was adopted on September 1, 2017 and the impact of adopting this guidance had the following effects: • for the quarter ended November 30, 2017, we recorded $0.2 million in excess tax deficiency as an increase to our income tax expense for the quarter. This requirement was applied prospectively; • excess tax benefits are now presented as operating activities in the statement of cash flows, rather than financing activities. The Company chose to apply this requirement retrospectively, and as a result, reclassified approximately $0.4 million of excess tax benefits recognized during the three months ended November 30, 2016 from financing activities to operating activities in the condensed consolidated statement of cash flows; • our computation of diluted earnings per share now excludes the excess tax benefits or deficiencies from the assumed proceeds available to repurchase shares. This requirement was applied prospectively. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. Under ASU 2014-09 and subsequent updates included in ASU 2016-10, ASU 2016-12, ASU 2017-13 and ASU 2017-14, an entity will recognize revenue when it transfers promised goods or services to customers in an amount that reflects what it expects to receive 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 effective for fiscal years beginning on or after December 15, 2017 (fiscal 2019 for the Company). The Company has begun assessing its various revenue streams to identify performance obligations under these ASUs and the key aspects of the standard that will impact the Company's revenue recognition process. Based upon our preliminary assessments, these standards may impact our allocation of contract revenue between various products and services and the timing of when those revenues are recognized, but do not expect a material or significant impact to amounts recognized. Given the diversity of its commercial arrangements, the Company is continuing to assess the impact these standards may have on its consolidated results of operations, financial position, cash flows and related financial statement disclosures. In March 2017, the FASB issued ASU 2017-07, Compensation-Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost, which changes how employers that sponsor defined benefit pension or other postretirement benefit plans present the net periodic benefit cost in the income statement. The new guidance requires the service cost component of net periodic benefit cost to be presented in the same income statement line items as other employee compensation costs arising from services rendered during the period. Other components of the net periodic benefit cost are to be stated separately from service cost and outside of operating income. This guidance is effective for fiscal years beginning after December 15, 2017 (fiscal 2019 for the Company) and interim periods within those annual periods. The amendment is to be applied retrospectively. Due to a majority of the Company's defined benefit pension or other postretirement benefit plans being frozen and the net periodic benefit pension cost not being significant, the Company does not believe that adoption of this guidance will have a significant impact on the financial statements of the Company. In August 2016, the FASB issued ASU 2016‑15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments , to address how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This update addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. This guidance is effective for fiscal years beginning after December 15, 2017 (fiscal 2019 for the Company), including interim periods within those fiscal years. This update will require adoption on a retrospective basis unless it is impracticable to apply. The Company does not believe that this guidance will have a significant impact on its presentation of the statement of cash flows. In February 2016, the FASB issued ASU 2016-02, Leases, to increase transparency and comparability among organizations by recognizing all lease transactions (with terms in excess of 12 months) on the balance sheet as a lease liability and a right-of-use asset. This guidance is effective for fiscal years beginning after December 15, 2018 (fiscal 2020 for the Company), including interim periods within those fiscal years. Upon adoption, the lessee will apply the new standard retrospectively to all periods presented under a modified retrospective approach using a cumulative effect adjustment in the year of adoption. The Company is currently gathering, documenting and analyzing lease agreements subject to this ASU and anticipates material additions to the balance sheet (upon adoption) of right-of-use assets, offset by the associated liabilities, due to our routine use of operating leases over time. |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Accumulated Other Comprehensive Loss The following is a summary of the Company's accumulated other comprehensive loss (in thousands): November 30, 2017 August 31, 2017 Foreign currency translation adjustments $ 204,906 $ 207,804 Pension and other postretirement benefit plans, net of tax 19,330 19,457 Accumulated other comprehensive loss $ 224,236 $ 227,261 |
Basis of Presentation Schedule
Basis of Presentation Schedule of Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Nov. 30, 2017 | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Accumulated Other Comprehensive Loss The following is a summary of the Company's accumulated other comprehensive loss (in thousands): November 30, 2017 August 31, 2017 Foreign currency translation adjustments $ 204,906 $ 207,804 Pension and other postretirement benefit plans, net of tax 19,330 19,457 Accumulated other comprehensive loss $ 224,236 $ 227,261 |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 3 Months Ended |
Nov. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs [Table Text Block] | The following rollforwards summarize restructuring reserve activity by segment (in thousands): Three Months Ended November 30, 2017 Industrial Energy Engineered Solutions Corporate Total Balance as of August 31, 2017 $ 202 $ 3,613 $ 1,792 $ 30 $ 5,637 Restructuring charges 1,239 931 285 4,174 6,629 Cash payments (259 ) (1,398 ) (762 ) (345 ) (2,764 ) Other non-cash uses of reserve (492 ) 207 (193 ) (2,019 ) (1) (2,497 ) Impact of changes in foreign currency rates — (161 ) (2 ) — (163 ) Balance as of November 30, 2017 $ 690 $ 3,192 $ 1,120 $ 1,840 $ 6,842 (1) Majority of non-cash uses of reserve represents accelerated equity vesting in connection with employee severance agreements. Three Months Ended November 30, 2016 Industrial Energy Engineered Solutions Corporate Total Balance as of August 31, 2016 $ 1,343 $ 3,021 $ 1,863 $ 46 $ 6,273 Restructuring charges 715 117 2,080 36 2,948 Cash payments (333 ) (558 ) (1,802 ) (36 ) (2,729 ) Other non-cash uses of reserve (166 ) (6 ) (3 ) (13 ) (188 ) Impact of changes in foreign currency rates (25 ) 10 (8 ) — (22 ) Balance as of November 30, 2016 $ 1,534 $ 2,584 $ 2,130 $ 33 $ 6,282 |
Divestiture Activities Assets a
Divestiture Activities Assets and Liabilities Held for Sale (Tables) | 3 Months Ended |
Nov. 30, 2017 | |
Assets and Liabilities Held for Sale [Abstract] | |
Schedule of Assets and Liabilities Held for Sale [Table Text Block] | The following is a summary of the assets and liabilities held for sale of the Viking business (in thousands): November 30, 2017 August 31, 2017 Accounts receivable, net $ 2,116 $ 2,426 Inventories, net 185 190 Property, plant & equipment, net 7,434 7,534 Prepaid expenses and other current assets 1,996 1,927 Other long-term assets 9,662 9,758 Assets held for sale $ 21,393 $ 21,835 Trade accounts payable $ 1,804 $ 1,883 Other current liabilities (including divestiture accruals) 1,338 1,637 Rental asset lease buyout liability — 28,644 Reserve for cumulative translation adjustment 67,645 68,919 Liabilities held for sale $ 70,787 $ 101,083 |
Goodwill and Other Intangible26
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Nov. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in the gross carrying value of intangible assets and goodwill can result from changes in foreign currency exchange rates, business acquisitions, divestitures or impairment charges. The changes in the carrying amount of goodwill for the three months ended November 30, 2017 are as follows (in thousands): Industrial Energy Engineered Solutions Total Balance as of August 31, 2017 $ 103,875 $ 188,830 $ 237,376 $ 530,081 Impact of changes in foreign currency rates 65 1,925 (617 ) 1,373 Balance as of November 30, 2017 $ 103,940 $ 190,755 $ 236,759 $ 531,454 |
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): November 30, 2017 August 31, 2017 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 $ 264,409 $ 158,245 $ 106,164 $ 263,498 $ 153,003 $ 110,495 Patents 10 30,448 24,476 5,972 30,401 24,027 6,374 Trademarks and tradenames 18 21,324 9,637 11,687 21,498 9,396 12,102 Other intangibles 3 6,712 6,328 384 6,672 6,234 438 Indefinite lived intangible assets: Tradenames N/A 91,825 — 91,825 91,080 — 91,080 $ 414,718 $ 198,686 $ 216,032 $ 413,149 $ 192,660 $ 220,489 |
Product Warranty Costs (Tables)
Product Warranty Costs (Tables) | 3 Months Ended |
Nov. 30, 2017 | |
Guarantees [Abstract] | |
Schedule of Product Warranty Liability | The following is a rollforward of the product warranty reserves for the three months ended November 30, 2017 and 2016 (in thousands): Three Months Ended November 30, 2017 2016 Beginning balance $ 6,616 $ 5,592 Provision for warranties 1,531 777 Warranty payments and costs incurred (1,145 ) (2,309 ) Impact of changes in foreign currency rates (8 ) (105 ) Ending balance $ 6,994 $ 3,955 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Nov. 30, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Indebtedness | The following is a summary of the Company’s long-term indebtedness (in thousands): November 30, 2017 August 31, 2017 Senior Credit Facility Revolver $ — $ — Term Loan 270,000 277,500 Total Senior Credit Facility 270,000 277,500 5.625% Senior Notes 287,559 287,559 Total Senior Indebtedness 557,559 565,059 Less: Current maturities of long-term debt (30,000 ) (30,000 ) Debt issuance costs (2,930 ) (3,119 ) Total long-term debt, net $ 524,629 $ 531,940 |
Derivatives Derivatives (Tables
Derivatives Derivatives (Tables) | 3 Months Ended |
Nov. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments, Gain (Loss) [Table Text Block] | Net foreign currency gain (loss) related to these derivative instruments were as follows (in thousands): Three Months Ended November 30, 2017 2016 Foreign currency gain (loss), net $ 214 $ (1,491 ) |
Capital Stock and Share Repur30
Capital Stock and Share Repurchase (Tables) | 3 Months Ended |
Nov. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The reconciliation between basic and diluted earnings per share is as follows (in thousands, except per share amounts): Three Months Ended November 30, 2017 2016 Numerator: Net earnings $ 5,226 $ 4,965 Denominator: Weighted average common shares outstanding - basic 59,871 58,972 Net effect of dilutive securities - stock based compensation plans 738 644 Weighted average common shares outstanding - diluted 60,609 59,616 Basic earnings per share $ 0.09 $ 0.08 Diluted earnings per share 0.09 0.08 Anti-dilutive securities from stock based compensation plans (excluded from earnings per share calculation) 1,829 1,963 |
Income Taxes Income Taxes (Tabl
Income Taxes Income Taxes (Tables) | 3 Months Ended |
Nov. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Tax Effective Tax Rate [Table Text Block] | Comparative earnings before income taxes, income tax expense (benefit) and effective income tax rates are as follows (amounts in thousands): Three Months Ended November 30, 2017 2016 Earnings before income taxes $ 6,830 $ 1,967 Income tax expense (benefit) 1,604 (2,998 ) Effective income tax rate 23.5 % (152.4 )% |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Nov. 30, 2017 | |
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 November 30, 2017 2016 Net Sales by Reportable Product Line & Segment: Industrial Segment: Industrial Tools $ 84,510 $ 79,039 Heavy Lifting Technology 12,406 8,251 96,916 87,290 Energy Segment: Energy Maintenance & Integrity 56,710 64,821 Other Energy Solutions 19,131 19,825 75,841 84,646 Engineered Solutions Segment: On-Highway 64,882 51,630 Agriculture, Off-Highway and Other 51,316 42,227 116,198 93,857 $ 288,955 $ 265,793 Operating Profit (Loss): Industrial $ 18,243 $ 18,776 Energy 293 3,210 Engineered Solutions 6,334 755 General Corporate (10,197 ) (14,270 ) $ 14,673 $ 8,471 November 30, 2017 August 31, 2017 Assets by Segment: Industrial $ 314,215 $ 329,134 Energy 480,402 482,963 Engineered Solutions 539,978 531,068 General Corporate 155,646 173,790 $ 1,490,241 $ 1,516,955 |
Guarantor Subsidiaries (Tables)
Guarantor Subsidiaries (Tables) | 3 Months Ended |
Nov. 30, 2017 | |
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 EARNINGS AND COMPREHENSIVE INCOME (in thousands) Three Months Ended November 30, 2017 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 35,710 $ 87,834 $ 165,411 $ — $ 288,955 Cost of products sold 6,963 64,574 116,507 — 188,044 Gross profit 28,747 23,260 48,904 — 100,911 Selling, administrative and engineering expenses 19,715 18,448 36,315 — 74,478 Amortization of intangible assets 318 2,861 1,952 — 5,131 Restructuring charges 5,356 169 1,104 — 6,629 Operating profit 3,358 1,782 9,533 — 14,673 Financing costs, net 7,623 21 (130 ) — 7,514 Intercompany (income) expense, net (4,877 ) 5,484 (607 ) — — Other (income) expense, net (50 ) 45 334 — 329 Earnings (loss) before income tax (benefit) expense 662 (3,768 ) 9,936 — 6,830 Income tax (benefit) expense (285 ) 437 1,452 — 1,604 Net earnings (loss) before equity in earnings (loss) of subsidiaries 947 (4,205 ) 8,484 — 5,226 Equity in earnings (loss) of subsidiaries 4,279 8,793 (46 ) (13,026 ) — Net earnings 5,226 4,588 8,438 (13,026 ) 5,226 Comprehensive income $ 8,251 $ 4,588 $ 11,566 $ (16,154 ) $ 8,251 CONDENSED CONSOLIDATING STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME (LOSS) (in thousands) Three Months Ended November 30, 2016 Parent Guarantors Non-Guarantors Eliminations Consolidated Net sales $ 31,729 $ 84,276 $ 149,788 $ — $ 265,793 Cost of products sold 7,094 61,416 104,216 — 172,726 Gross profit 24,635 22,860 45,572 — 93,067 Selling, administrative and engineering expenses 17,967 16,636 33,999 — 68,602 Amortization of intangible assets 318 3,076 1,868 — 5,262 Restructuring charges 355 723 1,870 — 2,948 Director & officer transition charges 7,784 — — — 7,784 Operating (loss) profit (1,789 ) 2,425 7,835 — 8,471 Financing costs (income), net 7,326 — (194 ) — 7,132 Intercompany (income) expense, net (5,068 ) (1,086 ) 6,154 — — Intercompany dividends — (55,143 ) — 55,143 — Other expense (income), net 2,085 (70 ) (2,643 ) — (628 ) (Loss) earnings before income tax benefit (6,132 ) 58,724 4,518 (55,143 ) 1,967 Income tax benefit (2,714 ) (30 ) (254 ) — (2,998 ) Net (loss) earnings before equity in earnings of subsidiaries (3,418 ) 58,754 4,772 (55,143 ) 4,965 Equity in earnings of subsidiaries 8,383 5,625 3,130 (17,138 ) — Net earnings 4,965 64,379 7,902 (72,281 ) 4,965 Comprehensive (loss) income $ (21,157 ) $ 46,292 $ 631 $ (46,923 ) $ (21,157 ) |
Condensed Consolidating Balance Sheets | CONDENSED CONSOLIDATING BALANCE SHEETS (in thousands) November 30, 2017 Parent Guarantors Non-Guarantors Eliminations Consolidated ASSETS Current assets Cash and cash equivalents $ 9,504 $ — $ 155,546 $ — $ 165,050 Accounts receivable, net 16,577 52,010 132,730 — 201,317 Inventories, net 24,490 54,521 75,235 — 154,246 Assets held for sale — — 21,393 — 21,393 Other current assets 29,359 2,997 43,974 — 76,330 Total current assets 79,930 109,528 428,878 — 618,336 Property, plant and equipment, net 8,051 30,461 60,476 — 98,988 Goodwill 38,847 200,499 292,108 — 531,454 Other intangibles, net 7,839 135,181 73,012 — 216,032 Investment in subsidiaries 1,839,467 1,196,261 804,946 (3,840,674 ) — Intercompany receivable — 577,424 206,969 (784,393 ) — Other long-term assets 8,147 1,869 15,415 — 25,431 Total assets $ 1,982,281 $ 2,251,223 $ 1,881,804 $ (4,625,067 ) $ 1,490,241 LIABILITIES & SHAREHOLDERS' EQUITY Current liabilities Trade accounts payable $ 15,804 $ 28,772 $ 97,169 $ — $ 141,745 Accrued compensation and benefits 7,634 6,325 23,811 — 37,770 Current maturities of debt and short-term borrowings 30,000 — — — 30,000 Income taxes payable 307 — 6,335 — 6,642 Liabilities held for sale — — 70,787 — 70,787 Other current liabilities 20,521 8,140 28,314 — 56,975 Total current liabilities 74,266 43,237 226,416 — 343,919 Long-term debt, net 524,629 — — — 524,629 Deferred income taxes 23,789 — 5,778 — 29,567 Pension and postretirement benefit liabilities 12,209 — 7,330 — 19,539 Other long-term liabilities 49,646 305 6,318 — 56,269 Intercompany payable 781,424 — 2,969 (784,393 ) — Shareholders’ equity 516,318 2,207,681 1,632,993 (3,840,674 ) 516,318 Total liabilities and shareholders’ equity $ 1,982,281 $ 2,251,223 $ 1,881,804 $ (4,625,067 ) $ 1,490,241 CONDENSED CONSOLIDATING BALANCE SHEETS (in thousands) August 31, 2017 Parent Guarantors Non-Guarantors Eliminations Consolidated ASSETS Current assets Cash and cash equivalents $ 34,715 $ — $ 194,856 $ — $ 229,571 Accounts receivable, net 17,498 50,749 121,959 — 190,206 Inventories, net 23,308 48,492 71,851 — 143,651 Assets held for sale — — 21,835 — 21,835 Other current assets 23,576 3,619 34,468 — 61,663 Total current assets 99,097 102,860 444,969 — 646,926 Property, plant & equipment, net 7,049 26,130 61,342 — 94,521 Goodwill 38,847 200,499 290,735 — 530,081 Other intangibles, net 8,156 138,042 74,291 — 220,489 Investment in subsidiaries 1,832,472 1,186,715 805,016 (3,824,203 ) — Intercompany receivable — 589,193 205,183 (794,376 ) — Other long-term assets 8,377 812 15,749 — 24,938 Total assets $ 1,993,998 $ 2,244,251 $ 1,897,285 $ (4,618,579 ) $ 1,516,955 LIABILITIES & SHAREHOLDERS' EQUITY Current liabilities Trade accounts payable $ 15,412 $ 27,168 $ 90,807 $ — $ 133,387 Accrued compensation and benefits 19,082 7,672 24,185 — 50,939 Current maturities of debt and short-term borrowings 30,000 — — — 30,000 Income taxes payable 153 — 5,927 — 6,080 Liabilities held for sale — — 101,083 — 101,083 Other current liabilities 18,512 7,169 31,764 — 57,445 Total current liabilities 83,159 42,009 253,766 — 378,934 Long-term debt 531,940 — — — 531,940 Deferred income taxes 24,164 — 5,695 — 29,859 Pension and post-retirement benefit liabilities 12,540 — 7,322 — 19,862 Other long-term liabilities 48,692 352 6,777 — 55,821 Intercompany payable 792,964 — 1,412 (794,376 ) — Shareholders’ equity 500,539 2,201,890 1,622,313 (3,824,203 ) 500,539 Total liabilities and shareholders’ equity $ 1,993,998 $ 2,244,251 $ 1,897,285 $ (4,618,579 ) $ 1,516,955 |
Condensed Consolidating Statements of Cash Flows | CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (in thousands) Three Months Ended November 30, 2017 Parent Guarantors Non-Guarantors Eliminations Consolidated Operating Activities Net cash (used in) provided by operating activities $ (9,838 ) $ 3,580 $ (14,200 ) $ — $ (20,458 ) Investing Activities Capital expenditures (1,478 ) (3,589 ) (2,837 ) — (7,904 ) Proceeds from sale of property, plant and equipment — 9 23 — 32 Rental asset lease buyout for Viking divestiture — — (27,718 ) — (27,718 ) Cash used in investing activities (1,478 ) (3,580 ) (30,532 ) — (35,590 ) Financing Activities Repayments on term loan (7,500 ) — — — (7,500 ) Stock option exercises and other 2,231 — — — 2,231 Taxes paid related to the net share settlement of equity awards (282 ) — — — (282 ) Cash dividend (2,390 ) — — — (2,390 ) Intercompany loan activity (5,954 ) — 5,954 — — Cash (used in) provided by financing activities (13,895 ) — 5,954 — (7,941 ) Effect of exchange rate changes on cash — — (532 ) — (532 ) Net decrease in cash and cash equivalents (25,211 ) — (39,310 ) — (64,521 ) Cash and cash equivalents—beginning of period 34,715 — 194,856 — 229,571 Cash and cash equivalents—end of period $ 9,504 $ — $ 155,546 $ — $ 165,050 CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS (in thousands) Three Months Ended November 30, 2016 Parent Guarantors Non-Guarantors Eliminations Consolidated Operating Activities Net provided by operating activities $ 61,380 $ 2,491 $ 3,736 $ (55,143 ) $ 12,463 Investing Activities Capital expenditures (861 ) (2,607 ) (1,671 ) — (5,139 ) Proceeds from sale of property, plant and equipment — 46 84 — 130 Cash used in investing activities (861 ) (2,561 ) (1,587 ) — (5,009 ) Financing Activities Principal repayments on term loan (3,750 ) — — — (3,750 ) Taxes paid related to the net share settlement of equity awards (223 ) — — — (223 ) Stock option exercises and other 964 — — — 964 Cash dividend (2,358 ) — (55,143 ) 55,143 (2,358 ) Intercompany loan activity (53,734 ) — 53,734 — — Cash used in financing activities (59,101 ) — (1,409 ) 55,143 (5,367 ) Effect of exchange rate changes on cash — — (4,820 ) — (4,820 ) Net increase (decrease) in cash and cash equivalents 1,418 (71 ) (4,080 ) — (2,733 ) Cash and cash equivalents—beginning of period 7,953 71 171,580 — 179,604 Cash and cash equivalents—end of period $ 9,371 $ — $ 167,500 $ — $ 176,871 |
Basis of Presentation Basis o34
Basis of Presentation Basis of Presentation (Details) - USD ($) $ in Thousands | Nov. 30, 2017 | Aug. 31, 2017 |
Condensed Statement of Income Captions [Line Items] | ||
AOCI - Foreign Currency Translation Adjustment, net of tax | $ 204,906 | $ 207,804 |
AOCI - Pension and other postretirement benefit plans, net of tax | 19,330 | 19,457 |
Total shareholders’ equity | 516,318 | 500,539 |
AOCI Attributable to Parent [Member] | ||
Condensed Statement of Income Captions [Line Items] | ||
Total shareholders’ equity | $ 224,236 | $ 227,261 |
Director & Officer Transition35
Director & Officer Transition Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2017 | Nov. 30, 2016 | |
Compensation Related Costs [Abstract] | ||
Director & officer transition charges | $ 0 | $ 7,784 |
Restructuring Charges (Details)
Restructuring Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2017 | Nov. 30, 2016 | |
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | $ 5,637 | $ 6,273 |
Restructuring Charges | 6,629 | 2,948 |
Cash payments | (2,764) | (2,729) |
Other non-cash uses of reserve | (2,497) | (188) |
Impact of changes in foreign currency rates | (163) | (22) |
Ending Balance | 6,842 | 6,282 |
Industrial | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 202 | 1,343 |
Restructuring Charges | 1,239 | 715 |
Cash payments | (259) | (333) |
Other non-cash uses of reserve | (492) | (166) |
Impact of changes in foreign currency rates | 0 | (25) |
Ending Balance | 690 | 1,534 |
Energy | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 3,613 | 3,021 |
Restructuring Charges | 931 | 117 |
Cash payments | (1,398) | (558) |
Other non-cash uses of reserve | 207 | (6) |
Impact of changes in foreign currency rates | (161) | 10 |
Ending Balance | 3,192 | 2,584 |
Engineered Solutions | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 1,792 | 1,863 |
Restructuring Charges | 285 | 2,080 |
Cash payments | (762) | (1,802) |
Other non-cash uses of reserve | (193) | (3) |
Impact of changes in foreign currency rates | (2) | (8) |
Ending Balance | 1,120 | 2,130 |
General Corporate | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 30 | 46 |
Restructuring Charges | 4,174 | 36 |
Cash payments | (345) | (36) |
Other non-cash uses of reserve | (2,019) | (13) |
Impact of changes in foreign currency rates | 0 | 0 |
Ending Balance | $ 1,840 | $ 33 |
Acquisitions Acquisitions (Deta
Acquisitions Acquisitions (Details) - Mirage Machines [Member] [Member] - USD ($) $ in Millions | Dec. 02, 2017 | Nov. 30, 2017 |
Business Acquisition [Line Items] | ||
Acquisition Costs, Period Cost | $ 0.2 | |
Mirage Machines [Domain] | ||
Business Acquisition [Line Items] | ||
Payments to Acquire Businesses, Net of Cash Acquired | $ 17.3 |
Divestiture Activities (Details
Divestiture Activities (Details) - USD ($) $ in Thousands | Dec. 02, 2017 | Nov. 30, 2017 | Nov. 30, 2016 | Dec. 01, 2017 | Aug. 31, 2017 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Long-term debt | $ 524,629 | $ 531,940 | |||
Disposal Group, Including Discontinued Operation, Accounts, Notes and Loans Receivable, Net | 2,116 | 2,426 | |||
Disposal Group, Including Discontinued Operation, Inventory, Current | 185 | 190 | |||
Disposal Group, Including Discontinued Operation, Property, Plant and Equipment, Current | 7,434 | 7,534 | |||
Disposal Group, Including Discontinued Operation, Prepaid and Other Assets, Current | 1,996 | 1,927 | |||
Disposal Group, Including Discontinued Operation, Other Assets, Noncurrent | 9,662 | 9,758 | |||
Assets held for sale | 21,393 | 21,835 | |||
Disposal Group, Including Discontinued Operation, Accounts Payable, Current | 1,804 | 1,883 | |||
Disposal Group, Including Discontinued Operation, Other Liabilities, Current | 1,338 | 1,637 | |||
Divestiture Activities, Liability Held for Sale - Rental Asset Lease Buyout Liability | 0 | 28,644 | |||
Divestiture Activity, Liability Held for Sale, Reserve for Cumulative Translation Adjustment | 67,645 | 68,919 | |||
Liabilities held for sale | 70,787 | $ 101,083 | |||
Viking [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Disposal Group, Not Discontinued Operation, annual revenue | $ 2,700 | $ 5,500 | |||
Viking [Domain] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from Divestiture of Businesses | $ 12,000 | ||||
Minimum Disposal Charges | $ 15,000 | ||||
Maximum Disposal Charges | $ 20,000 |
Changes in Carrying Value of Go
Changes in Carrying Value of Goodwill (Details) $ in Thousands | 3 Months Ended |
Nov. 30, 2017USD ($) | |
Goodwill [Roll Forward] | |
Balance as of August 31, 2016 | $ 530,081 |
Impact of changes in foreign currency rates | 1,373 |
Balance as of November 30, 2017 | 531,454 |
Industrial | |
Goodwill [Roll Forward] | |
Balance as of August 31, 2016 | 103,875 |
Impact of changes in foreign currency rates | 65 |
Balance as of November 30, 2017 | 103,940 |
Energy | |
Goodwill [Roll Forward] | |
Balance as of August 31, 2016 | 188,830 |
Impact of changes in foreign currency rates | 1,925 |
Balance as of November 30, 2017 | 190,755 |
Engineered Solutions | |
Goodwill [Roll Forward] | |
Balance as of August 31, 2016 | 237,376 |
Impact of changes in foreign currency rates | (617) |
Balance as of November 30, 2017 | $ 236,759 |
Gross Carrying Amount and Accum
Gross Carrying Amount and Accumulated Amortization of Other Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2017 | Aug. 31, 2017 | |
Indefinite And Finite Lived Intangible Assets [Line Items] | ||
Accumulated Amortization | $ 198,686 | $ 192,660 |
Gross Carrying Value | 414,718 | 413,149 |
Net Book Value | 216,032 | 220,489 |
Tradenames | ||
Indefinite And Finite Lived Intangible Assets [Line Items] | ||
Accumulated Amortization | 0 | 0 |
Net Book Value | 91,825 | 91,080 |
Gross Carrying Value | $ 91,825 | 91,080 |
Customer relationships | ||
Indefinite And Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (Years) | 15 years | |
Gross Carrying Value | $ 264,409 | 263,498 |
Accumulated Amortization | 158,245 | 153,003 |
Net Book Value | $ 106,164 | 110,495 |
Patents | ||
Indefinite And Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (Years) | 10 years | |
Gross Carrying Value | $ 30,448 | 30,401 |
Accumulated Amortization | 24,476 | 24,027 |
Net Book Value | $ 5,972 | 6,374 |
Trademarks and tradenames | ||
Indefinite And Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (Years) | 18 years | |
Gross Carrying Value | $ 21,324 | 21,498 |
Accumulated Amortization | 9,637 | 9,396 |
Net Book Value | $ 11,687 | 12,102 |
Other intangibles | ||
Indefinite And Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (Years) | 3 years | |
Gross Carrying Value | $ 6,712 | 6,672 |
Accumulated Amortization | 6,328 | 6,234 |
Net Book Value | $ 384 | $ 438 |
Goodwill and Other Intangible41
Goodwill and Other Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands | Nov. 30, 2017 | Aug. 31, 2017 |
Impaired Assets [Line Items] | ||
Goodwill | $ 531,454 | $ 530,081 |
Future Amortization Expense, Remainder of 2018 | 15,300 | |
Future Amortization Expense, 2019 | 19,900 | |
Future Amortization Expense, 2020 | 19,200 | |
Future Amortization Expense, 2021 | 18,300 | |
Future Amortization Expense, 2022 | 16,300 | |
Future Amortization Expense, 2023 | 13,300 | |
Future Amortization Expense, Thereafter | $ 21,900 |
Rollforward of Accrued Product
Rollforward of Accrued Product Warranty Reserve (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2017 | Nov. 30, 2016 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||
Beginning balance | $ 6,616 | $ 5,592 |
Provision for warranties | 1,531 | 777 |
Warranty reserve for acquired businesses | (1,145) | (2,309) |
Impact of changes in foreign currency rates | (8) | (105) |
Ending balance | $ 6,994 | $ 3,955 |
Long-Term Indebtedness (Details
Long-Term Indebtedness (Details) - USD ($) $ in Thousands | Nov. 30, 2017 | Aug. 31, 2017 |
Debt Instrument [Line Items] | ||
Total Senior Indebtedness | $ 557,559 | $ 565,059 |
Less: Current maturities of long-term debt | (30,000) | (30,000) |
Deferred Finance Costs, Own-share Lending Arrangement, Issuance Costs, Net | (2,930) | (3,119) |
Long-term debt | 524,629 | 531,940 |
Line of Credit | ||
Debt Instrument [Line Items] | ||
Total Senior Indebtedness | 270,000 | 277,500 |
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 | 270,000 | 277,500 |
Senior Notes | 5.625% Senior Notes | ||
Debt Instrument [Line Items] | ||
Senior Notes, Noncurrent | $ 287,600 | $ 287,600 |
Debt - Additional Information (
Debt - Additional Information (Details) | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Apr. 16, 2012USD ($) | Nov. 30, 2017USD ($) |
Debt Instrument [Line Items] | ||||
Senior credit facility expansion option, available | $ 450,000,000 | |||
Debt Instrument, actual interest rate | 3.38% | |||
Libor Rate | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate over variable rate | 2.00% | |||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Maturity Date | May 8, 2020 | |||
Maximum borrowing capacity | $ 600,000,000 | |||
Line of Credit | Senior Credit Facility - Revolver | ||||
Debt Instrument [Line Items] | ||||
Unused credit line | 597,100,000 | |||
Unused credit line Available for Borrowing, Amount | $ 93,100,000 | |||
Senior Notes | 5.625% Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Maturity Date | Jun. 15, 2022 | |||
Debt Instrument, Face Amount | $ 300,000,000 | |||
Debt instrument, interest rate | 5.625% | |||
Minimum | ||||
Debt Instrument [Line Items] | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.15% | |||
Interest coverage ratio | 3.5 | |||
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 | 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% | |||
Starting on June 30, 2016 | Scenario, Actual [Member] | Senior Credit Facility - Term Loan | ||||
Debt Instrument [Line Items] | ||||
Quarterly installments, payable on term loan | $ 3,800,000 | |||
Starting on June 30, 2017 | Senior Credit Facility - Term Loan | ||||
Debt Instrument [Line Items] | ||||
Quarterly installments, payable on term loan | $ 7,500,000 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Details) - USD ($) $ in Millions | Nov. 30, 2017 | Aug. 31, 2017 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Foreign Currency Contract, Asset, Fair Value Disclosure | $ 0.1 | |
Foreign Currency Contracts, Liability, Fair Value Disclosure | $ 0.2 | |
Senior Notes | 5.625% Senior Notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of long-term debt | $ 295.1 | $ 295.8 |
Derivatives Narrative (Details)
Derivatives Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Aug. 31, 2017 | |
Derivative [Line Items] | |||
Foreign Currency Contract, Asset, Fair Value Disclosure | $ 100 | ||
Foreign Currency Contracts, Liability, Fair Value Disclosure | $ (200) | ||
Gain (Loss) on Foreign Currency Fair Value Hedge Derivatives and Not Designated as Hedging Instruments at Fair Value | 214 | $ (1,491) | |
Fair Value Hedging [Member] | |||
Derivative [Line Items] | |||
Derivative, Notional Amount | $ 22,500 | $ 22,000 |
Capital Stock and Share Repur47
Capital Stock and Share Repurchase Share Repurchase (Details) - USD ($) $ in Millions | Nov. 30, 2017 | Aug. 31, 2017 |
Equity [Abstract] | ||
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased | 7,560,566 | |
Treasury Stock, Shares | 20,439,434 | 20,439,434 |
Stock Repurchase Program, Authorized Amount | $ 617.7 |
Capital Stock (Details)
Capital Stock (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Nov. 30, 2017 | Nov. 30, 2016 | |
Earnings Per Share [Abstract] | ||
Net earnings | $ 5,226 | $ 4,965 |
Weighted average common shares outstanding - basic | 59,871 | 58,972 |
Incremental Common Shares Attributable to Dilutive Effect of Conversion of Debt Securities | 738 | 644 |
Diluted | 60,609 | 59,616 |
Basic | $ 0.09 | $ 0.08 |
Diluted | $ 0.09 | $ 0.08 |
Anti-dilutive securities from stock based compensation plans (excluded from earnings per share calculation) | 1,829 | 1,963 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2017 | Nov. 30, 2016 | |
Income Tax Disclosure Additional Details [Table] [Line Items] | ||
Earnings before income taxes | $ 6,830 | $ 1,967 |
Income tax expense (benefit) | $ 1,604 | $ (2,998) |
Effective Income Tax Rate Reconciliation, Percent | 23.50% | (152.40%) |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | |
Income tax benefit related to discrete income tax adjustment | $ 2,900 | |
Foreign Destination [Member] | ||
Income Tax Disclosure Additional Details [Table] [Line Items] | ||
Percent of Revenue (excluding impairment charge) from foreign jurisdictions | 80.00% | 80.00% |
Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Percent | (12.20%) | (22.40%) |
Summary of Financial Informatio
Summary of Financial Information by Reportable Segment and Product Line (Details) $ in Thousands | 3 Months Ended | ||
Nov. 30, 2017USD ($)Segment | Nov. 30, 2016USD ($) | Aug. 31, 2017USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | Segment | 3 | ||
Net sales | $ 288,955 | $ 265,793 | |
Operating profit (Loss) | 14,673 | 8,471 | |
Assets | 1,490,241 | $ 1,516,955 | |
Industrial Tools [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 84,510 | 79,039 | |
Industrial | |||
Segment Reporting Information [Line Items] | |||
Net sales | 96,916 | 87,290 | |
Operating profit (Loss) | 18,243 | 18,776 | |
Assets | 314,215 | 329,134 | |
Heavy Lifting Technology [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 12,406 | 8,251 | |
Energy | |||
Segment Reporting Information [Line Items] | |||
Net sales | 75,841 | 84,646 | |
Operating profit (Loss) | 293 | 3,210 | |
Assets | 480,402 | 482,963 | |
Energy Maintenance & Integrity | |||
Segment Reporting Information [Line Items] | |||
Net sales | 56,710 | 64,821 | |
Other Energy Solutions [Member] | |||
Segment Reporting Information [Line Items] | |||
Net sales | 19,131 | 19,825 | |
Engineered Solutions | |||
Segment Reporting Information [Line Items] | |||
Net sales | 116,198 | 93,857 | |
Operating profit (Loss) | 6,334 | 755 | |
Assets | 539,978 | 531,068 | |
On-Highway | |||
Segment Reporting Information [Line Items] | |||
Net sales | 64,882 | 51,630 | |
Agriculture, Off-Highway and Other | |||
Segment Reporting Information [Line Items] | |||
Net sales | 51,316 | 42,227 | |
General Corporate | |||
Segment Reporting Information [Line Items] | |||
Operating profit (Loss) | (10,197) | $ (14,270) | |
Assets | $ 155,646 | $ 173,790 |
Contingencies and Litigation -
Contingencies and Litigation - Additional Information (Details) - USD ($) $ in Millions | Nov. 30, 2017 | Aug. 31, 2017 |
Commitments and Contingencies Disclosure [Abstract] | ||
Outstanding letters of credit | $ 14.3 | $ 14.5 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Discounted present value of future minimum lease payments | $ 12.8 | |
Weighted Average Discount Rate on Future Minimum Lease Payments | 2.62% |
Guarantor Subsidiaries - Additi
Guarantor Subsidiaries - Additional Information (Details) - 5.625% Senior Notes - Senior Notes - USD ($) | Nov. 30, 2017 | Aug. 31, 2017 | Apr. 16, 2012 |
Guarantor Obligations [Line Items] | |||
Debt Instrument, Face Amount | $ 300,000,000 | ||
Senior Notes, Noncurrent | $ 287,600,000 | $ 287,600,000 | |
Debt instrument, interest rate | 5.625% |
Condensed Consolidating Stateme
Condensed Consolidating Statements of Earnings and Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2017 | Nov. 30, 2016 | |
Condensed Financial Statements, Captions [Line Items] | ||
Net sales | $ 288,955 | $ 265,793 |
Cost of products sold | 188,044 | 172,726 |
Gross profit | 100,911 | 93,067 |
Selling, administrative and engineering expenses | 74,478 | 68,602 |
Amortization of intangible assets | 5,131 | 5,262 |
Restructuring Charges | 6,629 | 2,948 |
Director & officer transition charges | 0 | 7,784 |
Operating profit | 14,673 | 8,471 |
Financing costs, net | 7,514 | 7,132 |
Intercompany Expense (Income) Net | 0 | 0 |
Other Nonoperating (Income) Expense | (329) | 628 |
Intercompany Dividends | 0 | |
Earnings before income tax expense (benefit) | 6,830 | 1,967 |
Income tax expense (benefit) | 1,604 | (2,998) |
Income tax (benefit) expense | 5,226 | 4,965 |
Net earnings (loss) before equity in earnings (loss) of subsidiaries | 0 | 0 |
Net earnings | 5,226 | 4,965 |
Comprehensive income (loss) | 8,251 | (21,157) |
Reportable Legal Entities | Parent | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net sales | 35,710 | 31,729 |
Cost of products sold | 6,963 | 7,094 |
Gross profit | 28,747 | 24,635 |
Selling, administrative and engineering expenses | 19,715 | 17,967 |
Amortization of intangible assets | 318 | 318 |
Restructuring Charges | 5,356 | 355 |
Director & officer transition charges | 7,784 | |
Operating profit | 3,358 | (1,789) |
Financing costs, net | 7,623 | 7,326 |
Intercompany Expense (Income) Net | (4,877) | (5,068) |
Other Nonoperating (Income) Expense | 50 | (2,085) |
Intercompany Dividends | 0 | |
Earnings before income tax expense (benefit) | 662 | (6,132) |
Income tax expense (benefit) | (285) | (2,714) |
Income tax (benefit) expense | 947 | (3,418) |
Net earnings (loss) before equity in earnings (loss) of subsidiaries | 4,279 | 8,383 |
Net earnings | 5,226 | 4,965 |
Comprehensive income (loss) | 8,251 | (21,157) |
Reportable Legal Entities | Guarantors | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net sales | 87,834 | 84,276 |
Cost of products sold | 64,574 | 61,416 |
Gross profit | 23,260 | 22,860 |
Selling, administrative and engineering expenses | 18,448 | 16,636 |
Amortization of intangible assets | 2,861 | 3,076 |
Restructuring Charges | 169 | 723 |
Director & officer transition charges | 0 | |
Operating profit | 1,782 | 2,425 |
Financing costs, net | 21 | 0 |
Intercompany Expense (Income) Net | 5,484 | (1,086) |
Other Nonoperating (Income) Expense | (45) | 70 |
Intercompany Dividends | (55,143) | |
Earnings before income tax expense (benefit) | (3,768) | 58,724 |
Income tax expense (benefit) | 437 | (30) |
Income tax (benefit) expense | (4,205) | 58,754 |
Net earnings (loss) before equity in earnings (loss) of subsidiaries | 8,793 | 5,625 |
Net earnings | 4,588 | 64,379 |
Comprehensive income (loss) | 4,588 | 46,292 |
Reportable Legal Entities | Non-Guarantors | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net sales | 165,411 | 149,788 |
Cost of products sold | 116,507 | 104,216 |
Gross profit | 48,904 | 45,572 |
Selling, administrative and engineering expenses | 36,315 | 33,999 |
Amortization of intangible assets | 1,952 | 1,868 |
Restructuring Charges | 1,104 | 1,870 |
Director & officer transition charges | 0 | |
Operating profit | 9,533 | 7,835 |
Financing costs, net | (130) | (194) |
Intercompany Expense (Income) Net | (607) | 6,154 |
Other Nonoperating (Income) Expense | (334) | 2,643 |
Intercompany Dividends | 0 | |
Earnings before income tax expense (benefit) | 9,936 | 4,518 |
Income tax expense (benefit) | 1,452 | (254) |
Income tax (benefit) expense | 8,484 | 4,772 |
Net earnings (loss) before equity in earnings (loss) of subsidiaries | (46) | 3,130 |
Net earnings | 8,438 | 7,902 |
Comprehensive income (loss) | 11,566 | 631 |
Eliminations | ||
Condensed Financial Statements, Captions [Line Items] | ||
Net sales | 0 | 0 |
Cost of products sold | 0 | 0 |
Gross profit | 0 | 0 |
Selling, administrative and engineering expenses | 0 | 0 |
Amortization of intangible assets | 0 | 0 |
Restructuring Charges | 0 | 0 |
Director & officer transition charges | 0 | |
Operating profit | 0 | 0 |
Financing costs, net | 0 | 0 |
Intercompany Expense (Income) Net | 0 | 0 |
Other Nonoperating (Income) Expense | 0 | 0 |
Intercompany Dividends | 55,143 | |
Earnings before income tax expense (benefit) | 0 | (55,143) |
Income tax expense (benefit) | 0 | 0 |
Income tax (benefit) expense | 0 | (55,143) |
Net earnings (loss) before equity in earnings (loss) of subsidiaries | (13,026) | (17,138) |
Net earnings | (13,026) | (72,281) |
Comprehensive income (loss) | $ (16,154) | $ (46,923) |
Condensed Consolidating Balance
Condensed Consolidating Balance Sheets (Details) - USD ($) $ in Thousands | Nov. 30, 2017 | Aug. 31, 2017 | Nov. 30, 2016 | Aug. 31, 2016 |
Current assets | ||||
Cash and cash equivalents | $ 165,050 | $ 229,571 | $ 176,871 | $ 179,604 |
Accounts receivable, net | 201,317 | 190,206 | ||
Inventories, net | 154,246 | 143,651 | ||
Assets held for sale | 21,393 | 21,835 | ||
Other current assets | 76,330 | 61,663 | ||
Total current assets | 618,336 | 646,926 | ||
Property, plant and equipment, net | 98,988 | 94,521 | ||
Goodwill | 531,454 | 530,081 | ||
Other intangibles, net | 216,032 | 220,489 | ||
Investment in subsidiaries | 0 | 0 | ||
Intercompany receivable | 0 | 0 | ||
Other long-term assets | 25,431 | 24,938 | ||
Total assets | 1,490,241 | 1,516,955 | ||
Current liabilities | ||||
Trade accounts payable | 141,745 | 133,387 | ||
Accrued compensation and benefits | 37,770 | 50,939 | ||
Current maturities of debt and short-term borrowings | 30,000 | 30,000 | ||
Income taxes payable | 6,642 | 6,080 | ||
Liabilities held for sale | 70,787 | 101,083 | ||
Other current liabilities | 56,975 | 57,445 | ||
Total current liabilities | 343,919 | 378,934 | ||
Long-term debt | 524,629 | 531,940 | ||
Deferred income taxes | 29,567 | 29,859 | ||
Pension and postretirement benefit liabilities | 19,539 | 19,862 | ||
Other long-term liabilities | 56,269 | 55,821 | ||
Intercompany payable | 0 | 0 | ||
Shareholders’ equity | 516,318 | 500,539 | ||
Total liabilities and shareholders’ equity | 1,490,241 | 1,516,955 | ||
Reportable Legal Entities | Parent | ||||
Current assets | ||||
Cash and cash equivalents | 9,504 | 34,715 | 9,371 | 7,953 |
Accounts receivable, net | 16,577 | 17,498 | ||
Inventories, net | 24,490 | 23,308 | ||
Assets held for sale | 0 | 0 | ||
Other current assets | 29,359 | 23,576 | ||
Total current assets | 79,930 | 99,097 | ||
Property, plant and equipment, net | 8,051 | 7,049 | ||
Goodwill | 38,847 | 38,847 | ||
Other intangibles, net | 7,839 | 8,156 | ||
Investment in subsidiaries | 1,839,467 | 1,832,472 | ||
Intercompany receivable | 0 | 0 | ||
Other long-term assets | 8,147 | 8,377 | ||
Total assets | 1,982,281 | 1,993,998 | ||
Current liabilities | ||||
Trade accounts payable | 15,804 | 15,412 | ||
Accrued compensation and benefits | 7,634 | 19,082 | ||
Current maturities of debt and short-term borrowings | 30,000 | 30,000 | ||
Income taxes payable | 307 | 153 | ||
Liabilities held for sale | 0 | 0 | ||
Other current liabilities | 20,521 | 18,512 | ||
Total current liabilities | 74,266 | 83,159 | ||
Long-term debt | 524,629 | 531,940 | ||
Deferred income taxes | 23,789 | 24,164 | ||
Pension and postretirement benefit liabilities | 12,209 | 12,540 | ||
Other long-term liabilities | 49,646 | 48,692 | ||
Intercompany payable | 781,424 | 792,964 | ||
Shareholders’ equity | 516,318 | 500,539 | ||
Total liabilities and shareholders’ equity | 1,982,281 | 1,993,998 | ||
Reportable Legal Entities | Guarantors | ||||
Current assets | ||||
Cash and cash equivalents | 0 | 0 | 0 | 71 |
Accounts receivable, net | 52,010 | 50,749 | ||
Inventories, net | 54,521 | 48,492 | ||
Assets held for sale | 0 | 0 | ||
Other current assets | 2,997 | 3,619 | ||
Total current assets | 109,528 | 102,860 | ||
Property, plant and equipment, net | 30,461 | 26,130 | ||
Goodwill | 200,499 | 200,499 | ||
Other intangibles, net | 135,181 | 138,042 | ||
Investment in subsidiaries | 1,196,261 | 1,186,715 | ||
Intercompany receivable | 577,424 | 589,193 | ||
Other long-term assets | 1,869 | 812 | ||
Total assets | 2,251,223 | 2,244,251 | ||
Current liabilities | ||||
Trade accounts payable | 28,772 | 27,168 | ||
Accrued compensation and benefits | 6,325 | 7,672 | ||
Current maturities of debt and short-term borrowings | 0 | 0 | ||
Income taxes payable | 0 | 0 | ||
Liabilities held for sale | 0 | 0 | ||
Other current liabilities | 8,140 | 7,169 | ||
Total current liabilities | 43,237 | 42,009 | ||
Long-term debt | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Pension and postretirement benefit liabilities | 0 | 0 | ||
Other long-term liabilities | 305 | 352 | ||
Intercompany payable | 0 | 0 | ||
Shareholders’ equity | 2,207,681 | 2,201,890 | ||
Total liabilities and shareholders’ equity | 2,251,223 | 2,244,251 | ||
Reportable Legal Entities | Non-Guarantors | ||||
Current assets | ||||
Cash and cash equivalents | 155,546 | 194,856 | 167,500 | 171,580 |
Accounts receivable, net | 132,730 | 121,959 | ||
Inventories, net | 75,235 | 71,851 | ||
Assets held for sale | 21,393 | 21,835 | ||
Other current assets | 43,974 | 34,468 | ||
Total current assets | 428,878 | 444,969 | ||
Property, plant and equipment, net | 60,476 | 61,342 | ||
Goodwill | 292,108 | 290,735 | ||
Other intangibles, net | 73,012 | 74,291 | ||
Investment in subsidiaries | 804,946 | 805,016 | ||
Intercompany receivable | 206,969 | 205,183 | ||
Other long-term assets | 15,415 | 15,749 | ||
Total assets | 1,881,804 | 1,897,285 | ||
Current liabilities | ||||
Trade accounts payable | 97,169 | 90,807 | ||
Accrued compensation and benefits | 23,811 | 24,185 | ||
Current maturities of debt and short-term borrowings | 0 | 0 | ||
Income taxes payable | 6,335 | 5,927 | ||
Liabilities held for sale | 70,787 | 101,083 | ||
Other current liabilities | 28,314 | 31,764 | ||
Total current liabilities | 226,416 | 253,766 | ||
Long-term debt | 0 | 0 | ||
Deferred income taxes | 5,778 | 5,695 | ||
Pension and postretirement benefit liabilities | 7,330 | 7,322 | ||
Other long-term liabilities | 6,318 | 6,777 | ||
Intercompany payable | 2,969 | 1,412 | ||
Shareholders’ equity | 1,632,993 | 1,622,313 | ||
Total liabilities and shareholders’ equity | 1,881,804 | 1,897,285 | ||
Eliminations | ||||
Current assets | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 |
Accounts receivable, net | 0 | 0 | ||
Inventories, net | 0 | 0 | ||
Assets held for sale | 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 | (3,840,674) | (3,824,203) | ||
Intercompany receivable | (784,393) | (794,376) | ||
Other long-term assets | 0 | 0 | ||
Total assets | (4,625,067) | (4,618,579) | ||
Current liabilities | ||||
Trade accounts payable | 0 | 0 | ||
Accrued compensation and benefits | 0 | 0 | ||
Current maturities of debt and short-term borrowings | 0 | 0 | ||
Income taxes payable | 0 | 0 | ||
Liabilities held for sale | 0 | 0 | ||
Other current liabilities | 0 | 0 | ||
Total current liabilities | 0 | 0 | ||
Long-term debt | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Pension and postretirement benefit liabilities | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Intercompany payable | (784,393) | (794,376) | ||
Shareholders’ equity | (3,840,674) | (3,824,203) | ||
Total liabilities and shareholders’ equity | $ (4,625,067) | $ (4,618,579) |
Condensed Consolidating State55
Condensed Consolidating Statements of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Nov. 30, 2017 | Nov. 30, 2016 | |
Operating Activities | ||
Net cash (used in) provided by operating activities | $ (20,458) | $ 12,463 |
Investing Activities | ||
Capital expenditures | (7,904) | (5,139) |
Proceeds from sale of property, plant and equipment | 32 | 130 |
Rental asset lease buyout for Viking divestiture | (27,718) | 0 |
Cash used in investing activities | (35,590) | (5,009) |
Financing Activities | ||
Principal repayments on term loan | (7,500) | (3,750) |
Taxes paid related to the net share settlement of equity awards | (282) | (223) |
Stock option exercises and other | 2,231 | 964 |
Cash dividend | (2,390) | (2,358) |
Intercompany Loan Activity | 0 | 0 |
Cash used in financing activities | (7,941) | (5,367) |
Effect of exchange rate changes on cash | (532) | (4,820) |
Net decrease in cash and cash equivalents | (64,521) | (2,733) |
Cash and cash equivalents - beginning of period | 229,571 | 179,604 |
Cash and cash equivalents - end of period | 165,050 | 176,871 |
Line of Credit | Senior Credit Facility - Term Loan | ||
Financing Activities | ||
Principal repayments on term loan | (7,500) | (3,750) |
Reportable Legal Entities | Parent | ||
Operating Activities | ||
Net cash (used in) provided by operating activities | (9,838) | 61,380 |
Investing Activities | ||
Capital expenditures | (1,478) | (861) |
Proceeds from sale of property, plant and equipment | 0 | 0 |
Rental asset lease buyout for Viking divestiture | 0 | |
Cash used in investing activities | (1,478) | (861) |
Financing Activities | ||
Principal repayments on term loan | (7,500) | (3,750) |
Taxes paid related to the net share settlement of equity awards | (282) | (223) |
Stock option exercises and other | 2,231 | 964 |
Cash dividend | (2,390) | (2,358) |
Intercompany Loan Activity | (5,954) | (53,734) |
Cash used in financing activities | (13,895) | (59,101) |
Effect of exchange rate changes on cash | 0 | 0 |
Net decrease in cash and cash equivalents | (25,211) | 1,418 |
Cash and cash equivalents - beginning of period | 34,715 | 7,953 |
Cash and cash equivalents - end of period | 9,504 | 9,371 |
Reportable Legal Entities | Guarantors | ||
Operating Activities | ||
Net cash (used in) provided by operating activities | 3,580 | 2,491 |
Investing Activities | ||
Capital expenditures | (3,589) | (2,607) |
Proceeds from sale of property, plant and equipment | 9 | 46 |
Rental asset lease buyout for Viking divestiture | 0 | |
Cash used in investing activities | (3,580) | (2,561) |
Financing Activities | ||
Principal repayments on term loan | 0 | 0 |
Taxes paid related to the net share settlement of equity awards | 0 | 0 |
Stock option exercises and other | 0 | 0 |
Cash dividend | 0 | 0 |
Intercompany Loan Activity | 0 | 0 |
Cash used in financing activities | 0 | 0 |
Effect of exchange rate changes on cash | 0 | 0 |
Net decrease in cash and cash equivalents | 0 | (71) |
Cash and cash equivalents - beginning of period | 0 | 71 |
Cash and cash equivalents - end of period | 0 | 0 |
Reportable Legal Entities | Non-Guarantors | ||
Operating Activities | ||
Net cash (used in) provided by operating activities | (14,200) | 3,736 |
Investing Activities | ||
Capital expenditures | (2,837) | (1,671) |
Proceeds from sale of property, plant and equipment | 23 | 84 |
Rental asset lease buyout for Viking divestiture | (27,718) | |
Cash used in investing activities | (30,532) | (1,587) |
Financing Activities | ||
Principal repayments on term loan | 0 | 0 |
Taxes paid related to the net share settlement of equity awards | 0 | 0 |
Stock option exercises and other | 0 | 0 |
Cash dividend | 0 | (55,143) |
Intercompany Loan Activity | 5,954 | 53,734 |
Cash used in financing activities | 5,954 | (1,409) |
Effect of exchange rate changes on cash | (532) | (4,820) |
Net decrease in cash and cash equivalents | (39,310) | (4,080) |
Cash and cash equivalents - beginning of period | 194,856 | 171,580 |
Cash and cash equivalents - end of period | 155,546 | 167,500 |
Eliminations | ||
Operating Activities | ||
Net cash (used in) provided by operating activities | 0 | (55,143) |
Investing Activities | ||
Capital expenditures | 0 | 0 |
Proceeds from sale of property, plant and equipment | 0 | 0 |
Rental asset lease buyout for Viking divestiture | 0 | |
Cash used in investing activities | 0 | 0 |
Financing Activities | ||
Principal repayments on term loan | 0 | 0 |
Taxes paid related to the net share settlement of equity awards | 0 | 0 |
Stock option exercises and other | 0 | 0 |
Cash dividend | 0 | 55,143 |
Intercompany Loan Activity | 0 | 0 |
Cash used in financing activities | 0 | 55,143 |
Effect of exchange rate changes on cash | 0 | 0 |
Net decrease 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 |