Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Jul. 31, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | LCI INDUSTRIES | |
Entity Central Index Key | 763,744 | |
Trading Symbol | LCII | |
Entity Filer Category | Large Accelerated Filer | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 25,215,661 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement [Abstract] | ||||
Net sales | $ 684,455 | $ 547,483 | $ 1,334,947 | $ 1,045,819 |
Cost of sales | 533,999 | 416,396 | 1,043,758 | 790,718 |
Gross profit | 150,456 | 131,087 | 291,189 | 255,101 |
Selling, general and administrative expenses | 86,368 | 68,047 | 167,281 | 132,932 |
Operating profit | 64,088 | 63,040 | 123,908 | 122,169 |
Interest expense, net | 1,660 | 414 | 2,761 | 851 |
Income before income taxes | 62,428 | 62,626 | 121,147 | 121,318 |
Provision for income taxes | 15,204 | 22,489 | 26,587 | 38,036 |
Net income | $ 47,224 | $ 40,137 | $ 94,560 | $ 83,282 |
Net income per common share: | ||||
Basic (in usd per share) | $ 1.87 | $ 1.61 | $ 3.75 | $ 3.34 |
Diluted (in usd per share) | $ 1.86 | $ 1.59 | $ 3.70 | $ 3.29 |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 25,233 | 24,992 | 25,195 | 24,959 |
Diluted (in shares) | 25,454 | 25,305 | 25,527 | 25,296 |
Condensed Consolidated Stateme3
Condensed Consolidated Statement Of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 47,224 | $ 40,137 | $ 94,560 | $ 83,282 |
Other comprehensive (loss) income: | ||||
Net foreign currency translation adjustment | (1,900) | 2,066 | (789) | 2,415 |
Total comprehensive income | $ 45,324 | $ 42,203 | $ 93,771 | $ 85,697 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 |
Current assets | |||
Cash and cash equivalents | $ 17,851 | $ 26,049 | $ 37,961 |
Accounts receivable, net of allowances of $2,991, $2,226, and $1,536 at June 30, 2018, June 30, 2017, and December 31, 2017, respectively | 163,249 | 82,157 | 130,514 |
Inventories, net | 323,893 | 274,748 | 202,635 |
Prepaid expenses and other current assets | 43,961 | 34,125 | 43,977 |
Total current assets | 548,954 | 417,079 | 415,087 |
Fixed assets, net | 282,142 | 228,950 | 203,204 |
Goodwill | 151,831 | 124,183 | 122,275 |
Other intangible assets, net | 181,426 | 130,132 | 138,876 |
Deferred taxes | 17,947 | 24,156 | 31,864 |
Other assets | 22,513 | 21,358 | 13,344 |
Total assets | 1,204,813 | 945,858 | 924,650 |
Current liabilities | |||
Accounts payable, trade | 99,085 | 79,164 | 80,596 |
Accrued expenses and other current liabilities | 104,281 | 102,849 | 114,454 |
Total current liabilities | 203,366 | 182,013 | 195,050 |
Long-term indebtedness | 215,327 | 49,924 | 49,911 |
Other long-term liabilities | 72,941 | 61,176 | 59,934 |
Total liabilities | 491,634 | 293,113 | 304,895 |
Stockholders’ equity | |||
Common stock, par value $.01 per share | 279 | 277 | 276 |
Paid-in capital | 200,306 | 203,990 | 195,452 |
Retained earnings | 540,411 | 475,506 | 452,877 |
Accumulated other comprehensive income | 1,650 | 2,439 | 617 |
Stockholders’ equity before treasury stock | 742,646 | 682,212 | 649,222 |
Treasury stock, at cost | (29,467) | (29,467) | (29,467) |
Total stockholders’ equity | 713,179 | 652,745 | 619,755 |
Total liabilities and stockholders’ equity | $ 1,204,813 | $ 945,858 | $ 924,650 |
Condensed Consolidated Balance5
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 |
Statement of Financial Position [Abstract] | |||
Accounts receivable, allowances | $ 2,991 | $ 1,536 | $ 2,226 |
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Cash flows from operating activities: | ||
Net income | $ 94,560 | $ 83,282 |
Adjustments to reconcile net income to cash flows provided by operating activities: | ||
Depreciation and amortization | 32,476 | 25,530 |
Stock-based compensation expense | 9,762 | 9,312 |
Other non-cash items | (927) | 2,198 |
Changes in assets and liabilities, net of acquisitions of businesses: | ||
Accounts receivable, net | (52,236) | (61,455) |
Inventories, net | (14,556) | (6,804) |
Prepaid expenses and other assets | (5,743) | (9,337) |
Accounts payable, trade | 5,412 | 22,542 |
Accrued expenses and other liabilities | 10,181 | 31,431 |
Net cash flows provided by operating activities | 78,929 | 96,699 |
Cash flows from investing activities: | ||
Capital expenditures | (54,539) | (43,276) |
Acquisitions of businesses, net of cash acquired | (153,415) | (67,876) |
Proceeds from note receivable | 2,000 | 0 |
Other investing activities | (1,016) | 257 |
Net cash flows used in investing activities | (206,970) | (110,895) |
Cash flows from financing activities: | ||
Exercise of stock-based awards, net of shares tendered for payment of taxes | (14,114) | (7,543) |
Proceeds from line of credit borrowings | 631,148 | 0 |
Repayments under line of credit borrowings | (469,148) | 0 |
Proceeds from other borrowings | 4,509 | 0 |
Payment of dividends | 28,985 | 24,887 |
Payment of contingent consideration related to acquisitions | (3,011) | (1,524) |
Other financing activities | (556) | (59) |
Net cash flows provided by (used in) financing activities | 119,843 | (34,013) |
Net decrease in cash and cash equivalents | (8,198) | (48,209) |
Cash and cash equivalents at beginning of period | 26,049 | 86,170 |
Cash and cash equivalents at end of period | 17,851 | 37,961 |
Supplemental disclosure of cash flow information: | ||
Cash paid during the period for interest | 2,582 | 941 |
Cash paid during the period for income taxes, net of refunds | 24,907 | 17,620 |
Purchase of property and equipment in accrued expenses | $ 664 | $ 2,072 |
Condensed Consolidated Stateme7
Condensed Consolidated Statement Of Stockholders' Equity - 6 months ended Jun. 30, 2018 - USD ($) $ in Thousands | Total | Common Stock | Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income | Treasury Stock |
Beginning balance at Dec. 31, 2017 | $ 652,745 | $ 277 | $ 203,990 | $ 475,506 | $ 2,439 | $ (29,467) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 94,560 | 94,560 | ||||
Issuance of 226,187 shares of common stock pursuant to stock-based awards, net of shares tendered for payment of taxes | (14,114) | 2 | (14,116) | |||
Stock-based compensation expense | 9,762 | 9,762 | ||||
Other comprehensive loss | (789) | |||||
Cash dividends ($1.15 per share) | (28,985) | (28,985) | ||||
Dividend equivalents on stock-based awards | 670 | (670) | ||||
Ending balance at Jun. 30, 2018 | $ 713,179 | $ 279 | $ 200,306 | $ 540,411 | $ 1,650 | $ (29,467) |
Condensed Consolidated Stateme8
Condensed Consolidated Statement Of Stockholders' Equity (Parenthetical) | 6 Months Ended |
Jun. 30, 2018$ / sharesshares | |
Statement of Stockholders' Equity [Abstract] | |
Issuance of common stock (in shares) | shares | 226,187 |
Special cash dividend (in usd per share) | $ / shares | $ 1.15 |
Basis Of Presentation
Basis Of Presentation | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis Of Presentation | BASIS OF PRESENTATION The Condensed Consolidated Financial Statements include the accounts of LCI Industries and its wholly-owned subsidiaries (“LCII” and collectively with its subsidiaries, the “Company”). LCII has no unconsolidated subsidiaries. LCII, through its wholly-owned subsidiary, Lippert Components, Inc. and its subsidiaries (collectively, “Lippert Components” or “LCI”), supplies, domestically and internationally, a broad array of engineered components for the leading original equipment manufacturers (“OEMs”) in the recreation and industrial product markets, consisting of recreational vehicles (“RVs”) and adjacent industries, including buses; trailers used to haul boats, livestock, equipment and other cargo; trucks; boats; trains; manufactured homes; and modular housing . The Company also supplies components to the related aftermarkets of these industries, primarily by selling to retail dealers, wholesale distributors and service centers. At June 30, 2018 , the Company operated over 65 manufacturing and distribution facilities located throughout the United States and in Canada, Ireland, Italy and the United Kingdom . Most industries where the Company sells products or where its products are used historically have been seasonal and are generally at the highest levels when the weather is moderate. Accordingly, the Company’s sales and profits have generally been the highest in the second quarter and lowest in the fourth quarter. However, because of fluctuations in dealer inventories, the impact of international, national and regional economic conditions and consumer confidence on retail sales of RVs and other products for which the Company sells its components, the timing of dealer orders, and the impact of severe weather conditions on the timing of industry-wide shipments from time to time, current and future seasonal industry trends may be different than in prior years. Additionally, sales of components to the aftermarket channels of these industries tend to be counter-seasonal. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, net sales and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to product returns, sales and purchase rebates, accounts receivable, inventories, goodwill and other intangible assets, net assets of acquired businesses, income taxes, warranty and product recall obligations, self-insurance obligations, lease terminations, asset retirement obligations, long-lived assets, post-retirement benefits, stock-based compensation, segment allocations, contingent consideration, environmental liabilities, contingencies and litigation. The Company bases its estimates on historical experience, other available information and various other assumptions believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities not readily apparent from other resources. Actual results and events could differ significantly from management estimates. In the opinion of management, the information furnished in this Form 10-Q reflects all adjustments necessary for a fair statement of the financial position and results of operations for the interim periods presented. The Condensed Consolidated Financial Statements have been prepared in accordance with the instructions to Form 10-Q, and therefore do not include some information necessary to conform to annual reporting requirements. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | The Condensed Consolidated Financial Statements presented herein have been prepared by the Company in accordance with the accounting policies described in its December 31, 2017 Annual Report on Form 10-K and should be read in conjunction with the Notes to Consolidated Financial Statements which appear in that report. All significant intercompany balances and transactions have been eliminated. Certain prior year balances have been reclassified to conform to current year presentation. Recent Accounting Pronouncements Recently issued accounting pronouncements not yet adopted In August 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-12, Targeted Improvements to Accounting for Hedging Activities, which amends ASC 815, Derivatives and Hedging. This ASU better aligns an entity’s risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. This ASU is effective for interim and annual reporting periods beginning after December 15, 2018, and early adoption is permitted. The Company does not expect the adoption of this ASU to have a material impact on the Company’s consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment, which amends ASC 350, Intangibles - Goodwill and Other. This ASU simplifies how an entity is required to test goodwill for impairment by eliminating step 2 from the goodwill impairment test. Step 2 measures goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. This ASU is effective for interim and annual reporting periods, beginning after December 15, 2019, and early adoption is permitted. The Company does not expect the adoption of this ASU to have a material impact on the Company’s consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases . This ASU requires, in most instances, a lessee to recognize on its balance sheet a liability to make lease payments (the lease liability) and also a right-of-use asset representing its right to use the underlying asset for the lease term. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the income statement. The amendments are effective for fiscal years beginning after December 15, 2018, including interim periods within those periods, using a modified retrospective approach with early adoption permitted. The Company will adopt ASU 2016-02 on January 1, 2019 using the modified retrospective approach, and the adoption is expected to have a material effect on the Company’s consolidated financial statements. While the Company continues to execute on its implementation plan and is currently gathering lease data to derive the impact of adoption, the most significant expected change relates to the recognition of new right-of-use assets and lease liabilities on the consolidated balance sheet for real estate, machinery and equipment, and vehicle operating leases. The Company does not expect the adoption to have a material impact to its consolidated statement of cash flows or consolidated statement of income. Recently adopted accounting pronouncements In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments , which amends ASC 230, Statement of Cash Flows . This ASU provides guidance on the statement of cash flows presentation of certain transactions where diversity in practice exists. This ASU is effective for annual and interim periods beginning after December 15, 2017, and should be applied retrospectively with early adoption permitted at the beginning of an interim or annual reporting period. The Company adopted this ASU effective January 1, 2018, with retrospective disclosure. As a result, the Company reclassified $1.0 million of cash outflow from financing activities to cash outflow from operations for the six months ended June 30, 2017 . The adoption of this guidance did not have a material impact on the Company’s financial position or results of operations. In May 2014, the FASB issued ASU 2014-09 (Topic 606), Revenue from Contracts with Customers . Topic 606 supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, and requires entities to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company adopted Topic 606 as of January 1, 2018 using the modified retrospective transition method. The adoption did not result in a cumulative effect adjustment to beginning retained earnings. Comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The Company expects the impact of the adoption of the new standard to be immaterial to net income on an ongoing basis. See Note 3 for further detail. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2018 | |
Revenue Recognition and Deferred Revenue [Abstract] | |
Revenue | REVENUE The Company recognizes revenue when performance obligations under the terms of contracts with customers are satisfied, which occurs with the transfer of control of the Company’s products. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring its products to its customers. Sales, value add and other taxes collected concurrent with revenue-producing activities are excluded from revenue. Incidental items, such as training, customer service, instruction manuals and service requirements, are generally immaterial in the context of the contract and are recognized as expense. For the majority of product sales, the Company transfers control and recognizes revenue when it ships the product from its facility to its customer. The amount of consideration the Company receives and the revenue recognized varies with sales discounts, volume rebate programs and indexed material pricing. When the Company offers customers retrospective volume rebates, it estimates the expected rebates based on an analysis of historical experience. The Company adjusts its estimate of revenue related to volume rebates at the earlier of when the most likely amount of consideration expected to receive changes or when the consideration becomes fixed. When the Company offers customers prompt pay sales discounts or agrees to variable pricing based on material indices, it estimates the expected discounts or pricing adjustments based on an analysis of historical experience. The Company adjusts its estimate of revenue related to sales discounts and indexed material pricing to the expected value of the consideration to which the Company will be entitled. The Company includes the variable consideration in the transaction price to the extent that it is probable that a significant reversal of cumulative revenue will not occur when the volume, discount or indexed material price uncertainties are resolved. The Company has elected to recognize shipping and handling costs as fulfillment costs when control over products has transferred to the customer, and records the expense within selling, general and administrative expense. See Note 12 - Segment Reporting for the Company’s disclosures of disaggregated revenue. |
Acquisitions, Goodwill And Othe
Acquisitions, Goodwill And Other Intangible Assets | 6 Months Ended |
Jun. 30, 2018 | |
Acquisitions, Goodwill And Other Intangible Assets [Abstract] | |
Goodwill And Other Intangible Assets | ACQUISITIONS, GOODWILL AND OTHER INTANGIBLE ASSETS Acquisitions During the Six Months Ended June 30, 2018 STLA In June 2018, the Company acquired 100 percent of the equity interests of ST.LA. S.R.L., (“STLA”), a manufacturer of bed lifts and other RV components for the European caravan market, headquartered in Pontedera, Italy. The preliminary purchase price was $14.8 million , net of cash acquired, paid at closing, and is subject to potential post-closing adjustments related to net working capital. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The Company is validating account balances and finalizing the valuation for the acquisition. The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 14,845 Customer relationships and other identifiable intangible assets $ 7,000 Net tangible assets 2,280 Total fair value of net assets acquired $ 9,280 Goodwill (not tax deductible) $ 5,565 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Hehr In February 2018, the Company acquired substantially all of the business assets of Hehr International Inc. (“Hehr”), a manufacturer of windows and tempered and laminated glass for the RV, transit, specialty vehicle and other adjacent industries, headquartered in Los Angeles, California. The preliminary purchase price was $50.1 million paid at closing, and is subject to potential post-closing adjustments related to net working capital. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The Company is validating account balances and finalizing the valuation for the acquisition. The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands) : Cash consideration $ 50,125 Customer relationships and other identifiable intangible assets $ 25,500 Net tangible assets 17,355 Total fair value of net assets acquired $ 42,855 Goodwill (tax deductible) $ 7,270 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Taylor Made In January 2018, the Company acquired 100 percent of the equity interests of Taylor Made Group, LLC (“Taylor Made”), a marine supplier to boat builders and the aftermarket, as well as a key supplier to a host of other industrial end markets, headquartered in Gloversville, New York. The preliminary purchase price was $88.4 million , net of cash acquired, paid at closing, and is subject to potential post-closing adjustments related to net working capital. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The Company is validating account balances and finalizing the valuation for the acquisition. The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 88,445 Customer relationships $ 25,000 Other identifiable intangible assets 7,000 Net tangible assets 42,133 Total fair value of net assets acquired $ 74,133 Goodwill (tax deductible) $ 14,312 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Acquisitions During the Six Months Ended June 30, 2017 Metallarte S.r.l. In June 2017, the Company acquired 100 percent of the equity interests of Metallarte S.r.l. (“Metallarte”), a manufacturer of entry and compartment doors for the European caravan market located near Siena, Italy, and its subsidiary, RV Doors, S.r.l., a manufacturer of driver-side doors located near Venice, Italy. The purchase price was $14.1 million paid at closing, plus contingent consideration based on future sales by this operation. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Consolidated Statements of Income since the acquisition date. The acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 13,501 Contingent consideration 2,366 Total fair value of consideration given $ 15,867 Customer relationships $ 7,311 Other identifiable intangible assets 1,942 Net other liabilities (327 ) Total fair value of net assets acquired $ 8,926 Goodwill (not tax deductible) $ 6,941 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Lexington In May 2017, the Company acquired the business and certain assets of Lexington LLC (“Lexington”), a manufacturer of high quality seating solutions for the marine, RV, transportation, medical and office furniture industries located in Elkhart, Indiana. The purchase price was $40.1 million paid at closing. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Consolidated Statements of Income since the acquisition date. The acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration $ 40,062 Customer relationships $ 16,900 Other identifiable intangible assets 1,820 Net tangible assets 4,928 Total fair value of net assets acquired $ 23,648 Goodwill (tax deductible) $ 16,414 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Sessa Klein S.p.A. In February 2017, the Company acquired 100 percent of the outstanding shares of Sessa Klein S.p.A. (“Sessa Klein”), a manufacturer of highly engineered side window systems for both high speed and commuter trains, located near Varese, Italy. The purchase price was $6.5 million paid at closing, net of cash acquired, plus contingent consideration based on future sales by this operation. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 6,502 Contingent consideration 3,838 Total fair value of consideration given $ 10,340 Identifiable intangible assets $ 2,286 Net tangible assets 364 Total fair value of net assets acquired $ 2,650 Goodwill (not tax deductible) $ 7,690 Goodwill Goodwill by reportable segment was as follows: (In thousands) OEM Segment Aftermarket Segment Total Net balance – December 31, 2017 $ 109,641 $ 14,542 $ 124,183 Acquisitions – 2018 23,921 3,226 27,147 Other 501 — 501 Net balance – June 30, 2018 $ 134,063 $ 17,768 $ 151,831 Goodwill represents the excess of the total consideration given in an acquisition of a business over the fair value of the net tangible and identifiable intangible assets acquired. Goodwill is not amortized, but instead is tested at the reporting unit level for impairment annually in November, or more frequently if certain circumstances indicate a possible impairment may exist. Any change in the goodwill amounts resulting from foreign currency translations and purchase accounting adjustments are presented as “Other” in the above table. Other Intangible Assets Other intangible assets consisted of the following at June 30, 2018 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 191,533 $ 49,131 $ 142,402 6 to 16 Patents 59,102 40,351 18,751 3 to 19 Trade names 16,440 5,715 10,725 3 to 15 Non-compete agreements 8,261 3,584 4,677 3 to 6 Other 309 125 184 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 280,332 $ 98,906 $ 181,426 Other intangible assets consisted of the following at June 30, 2017 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 138,258 $ 37,190 $ 101,068 6 to 16 Patents 57,202 35,874 21,328 3 to 19 Trade names 10,337 4,068 6,269 3 to 15 Non-compete agreements 8,354 3,046 5,308 3 to 6 Other 309 93 216 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 219,147 $ 80,271 $ 138,876 Other intangible assets consisted of the following at December 31, 2017 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 138,687 $ 42,276 $ 96,411 6 to 16 Patents 57,576 38,764 18,812 3 to 19 Trade names 10,995 5,381 5,614 3 to 15 Non-compete agreements 8,536 4,128 4,408 3 to 6 Other 309 109 200 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 220,790 $ 90,658 $ 130,132 |
Acquisitions | ACQUISITIONS, GOODWILL AND OTHER INTANGIBLE ASSETS Acquisitions During the Six Months Ended June 30, 2018 STLA In June 2018, the Company acquired 100 percent of the equity interests of ST.LA. S.R.L., (“STLA”), a manufacturer of bed lifts and other RV components for the European caravan market, headquartered in Pontedera, Italy. The preliminary purchase price was $14.8 million , net of cash acquired, paid at closing, and is subject to potential post-closing adjustments related to net working capital. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The Company is validating account balances and finalizing the valuation for the acquisition. The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 14,845 Customer relationships and other identifiable intangible assets $ 7,000 Net tangible assets 2,280 Total fair value of net assets acquired $ 9,280 Goodwill (not tax deductible) $ 5,565 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Hehr In February 2018, the Company acquired substantially all of the business assets of Hehr International Inc. (“Hehr”), a manufacturer of windows and tempered and laminated glass for the RV, transit, specialty vehicle and other adjacent industries, headquartered in Los Angeles, California. The preliminary purchase price was $50.1 million paid at closing, and is subject to potential post-closing adjustments related to net working capital. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The Company is validating account balances and finalizing the valuation for the acquisition. The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands) : Cash consideration $ 50,125 Customer relationships and other identifiable intangible assets $ 25,500 Net tangible assets 17,355 Total fair value of net assets acquired $ 42,855 Goodwill (tax deductible) $ 7,270 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Taylor Made In January 2018, the Company acquired 100 percent of the equity interests of Taylor Made Group, LLC (“Taylor Made”), a marine supplier to boat builders and the aftermarket, as well as a key supplier to a host of other industrial end markets, headquartered in Gloversville, New York. The preliminary purchase price was $88.4 million , net of cash acquired, paid at closing, and is subject to potential post-closing adjustments related to net working capital. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The Company is validating account balances and finalizing the valuation for the acquisition. The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 88,445 Customer relationships $ 25,000 Other identifiable intangible assets 7,000 Net tangible assets 42,133 Total fair value of net assets acquired $ 74,133 Goodwill (tax deductible) $ 14,312 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Acquisitions During the Six Months Ended June 30, 2017 Metallarte S.r.l. In June 2017, the Company acquired 100 percent of the equity interests of Metallarte S.r.l. (“Metallarte”), a manufacturer of entry and compartment doors for the European caravan market located near Siena, Italy, and its subsidiary, RV Doors, S.r.l., a manufacturer of driver-side doors located near Venice, Italy. The purchase price was $14.1 million paid at closing, plus contingent consideration based on future sales by this operation. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Consolidated Statements of Income since the acquisition date. The acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 13,501 Contingent consideration 2,366 Total fair value of consideration given $ 15,867 Customer relationships $ 7,311 Other identifiable intangible assets 1,942 Net other liabilities (327 ) Total fair value of net assets acquired $ 8,926 Goodwill (not tax deductible) $ 6,941 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Lexington In May 2017, the Company acquired the business and certain assets of Lexington LLC (“Lexington”), a manufacturer of high quality seating solutions for the marine, RV, transportation, medical and office furniture industries located in Elkhart, Indiana. The purchase price was $40.1 million paid at closing. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Consolidated Statements of Income since the acquisition date. The acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration $ 40,062 Customer relationships $ 16,900 Other identifiable intangible assets 1,820 Net tangible assets 4,928 Total fair value of net assets acquired $ 23,648 Goodwill (tax deductible) $ 16,414 The customer relationships intangible asset is being amortized over its estimated useful life of 15 years . The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates the attainment of synergies and an increase in the markets for the acquired products. Sessa Klein S.p.A. In February 2017, the Company acquired 100 percent of the outstanding shares of Sessa Klein S.p.A. (“Sessa Klein”), a manufacturer of highly engineered side window systems for both high speed and commuter trains, located near Varese, Italy. The purchase price was $6.5 million paid at closing, net of cash acquired, plus contingent consideration based on future sales by this operation. The results of the acquired business have been included primarily in the Company’s OEM Segment and in the Condensed Consolidated Statements of Income since the acquisition date. The acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 6,502 Contingent consideration 3,838 Total fair value of consideration given $ 10,340 Identifiable intangible assets $ 2,286 Net tangible assets 364 Total fair value of net assets acquired $ 2,650 Goodwill (not tax deductible) $ 7,690 Goodwill Goodwill by reportable segment was as follows: (In thousands) OEM Segment Aftermarket Segment Total Net balance – December 31, 2017 $ 109,641 $ 14,542 $ 124,183 Acquisitions – 2018 23,921 3,226 27,147 Other 501 — 501 Net balance – June 30, 2018 $ 134,063 $ 17,768 $ 151,831 Goodwill represents the excess of the total consideration given in an acquisition of a business over the fair value of the net tangible and identifiable intangible assets acquired. Goodwill is not amortized, but instead is tested at the reporting unit level for impairment annually in November, or more frequently if certain circumstances indicate a possible impairment may exist. Any change in the goodwill amounts resulting from foreign currency translations and purchase accounting adjustments are presented as “Other” in the above table. Other Intangible Assets Other intangible assets consisted of the following at June 30, 2018 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 191,533 $ 49,131 $ 142,402 6 to 16 Patents 59,102 40,351 18,751 3 to 19 Trade names 16,440 5,715 10,725 3 to 15 Non-compete agreements 8,261 3,584 4,677 3 to 6 Other 309 125 184 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 280,332 $ 98,906 $ 181,426 Other intangible assets consisted of the following at June 30, 2017 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 138,258 $ 37,190 $ 101,068 6 to 16 Patents 57,202 35,874 21,328 3 to 19 Trade names 10,337 4,068 6,269 3 to 15 Non-compete agreements 8,354 3,046 5,308 3 to 6 Other 309 93 216 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 219,147 $ 80,271 $ 138,876 Other intangible assets consisted of the following at December 31, 2017 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 138,687 $ 42,276 $ 96,411 6 to 16 Patents 57,576 38,764 18,812 3 to 19 Trade names 10,995 5,381 5,614 3 to 15 Non-compete agreements 8,536 4,128 4,408 3 to 6 Other 309 109 200 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 220,790 $ 90,658 $ 130,132 |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | INVENTORIES Inventories, valued at the lower of cost (first-in, first-out (FIFO) method) or market, consisted of the following at: June 30, December 31, (In thousands) 2018 2017 2017 Raw materials $ 276,424 $ 164,964 $ 233,187 Work in process 12,490 10,358 10,408 Finished goods 34,979 27,313 31,153 Inventories, net $ 323,893 $ 202,635 $ 274,748 |
Fixed Assets
Fixed Assets | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Fixed Assets | FIXED ASSETS Fixed assets consisted of the following at: June 30, December 31, (In thousands) 2018 2017 2017 Fixed assets, at cost $ 496,701 $ 381,650 $ 424,056 Less accumulated depreciation and amortization 214,559 178,446 195,106 Fixed assets, net $ 282,142 $ 203,204 $ 228,950 |
Accrued Expenses And Other Curr
Accrued Expenses And Other Current Liabilities | 6 Months Ended |
Jun. 30, 2018 | |
Payables and Accruals [Abstract] | |
Accrued Expenses And Other Current Liabilities | ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities consisted of the following at: June 30, December 31, (In thousands) 2018 2017 2017 Employee compensation and benefits $ 34,230 $ 36,861 $ 39,365 Current portion of accrued warranty 25,319 21,705 23,055 Income taxes payable 2,591 19,235 3,561 Customer rebates 12,063 11,397 11,124 Other 30,078 25,256 25,744 Accrued expenses and other current liabilities $ 104,281 $ 114,454 $ 102,849 Estimated costs related to product warranties are accrued at the time products are sold. In estimating its future warranty obligations, the Company considers various factors, including the Company’s (i) historical warranty costs, (ii) current trends, (iii) product mix, and (iv) sales. The following table provides a reconciliation of the activity related to the Company’s accrued warranty, including both the current and long-term portions, for the six months ended June 30 : (In thousands) 2018 2017 Balance at beginning of period $ 38,502 $ 32,393 Provision for warranty expense 16,132 11,833 Warranty liability from acquired businesses 482 150 Warranty costs paid (11,510 ) (9,079 ) Balance at end of period 43,606 35,297 Less long-term portion 18,287 13,592 Current portion of accrued warranty $ 25,319 $ 21,705 |
Long-Term Indebtedness
Long-Term Indebtedness | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Long-Term Indebtedness | LONG-TERM INDEBTEDNESS Long-term debt consisted of the following at: June 30, December 31, (In thousands) 2018 2017 2017 Line of Credit $ 161,999 $ — $ — Shelf Loan 50,000 50,000 50,000 Other 4,509 — — Unamortized deferred financing fees (707 ) (89 ) (76 ) 215,801 49,911 49,924 Less current portion (474 ) — — Long-term debt $ 215,327 $ 49,911 $ 49,924 On April 27, 2016, the Company refinanced its line of credit through an agreement with JPMorgan Chase Bank, N.A., Wells Fargo Bank, N.A., Bank of America, N.A., and 1st Source Bank. The agreement amended and restated the existing line of credit and expires on April 27, 2021 (the “Amended Credit Agreement”). In connection with this amendment and restatement, the line of credit was increased from $100.0 million to $200.0 million , and contains a feature allowing the Company to draw up to $50.0 million in approved foreign currencies, including Australian dollars, Canadian dollars, pounds sterling and euros. In February 2018, the Company exercised its right to increase the maximum borrowings under the Amended Credit Agreement from $200 million to $325 million . The terms and conditions of this incremental amendment remain the same, although an additional LIBO Rate period of one week was added. Interest on borrowings under the line of credit is designated from time to time by the Company as either (i) the Alternate Base Rate (defined in the Amended Credit Agreement as the greatest of (a) the Prime Rate of JPMorgan Chase Bank, N.A., (b) the federal funds effective rate plus 0.5 percent and (c) the Adjusted LIBO Rate (as defined in the Amended Credit Agreement) for a one month interest period plus 1.0 percent ), plus additional interest ranging from 0.0 percent to 0.625 percent ( 0.0 percent at June 30, 2018 ) depending on the Company’s performance and financial condition, or (ii) the Adjusted LIBO Rate for a period equal to one week and one, two, three, six or twelve months as selected by the Company, plus additional interest ranging from 1.0 percent to 1.625 percent ( 1.0 percent at June 30, 2018 ) depending on the Company’s performance and financial condition. At June 30, 2018 , the line of credit had a weighted average interest rate of 3.0 percent . At June 30, 2018 and 2017 , the Company had $2.4 million in issued, but undrawn, standby letters of credit under the line of credit. Availability under the Company’s line of credit was $160.6 million at June 30, 2018 . On February 24, 2014, the Company entered into a $150.0 million shelf-loan facility (the “Shelf-Loan” Facility) with Prudential Investment Management, Inc. and its affiliates (“Prudential”) . On March 20, 2015, the Company issued $50.0 million of Senior Promissory Notes (“Series A Notes”) to Prudential for a term of five years, at a fixed interest rate of 3.35 percent per annum, payable quarterly in arrears, of which the entire amount was outstanding at June 30, 2018 . On March 30, 2017, the Company amended its Shelf-Loan Facility to extend the term through March 30, 2020. In connection with this amendment, the facility provides for Prudential to consider purchasing, at the Company’s request, in one or a series of transactions, Senior Promissory Notes of the Company in the aggregate principal amount of up to $150.0 million (excluding the Company’s Series A Notes already outstanding). Prudential has no obligation to purchase the Senior Promissory Notes. Interest payable on the Senior Promissory Notes will be at rates determined by Prudential within five business days after the Company issues a request to Prudential. Availability under the Company’s Shelf-Loan Facility was $150.0 million at June 30, 2018 . However, the Amended Credit Agreement limits the aggregate indebtedness outstanding to Prudential from time to time to $150.0 million ; therefore, currently the Company can only access an additional $100.0 million under the Shelf-Loan Facility. Borrowings under both the line of credit and the Shelf-Loan Facility are secured on a pari-passu basis by first priority liens on the capital stock or other equity interests of the Company’s direct and indirect subsidiaries (including up to 65 percent of the equity interest of certain “controlled foreign corporations.”) Pursuant to the Amended Credit Agreement and Shelf-Loan Facility, the Company is required to maintain minimum interest and fixed charge coverages, and to meet certain other financial requirements. At June 30, 2018 and 2017 , the Company was in compliance with all such requirements, and expects to remain in compliance for the next twelve months. Availability under both the Amended Credit Agreement and the Shelf-Loan Facility is subject to a maximum net leverage ratio covenant which limits the amount of consolidated outstanding indebtedness to 2.5 times the trailing twelve-month EBITDA, as defined. This limitation did not impact the Company’s borrowing availability at June 30, 2018 . The remaining availability under these facilities was $260.6 million at June 30, 2018 . The Company believes the availability under the Amended Credit Agreement and Shelf-Loan Facility is adequate to finance the Company’s anticipated cash requirements for the next twelve months. At June 30, 2018 , the fair value of the Company’s long-term debt approximates the carrying value, as estimated using quoted market prices and discounted future cash flows based on similar borrowing arrangements. |
Commitments And Contingencies
Commitments And Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments And Contingencies | COMMITMENTS AND CONTINGENCIES Contingent Consideration In connection with several business acquisitions, if certain sales targets for the acquired products are achieved, the Company will be required to pay additional cash consideration. The Company has recorded a liability for the fair value of this contingent consideration at June 30, 2018 and 2017 , based on the present value of the expected future cash flows using a market participant’s weighted average cost of capital of 12.4 percent and 13.6 percent , respectively. As required, the liability for this contingent consideration is measured at fair value quarterly, considering actual sales of the acquired products, updated sales projections and the updated market participant weighted average cost of capital. Depending upon the weighted average costs of capital and future sales of the products which are subject to contingent consideration, the Company could record adjustments in future periods. The following table provides a reconciliation of the Company’s contingent consideration liability for the six months ended June 30 : (In thousands) 2018 2017 Balance at beginning of period $ 12,545 $ 9,241 Acquisitions — 7,288 Payments (4,870 ) (2,569 ) Accretion (a) 536 716 Fair value adjustments (a) (1,081 ) 1,137 Net foreign currency translation adjustment (135 ) 353 Balance at end of the period (b) 6,995 16,166 Less current portion in accrued expenses and other current liabilities (47 ) (6,263 ) Total long-term portion in other long-term liabilities $ 6,948 $ 9,903 (a) Recorded in selling, general and administrative expenses in the Condensed Consolidated Statements of Income. (b) Amounts represent the fair value of estimated remaining payments. The total estimated remaining payments as of June 30, 2018 are $8.9 million undiscounted. The liability for contingent consideration expires at various dates through September 2029. Certain of the contingent consideration arrangements are subject to a maximum payment amount, while the remaining arrangements have no maximum contingent consideration. Furrion Distribution and Supply Agreement In July 2015, the Company entered into a six -year exclusive distribution and supply agreement with Furrion Limited (“Furrion”), a Hong Kong based firm that designs, engineers and supplies premium electronics. This agreement provides the Company with the rights to distribute Furrion’s complete line of products to OEMs and aftermarket customers in the RV, specialty vehicle, utility trailer, horse trailer, marine, transit bus and school bus industries throughout the United States and Canada. Furrion currently supplies a premium line of televisions, sound systems, navigation systems, wireless backup cameras, solar prep units, power solutions, fireplaces and kitchen appliances, primarily to the RV industry. In connection with this agreement, the Company entered into minimum purchase obligations (“MPOs”), which Furrion and the Company agreed to review after the first year on an annual basis and adjust as necessary based upon current economic and industry conditions, the development and customer acceptance of new Furrion products, competition and other factors which impact demand for Furrion products. Subject to agreed upon revisions to the MPOs, Furrion has the right to either terminate the distribution agreement with six months’ notice or remove exclusivity from the Company if the Company misses an MPO in any given year by more than ten percent, after taking into account excess purchases from the previous year. If exclusivity is withdrawn, the Company at its election may terminate the distribution agreement with six months’ notice. Upon termination of the agreement, Furrion has agreed to purchase from the Company any non-obsolete stocks of Furrion products at the cost paid by the Company. Product Recalls From time to time, the Company cooperates with and assists its customers on their product recalls and inquiries, and occasionally receives inquiries directly from the National Highway Traffic Safety Administration (“NHTSA”) regarding reported incidents involving the Company’s products. As a result, the Company has incurred expenses associated with product recalls from time to time, and may incur expenditures for future investigations or product recalls. Environmental The Company’s operations are subject to certain Federal, state and local regulatory requirements relating to the use, storage, discharge and disposal of hazardous materials used during the manufacturing processes. Although the Company believes its operations have been consistent with prevailing industry standards, and are in substantial compliance with applicable environmental laws and regulations, one or more of the Company’s current or former operating sites, or adjacent sites owned by third parties, have been affected by releases of hazardous materials. As a result, the Company may incur expenditures for future investigation and remediation of these sites, including in conjunction with voluntary remediation programs or third-party claims. Litigation In the normal course of business, the Company is subject to proceedings, lawsuits, regulatory agency inquiries and other claims. All such matters are subject to uncertainties and outcomes that are not predictable with assurance. While these matters could materially affect operating results when resolved in future periods, it is management’s opinion that, after final disposition, including anticipated insurance recoveries in certain cases, any monetary liability or financial impact to the Company beyond that provided in the Condensed Consolidated Balance Sheet as of June 30, 2018 , would not be material to the Company’s financial position or annual results of operations. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2018 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | STOCKHOLDERS’ EQUITY The following table summarizes information about shares of the Company’s common stock at: June 30, December 31, (In thousands) 2018 2017 2017 Common stock authorized 75,000 75,000 75,000 Common stock issued 27,900 27,610 27,674 Treasury stock 2,684 2,684 2,684 The following reconciliation details the denominator used in the computation of basic and diluted earnings per share: Six Months Ended Three Months Ended (In thousands) 2018 2017 2018 2017 Weighted average shares outstanding for basic earnings per share 25,195 24,959 25,233 24,992 Common stock equivalents pertaining to stock-based awards 332 337 221 313 Weighted average shares outstanding for diluted earnings per share 25,527 25,296 25,454 25,305 The weighted average diluted shares outstanding for the six months ended June 30, 2018 and 2017 , exclude the effect of 463,479 and 143,658 shares of common stock, respectively, subject to stock-based awards. The weighted average diluted shares outstanding for the three months ended June 30, 2018 and 2017 , exclude the effect of 463,711 and 144,046 shares of common stock, respectively, subject to stock-based awards. Such shares were excluded from total diluted shares because they were anti-dilutive or the specified performance conditions those shares were subject to were not yet achieved. The table below summarizes the regular quarterly dividends declared and paid during the periods ended June 30, 2018 and December 31, 2017 : (In thousands, except per share data) Per Share Record Date Payment Date Total Paid First Quarter 2017 $ 0.50 03/06/17 03/17/17 $ 12,442 Second Quarter 2017 0.50 05/19/17 06/02/17 12,445 Third Quarter 2017 0.50 08/18/17 09/01/17 12,459 Fourth Quarter 2017 0.55 11/17/17 12/01/17 13,711 Total 2017 $ 2.05 $ 51,057 First Quarter 2018 $ 0.55 03/16/18 03/29/18 $ 13,858 Second Quarter 2018 0.60 06/04/18 06/15/18 15,127 Total 2018 $ 1.15 $ 28,985 In February 2017 , the Company issued 63,677 deferred stock units at the average price of $108.47 , or $6.9 million , to executive officers in lieu of cash for a portion of their 2016 incentive compensation. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Recurring The following table presents the Company’s assets and liabilities measured at fair value on a recurring basis at: June 30, 2018 December 31, 2017 (In thousands) Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Assets Derivative instruments $ 1,272 $ — $ 1,272 $ — $ 930 $ — $ 930 $ — Liabilities Contingent consideration $ 6,995 $ — $ — $ 6,995 $ 12,545 $ — $ — $ 12,545 Contingent Consideration Related to Acquisitions Liabilities for contingent consideration related to acquisitions were fair valued using management’s projections for long-term sales forecasts, including assumptions regarding market share gains and future industry-specific economic and market conditions, and a market participant’s weighted average cost of capital. Over the next six years , the Company’s long-term sales growth forecasts for products subject to contingent consideration arrangements average approximately 11 percent per year. For further information on the inputs used in determining the fair value, and a roll-forward of the contingent consideration liability, see Note 9 of the Notes to Condensed Consolidated Financial Statements. Changes in either of the inputs in isolation would result in a change in the fair value measurement. A change in the assumptions used for sales forecasts would result in a directionally similar change in the fair value liability, while a change in the weighted average cost of capital would result in a directionally opposite change in the fair value liability. If there is an increase in the fair value liability, the Company would record a charge to selling, general and administrative expenses, and if there is a decrease in the fair value liability, the Company would record a benefit in selling, general and administrative expenses. Derivative Instruments At June 30, 2018 , the Company had derivative instruments for 6.0 million pounds of steel in order to manage a portion of the exposure to movements associated with steel costs. These derivative instruments expire in December 2018, at an average steel price of $0.25 per pound. While these derivative instruments are considered to be economic hedges of the underlying movement in the price of steel, they are not designated or accounted for as a hedge. These derivative instruments were valued at fair value using a market approach based on the quoted market prices of similar instruments at the end of each reporting period, and the resulting net loss was recorded in selling, general and administrative expenses in the Condensed Consolidated Statements of Income. At June 30, 2018 , the $1.3 million corresponding asset was recorded in other current assets as reflected in the Condensed Consolidated Balance Sheets. A net gain of $0.3 million was recorded in selling, general and administrative expenses in the Condensed Consolidated Statements of Income during the six months ended June 30, 2018 . Non-recurring The following table presents the carrying value on the measurement date of any assets and liabilities which were measured at fair value and recorded at the lower of cost or fair value, on a non-recurring basis, using significant unobservable inputs (Level 3), and the corresponding non-recurring losses or (gains) recognized during the six months ended June 30 : 2018 2017 (In thousands) Carrying Non-Recurring Carrying Non-Recurring Assets Net assets of acquired businesses 126,268 — 35,224 — Net Assets of Acquired Businesses The Company valued the assets and liabilities associated with the acquisitions of businesses on the respective acquisition dates. Depending upon the type of asset acquired or liability assumed, the Company used different valuation techniques in determining the fair value. Those techniques included comparable market prices, long-term sales, profitability and cash flow forecasts, assumptions regarding future industry-specific economic and market conditions, a market participant’s weighted average cost of capital, as well as other techniques as circumstances required. For further information on acquired assets and assumed liabilities, see Note 4 of the Notes to Condensed Consolidated Financial Statements. |
Segment Reporting
Segment Reporting | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting | SEGMENT REPORTING The Company has two reportable segments, the OEM Segment and the Aftermarket Segment. Intersegment sales are insignificant. The OEM Segment, which accounted for 91 percent and 92 percent of consolidated net sales for the six months ended June 30, 2018 and 2017 , respectively, manufactures or distributes a broad array of engineered products for the leading OEMs in the leisure and mobile transportation markets, consisting of RVs and adjacent industries, including buses; trailers used to haul boats, livestock, equipment and other cargo; trucks; pontoon boats; trains; manufactured homes; and modular housing. Approximately 66 percent of the Company’s OEM Segment net sales for the six months ended June 30, 2018 were of components for travel trailer and fifth-wheel RVs. The Aftermarket Segment, which accounted for nine percent and eight percent of consolidated net sales for the six month periods ended June 30, 2018 and 2017 , respectively, supplies components to the related aftermarket channels of the leisure and mobile transportation industries, primarily to retail dealers, wholesale distributors and service centers. The Aftermarket Segment also includes the sale of replacement glass and awnings to fulfill insurance claims. Decisions concerning the allocation of the Company’s resources are made by the Company’s chief operating decision maker (“CODM”), with oversight by the Board of Directors. The CODM evaluates the performance of each segment based upon segment operating profit or loss, generally defined as income or loss before interest and income taxes. Decisions concerning the allocation of resources are also based on each segment’s utilization of assets. Management of debt is a corporate function. The accounting policies of the OEM and Aftermarket Segments are the same as those described in Note 2 of the Notes to Consolidated Financial Statements of the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 . The following table presents the Company’s revenues disaggregated by segment and geography based on the billing address of the Company’s customers: Six Months Ended June 30, 2018 Six Months Ended June 30, 2017 (In thousands) U.S. (a) Int’l (b) Total U.S. (a) Int’l (b) Total OEM Segment: RV OEMs: Travel trailers and fifth-wheels $ 801,253 $ 3,168 $ 804,421 $ 686,007 $ 1,518 $ 687,525 Motorhomes 80,959 21,027 101,986 66,503 6,789 73,292 Adjacent industries OEMs 292,288 18,402 310,690 198,921 5,066 203,987 Total OEM Segment net sales 1,174,500 42,597 1,217,097 951,431 13,373 964,804 Aftermarket Segment: Total Aftermarket Segment net sales 111,775 6,075 117,850 75,971 5,044 81,015 Total net sales $ 1,286,275 $ 48,672 $ 1,334,947 $ 1,027,402 $ 18,417 $ 1,045,819 Three Months Ended June 30, 2018 Three Months Ended June 30, 2017 (In thousands) U.S. (a) Int’l (b) Total U.S. (a) Int’l (b) Total OEM Segment: RV OEMs: Travel trailers and fifth-wheels $ 397,511 $ 1,953 $ 399,464 $ 356,689 $ 562 $ 357,251 Motorhomes 37,553 11,518 49,071 32,741 3,507 36,248 Adjacent industries OEMs 158,880 9,503 168,383 106,388 2,888 109,276 Total OEM Segment net sales 593,944 22,974 616,918 495,818 6,957 502,775 Aftermarket Segment: Total Aftermarket Segment net sales 64,429 3,108 67,537 42,010 2,698 44,708 Total net sales $ 658,373 $ 26,082 $ 684,455 $ 537,828 $ 9,655 $ 547,483 (a) Net sales to customers in the United States of America (b) Net sales to customers in countries domiciled outside of the United States of America The following table presents the Company’s operating profit by segment: Six Months Ended Three Months Ended (In thousands) 2018 2017 2018 2017 Operating profit: OEM Segment $ 107,531 $ 110,842 $ 53,591 $ 56,445 Aftermarket Segment 16,377 11,327 10,497 6,595 Total operating profit $ 123,908 $ 122,169 $ 64,088 $ 63,040 The following table presents the Company’s revenue disaggregated by product: Six Months Ended Three Months Ended (In thousands) 2018 2017 2018 2017 OEM Segment: Chassis, chassis parts and slide-out mechanisms $ 500,514 $ 458,465 $ 247,811 $ 235,516 Windows and doors 318,892 206,593 169,372 109,393 Furniture and mattresses 210,796 153,914 105,278 82,740 Axles and suspension solutions 66,753 64,540 33,148 32,359 Other 120,142 81,292 61,309 42,767 Total OEM Segment net sales 1,217,097 964,804 616,918 502,775 Total Aftermarket Segment net sales 117,850 81,015 67,537 44,708 Total net sales $ 1,334,947 $ 1,045,819 $ 684,455 $ 547,483 |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Use of Estimates | The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, net sales and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, the Company evaluates its estimates, including, but not limited to, those related to product returns, sales and purchase rebates, accounts receivable, inventories, goodwill and other intangible assets, net assets of acquired businesses, income taxes, warranty and product recall obligations, self-insurance obligations, lease terminations, asset retirement obligations, long-lived assets, post-retirement benefits, stock-based compensation, segment allocations, contingent consideration, environmental liabilities, contingencies and litigation. The Company bases its estimates on historical experience, other available information and various other assumptions believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities not readily apparent from other resources. Actual results and events could differ significantly from management estimates. |
New Accounting Pronouncements | Recent Accounting Pronouncements Recently issued accounting pronouncements not yet adopted In August 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-12, Targeted Improvements to Accounting for Hedging Activities, which amends ASC 815, Derivatives and Hedging. This ASU better aligns an entity’s risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. This ASU is effective for interim and annual reporting periods beginning after December 15, 2018, and early adoption is permitted. The Company does not expect the adoption of this ASU to have a material impact on the Company’s consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Simplifying the Test for Goodwill Impairment, which amends ASC 350, Intangibles - Goodwill and Other. This ASU simplifies how an entity is required to test goodwill for impairment by eliminating step 2 from the goodwill impairment test. Step 2 measures goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. This ASU is effective for interim and annual reporting periods, beginning after December 15, 2019, and early adoption is permitted. The Company does not expect the adoption of this ASU to have a material impact on the Company’s consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases . This ASU requires, in most instances, a lessee to recognize on its balance sheet a liability to make lease payments (the lease liability) and also a right-of-use asset representing its right to use the underlying asset for the lease term. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the income statement. The amendments are effective for fiscal years beginning after December 15, 2018, including interim periods within those periods, using a modified retrospective approach with early adoption permitted. The Company will adopt ASU 2016-02 on January 1, 2019 using the modified retrospective approach, and the adoption is expected to have a material effect on the Company’s consolidated financial statements. While the Company continues to execute on its implementation plan and is currently gathering lease data to derive the impact of adoption, the most significant expected change relates to the recognition of new right-of-use assets and lease liabilities on the consolidated balance sheet for real estate, machinery and equipment, and vehicle operating leases. The Company does not expect the adoption to have a material impact to its consolidated statement of cash flows or consolidated statement of income. Recently adopted accounting pronouncements In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments , which amends ASC 230, Statement of Cash Flows . This ASU provides guidance on the statement of cash flows presentation of certain transactions where diversity in practice exists. This ASU is effective for annual and interim periods beginning after December 15, 2017, and should be applied retrospectively with early adoption permitted at the beginning of an interim or annual reporting period. The Company adopted this ASU effective January 1, 2018, with retrospective disclosure. As a result, the Company reclassified $1.0 million of cash outflow from financing activities to cash outflow from operations for the six months ended June 30, 2017 . The adoption of this guidance did not have a material impact on the Company’s financial position or results of operations. In May 2014, the FASB issued ASU 2014-09 (Topic 606), Revenue from Contracts with Customers . Topic 606 supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, and requires entities to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company adopted Topic 606 as of January 1, 2018 using the modified retrospective transition method. The adoption did not result in a cumulative effect adjustment to beginning retained earnings. Comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The Company expects the impact of the adoption of the new standard to be immaterial to net income on an ongoing basis. See Note 3 for further detail. |
Revenue Recognition | The Company recognizes revenue when performance obligations under the terms of contracts with customers are satisfied, which occurs with the transfer of control of the Company’s products. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring its products to its customers. Sales, value add and other taxes collected concurrent with revenue-producing activities are excluded from revenue. Incidental items, such as training, customer service, instruction manuals and service requirements, are generally immaterial in the context of the contract and are recognized as expense. For the majority of product sales, the Company transfers control and recognizes revenue when it ships the product from its facility to its customer. The amount of consideration the Company receives and the revenue recognized varies with sales discounts, volume rebate programs and indexed material pricing. When the Company offers customers retrospective volume rebates, it estimates the expected rebates based on an analysis of historical experience. The Company adjusts its estimate of revenue related to volume rebates at the earlier of when the most likely amount of consideration expected to receive changes or when the consideration becomes fixed. When the Company offers customers prompt pay sales discounts or agrees to variable pricing based on material indices, it estimates the expected discounts or pricing adjustments based on an analysis of historical experience. The Company adjusts its estimate of revenue related to sales discounts and indexed material pricing to the expected value of the consideration to which the Company will be entitled. The Company includes the variable consideration in the transaction price to the extent that it is probable that a significant reversal of cumulative revenue will not occur when the volume, discount or indexed material price uncertainties are resolved. The Company has elected to recognize shipping and handling costs as fulfillment costs when control over products has transferred to the customer, and records the expense within selling, general and administrative expense. |
Acquisitions, Goodwill And Ot22
Acquisitions, Goodwill And Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Business Acquisition [Line Items] | |
Schedule of Goodwill | Goodwill by reportable segment was as follows: (In thousands) OEM Segment Aftermarket Segment Total Net balance – December 31, 2017 $ 109,641 $ 14,542 $ 124,183 Acquisitions – 2018 23,921 3,226 27,147 Other 501 — 501 Net balance – June 30, 2018 $ 134,063 $ 17,768 $ 151,831 |
Schedule of Other Intangible Assets | Other intangible assets consisted of the following at June 30, 2018 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 191,533 $ 49,131 $ 142,402 6 to 16 Patents 59,102 40,351 18,751 3 to 19 Trade names 16,440 5,715 10,725 3 to 15 Non-compete agreements 8,261 3,584 4,677 3 to 6 Other 309 125 184 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 280,332 $ 98,906 $ 181,426 Other intangible assets consisted of the following at June 30, 2017 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 138,258 $ 37,190 $ 101,068 6 to 16 Patents 57,202 35,874 21,328 3 to 19 Trade names 10,337 4,068 6,269 3 to 15 Non-compete agreements 8,354 3,046 5,308 3 to 6 Other 309 93 216 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 219,147 $ 80,271 $ 138,876 Other intangible assets consisted of the following at December 31, 2017 : (In thousands) Gross Accumulated Net Estimated Useful Customer relationships $ 138,687 $ 42,276 $ 96,411 6 to 16 Patents 57,576 38,764 18,812 3 to 19 Trade names 10,995 5,381 5,614 3 to 15 Non-compete agreements 8,536 4,128 4,408 3 to 6 Other 309 109 200 2 to 12 Purchased research and development 4,687 — 4,687 Indefinite Other intangible assets $ 220,790 $ 90,658 $ 130,132 |
STLA | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 14,845 Customer relationships and other identifiable intangible assets $ 7,000 Net tangible assets 2,280 Total fair value of net assets acquired $ 9,280 Goodwill (not tax deductible) $ 5,565 |
Hehr | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands) : Cash consideration $ 50,125 Customer relationships and other identifiable intangible assets $ 25,500 Net tangible assets 17,355 Total fair value of net assets acquired $ 42,855 Goodwill (tax deductible) $ 7,270 |
Taylor Made | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 88,445 Customer relationships $ 25,000 Other identifiable intangible assets 7,000 Net tangible assets 42,133 Total fair value of net assets acquired $ 74,133 Goodwill (tax deductible) $ 14,312 |
Metallarte S.r.l. | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 13,501 Contingent consideration 2,366 Total fair value of consideration given $ 15,867 Customer relationships $ 7,311 Other identifiable intangible assets 1,942 Net other liabilities (327 ) Total fair value of net assets acquired $ 8,926 Goodwill (not tax deductible) $ 6,941 |
Lexington | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration $ 40,062 Customer relationships $ 16,900 Other identifiable intangible assets 1,820 Net tangible assets 4,928 Total fair value of net assets acquired $ 23,648 Goodwill (tax deductible) $ 16,414 |
SessaKlein S.p.A. | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The acquisition of this business was recorded on the acquisition date as follows (in thousands) : Cash consideration, net of cash acquired $ 6,502 Contingent consideration 3,838 Total fair value of consideration given $ 10,340 Identifiable intangible assets $ 2,286 Net tangible assets 364 Total fair value of net assets acquired $ 2,650 Goodwill (not tax deductible) $ 7,690 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule Of Inventories | Inventories, valued at the lower of cost (first-in, first-out (FIFO) method) or market, consisted of the following at: June 30, December 31, (In thousands) 2018 2017 2017 Raw materials $ 276,424 $ 164,964 $ 233,187 Work in process 12,490 10,358 10,408 Finished goods 34,979 27,313 31,153 Inventories, net $ 323,893 $ 202,635 $ 274,748 |
Fixed Assets (Tables)
Fixed Assets (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule Of Fixed Assets | Fixed assets consisted of the following at: June 30, December 31, (In thousands) 2018 2017 2017 Fixed assets, at cost $ 496,701 $ 381,650 $ 424,056 Less accumulated depreciation and amortization 214,559 178,446 195,106 Fixed assets, net $ 282,142 $ 203,204 $ 228,950 |
Accrued Expenses And Other Cu25
Accrued Expenses And Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Payables and Accruals [Abstract] | |
Schedule Of Accrued Expenses And Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following at: June 30, December 31, (In thousands) 2018 2017 2017 Employee compensation and benefits $ 34,230 $ 36,861 $ 39,365 Current portion of accrued warranty 25,319 21,705 23,055 Income taxes payable 2,591 19,235 3,561 Customer rebates 12,063 11,397 11,124 Other 30,078 25,256 25,744 Accrued expenses and other current liabilities $ 104,281 $ 114,454 $ 102,849 |
Schedule Of Reconciliation Of The Activity Related To Accrued Warranty | The following table provides a reconciliation of the activity related to the Company’s accrued warranty, including both the current and long-term portions, for the six months ended June 30 : (In thousands) 2018 2017 Balance at beginning of period $ 38,502 $ 32,393 Provision for warranty expense 16,132 11,833 Warranty liability from acquired businesses 482 150 Warranty costs paid (11,510 ) (9,079 ) Balance at end of period 43,606 35,297 Less long-term portion 18,287 13,592 Current portion of accrued warranty $ 25,319 $ 21,705 |
Long-Term Indebtedness (Tables)
Long-Term Indebtedness (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consisted of the following at: June 30, December 31, (In thousands) 2018 2017 2017 Line of Credit $ 161,999 $ — $ — Shelf Loan 50,000 50,000 50,000 Other 4,509 — — Unamortized deferred financing fees (707 ) (89 ) (76 ) 215,801 49,911 49,924 Less current portion (474 ) — — Long-term debt $ 215,327 $ 49,911 $ 49,924 |
Commitments And Contingencies (
Commitments And Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Reconciliation Of Contingent Consideration Liability | The following table provides a reconciliation of the Company’s contingent consideration liability for the six months ended June 30 : (In thousands) 2018 2017 Balance at beginning of period $ 12,545 $ 9,241 Acquisitions — 7,288 Payments (4,870 ) (2,569 ) Accretion (a) 536 716 Fair value adjustments (a) (1,081 ) 1,137 Net foreign currency translation adjustment (135 ) 353 Balance at end of the period (b) 6,995 16,166 Less current portion in accrued expenses and other current liabilities (47 ) (6,263 ) Total long-term portion in other long-term liabilities $ 6,948 $ 9,903 (a) Recorded in selling, general and administrative expenses in the Condensed Consolidated Statements of Income. (b) Amounts represent the fair value of estimated remaining payments. The total estimated remaining payments as of June 30, 2018 are $8.9 million undiscounted. The liability for contingent consideration expires at various dates through September 2029. Certain of the contingent consideration arrangements are subject to a maximum payment amount, while the remaining arrangements have no maximum contingent consideration. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Stockholders' Equity Note [Abstract] | |
Summary Of Common Stock Information | The following table summarizes information about shares of the Company’s common stock at: June 30, December 31, (In thousands) 2018 2017 2017 Common stock authorized 75,000 75,000 75,000 Common stock issued 27,900 27,610 27,674 Treasury stock 2,684 2,684 2,684 |
Schedule Of Computation Of Basic And Diluted Earnings Per Share | The following reconciliation details the denominator used in the computation of basic and diluted earnings per share: Six Months Ended Three Months Ended (In thousands) 2018 2017 2018 2017 Weighted average shares outstanding for basic earnings per share 25,195 24,959 25,233 24,992 Common stock equivalents pertaining to stock-based awards 332 337 221 313 Weighted average shares outstanding for diluted earnings per share 25,527 25,296 25,454 25,305 |
Schedule of Dividends Declared | The table below summarizes the regular quarterly dividends declared and paid during the periods ended June 30, 2018 and December 31, 2017 : (In thousands, except per share data) Per Share Record Date Payment Date Total Paid First Quarter 2017 $ 0.50 03/06/17 03/17/17 $ 12,442 Second Quarter 2017 0.50 05/19/17 06/02/17 12,445 Third Quarter 2017 0.50 08/18/17 09/01/17 12,459 Fourth Quarter 2017 0.55 11/17/17 12/01/17 13,711 Total 2017 $ 2.05 $ 51,057 First Quarter 2018 $ 0.55 03/16/18 03/29/18 $ 13,858 Second Quarter 2018 0.60 06/04/18 06/15/18 15,127 Total 2018 $ 1.15 $ 28,985 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Assets And Liabilities Measured At Fair Value On A Recurring Basis | The following table presents the Company’s assets and liabilities measured at fair value on a recurring basis at: June 30, 2018 December 31, 2017 (In thousands) Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Assets Derivative instruments $ 1,272 $ — $ 1,272 $ — $ 930 $ — $ 930 $ — Liabilities Contingent consideration $ 6,995 $ — $ — $ 6,995 $ 12,545 $ — $ — $ 12,545 |
Schedule Of Non-Recurring Losses Recognized Using Fair Value Measurements And The Carrying Value Of Any Assets And Liabilities Measured Using Fair Value Estimates | The following table presents the carrying value on the measurement date of any assets and liabilities which were measured at fair value and recorded at the lower of cost or fair value, on a non-recurring basis, using significant unobservable inputs (Level 3), and the corresponding non-recurring losses or (gains) recognized during the six months ended June 30 : 2018 2017 (In thousands) Carrying Non-Recurring Carrying Non-Recurring Assets Net assets of acquired businesses 126,268 — 35,224 — |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Disaggregation of Revenue | The following table presents the Company’s revenues disaggregated by segment and geography based on the billing address of the Company’s customers: Six Months Ended June 30, 2018 Six Months Ended June 30, 2017 (In thousands) U.S. (a) Int’l (b) Total U.S. (a) Int’l (b) Total OEM Segment: RV OEMs: Travel trailers and fifth-wheels $ 801,253 $ 3,168 $ 804,421 $ 686,007 $ 1,518 $ 687,525 Motorhomes 80,959 21,027 101,986 66,503 6,789 73,292 Adjacent industries OEMs 292,288 18,402 310,690 198,921 5,066 203,987 Total OEM Segment net sales 1,174,500 42,597 1,217,097 951,431 13,373 964,804 Aftermarket Segment: Total Aftermarket Segment net sales 111,775 6,075 117,850 75,971 5,044 81,015 Total net sales $ 1,286,275 $ 48,672 $ 1,334,947 $ 1,027,402 $ 18,417 $ 1,045,819 Three Months Ended June 30, 2018 Three Months Ended June 30, 2017 (In thousands) U.S. (a) Int’l (b) Total U.S. (a) Int’l (b) Total OEM Segment: RV OEMs: Travel trailers and fifth-wheels $ 397,511 $ 1,953 $ 399,464 $ 356,689 $ 562 $ 357,251 Motorhomes 37,553 11,518 49,071 32,741 3,507 36,248 Adjacent industries OEMs 158,880 9,503 168,383 106,388 2,888 109,276 Total OEM Segment net sales 593,944 22,974 616,918 495,818 6,957 502,775 Aftermarket Segment: Total Aftermarket Segment net sales 64,429 3,108 67,537 42,010 2,698 44,708 Total net sales $ 658,373 $ 26,082 $ 684,455 $ 537,828 $ 9,655 $ 547,483 (a) Net sales to customers in the United States of America (b) Net sales to customers in countries domiciled outside of the United States of America The following table presents the Company’s revenue disaggregated by product: Six Months Ended Three Months Ended (In thousands) 2018 2017 2018 2017 OEM Segment: Chassis, chassis parts and slide-out mechanisms $ 500,514 $ 458,465 $ 247,811 $ 235,516 Windows and doors 318,892 206,593 169,372 109,393 Furniture and mattresses 210,796 153,914 105,278 82,740 Axles and suspension solutions 66,753 64,540 33,148 32,359 Other 120,142 81,292 61,309 42,767 Total OEM Segment net sales 1,217,097 964,804 616,918 502,775 Total Aftermarket Segment net sales 117,850 81,015 67,537 44,708 Total net sales $ 1,334,947 $ 1,045,819 $ 684,455 $ 547,483 |
Schedule Of Information Relating To Segments | The following table presents the Company’s operating profit by segment: Six Months Ended Three Months Ended (In thousands) 2018 2017 2018 2017 Operating profit: OEM Segment $ 107,531 $ 110,842 $ 53,591 $ 56,445 Aftermarket Segment 16,377 11,327 10,497 6,595 Total operating profit $ 123,908 $ 122,169 $ 64,088 $ 63,040 |
Basis of Presentation (Details)
Basis of Presentation (Details) | Jun. 30, 2018 |
Manufacturing Facility | |
Property, Plant and Equipment | |
Manufacturing Facilities | 65 |
Summary of Significant Accoun32
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Decrease of cash outflow from financing activities | $ 119,843 | $ (34,013) |
Increase of cash outflow from operating activities | $ (78,929) | (96,699) |
Accounting Standards Update 2016-15 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Decrease of cash outflow from financing activities | 1,000 | |
Increase of cash outflow from operating activities | $ 1,000 |
Acquisitions, Goodwill And Ot33
Acquisitions, Goodwill And Other Intangible Assets (Narrative) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Feb. 01, 2017 | Jun. 30, 2018 | Feb. 28, 2018 | Jan. 31, 2018 | Jun. 30, 2017 | May 31, 2017 | Feb. 28, 2017 | Jun. 30, 2018 |
Business Acquisition [Line Items] | |||||||||
Change in goodwill | $ 501 | ||||||||
STLA | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of interests acquired | 100.00% | 100.00% | |||||||
Cash consideration | $ 14,845 | ||||||||
STLA | Customer Relationships | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquired intangible assets useful life | 15 years | ||||||||
Hehr | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash consideration | $ 50,125 | ||||||||
Hehr | Customer Relationships | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquired intangible assets useful life | 15 years | ||||||||
Metallarte S.r.l. | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of interests acquired | 100.00% | 100.00% | |||||||
Cash consideration | $ 14,100 | ||||||||
Total purchase price | $ 15,867 | ||||||||
Metallarte S.r.l. | Customer Relationships | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquired intangible assets useful life | 15 years | ||||||||
Taylor Made | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of interests acquired | 100.00% | ||||||||
Cash consideration | $ 88,445 | ||||||||
Taylor Made | Customer Relationships | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquired intangible assets useful life | 15 years | ||||||||
Lexington | |||||||||
Business Acquisition [Line Items] | |||||||||
Cash consideration | $ 40,062 | ||||||||
Total purchase price | $ 40,100 | ||||||||
Lexington | Customer Relationships | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquired intangible assets useful life | 15 years | ||||||||
SessaKlein S.p.A. | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of interests acquired | 100.00% | ||||||||
Total purchase price | $ 10,340 | $ 6,500 |
Acquisitions, Goodwill And Ot34
Acquisitions, Goodwill And Other Intangible Assets (Schedule Of Business Acquisitions) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Feb. 01, 2017 | Jun. 30, 2018 | Feb. 28, 2018 | Jan. 31, 2018 | Jun. 30, 2017 | May 31, 2017 | Feb. 28, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | May 01, 2017 |
Business Acquisition [Line Items] | ||||||||||||
Cash consideration net of cash acquired | $ 153,415 | $ 67,876 | ||||||||||
Goodwill | $ 122,275 | $ 151,831 | $ 122,275 | $ 151,831 | $ 122,275 | $ 124,183 | ||||||
STLA | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Percentage of interests acquired | 100.00% | 100.00% | ||||||||||
Cash consideration | $ 14,845 | |||||||||||
Identifiable intangible assets | 7,000 | $ 7,000 | ||||||||||
Net tangible assets | 2,280 | 2,280 | ||||||||||
Total fair value of net assets acquired | 9,280 | 9,280 | ||||||||||
Goodwill | $ 5,565 | $ 5,565 | ||||||||||
Hehr | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash consideration | $ 50,125 | |||||||||||
Identifiable intangible assets | 25,500 | |||||||||||
Net tangible assets | 17,355 | |||||||||||
Total fair value of net assets acquired | 42,855 | |||||||||||
Goodwill | $ 7,270 | |||||||||||
Metallarte S.r.l. | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Percentage of interests acquired | 100.00% | 100.00% | 100.00% | |||||||||
Cash consideration | $ 14,100 | |||||||||||
Cash consideration net of cash acquired | $ 13,501 | |||||||||||
Contingent consideration | 2,366 | |||||||||||
Total fair value of consideration given | 15,867 | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net Other Liabilities | (327) | (327) | $ (327) | |||||||||
Total fair value of net assets acquired | 8,926 | 8,926 | 8,926 | |||||||||
Goodwill | 6,941 | 6,941 | 6,941 | |||||||||
Taylor Made | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Percentage of interests acquired | 100.00% | |||||||||||
Cash consideration | $ 88,445 | |||||||||||
Net tangible assets | 42,133 | |||||||||||
Total fair value of net assets acquired | 74,133 | |||||||||||
Goodwill | 14,312 | |||||||||||
Lexington | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Cash consideration | $ 40,062 | |||||||||||
Total fair value of consideration given | $ 40,100 | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net Other Liabilities | $ 4,928 | |||||||||||
Total fair value of net assets acquired | 23,648 | |||||||||||
Goodwill | 16,414 | |||||||||||
SessaKlein S.p.A. | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Percentage of interests acquired | 100.00% | |||||||||||
Cash consideration net of cash acquired | $ 6,502 | |||||||||||
Contingent consideration | 3,838 | |||||||||||
Total fair value of consideration given | $ 10,340 | $ 6,500 | ||||||||||
Identifiable intangible assets | 2,286 | |||||||||||
Net tangible assets | 364 | |||||||||||
Total fair value of net assets acquired | 2,650 | |||||||||||
Goodwill | $ 7,690 | |||||||||||
Customer Relationships | Metallarte S.r.l. | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Identifiable intangible assets | 7,311 | 7,311 | 7,311 | |||||||||
Customer Relationships | Taylor Made | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Identifiable intangible assets | 25,000 | |||||||||||
Customer Relationships | Lexington | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Identifiable intangible assets | 16,900 | |||||||||||
Other Intangible Assets | Metallarte S.r.l. | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Identifiable intangible assets | $ 1,942 | $ 1,942 | $ 1,942 | |||||||||
Other Intangible Assets | Taylor Made | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Identifiable intangible assets | $ 7,000 | |||||||||||
Other Intangible Assets | Lexington | ||||||||||||
Business Acquisition [Line Items] | ||||||||||||
Identifiable intangible assets | $ 1,820 |
Acquisitions, Goodwill And Ot35
Acquisitions, Goodwill And Other Intangible Assets (Schedule Of Goodwill By Reportable Segment) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Segment Reporting Information | |
Net balance – December 31, 2017 | $ 124,183 |
Acquisitions – 2018 | 27,147 |
Other | 501 |
Net balance – June 30, 2018 | 151,831 |
OEM Segment | |
Segment Reporting Information | |
Net balance – December 31, 2017 | 109,641 |
Acquisitions – 2018 | 23,921 |
Other | 501 |
Net balance – June 30, 2018 | 134,063 |
Aftermarket Segment | |
Segment Reporting Information | |
Net balance – December 31, 2017 | 14,542 |
Acquisitions – 2018 | 3,226 |
Other | 0 |
Net balance – June 30, 2018 | $ 17,768 |
Acquisitions, Goodwill And Ot36
Acquisitions, Goodwill And Other Intangible Assets (Schedule Of Other Intangible Assets) (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Acquired Intangible Assets | |||
Finite-Lived Intangible Assets, Accumulated Amortization | $ 98,906 | $ 80,271 | $ 90,658 |
Intangible Assets, Gross (Excluding Goodwill) | 280,332 | 219,147 | 220,790 |
Intangible Assets, Net (Excluding Goodwill) | 181,426 | 138,876 | 130,132 |
Customer Relationships | |||
Acquired Intangible Assets | |||
Finite-Lived Intangible Assets, Gross | 191,533 | 138,258 | 138,687 |
Finite-Lived Intangible Assets, Accumulated Amortization | 49,131 | 37,190 | 42,276 |
Finite-Lived Intangible Assets, Net | $ 142,402 | $ 101,068 | 96,411 |
Customer Relationships | Minimum | |||
Acquired Intangible Assets | |||
Estimated useful life in years | 6 years | 6 years | |
Customer Relationships | Maximum | |||
Acquired Intangible Assets | |||
Estimated useful life in years | 16 years | 16 years | |
Patents | |||
Acquired Intangible Assets | |||
Finite-Lived Intangible Assets, Gross | $ 59,102 | $ 57,202 | 57,576 |
Finite-Lived Intangible Assets, Accumulated Amortization | 40,351 | 35,874 | 38,764 |
Finite-Lived Intangible Assets, Net | $ 18,751 | $ 21,328 | 18,812 |
Patents | Minimum | |||
Acquired Intangible Assets | |||
Estimated useful life in years | 3 years | 3 years | |
Patents | Maximum | |||
Acquired Intangible Assets | |||
Estimated useful life in years | 19 years | 19 years | |
Tradenames | |||
Acquired Intangible Assets | |||
Finite-Lived Intangible Assets, Gross | $ 16,440 | $ 10,337 | 10,995 |
Finite-Lived Intangible Assets, Accumulated Amortization | 5,715 | 4,068 | 5,381 |
Finite-Lived Intangible Assets, Net | $ 10,725 | $ 6,269 | 5,614 |
Tradenames | Minimum | |||
Acquired Intangible Assets | |||
Estimated useful life in years | 3 years | 3 years | |
Tradenames | Maximum | |||
Acquired Intangible Assets | |||
Estimated useful life in years | 15 years | 15 years | |
Non-compete Agreements | |||
Acquired Intangible Assets | |||
Finite-Lived Intangible Assets, Gross | $ 8,261 | $ 8,354 | 8,536 |
Finite-Lived Intangible Assets, Accumulated Amortization | 3,584 | 3,046 | 4,128 |
Finite-Lived Intangible Assets, Net | $ 4,677 | $ 5,308 | 4,408 |
Non-compete Agreements | Minimum | |||
Acquired Intangible Assets | |||
Estimated useful life in years | 3 years | 3 years | |
Non-compete Agreements | Maximum | |||
Acquired Intangible Assets | |||
Estimated useful life in years | 6 years | 6 years | |
Other | |||
Acquired Intangible Assets | |||
Finite-Lived Intangible Assets, Gross | $ 309 | $ 309 | 309 |
Finite-Lived Intangible Assets, Accumulated Amortization | 125 | 93 | 109 |
Finite-Lived Intangible Assets, Net | $ 184 | $ 216 | 200 |
Other | Minimum | |||
Acquired Intangible Assets | |||
Estimated useful life in years | 2 years | 2 years | |
Other | Maximum | |||
Acquired Intangible Assets | |||
Estimated useful life in years | 12 years | 12 years | |
Purchased research and development | |||
Acquired Intangible Assets | |||
Indefinite-Lived Intangible Assets - Purchased research and development | $ 4,687 | $ 4,687 | $ 4,687 |
Inventories (Schedule Of Invent
Inventories (Schedule Of Inventories) (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 |
Inventory Disclosure [Abstract] | |||
Raw materials | $ 276,424 | $ 233,187 | $ 164,964 |
Work in process | 12,490 | 10,408 | 10,358 |
Finished goods | 34,979 | 31,153 | 27,313 |
Inventories, net | $ 323,893 | $ 274,748 | $ 202,635 |
Fixed Assets (Schedule Of Fixed
Fixed Assets (Schedule Of Fixed Assets) (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 |
Property, Plant and Equipment [Abstract] | |||
Fixed assets, at cost | $ 496,701 | $ 424,056 | $ 381,650 |
Less accumulated depreciation and amortization | 214,559 | 195,106 | 178,446 |
Fixed assets, net | $ 282,142 | $ 228,950 | $ 203,204 |
Accrued Expenses And Other Cu39
Accrued Expenses And Other Current Liabilities (Schedule Of Accrued Expenses And Other Current Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 |
Payables and Accruals [Abstract] | |||
Employee compensation and benefits | $ 34,230 | $ 39,365 | $ 36,861 |
Current portion of accrued warranty | 25,319 | 23,055 | 21,705 |
Income taxes payable | 2,591 | 3,561 | 19,235 |
Customer rebates | 12,063 | 11,124 | 11,397 |
Other | 30,078 | 25,744 | 25,256 |
Accrued expenses and other current liabilities | $ 104,281 | $ 102,849 | $ 114,454 |
Accrued Expenses And Other Cu40
Accrued Expenses And Other Current Liabilities (Schedule Of Reconciliation Of The Activity Related To Accrued Warranty) (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Movement in Standard and Extended Product Warranty Accrual, Increase (Decrease) [Roll Forward] | |||
Balance at beginning of period | $ 38,502 | $ 32,393 | |
Provision for warranty expense | 16,132 | 11,833 | |
Warranty liability from acquired businesses | 482 | 150 | |
Warranty costs paid | (11,510) | (9,079) | |
Balance at end of period | 43,606 | 35,297 | |
Less long-term portion | 18,287 | 13,592 | |
Current portion of accrued warranty | $ 25,319 | $ 21,705 | $ 23,055 |
Long-Term Indebtedness (Schedul
Long-Term Indebtedness (Schedule of Long-term Debt) (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 |
Debt Instrument [Line Items] | |||
Unamortized deferred financing fees | $ (707) | $ (76) | $ (89) |
Long-term debt | 215,801 | 49,924 | 49,911 |
Less current portion | (474) | 0 | 0 |
Long-term debt, excluding current maturities | 215,327 | 49,924 | 49,911 |
Line of Credit | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | 161,999 | 0 | 0 |
Shelf Loan | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | 50,000 | 50,000 | 50,000 |
Other | |||
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 4,509 | $ 0 | $ 0 |
Long-Term Indebtedness (Narrati
Long-Term Indebtedness (Narrative) (Details) - USD ($) | Apr. 27, 2016 | Mar. 20, 2015 | Feb. 24, 2014 | Jun. 30, 2018 | Feb. 28, 2018 | Jan. 31, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Mar. 30, 2017 | Mar. 03, 2015 |
Line of Credit Facility | ||||||||||
Long-term indebtedness | $ 215,327,000 | $ 49,924,000 | $ 49,911,000 | |||||||
Maximum | ||||||||||
Line of Credit Facility | ||||||||||
Equity interest percentage | 65.00% | |||||||||
Line of Credit | ||||||||||
Line of Credit Facility | ||||||||||
Debt weighted average interest rate | 3.00% | |||||||||
Remaining availability under the facilities | $ 260,600,000 | |||||||||
Maximum leverage ratio | 2.5 | |||||||||
Amended Credit Agreement | ||||||||||
Line of Credit Facility | ||||||||||
Maximum borrowings under line of credit | $ 325,000,000 | $ 200,000,000 | ||||||||
JPMorgan Chase Bank And Wells Fargo Bank | Line of Credit | ||||||||||
Line of Credit Facility | ||||||||||
Maximum borrowings under line of credit | $ 100,000,000 | $ 100,000,000 | ||||||||
Letters of credit outstanding amount | $ 2,400,000 | |||||||||
Remaining availability under the facilities | $ 160,600,000 | |||||||||
Prudential Investment Management Inc | Line of Credit | ||||||||||
Line of Credit Facility | ||||||||||
Remaining availability under the facilities | $ 150,000,000 | |||||||||
Long-term indebtedness | $ 50,000,000 | |||||||||
Debt Instrument, Term | 5 years | |||||||||
Interest rate during period | 3.35% | |||||||||
Period after request is issued, by company, for interest payable rate to be determined by Prudential | 5 days | |||||||||
JPMorgan Chase Bank, N.A., Wells Fargo Bank, N.A., Bank of America, N.A., and 1st Source Bank | Line of Credit | ||||||||||
Line of Credit Facility | ||||||||||
Maximum borrowings under line of credit | $ 200,000,000 | |||||||||
Maximum draw capacity in approved foreign currencies | $ 50,000,000 | |||||||||
Option One | JPMorgan Chase Bank, N.A., Wells Fargo Bank, N.A., Bank of America, N.A., and 1st Source Bank | Line of Credit | LIBOR | ||||||||||
Line of Credit Facility | ||||||||||
Basis spread on variable rate | 1.00% | |||||||||
Option One | JPMorgan Chase Bank, N.A., Wells Fargo Bank, N.A., Bank of America, N.A., and 1st Source Bank | Line of Credit | LIBOR | Minimum | ||||||||||
Line of Credit Facility | ||||||||||
Debt instrument, additional margin interest rate | 0.00% | |||||||||
Option One | JPMorgan Chase Bank, N.A., Wells Fargo Bank, N.A., Bank of America, N.A., and 1st Source Bank | Line of Credit | LIBOR | Maximum | ||||||||||
Line of Credit Facility | ||||||||||
Debt instrument, additional margin interest rate | 0.625% | |||||||||
Option One | JPMorgan Chase Bank, N.A., Wells Fargo Bank, N.A., Bank of America, N.A., and 1st Source Bank | Line of Credit | Federal Funds Effective Rate | ||||||||||
Line of Credit Facility | ||||||||||
Basis spread on variable rate | 0.50% | |||||||||
Option Two | JPMorgan Chase Bank, N.A., Wells Fargo Bank, N.A., Bank of America, N.A., and 1st Source Bank | Line of Credit | LIBOR | Maximum | ||||||||||
Line of Credit Facility | ||||||||||
Basis spread on variable rate | 1.625% |
Commitments And Contingencies43
Commitments And Contingencies (Narrative) (Details) | 1 Months Ended | 3 Months Ended | |
Jul. 31, 2015 | Jun. 30, 2018 | Jun. 30, 2017 | |
Loss Contingencies | |||
Percentage of weighted average cost of capital | 12.40% | 13.60% | |
Furrion Limited [Member] | |||
Loss Contingencies | |||
Long-term purchase commitment, time period | 6 years |
Commitments And Contingencies44
Commitments And Contingencies (Reconciliation Of Contingent Consideration Liability) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Business Combination, Contingent Consideration, Reconciliation of Change in Liability [Roll Forward] | ||
Balance at beginning of period | $ 12,545 | $ 9,241 |
Acquisitions | 0 | 7,288 |
Payments | (4,870) | (2,569) |
Accretion | 536 | 716 |
Fair value adjustments | (1,081) | 1,137 |
Net foreign currency translation adjustment | (135) | 353 |
Balance at end of the period | 6,995 | 16,166 |
Less current portion in accrued expenses and other current liabilities | (47) | (6,263) |
Total long-term portion in other long-term liabilities | 6,948 | $ 9,903 |
Contingent consideration, total remaining estimated payments | $ 8,900 |
Stockholders' Equity (Summary O
Stockholders' Equity (Summary Of Common Stock Information) (Details) - shares shares in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 |
Stockholders' Equity Note [Abstract] | |||
Common stock authorized (in shares) | 75,000 | 75,000 | 75,000 |
Common stock issued (in shares) | 27,900 | 27,674 | 27,610 |
Treasury stock (in shares) | 2,684 | 2,684 | 2,684 |
Stockholders' Equity (Schedule
Stockholders' Equity (Schedule Of Computation Of Basic And Diluted Earnings Per Share) (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Stockholders' Equity Note [Abstract] | ||||
Weighted average shares outstanding for basic earnings per share (in shares) | 25,233 | 24,992 | 25,195 | 24,959 |
Common stock equivalents pertaining to stock options and deferred stock units (in shares) | 221 | 313 | 332 | 337 |
Weighted average shares outstanding for diluted earnings per share (in shares) | 25,454 | 25,305 | 25,527 | 25,296 |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Feb. 28, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted average diluted shares outstanding excludes shares of common stock subject to stock options | 463,711 | 144,046 | 463,479 | 143,658 | |
Deferred stock units issued to executive officers | 63,677 | ||||
Deferred stock units issued to executive officers, aggregate fair value | $ 6.9 | ||||
Weighted Average | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Deferred stock units issued to executive officers, exercise price | $ 108.47 |
Stockholders' Equity (Summary48
Stockholders' Equity (Summary of Regular Quarterly Dividend) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Cash dividend (in usd per share) | $ 0.6 | $ 0.55 | $ 0.55 | $ 0.5 | $ 0.5 | $ 0.5 | $ 1.15 | $ 2.05 | |
Payment of dividends | $ 28,985 | $ 24,887 | |||||||
Common Stock | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Payment of dividends | $ 15,127 | $ 13,858 | $ 13,711 | $ 12,459 | $ 12,445 | $ 12,442 | $ 28,985 | $ 51,057 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) $ in Thousands, lb in Millions | 6 Months Ended | ||
Jun. 30, 2018USD ($)lb$ / lb | Dec. 31, 2017USD ($) | Jun. 30, 2017USD ($) | |
Fair Value Disclosures [Abstract] | |||
Number of years long-term sales growth forecasted over | 6 years | ||
Average long-term sales growth forecast, over next 4 years, percent per year | 11.00% | ||
Combined carrying value | $ 282,142 | $ 228,950 | $ 203,204 |
Derivative, Nonmonetary Notional Amount, Mass | lb | 6 | ||
Underlying, Derivative Mass | $ / lb | 0.25 | ||
Derivative Asset | $ 1,300 | ||
Derivative, Gain (Loss) on Derivative, Net | $ 300 |
Fair Value Measurements (Assets
Fair Value Measurements (Assets And Liabilities Measured At Fair Value On A Recurring Basis) (Details) - Recurring - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Assets | ||
Derivative instruments | $ 1,272 | $ 930 |
Liabilities | ||
Contingent consideration | 6,995 | 12,545 |
Level 1 | ||
Assets | ||
Derivative instruments | 0 | 0 |
Liabilities | ||
Contingent consideration | 0 | 0 |
Level 2 | ||
Assets | ||
Derivative instruments | 1,272 | 930 |
Liabilities | ||
Contingent consideration | 0 | 0 |
Level 3 | ||
Assets | ||
Derivative instruments | $ 0 | 0 |
Liabilities | ||
Contingent consideration | $ 12,545 |
Fair Value Measurements (Schedu
Fair Value Measurements (Schedule Of Non-Recurring Losses Recognized Using Fair Value Measurements And The Carrying Value Of Any Assets And Liabilities Measured Using Fair Value Estimates) (Details) - Fair Value, Measurements, Nonrecurring - Net assets of acquired businesses - USD ($) $ in Thousands | Jun. 30, 2018 | Jun. 30, 2017 |
Assets | ||
Assets, carrying value | $ 126,268 | $ 35,224 |
Assets, non-recurring losses (gains) | $ 0 | $ 0 |
Segment Reporting (Narrative) (
Segment Reporting (Narrative) (Details) - segment | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Segment Reporting Information | ||
Number of reportable segments | 2 | |
Net sales | OEM Segment | ||
Segment Reporting Information | ||
Concentration risk, percentage | 91.00% | 92.00% |
Net sales | Aftermarket Segment | ||
Segment Reporting Information | ||
Concentration risk, percentage | 9.00% | 8.00% |
Product Concentration Risk | Net sales | Travel trailers and fifth-wheels | ||
Segment Reporting Information | ||
Concentration risk, percentage | 66.00% |
Segment Reporting (Disaggregati
Segment Reporting (Disaggregation of Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 684,455 | $ 547,483 | $ 1,334,947 | $ 1,045,819 |
OEM Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 616,918 | 502,775 | 1,217,097 | 964,804 |
Travel trailers and fifth-wheels | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 399,464 | 357,251 | 804,421 | 687,525 |
Motorhomes | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 49,071 | 36,248 | 101,986 | 73,292 |
Adjacent industries OEMs | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 168,383 | 109,276 | 310,690 | 203,987 |
Aftermarket Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 67,537 | 44,708 | 117,850 | 81,015 |
Chassis, chassis parts and slide-out mechanisms | OEM Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 247,811 | 235,516 | 500,514 | 458,465 |
Windows and doors | OEM Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 169,372 | 109,393 | 318,892 | 206,593 |
Furniture and mattresses | OEM Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 105,278 | 82,740 | 210,796 | 153,914 |
Axles and suspension solutions | OEM Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 33,148 | 32,359 | 66,753 | 64,540 |
Other | OEM Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 61,309 | 42,767 | 120,142 | 81,292 |
U.S. | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 658,373 | 537,828 | 1,286,275 | 1,027,402 |
U.S. | OEM Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 593,944 | 495,818 | 1,174,500 | 951,431 |
U.S. | Travel trailers and fifth-wheels | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 397,511 | 356,689 | 801,253 | 686,007 |
U.S. | Motorhomes | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 37,553 | 32,741 | 80,959 | 66,503 |
U.S. | Adjacent industries OEMs | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 158,880 | 106,388 | 292,288 | 198,921 |
U.S. | Aftermarket Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 64,429 | 42,010 | 111,775 | 75,971 |
International | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 26,082 | 9,655 | 48,672 | 18,417 |
International | OEM Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 22,974 | 6,957 | 42,597 | 13,373 |
International | Travel trailers and fifth-wheels | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 1,953 | 562 | 3,168 | 1,518 |
International | Motorhomes | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 11,518 | 3,507 | 21,027 | 6,789 |
International | Adjacent industries OEMs | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 9,503 | 2,888 | 18,402 | 5,066 |
International | Aftermarket Segment | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 3,108 | $ 2,698 | $ 6,075 | $ 5,044 |
Segment Reporting (Schedule of
Segment Reporting (Schedule of Operating Profit by Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Segment Reporting Information | ||||
Operating profit | $ 64,088 | $ 63,040 | $ 123,908 | $ 122,169 |
Operating Segments | OEM Segment | ||||
Segment Reporting Information | ||||
Operating profit | 53,591 | 56,445 | 107,531 | 110,842 |
Operating Segments | Aftermarket Segment | ||||
Segment Reporting Information | ||||
Operating profit | $ 10,497 | $ 6,595 | $ 16,377 | $ 11,327 |