Document_And_Entity_Informatio
Document And Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Oct. 31, 2013 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Entity Registrant Name | 'DREW INDUSTRIES INC | ' |
Entity Central Index Key | '0000763744 | ' |
Trading Symbol | 'dw | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Common Stock, Shares Outstanding | ' | 23,236,681 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements Of Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Condensed Consolidated Statements Of Income [Abstract] | ' | ' | ' | ' |
Net sales | $250,851 | $226,323 | $790,629 | $700,889 |
Cost of sales | 194,725 | 184,781 | 625,479 | 568,101 |
Gross profit | 56,126 | 41,542 | 165,150 | 132,788 |
Selling, general and administrative expenses | 33,296 | 26,594 | 101,148 | 81,499 |
Executive succession | ' | ' | 1,876 | ' |
Operating profit | 22,830 | 14,948 | 62,126 | 51,289 |
Interest expense, net | 76 | 116 | 279 | 246 |
Income before income taxes | 22,754 | 14,832 | 61,847 | 51,043 |
Provision for income taxes | 7,949 | 5,061 | 22,805 | 18,448 |
Net income | $14,805 | $9,771 | $39,042 | $32,595 |
Net income per common share: | ' | ' | ' | ' |
Basic | $0.63 | $0.43 | $1.68 | $1.45 |
Diluted | $0.62 | $0.43 | $1.65 | $1.43 |
Weighted average common shares outstanding: | ' | ' | ' | ' |
Basic | 23,451 | 22,563 | 23,243 | 22,507 |
Diluted | 23,838 | 22,800 | 23,644 | 22,724 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 |
In Thousands, unless otherwise specified | |||
Current assets | ' | ' | ' |
Cash and cash equivalents | $52,873 | $9,939 | $32,584 |
Accounts receivable, net | 54,824 | 21,846 | 50,421 |
Inventories | 96,164 | 97,367 | 98,393 |
Deferred taxes | 10,073 | 10,073 | 10,125 |
Prepaid expenses and other current assets | 8,396 | 14,798 | 11,165 |
Total current assets | 222,330 | 154,023 | 202,688 |
Fixed assets, net | 120,723 | 107,936 | 101,931 |
Goodwill | 21,552 | 21,177 | 21,177 |
Other intangible assets, net | 61,861 | 69,218 | 71,755 |
Deferred taxes | 14,993 | 14,993 | 14,496 |
Other assets | 8,237 | 6,521 | 6,422 |
Total assets | 449,696 | 373,868 | 418,469 |
Current liabilities | ' | ' | ' |
Accounts payable, trade | 31,809 | 21,725 | 33,392 |
Accrued expenses and other current liabilities | 53,333 | 48,055 | 47,074 |
Total current liabilities | 85,142 | 69,780 | 80,466 |
Other long-term liabilities | 21,091 | 19,843 | 20,369 |
Total liabilities | 106,233 | 89,623 | 100,835 |
Stockholders' equity | ' | ' | ' |
Common stock, par value $.01 per share | 259 | 254 | 250 |
Paid-in capital | 120,583 | 100,412 | 92,130 |
Retained earnings | 252,088 | 213,046 | 254,721 |
Stockholders' equity before treasury stock | 372,930 | 313,712 | 347,101 |
Treasury stock, at cost | -29,467 | -29,467 | -29,467 |
Total stockholders' equity | 343,463 | 284,245 | 317,634 |
Total liabilities and stockholders' equity | $449,696 | $373,868 | $418,469 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 |
Condensed Consolidated Balance Sheets [Abstract] | ' | ' | ' |
Common stock, par value | $0.01 | $0.01 | $0.01 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements Of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Cash flows from operating activities: | ' | ' |
Net income | $39,042 | $32,595 |
Adjustments to reconcile net income to cash flows provided by operating activities: | ' | ' |
Depreciation and amortization | 20,388 | 19,211 |
Stock-based compensation expense | 8,224 | 4,703 |
Other non-cash items | 1,787 | 889 |
Changes in assets and liabilities, net of acquisitions of businesses: | ' | ' |
Accounts receivable, net | -32,829 | -27,801 |
Inventories | 1,246 | -5,753 |
Prepaid expenses and other assets | 4,090 | -6,993 |
Accounts payable | 10,042 | 17,650 |
Accrued expenses and other liabilities | 9,681 | 10,086 |
Net cash flows provided by operating activities | 61,671 | 44,587 |
Cash flows from investing activities: | ' | ' |
Capital expenditures | -26,080 | -22,010 |
Acquisitions of businesses | -1,451 | -1,473 |
Proceeds from sales of fixed assets | 1,381 | 5,397 |
Other investing activities | -117 | -88 |
Net cash flows used for investing activities | -26,267 | -18,174 |
Cash flows from financing activities: | ' | ' |
Proceeds from exercise of stock options | 11,817 | 2,840 |
Proceeds from line of credit borrowings | 135,452 | 37,702 |
Repayments under line of credit borrowings | -135,452 | -37,702 |
Payment of contingent consideration related to acquisitions | -4,287 | -3,253 |
Net cash flows provided by (used for) financing activities | 7,530 | -413 |
Net increase in cash | 42,934 | 26,000 |
Cash and cash equivalents at beginning of period | 9,939 | 6,584 |
Cash and cash equivalents at end of period | 52,873 | 32,584 |
Supplemental disclosure of cash flow information: | ' | ' |
Interest | 226 | 289 |
Income taxes, net of refunds | $19,276 | $16,121 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statement Of Stockholders' Equity (USD $) | Common Stock [Member] | Paid-In Capital [Member] | Retained Earnings [Member] | Treasury Stock [Member] | Total |
In Thousands | |||||
Balance - at Dec. 31, 2012 | $254 | $100,412 | $213,046 | ($29,467) | $284,245 |
Net income | ' | ' | 39,042 | ' | 39,042 |
Issuance of 529,958 shares of common stock pursuant to stock options and deferred stock units | 5 | 11,812 | ' | ' | 11,817 |
Stock-based compensation expense | ' | 8,224 | ' | ' | 8,224 |
Issuance of 3,776 deferred stock units relating to prior year compensation | ' | 135 | ' | ' | 135 |
Balance - at Sep. 30, 2013 | $259 | $120,583 | $252,088 | ($29,467) | $343,463 |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statement Of Stockholders' Equity (Parenthetical) | 9 Months Ended |
Sep. 30, 2013 | |
Condensed Consolidated Statement Of Stockholders' Equity [Abstract] | ' |
Issuance of common stock, shares | 529,958 |
Issuance of deferred stock units, shares | 3,776 |
Basis_Of_Presentation
Basis Of Presentation | 9 Months Ended |
Sep. 30, 2013 | |
Basis Of Presentation [Abstract] | ' |
Basis Of Presentation | ' |
1. Basis of Presentation | |
The Condensed Consolidated Financial Statements include the accounts of Drew Industries Incorporated and its wholly-owned subsidiaries (collectively, "Drew" or the "Company"). Drew has no unconsolidated subsidiaries. Drew's wholly-owned active subsidiaries are Lippert Components, Inc. and its subsidiaries (collectively, "Lippert"), and Kinro, Inc. and its subsidiaries (collectively, "Kinro"). Drew, through Lippert and Kinro, manufactures a broad array of components for recreational vehicles ("RVs") and manufactured homes, and to a lesser extent manufactures components for modular housing, truck caps and buses, as well as for trailers used to haul boats, livestock, equipment and other cargo. | |
Because of fluctuations in RV dealer inventories, and changes in economic conditions, current and future seasonal industry trends may be different than in prior years. | |
The Condensed Consolidated Financial Statements presented herein have been prepared by the Company in accordance with the accounting policies described in its December 31, 2012 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. | |
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, income taxes, warranty obligations, self-insurance obligations, lease terminations, asset retirement obligations, long-lived assets, executive succession, 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 that are 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 that are 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 as of and for the nine and three month periods ended September 30, 2013 and 2012. All such adjustments are of a normal recurring nature. 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. | |
Segment_Reporting
Segment Reporting | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Segment Reporting [Abstract] | ' | |||||||||
Segment Reporting | ' | |||||||||
2. Segment Reporting | ||||||||||
The Company has two reportable segments, the recreational vehicle products segment (the "RV Segment") and the manufactured housing products segment (the "MH Segment"). Intersegment sales are insignificant. | ||||||||||
The RV Segment, which accounted for 88 percent and 87 percent of consolidated net sales for the nine month periods ended September 30, 2013 and 2012, respectively, manufactures a variety of products used primarily in the production of RVs, including: | ||||||||||
Steel chassis for towable RVs Aluminum windows and screens | ||||||||||
Axles and suspension solutions for towable RVs Chassis components | ||||||||||
Slide-out mechanisms and solutions Furniture and mattresses | ||||||||||
Thermoformed bath, kitchen and other products Entry, baggage, patio and ramp doors | ||||||||||
Entry steps Awnings | ||||||||||
Manual, electric and hydraulic stabilizer and leveling systems Other accessories | ||||||||||
The Company also supplies certain of these products to the RV aftermarket. In addition, the Company manufactures components for truck caps; buses; and trailers used to haul boats, livestock, equipment and other cargo. Approximately 82 percent of the Company's RV Segment net sales for the last twelve months were components to manufacturers of travel trailer and fifth-wheel RVs. | ||||||||||
The MH Segment, which accounted for 12 percent and 13 percent of consolidated net sales for the nine month periods ended September 30, 2013 and 2012, respectively, manufactures a variety of products used in the production of manufactured homes, and to a lesser extent, modular housing and mobile office units, including: | ||||||||||
Vinyl and aluminum windows and screens Steel chassis | ||||||||||
Thermoformed bath and kitchen products Steel chassis parts | ||||||||||
Steel and fiberglass entry doors Axles | ||||||||||
Aluminum and vinyl patio doors | ||||||||||
The Company also supplies certain of these products to the manufactured housing aftermarket. Certain of the Company's MH Segment customers manufacture both manufactured homes and modular homes, and certain of the products manufactured by the Company are suitable for both types of homes. As a result, the Company is not always able to determine in which type of home its products are installed. | ||||||||||
Decisions concerning the allocation of the Company's resources are made by the Company's key executives, with oversight by the Board of Directors. This group evaluates the performance of each segment based upon segment operating profit or loss, defined as income or loss before interest, executive succession 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 RV and MH Segments are the same as those described in Note 1 of Notes to Consolidated Financial Statements of the Company's Annual Report on Form 10-K for the year ended December 31, 2012. | ||||||||||
Effective with the second quarter of 2013, in connection with the management succession and relocation of the corporate office from New York to Indiana, corporate expenses, accretion related to contingent consideration and other non-segment items, which were previously reported on separate lines, have been included as part of segment operating profit. Corporate expenses are allocated between the segments based upon net sales. Accretion related to contingent consideration and other non-segment items are included in the segment to which they relate. The segment disclosures from prior years have been reclassified to conform to the current year presentation. | ||||||||||
Information relating to segments follows for the: | ||||||||||
Nine Months Ended | Three Months Ended | |||||||||
September 30, | September 30, | |||||||||
(In thousands) | 2013 | 2012 | 2013 | 2012 | ||||||
Net sales: | ||||||||||
RV Segment: | ||||||||||
RVoriginal equipment manufacturers ("OEMs"): | ||||||||||
Travel trailers and fifth-wheels | $ | 570,404 | $ | 512,307 | $ | 175,892 | $ | 161,959 | ||
Motorhomes | 32,509 | 24,500 | 11,234 | 8,998 | ||||||
RVaftermarket | 19,785 | 14,714 | 6,904 | 5,355 | ||||||
Adjacent industries | 72,334 | 57,422 | 23,933 | 18,645 | ||||||
Total RV Segment net sales | 695,032 | 608,943 | 217,963 | 194,957 | ||||||
MH Segment: | ||||||||||
Manufactured housing OEMs | 62,941 | 61,678 | 22,571 | 21,188 | ||||||
Manufactured housing aftermarket | 10,377 | 10,322 | 3,138 | 3,134 | ||||||
Adjacent industries | 22,279 | 19,946 | 7,179 | 7,044 | ||||||
Total MH Segment net sales | 95,597 | 91,946 | 32,888 | 31,366 | ||||||
Total net sales | $ | 790,629 | $ | 700,889 | $ | 250,851 | $ | 226,323 | ||
Operating profit: | ||||||||||
RV Segment | $ | 54,098 | $ | 40,936 | $ | 19,234 | $ | 11,587 | ||
MH Segment | 9,904 | 10,353 | 3,596 | 3,361 | ||||||
Total segment operating profit | 64,002 | 51,289 | 22,830 | 14,948 | ||||||
Executive succession | (1,876 | ) | - | - | - | |||||
Total operating profit | $ | 62,126 | $ | 51,289 | $ | 22,830 | $ | 14,948 |
Acquisitions_Goodwill_And_Othe
Acquisitions, Goodwill And Other Intangible Assets | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Acquisitions, Goodwill And Other Intangible Assets [Abstract] | ' | |||||||||
Acquisitions, Goodwill And Other Intangible Assets | ' | |||||||||
3. Acquisitions, Goodwill and Other Intangible Assets Acquisitions in 2013 | ||||||||||
Midstates Tool & Die and Engineering, Inc. | ||||||||||
On June 24, 2013, the Company acquired the business and certain assets of Midstates Tool & Die and Engineering, Inc. ("Midstates"). Midstates is a manufacturer of tools and dies, as well as automation equipment. The acquired business had annualized sales of approximately $2 million. The results of the acquired business have been included in the Company's RV 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 | $ | 1,451 | ||||||||
Working capital, net | $ | 13 | ||||||||
Non-compete agreement | 40 | |||||||||
Net tangible assets | 1,023 | |||||||||
Total fair value of net assets acquired | $ | 1,076 | ||||||||
Goodwill (taxdeductible) | $ | 375 | ||||||||
The consideration given was greater than the fair value of assets acquired, resulting in goodwill, because the Company anticipates the automation capabilities of the acquired business will help to improve its operating efficiencies. | ||||||||||
Acquisitions in 2012 | ||||||||||
RV Entry Door Operation | ||||||||||
On February 21, 2012, the Company acquired the business and certain assets of the U.S. RV entry door operation of Euramax International, Inc. The acquired business had annualized sales of approximately $6 million. The purchase price was $1.7 million, of which $1.2 million was paid at closing, with the balance to be paid over the subsequent three years. The results of the acquired business have been included in the Company's RV Segment and in the Condensed Consolidated Statement of Income since the acquisition date. | ||||||||||
The acquisition of this business was recorded on the acquisition date as follows (in thousands): | ||||||||||
Cash consideration | $ | 1,164 | ||||||||
Present value of future payments | 482 | |||||||||
Total fair value of consideration given | $ | 1,646 | ||||||||
Customer relationships | $ | 270 | ||||||||
Other identifiable intangible assets | 40 | |||||||||
Net tangible assets | 785 | |||||||||
Total fair value of net assets acquired | $ | 1,095 | ||||||||
Goodwill (taxdeductible) | $ | 551 | ||||||||
The customer relationships are being amortized over their estimated useful life of 7 years. The consideration given was greater than the fair value of the net assets acquired, resulting in goodwill, because the Company anticipates leveraging its existing manufacturing capacity and purchasing power to reduce costs in this product line. | ||||||||||
Goodwill | ||||||||||
Goodwill by reportable segment was as follows: | ||||||||||
(In thousands) | RV Segment | MH Segment | Total | |||||||
Accumulated cost – December 31, 2012 | $ | 61,679 | $ | 10,025 | $ | 71,704 | ||||
Accumulated impairment – December 31, 2012 | (41,276 | ) | (9,251 | ) | (50,527 | ) | ||||
Net balance – December 31, 2012 | 20,403 | 774 | 21,177 | |||||||
Acquisitions – 2013 | 375 | - | 375 | |||||||
Net balance – September 30, 2013 | $ | 20,778 | $ | 774 | $ | 21,552 | ||||
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. The impairment tests are based on fair value, determined using discounted cash flows, appraised values or management's estimates. No impairment tests were required or performed during the nine months ended September 30, 2013. | ||||||||||
Other Intangible Assets | ||||||||||
Other intangible assets consisted of the following at September 30, 2013: | ||||||||||
Gross | Accumulated | Net | Estimated Useful | |||||||
(In thousands) | Cost | Amortization | Balance | Life in Years | ||||||
Customer relationships | $ | 50,105 | $ | 20,963 | $ | 29,142 | 3 to 16 | |||
Patents | 46,069 | 17,548 | 28,521 | 2 to 19 | ||||||
Tradenames | 7,959 | 5,601 | 2,358 | 5 to 15 | ||||||
Non-compete agreements | 3,866 | 2,026 | 1,840 | 1 to 7 | ||||||
Other intangible assets | $ | 107,999 | $ | 46,138 | $ | 61,861 | ||||
Other intangible assets consisted of the following at December 31, 2012: | ||||||||||
Gross | Accumulated | Net | Estimated Useful | |||||||
(In thousands) | Cost | Amortization | Balance | Life in Years | ||||||
Customer relationships | $ | 50,105 | $ | 17,857 | $ | 32,248 | 3 to 16 | |||
Patents | 45,964 | 14,850 | 31,114 | 2 to 19 | ||||||
Tradenames | 7,959 | 4,525 | 3,434 | 5 to 15 | ||||||
Non-compete agreements | 4,989 | 2,567 | 2,422 | 1 to 7 | ||||||
Other intangible assets | $ | 109,017 | $ | 39,799 | $ | 69,218 | ||||
Cash_And_Cash_Equivalents
Cash And Cash Equivalents | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Cash And Cash Equivalents [Abstract] | ' | ||||||
Cash And Cash Equivalents | ' | ||||||
4. Cash and cash equivalents | |||||||
Cash and cash equivalents consisted of the following at: | |||||||
September 30, | December 31, | ||||||
(In thousands) | 2013 | 2012 | 2012 | ||||
Cash in banks | $ | 52,873 | $ | 32,584 | $ | 9,939 | |
Cash and cash equivalents | $ | 52,873 | $ | 32,584 | $ | 9,939 |
Inventories
Inventories | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Inventories [Abstract] | ' | ||||||
Inventories | ' | ||||||
5. Inventories | |||||||
Inventories consisted of the following at: | |||||||
September 30, | December 31, | ||||||
(In thousands) | 2013 | 2012 | 2012 | ||||
Raw materials | $ | 77,664 | $ | 79,117 | $ | 78,434 | |
Work in process | 3,090 | 4,802 | 2,074 | ||||
Finished goods | 15,410 | 14,474 | 16,859 | ||||
Inventories | $ | 96,164 | $ | 98,393 | $ | 97,367 |
Fixed_Assets
Fixed Assets | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Fixed Assets [Abstract] | ' | ||||||
Fixed Assets | ' | ||||||
6. Fixed Assets | |||||||
Fixed assets consisted of the following at: | |||||||
September 30, | December 31, | ||||||
(In thousands) | 2013 | 2012 | 2012 | ||||
Fixed assets, at cost | $ | 233,292 | $ | 201,665 | $ | 211,089 | |
Less accumulated depreciation and amortization | 112,569 | 99,734 | 103,153 | ||||
Fixed assets, net | $ | 120,723 | $ | 101,931 | $ | 107,936 |
Accrued_Expenses_And_Other_Cur
Accrued Expenses And Other Current Liabilities | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Accrued Expenses And Other Current Liabilities [Abstract] | ' | ||||||
Accrued Expenses And Other Current Liabilities | ' | ||||||
7. Accrued Expenses and Other Current Liabilities | |||||||
Accrued expenses and other current liabilities consisted of the following at: | |||||||
September 30, | December 31, | ||||||
(In thousands) | 2013 | 2012 | 2012 | ||||
Employee compensation and benefits | $ | 22,966 | $ | 16,613 | $ | 18,555 | |
Warranty | 11,351 | 8,013 | 9,125 | ||||
Sales rebates | 4,856 | 4,866 | 5,711 | ||||
Contingent consideration related to acquisitions | 4,608 | 5,667 | 5,429 | ||||
Other | 9,552 | 11,915 | 9,235 | ||||
Accrued expenses and other current liabilities | $ | 53,333 | $ | 47,074 | $ | 48,055 | |
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 nine months ended September 30: | |||||||
(In thousands) | 2013 | 2012 | |||||
Balance at beginning of period – current | $ | 9,125 | $ | 5,882 | |||
Balance at beginning of period – long-term | 3,604 | 2,758 | |||||
Balance at beginning of period – total | 12,729 | 8,640 | |||||
Provision for warranty expense | 11,010 | 8,548 | |||||
Warranty liability from acquired businesses | 21 | 12 | |||||
Warranty costs paid | (6,974 | ) | (5,813 | ) | |||
Total accrued warranty | 16,786 | 11,387 | |||||
Less long-term portion | 5,435 | 3,374 | |||||
Current accrued warranty | $ | 11,351 | $ | 8,013 |
LongTerm_Indebtedness
Long-Term Indebtedness | 9 Months Ended |
Sep. 30, 2013 | |
Long-Term Indebtedness [Abstract] | ' |
Long-Term Indebtedness | ' |
8. Long-Term Indebtedness | |
The Company had no debt outstanding at September 30, 2013 and 2012, or December 31, 2012. | |
The Company has a $50.0 million line of credit (the "Credit Agreement") with JPMorgan Chase Bank, N.A. and Wells Fargo Bank, N.A. (collectively, the "Lenders"). The maximum borrowings under the Company's line of credit can be increased by $20.0 million upon approval of the Lenders. Interest on borrowings under the line of credit is designated from time to time by the Company as either (i) the Prime Rate, but not less than 2.5 percent, plus additional interest up to 0.8 percent (0 percent at September 30, 2013), or (ii) LIBOR plus additional interest ranging from 2.0 percent to 2.8 percent (2.0 percent at September 30, 2013) depending on the Company's performance and financial condition. The Credit Agreement expires on January 1, 2016. At September 30, 2013, the Company had $2.2 million in outstanding letters of credit under the line of credit. Availability under the Company's line of credit was $47.8 million at September 30, 2013. | |
The Company also has a $150.0 million "shelf-loan" facility with Prudential Investment Management, Inc. and its affiliates ("Prudential"). 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, to mature no more than twelve years after the date of original issue of each Senior Promissory Note. 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. At September 30, 2013, there were no Senior Promissory Notes outstanding. This facility expires on February 24, 2014. | |
Both the line of credit pursuant to the Credit Agreement and the "shelf-loan" facility are subject to a maximum 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 September 30, 2013. The remaining availability under these facilities was $197.8 million at September 30, 2013. The Company believes this availability, together with the $52.9 million in cash at September 30, 2013, is more than adequate to finance the Company's anticipated cash requirements for the next twelve months. | |
Pursuant to the Credit Agreement and "shelf-loan" facility, at September 30, 2013 the Company was required to maintain minimum interest and fixed charge coverages, and to meet certain other financial requirements. At September 30, 2013, the Company was in compliance with all such requirements, and expects to remain in compliance for the next twelve months. | |
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 each of the Company's direct and indirect subsidiaries. | |
The Company is currently negotiating a three-year extension of its line of credit and shelf loan facility, as well as a $25 million increase in its line of credit. The Company is extending these arrangements now because the shelf loan facility expires in February 2014, and current market conditions are favorable. | |
Commitments_And_Contingencies
Commitments And Contingencies | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Commitments And Contingencies [Abstract] | ' | ||||||
Commitments And Contingencies | ' | ||||||
9. Commitments and Contingencies | |||||||
Contingent Consideration Related to Acquisitions | |||||||
In connection with several business acquisitions, if certain sales targets for the acquired products are achieved, the Company would pay additional cash consideration. The Company has recorded a liability for the fair value of this contingent consideration at September 30, 2013, based on the present value of the expected future cash flows using a market participant's weighted average cost of capital of 15.4 percent. | |||||||
The following table summarizes the contingent consideration liability as of September 30, 2013: | |||||||
Fair Value | |||||||
Estimated | of Estimated | ||||||
Remaining | Remaining | ||||||
Acquisition (In thousands) | Payments | Payments | |||||
Schwintek products | $ | 6,478 | (a) | $ | 4,998 | ||
Level-Up® six-point leveling system | 4,020 | (b) | 3,258 | ||||
Other acquired products | 259 | (c) | 226 | ||||
Total | $ | 10,757 | $ | 8,482 | |||
(a) The remaining contingent consideration for two of the three products expires in March 2014. Contingent consideration for the remaining product will cease five years after the product is first sold to customers. Two of the three products acquired have a combined remaining maximum contingent consideration of $5.5 million, of which the Company estimates $3.4 million will be paid. Other than expiration of the contingent consideration period, the remaining product has no maximum contingent consideration. | |||||||
(b) Other than expiration of the contingent consideration period in February 2016, this product has no maximum contingent consideration. | |||||||
(c) Contingent consideration expires at various dates through November 2025. Certain of these products have a combined remaining maximum contingent consideration of $3.1 million, while the remaining products have no maximum contingent consideration. | |||||||
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. | |||||||
In the first nine months of 2013 and 2012, the net impact of the quarterly fair value adjustments and accretion of the liability was an expense of $1.2 million and $1.3 million, respectively, recorded in selling, general and administrative expenses. | |||||||
The following table provides a reconciliation of the Company's contingent consideration liability for the nine months ended September 30: | |||||||
(In thousands) | 2013 | 2012 | |||||
Balance at beginning of period | $ | 11,519 | $ | 14,561 | |||
Acquisitions | - | 67 | |||||
Payments | (4,287 | ) | (3,253 | ) | |||
Accretion | 1,041 | 1,324 | |||||
Fair value adjustments | 209 | (63 | ) | ||||
Balance at end of the period | 8,482 | 12,636 | |||||
Less current portion in accrued expenses and other current liabilities | (4,608 | ) | (5,667 | ) | |||
Total long-term portion in other long-termliabilities | $ | 3,874 | $ | 6,969 | |||
Litigation | |||||||
In the normal course of business, the Company is subject to proceedings, lawsuits 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 September 30, 2013, would not be material to the Company's financial position or annual results of operations. | |||||||
Executive Succession and Severance | |||||||
On May 10, 2013, Fredric M. Zinn retired as President and Chief Executive Officer of Drew. Jason D. Lippert, Chairman and Chief Executive Officer of Lippert Components and Kinro, succeeded Mr. Zinn as Chief Executive Officer of Drew. Scott T. Mereness, President of Lippert Components and Kinro, succeeded Mr. Zinn as President of Drew. In June 2013, the Company also relocated its corporate headquarters from White Plains, New York to Elkhart County, Indiana, the location of the corporate headquarters of Lippert Components and Kinro. | |||||||
In connection with the Company's executive succession and corporate relocation, the Company recorded pre-tax charges of $1.5 million in the fourth quarter of 2012 and $1.8 million in the first six months of 2013, related to contractual obligations for severance and the acceleration of equity awards held by certain employees whose employment terminated as a result of the executive succession and relocation to Indiana. No charges were recorded in the third quarter of 2013, and no other related charges are expected. The liability for executive succession and severance obligations will be paid through 2015. During the third quarter of 2013, the transition and corporate office relocation were completed. As a result, the Company expects to save an estimated $2 million annually in general and administrative costs beginning in the fourth quarter of 2013. | |||||||
Stockholders_Equity
Stockholders' Equity | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Stockholders' Equity [Abstract] | ' | ||||
Stockholders' Equity | ' | ||||
10. Stockholders' Equity | |||||
The following table summarizes information about the Company's Common Stock at: | |||||
September 30, | December 31, | ||||
(Shares in thousands) | 2013 | 2012 | 2012 | ||
Common stock authorized | 30,000 | 30,000 | 30,000 | ||
Common stock issued | 25,906 | 25,070 | 25,376 | ||
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: | |||||
Nine Months Ended | Three Months Ended | ||||
September 30, | September 30, | ||||
(In thousands) | 2013 | 2012 | 2013 | 2012 | |
Weighted average shares outstanding | |||||
for basic earnings per share | 23,243 | 22,507 | 23,451 | 22,563 | |
Common stock equivalents pertaining | |||||
to stock options and contingently | |||||
issuable deferred stock units | 401 | 217 | 387 | 237 | |
Weighted average shares outstanding | |||||
for diluted earnings per share | 23,644 | 22,724 | 23,838 | 22,800 | |
The weighted average diluted shares outstanding for the nine months ended September 30, 2013 and 2012, excludes the effect of 332,391 and 758,546 shares of common stock, respectively, subject to stock options, deferred stock units and stock awards. The weighted average diluted shares outstanding for the three months ended September 30, 2013 and 2012 excludes the effect of 324,002 and 592,038 shares of common stock, respectively, subject to stock options, deferred stock units and stock awards. Such shares were excluded from total diluted shares because they were anti-dilutive or the specified performance conditions to which those shares were subject were not yet achieved. | |||||
In 2007, the Board of Directors authorized the Company to repurchase up to 1 million shares of the Company's Common Stock from time to time in the open market, in privately negotiated transactions, or in block trades. Of this authorization, 535,135 shares were repurchased prior to 2013 at an average price of $18.64 per share, or $10.0 million. The number of shares ultimately repurchased, and the timing of the purchases, will depend upon market conditions, share price and other factors. | |||||
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Fair Value Measurements [Abstract] | ' | ||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||
11. Fair Value Measurements | |||||||||||||||||
Recurring | |||||||||||||||||
The following table presents the Company's assets and liabilities that were measured at fair value on a recurring basis at: | |||||||||||||||||
30-Sep-13 | 31-Dec-12 | ||||||||||||||||
(In thousands) | Total | Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | |||||||||
Assets | |||||||||||||||||
Deferred compensation | $ | 5,989 | $ | 5,989 | $ | - | $ | - | $ | 4,540 | $ | 4,540 | $ | - | $ | - | |
Derivative instruments | - | - | - | - | 223 | - | 223 | - | |||||||||
Total assets | $ | 5,989 | $ | 5,989 | $ | - | $ | - | $ | 4,763 | $ | 4,540 | $ | 223 | $ | - | |
Liabilities | |||||||||||||||||
Contingent consideration | $ | 8,482 | $ | - | $ | - | $ | 8,482 | $ | 11,519 | $ | - | $ | - | $ | 11,519 | |
Deferred compensation | 9,110 | 9,110 | - | - | 7,015 | 7,015 | - | - | |||||||||
Derivative instruments | 31 | - | 31 | - | - | - | - | - | |||||||||
Total liabilities | $ | 17,623 | $ | 9,110 | $ | 31 | $ | 8,482 | $ | 18,534 | $ | 7,015 | $ | - | $ | 11,519 | |
Deferred Compensation | |||||||||||||||||
The Company has an Executive Non-Qualified Deferred Compensation Plan (the "Plan"). The amounts deferred under this Plan are credited with earnings or losses based upon changes in values of the notional investments elected by the Plan participants. The Company invests 65 percent of the amounts deferred by the Plan participants in life insurance contracts, matching the investments elected by the Plan participants. Deferred compensation assets and liabilities were valued using a market approach based on the quoted market prices of identical instruments. | |||||||||||||||||
Contingent Consideration Related to Acquisitions | |||||||||||||||||
Liabilities for contingent consideration related to acquisitions were 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 four years, the Company's long-term sales growth forecasts for these products average approximately 20 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 September 30, 2013, the Company had no derivative instruments outstanding. While outstanding, these derivative instruments were considered to be economic hedges of the underlying movement in the price of aluminum, but were 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 gain or loss was recorded in cost of sales in the Condensed Consolidated Statements of Income. At September 30, 2013, the corresponding liability for the expired derivative instruments was less than $0.1 million and was recorded in accrued expenses and other current liabilities, and at December 31, 2012, the $0.2 million corresponding asset was recorded in prepaid expenses and other current assets, both as reflected in the Condensed Consolidated Balance Sheets. During the first nine months of 2013, derivative instruments for 4.7 million pounds of aluminum were settled at a loss of $0.3 million, which was recorded in cost of sales in the Condensed Consolidated Statements of Income. | |||||||||||||||||
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 nine months ended September 30: | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Carrying | Non-Recurring | Carrying | Non-Recurring | ||||||||||||||
(In thousands) | Value | Losses/(Gains) | Value | Losses/(Gains) | |||||||||||||
Assets | |||||||||||||||||
Vacant owned facilities | $ | 3,211 | $ | 145 | $ | 5,794 | $ | 486 | |||||||||
Other intangible assets | - | - | - | 1,228 | |||||||||||||
Net assets of acquired | |||||||||||||||||
businesses | 1,076 | - | 1,345 | - | |||||||||||||
Total assets | $ | 4,287 | $ | 145 | $ | 7,139 | $ | 1,714 | |||||||||
Liabilities | |||||||||||||||||
Vacant leased facilities | $ | - | $ | - | $ | - | $ | 10 | |||||||||
Total liabilities | $ | - | $ | - | $ | - | $ | 10 | |||||||||
Vacant Owned Facilities | |||||||||||||||||
During the first nine months of 2013 and 2012, the Company reviewed the recoverability of the carrying value of six and eight vacant owned facilities, respectively. The determination of fair value was based on the best information available, including internal cash flow estimates, market prices for similar assets, broker quotes and independent appraisals, as appropriate. | |||||||||||||||||
During the first nine months of 2013, the fair value of two of these vacant owned facilities did not exceed its carrying value; therefore an impairment charge of $0.1 million was recorded in selling, general and administrative expenses in the Condensed Consolidated Statements of Income. A sale agreement has been signed on one facility, with closing scheduled for the fourth quarter of 2013. During the first nine months of 2013, the Company sold one of the facilities previously recorded as a vacant facility and reopened two facilities. At September 30, 2013, the remaining three vacant owned facilities, with an estimated combined fair value of $4.0 million, including the one scheduled for closing in the fourth quarter of 2013, were classified in fixed assets in the Condensed Consolidated Balance Sheets. | |||||||||||||||||
During the first nine months of 2012, the fair value of three of these vacant owned facilities did not exceed their carrying value, therefore an impairment charge of $0.5 million was recorded in selling, general and administrative expenses in the Condensed Consolidated Statements of Income. During the first nine months of 2012, the Company sold at carrying value two of the facilities previously recorded as a vacant facility and reopened another. At September 30, 2012, the five vacant owned facilities, with an estimated combined fair value of $5.8 million, were classified in fixed assets in the Condensed Consolidated Balance Sheets. | |||||||||||||||||
Other Intangible Assets | |||||||||||||||||
During the first nine months of 2012, the Company reviewed the recoverability of amortizable intangible assets associated with an acquired patent. Based on the analyses, the carrying value of these intangible assets exceeded the undiscounted cash flows expected to be generated. As a result, the Company was required to determine the fair value of these intangible assets. Fair value was determined based on the present value of internal cash flow estimates. The resulting fair value of these intangible assets was nominal; therefore the Company recorded a non-cash impairment charge of $1.2 million, of which $1.0 million was recorded in cost of sales in the Condensed Consolidated Statements of Income. | |||||||||||||||||
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 or liability acquired, 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 liabilities, see Note 3 of the Notes to Condensed Consolidated Financial Statements. | |||||||||||||||||
Vacant Leased Facilities | |||||||||||||||||
The Company recorded a charge of less than $0.1 million in selling, general and administrative expenses in the Condensed Consolidated Statements of Income in the first nine months of 2012 due to the early termination of leases of vacant facilities. | |||||||||||||||||
Segment_Reporting_Tables
Segment Reporting (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Segment Reporting [Abstract] | ' | |||||||||
Schedule Of Information Relating To Segments | ' | |||||||||
Nine Months Ended | Three Months Ended | |||||||||
September 30, | September 30, | |||||||||
(In thousands) | 2013 | 2012 | 2013 | 2012 | ||||||
Net sales: | ||||||||||
RV Segment: | ||||||||||
RVoriginal equipment manufacturers ("OEMs"): | ||||||||||
Travel trailers and fifth-wheels | $ | 570,404 | $ | 512,307 | $ | 175,892 | $ | 161,959 | ||
Motorhomes | 32,509 | 24,500 | 11,234 | 8,998 | ||||||
RVaftermarket | 19,785 | 14,714 | 6,904 | 5,355 | ||||||
Adjacent industries | 72,334 | 57,422 | 23,933 | 18,645 | ||||||
Total RV Segment net sales | 695,032 | 608,943 | 217,963 | 194,957 | ||||||
MH Segment: | ||||||||||
Manufactured housing OEMs | 62,941 | 61,678 | 22,571 | 21,188 | ||||||
Manufactured housing aftermarket | 10,377 | 10,322 | 3,138 | 3,134 | ||||||
Adjacent industries | 22,279 | 19,946 | 7,179 | 7,044 | ||||||
Total MH Segment net sales | 95,597 | 91,946 | 32,888 | 31,366 | ||||||
Total net sales | $ | 790,629 | $ | 700,889 | $ | 250,851 | $ | 226,323 | ||
Operating profit: | ||||||||||
RV Segment | $ | 54,098 | $ | 40,936 | $ | 19,234 | $ | 11,587 | ||
MH Segment | 9,904 | 10,353 | 3,596 | 3,361 | ||||||
Total segment operating profit | 64,002 | 51,289 | 22,830 | 14,948 | ||||||
Executive succession | (1,876 | ) | - | - | - | |||||
Total operating profit | $ | 62,126 | $ | 51,289 | $ | 22,830 | $ | 14,948 |
Acquisitions_Goodwill_And_Othe1
Acquisitions, Goodwill And Other Intangible Assets (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2013 | ||||||||||
Business Acquisition [Line Items] | ' | |||||||||
Schedule Of Goodwill By Reportable Segment | ' | |||||||||
(In thousands) | RV Segment | MH Segment | Total | |||||||
Accumulated cost – December 31, 2012 | $ | 61,679 | $ | 10,025 | $ | 71,704 | ||||
Accumulated impairment – December 31, 2012 | (41,276 | ) | (9,251 | ) | (50,527 | ) | ||||
Net balance – December 31, 2012 | 20,403 | 774 | 21,177 | |||||||
Acquisitions – 2013 | 375 | - | 375 | |||||||
Net balance – September 30, 2013 | $ | 20,778 | $ | 774 | $ | 21,552 | ||||
Schedule Of Other Intangible Assets | ' | |||||||||
Gross | Accumulated | Net | Estimated Useful | |||||||
(In thousands) | Cost | Amortization | Balance | Life in Years | ||||||
Customer relationships | $ | 50,105 | $ | 20,963 | $ | 29,142 | 3 to 16 | |||
Patents | 46,069 | 17,548 | 28,521 | 2 to 19 | ||||||
Tradenames | 7,959 | 5,601 | 2,358 | 5 to 15 | ||||||
Non-compete agreements | 3,866 | 2,026 | 1,840 | 1 to 7 | ||||||
Other intangible assets | $ | 107,999 | $ | 46,138 | $ | 61,861 | ||||
Other intangible assets consisted of the following at December 31, 2012: | ||||||||||
Gross | Accumulated | Net | Estimated Useful | |||||||
(In thousands) | Cost | Amortization | Balance | Life in Years | ||||||
Customer relationships | $ | 50,105 | $ | 17,857 | $ | 32,248 | 3 to 16 | |||
Patents | 45,964 | 14,850 | 31,114 | 2 to 19 | ||||||
Tradenames | 7,959 | 4,525 | 3,434 | 5 to 15 | ||||||
Non-compete agreements | 4,989 | 2,567 | 2,422 | 1 to 7 | ||||||
Other intangible assets | $ | 109,017 | $ | 39,799 | $ | 69,218 | ||||
Midstates Tool & Die And Engineering Inc. [Member] | ' | |||||||||
Business Acquisition [Line Items] | ' | |||||||||
Schedule Of Business Acquisitions | ' | |||||||||
Cash consideration | $ | 1,451 | ||||||||
Working capital, net | $ | 13 | ||||||||
Non-compete agreement | 40 | |||||||||
Net tangible assets | 1,023 | |||||||||
Total fair value of net assets acquired | $ | 1,076 | ||||||||
Goodwill (taxdeductible) | $ | 375 | ||||||||
Euramax International, Inc - RV Entry Door Operation [Member] | ' | |||||||||
Business Acquisition [Line Items] | ' | |||||||||
Schedule Of Business Acquisitions | ' | |||||||||
Cash consideration | $ | 1,164 | ||||||||
Present value of future payments | 482 | |||||||||
Total fair value of consideration given | $ | 1,646 | ||||||||
Customer relationships | $ | 270 | ||||||||
Other identifiable intangible assets | 40 | |||||||||
Net tangible assets | 785 | |||||||||
Total fair value of net assets acquired | $ | 1,095 | ||||||||
Goodwill (taxdeductible) | $ | 551 |
Cash_And_Cash_Equivalents_Tabl
Cash And Cash Equivalents (Tables) | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Cash And Cash Equivalents [Abstract] | ' | ||||||
Schedule Of Cash And Cash Equivalents | ' | ||||||
September 30, | December 31, | ||||||
(In thousands) | 2013 | 2012 | 2012 | ||||
Cash in banks | $ | 52,873 | $ | 32,584 | $ | 9,939 | |
Cash and cash equivalents | $ | 52,873 | $ | 32,584 | $ | 9,939 |
Inventories_Tables
Inventories (Tables) | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Inventories [Abstract] | ' | ||||||
Schedule Of Inventories | ' | ||||||
September 30, | December 31, | ||||||
(In thousands) | 2013 | 2012 | 2012 | ||||
Raw materials | $ | 77,664 | $ | 79,117 | $ | 78,434 | |
Work in process | 3,090 | 4,802 | 2,074 | ||||
Finished goods | 15,410 | 14,474 | 16,859 | ||||
Inventories | $ | 96,164 | $ | 98,393 | $ | 97,367 |
Fixed_Assets_Tables
Fixed Assets (Tables) | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Fixed Assets [Abstract] | ' | ||||||
Schedule Of Fixed Assets | ' | ||||||
September 30, | December 31, | ||||||
(In thousands) | 2013 | 2012 | 2012 | ||||
Fixed assets, at cost | $ | 233,292 | $ | 201,665 | $ | 211,089 | |
Less accumulated depreciation and amortization | 112,569 | 99,734 | 103,153 | ||||
Fixed assets, net | $ | 120,723 | $ | 101,931 | $ | 107,936 |
Accrued_Expenses_And_Other_Cur1
Accrued Expenses And Other Current Liabilities (Tables) | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Accrued Expenses And Other Current Liabilities [Abstract] | ' | ||||||
Schedule Of Accrued Expenses And Other Current Liabilities | ' | ||||||
September 30, | December 31, | ||||||
(In thousands) | 2013 | 2012 | 2012 | ||||
Employee compensation and benefits | $ | 22,966 | $ | 16,613 | $ | 18,555 | |
Warranty | 11,351 | 8,013 | 9,125 | ||||
Sales rebates | 4,856 | 4,866 | 5,711 | ||||
Contingent consideration related to acquisitions | 4,608 | 5,667 | 5,429 | ||||
Other | 9,552 | 11,915 | 9,235 | ||||
Accrued expenses and other current liabilities | $ | 53,333 | $ | 47,074 | $ | 48,055 | |
Schedule Of Reconciliation Of The Activity Related To Accrued Warranty | ' | ||||||
(In thousands) | 2013 | 2012 | |||||
Balance at beginning of period – current | $ | 9,125 | $ | 5,882 | |||
Balance at beginning of period – long-term | 3,604 | 2,758 | |||||
Balance at beginning of period – total | 12,729 | 8,640 | |||||
Provision for warranty expense | 11,010 | 8,548 | |||||
Warranty liability from acquired businesses | 21 | 12 | |||||
Warranty costs paid | (6,974 | ) | (5,813 | ) | |||
Total accrued warranty | 16,786 | 11,387 | |||||
Less long-term portion | 5,435 | 3,374 | |||||
Current accrued warranty | $ | 11,351 | $ | 8,013 |
Commitments_And_Contingencies_
Commitments And Contingencies (Tables) | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Commitments And Contingencies [Abstract] | ' | ||||||
Summary Of Contingent Consideration Liability | ' | ||||||
Fair Value | |||||||
Estimated | of Estimated | ||||||
Remaining | Remaining | ||||||
Acquisition (In thousands) | Payments | Payments | |||||
Schwintek products | $ | 6,478 | (a) | $ | 4,998 | ||
Level-Up® six-point leveling system | 4,020 | (b) | 3,258 | ||||
Other acquired products | 259 | (c) | 226 | ||||
Total | $ | 10,757 | $ | 8,482 | |||
(a) The remaining contingent consideration for two of the three products expires in March 2014. Contingent consideration for the remaining product will cease five years after the product is first sold to customers. Two of the three products acquired have a combined remaining maximum contingent consideration of $5.5 million, of which the Company estimates $3.4 million will be paid. Other than expiration of the contingent consideration period, the remaining product has no maximum contingent consideration. | |||||||
(b) Other than expiration of the contingent consideration period in February 2016, this product has no maximum contingent consideration. | |||||||
(c) Contingent consideration expires at various dates through November 2025. Certain of these products have a combined remaining maximum contingent consideration of $3.1 million, while the remaining products have no maximum contingent consideration. | |||||||
Reconciliation Of Contingent Consideration Liability | ' | ||||||
(In thousands) | 2013 | 2012 | |||||
Balance at beginning of period | $ | 11,519 | $ | 14,561 | |||
Acquisitions | - | 67 | |||||
Payments | (4,287 | ) | (3,253 | ) | |||
Accretion | 1,041 | 1,324 | |||||
Fair value adjustments | 209 | (63 | ) | ||||
Balance at end of the period | 8,482 | 12,636 | |||||
Less current portion in accrued expenses and other current liabilities | (4,608 | ) | (5,667 | ) | |||
Total long-term portion in other long-termliabilities | $ | 3,874 | $ | 6,969 |
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Stockholders' Equity [Abstract] | ' | ||||
Summary Of Common Stock Information | ' | ||||
September 30, | December 31, | ||||
(Shares in thousands) | 2013 | 2012 | 2012 | ||
Common stock authorized | 30,000 | 30,000 | 30,000 | ||
Common stock issued | 25,906 | 25,070 | 25,376 | ||
Treasury stock | 2,684 | 2,684 | 2,684 | ||
Schedule Of Computation Of Basic And Diluted Earnings Per Share | ' | ||||
Nine Months Ended | Three Months Ended | ||||
September 30, | September 30, | ||||
(In thousands) | 2013 | 2012 | 2013 | 2012 | |
Weighted average shares outstanding | |||||
for basic earnings per share | 23,243 | 22,507 | 23,451 | 22,563 | |
Common stock equivalents pertaining | |||||
to stock options and contingently | |||||
issuable deferred stock units | 401 | 217 | 387 | 237 | |
Weighted average shares outstanding | |||||
for diluted earnings per share | 23,644 | 22,724 | 23,838 | 22,800 |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Fair Value Measurements [Abstract] | ' | ||||||||||||||||
Assets And Liabilities Measured At Fair Value On A Recurring Basis | ' | ||||||||||||||||
30-Sep-13 | 31-Dec-12 | ||||||||||||||||
(In thousands) | Total | Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | |||||||||
Assets | |||||||||||||||||
Deferred compensation | $ | 5,989 | $ | 5,989 | $ | - | $ | - | $ | 4,540 | $ | 4,540 | $ | - | $ | - | |
Derivative instruments | - | - | - | - | 223 | - | 223 | - | |||||||||
Total assets | $ | 5,989 | $ | 5,989 | $ | - | $ | - | $ | 4,763 | $ | 4,540 | $ | 223 | $ | - | |
Liabilities | |||||||||||||||||
Contingent consideration | $ | 8,482 | $ | - | $ | - | $ | 8,482 | $ | 11,519 | $ | - | $ | - | $ | 11,519 | |
Deferred compensation | 9,110 | 9,110 | - | - | 7,015 | 7,015 | - | - | |||||||||
Derivative instruments | 31 | - | 31 | - | - | - | - | - | |||||||||
Total liabilities | $ | 17,623 | $ | 9,110 | $ | 31 | $ | 8,482 | $ | 18,534 | $ | 7,015 | $ | - | $ | 11,519 | |
Schedule Of Non-Recurring Losses Recognized Using Fair Value Measurements And The Carrying Value Of Any Assets And Liabilities Measured Using Fair Value Estimates | ' | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Carrying | Non-Recurring | Carrying | Non-Recurring | ||||||||||||||
(In thousands) | Value | Losses/(Gains) | Value | Losses/(Gains) | |||||||||||||
Assets | |||||||||||||||||
Vacant owned facilities | $ | 3,211 | $ | 145 | $ | 5,794 | $ | 486 | |||||||||
Other intangible assets | - | - | - | 1,228 | |||||||||||||
Net assets of acquired | |||||||||||||||||
businesses | 1,076 | - | 1,345 | - | |||||||||||||
Total assets | $ | 4,287 | $ | 145 | $ | 7,139 | $ | 1,714 | |||||||||
Liabilities | |||||||||||||||||
Vacant leased facilities | $ | - | $ | - | $ | - | $ | 10 | |||||||||
Total liabilities | $ | - | $ | - | $ | - | $ | 10 |
Segment_Reporting_Narrative_De
Segment Reporting (Narrative) (Details) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Segment Reporting Information [Line Items] | ' | ' |
Number of reportable segments | 2 | ' |
RV Segment [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Consolidated net sales, percentage | 88.00% | 87.00% |
MH Segment [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Consolidated net sales, percentage | 12.00% | 13.00% |
Travel Trailer And Fifth-Wheels [Member] | RV Segment [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Net sales components, percentage | 82.00% | ' |
Segment_Reporting_Schedule_Of_
Segment Reporting (Schedule Of Information Relating To Segments) (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total net sales | $250,851 | $226,323 | $790,629 | $700,889 |
Operating profit | 22,830 | 14,948 | 62,126 | 51,289 |
Travel Trailer And Fifth-Wheels [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total net sales | 175,892 | 161,959 | 570,404 | 512,307 |
Motorhomes [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total net sales | 11,234 | 8,998 | 32,509 | 24,500 |
RV Aftermarket [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total net sales | 6,904 | 5,355 | 19,785 | 14,714 |
RV Adjacent Industries [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total net sales | 23,933 | 18,645 | 72,334 | 57,422 |
RV Segment [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total net sales | 217,963 | 194,957 | 695,032 | 608,943 |
Operating profit | 19,234 | 11,587 | 54,098 | 40,936 |
Manufactured Housing OEMs [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total net sales | 22,571 | 21,188 | 62,941 | 61,678 |
Manufactured Housing Aftermarket [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total net sales | 3,138 | 3,134 | 10,377 | 10,322 |
Manufactured Housing Adjacent Industries [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total net sales | 7,179 | 7,044 | 22,279 | 19,946 |
MH Segment [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Total net sales | 32,888 | 31,366 | 95,597 | 91,946 |
Operating profit | 3,596 | 3,361 | 9,904 | 10,353 |
Total Segment Operating Profit [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Operating profit | 22,830 | 14,948 | 64,002 | 51,289 |
Executive Succession [Member] | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' |
Operating profit | ' | ' | ($1,876) | ' |
Acquisitions_Goodwill_And_Othe2
Acquisitions, Goodwill And Other Intangible Assets (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | |||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Jun. 24, 2013 | Sep. 30, 2013 | Feb. 21, 2012 | Sep. 30, 2013 |
Midstates Tool & Die And Engineering Inc. [Member] | Midstates Tool & Die And Engineering Inc. [Member] | Euramax International, Inc - RV Entry Door Operation [Member] | Euramax International, Inc - RV Entry Door Operation [Member] | Customer Relationships [Member] | |||||
Euramax International, Inc - RV Entry Door Operation [Member] | |||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total net sales | $250,851 | $226,323 | $790,629 | $700,889 | $2,000 | ' | $6,000 | ' | ' |
Purchase price, cash paid at closing | ' | ' | ' | ' | ' | 1,451 | ' | 1,164 | ' |
Purchase price | ' | ' | ' | ' | ' | ' | ' | $1,646 | ' |
Estimated useful life in years | ' | ' | ' | ' | ' | ' | ' | ' | '7 years |
Acquisitions_Goodwill_And_Othe3
Acquisitions, Goodwill And Other Intangible Assets (Schedule Of Business Acquisitions) (Details) (USD $) | Jun. 24, 2013 | Feb. 21, 2012 | Jun. 24, 2013 | Jun. 24, 2013 | Jun. 24, 2013 | Feb. 21, 2012 | Feb. 21, 2012 |
In Thousands, unless otherwise specified | Midstates Tool & Die And Engineering Inc. [Member] | Euramax International, Inc - RV Entry Door Operation [Member] | Working Capital [Member] | Non-Compete Agreements [Member] | Tangible Assets [Member] | Customer Relationships [Member] | Other Identifiable Intangible Assets [Member] |
Midstates Tool & Die And Engineering Inc. [Member] | Midstates Tool & Die And Engineering Inc. [Member] | Midstates Tool & Die And Engineering Inc. [Member] | Euramax International, Inc - RV Entry Door Operation [Member] | Euramax International, Inc - RV Entry Door Operation [Member] | |||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Cash consideration | $1,451 | $1,164 | ' | ' | ' | ' | ' |
Present value of future payments | ' | 482 | ' | ' | ' | ' | ' |
Total fair value of consideration given | ' | 1,646 | ' | ' | ' | ' | ' |
Intangible assets | ' | ' | ' | ' | ' | 270 | 40 |
Net tangible assets | ' | 785 | ' | ' | ' | ' | ' |
Total fair value of net assets acquired | 1,076 | 1,095 | 13 | 40 | 1,023 | ' | ' |
Goodwill (tax deductible) | $375 | $551 | ' | ' | ' | ' | ' |
Acquisitions_Goodwill_And_Othe4
Acquisitions, Goodwill And Other Intangible Assets (Schedule Of Goodwill By Reportable Segment) (Details) (USD $) | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 |
Segment Reporting Information [Line Items] | ' | ' | ' |
Accumulated cost | ' | $71,704 | ' |
Accumulated impairment | ' | -50,527 | ' |
Net balance | 21,177 | ' | 21,177 |
Acquisitions | 375 | ' | ' |
Net balance | 21,552 | ' | 21,177 |
RV Segment [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Accumulated cost | ' | 61,679 | ' |
Accumulated impairment | ' | -41,276 | ' |
Net balance | 20,403 | ' | ' |
Acquisitions | 375 | ' | ' |
Net balance | 20,778 | ' | ' |
MH Segment [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Accumulated cost | ' | 10,025 | ' |
Accumulated impairment | ' | -9,251 | ' |
Net balance | ' | 774 | ' |
Net balance | $774 | $774 | ' |
Acquisitions_Goodwill_And_Othe5
Acquisitions, Goodwill And Other Intangible Assets (Schedule Of Other Intangible Assets) (Details) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Gross Cost, Customer relationships | 50,105 | 50,105 |
Accumulated Amortization, Customer relationships | 20,963 | 17,857 |
Net Balance, Customer relationships | 29,142 | 32,248 |
Gross Cost, Patents | 46,069 | 45,964 |
Accumulated Amortization, Patents | 17,548 | 14,850 |
Net Balance, Patents | 28,521 | 31,114 |
Gross Cost, Tradenames | 7,959 | 7,959 |
Accumulated Amortization, Tradenames | 5,601 | 4,525 |
Net Balance, Tradenames | 2,358 | 3,434 |
Gross Cost, Non-compete agreements | 3,866 | 4,989 |
Accumulated Amortization, Non-compete agreements | 2,026 | 2,567 |
Net Balance, Non-compete agreements | 1,840 | 2,422 |
Gross Cost, Other intangible assets | 107,999 | 109,017 |
Accumulated Amortization, Other intangible assets | 46,138 | 39,799 |
Net Balance, Other intangible assets | 61,861 | 69,218 |
Minimum [Member] | Customer Relationships [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Estimated Useful Life in Years | '3 years | '3 years |
Minimum [Member] | Patents [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Estimated Useful Life in Years | '2 years | '2 years |
Minimum [Member] | Tradenames [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Estimated Useful Life in Years | '5 years | '5 years |
Minimum [Member] | Non-Compete Agreements [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Estimated Useful Life in Years | '1 year | '1 year |
Maximum [Member] | Customer Relationships [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Estimated Useful Life in Years | '16 years | '16 years |
Maximum [Member] | Patents [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Estimated Useful Life in Years | '19 years | '19 years |
Maximum [Member] | Tradenames [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Estimated Useful Life in Years | '15 years | '15 years |
Maximum [Member] | Non-Compete Agreements [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Estimated Useful Life in Years | '7 years | '7 years |
Cash_And_Cash_Equivalents_Sche
Cash And Cash Equivalents (Schedule Of Cash And Cash Equivalents) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||||
Cash and Cash Equivalents [Line Items] | ' | ' | ' | ' |
Cash and cash equivalents | $52,873 | $9,939 | $32,584 | $6,584 |
Cash In Banks [Member] | ' | ' | ' | ' |
Cash and Cash Equivalents [Line Items] | ' | ' | ' | ' |
Cash and cash equivalents | $52,873 | $9,939 | $32,584 | ' |
Inventories_Schedule_Of_Invent
Inventories (Schedule Of Inventories) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 |
In Thousands, unless otherwise specified | |||
Inventories [Abstract] | ' | ' | ' |
Raw materials | $77,664 | $78,434 | $79,117 |
Work in process | 3,090 | 2,074 | 4,802 |
Finished goods | 15,410 | 16,859 | 14,474 |
Inventories | $96,164 | $97,367 | $98,393 |
Fixed_Assets_Schedule_Of_Fixed
Fixed Assets (Schedule Of Fixed Assets) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 |
In Thousands, unless otherwise specified | |||
Fixed Assets [Abstract] | ' | ' | ' |
Fixed assets, at cost | $233,292 | $211,089 | $201,665 |
Less accumulated depreciation and amortization | 112,569 | 103,153 | 99,734 |
Fixed assets, net | $120,723 | $107,936 | $101,931 |
Accrued_Expenses_And_Other_Cur2
Accrued Expenses And Other Current Liabilities (Schedule Of Accrued Expenses And Other Current Liabilities) (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||||
Accrued Expenses And Other Current Liabilities [Abstract] | ' | ' | ' | ' |
Employee compensation and benefits | $22,966 | $18,555 | $16,613 | ' |
Warranty | 11,351 | 9,125 | 8,013 | 5,882 |
Sales rebates | 4,856 | 5,711 | 4,866 | ' |
Contingent consideration related to acquisitions | 4,608 | 5,429 | 5,667 | ' |
Other | 9,552 | 9,235 | 11,915 | ' |
Accrued expenses and other current liabilities | $53,333 | $48,055 | $47,074 | ' |
Accrued_Expenses_And_Other_Cur3
Accrued Expenses And Other Current Liabilities (Schedule Of Reconciliation Of The Activity Related To Accrued Warranty) (Details) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Accrued Expenses And Other Current Liabilities [Abstract] | ' | ' |
Balance at beginning of period - current | $9,125 | $5,882 |
Balance at beginning of period - long-term | 3,604 | 2,758 |
Balance at beginning of period - total | 12,729 | 8,640 |
Provision for warranty expense | 11,010 | 8,548 |
Warranty liability from acquired businesses | 21 | 12 |
Warranty costs paid | -6,974 | -5,813 |
Total accrued warranty | 16,786 | 11,387 |
Less long-term portion | 5,435 | 3,374 |
Current accrued warranty | $11,351 | $8,013 |
LongTerm_Indebtedness_Details
Long-Term Indebtedness (Details) (USD $) | 9 Months Ended | 9 Months Ended | 9 Months Ended | ||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Feb. 24, 2011 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
JPMorgan Chase Bank, N.A. And Wells Fargo Bank, N.A. [Member] | JPMorgan Chase Bank, N.A. And Wells Fargo Bank, N.A. [Member] | Prudential Investment Management, Inc. [Member] | Senior Promissory Notes [Member] | Prime Rate [Member] | Prime Rate [Member] | LIBOR Plus [Member] | LIBOR Plus [Member] | LIBOR Plus [Member] | |||||
Maximum [Member] | JPMorgan Chase Bank, N.A. And Wells Fargo Bank, N.A. [Member] | Maximum [Member] | JPMorgan Chase Bank, N.A. And Wells Fargo Bank, N.A. [Member] | Minimum [Member] | Maximum [Member] | ||||||||
Prudential Investment Management, Inc. [Member] | JPMorgan Chase Bank, N.A. And Wells Fargo Bank, N.A. [Member] | JPMorgan Chase Bank, N.A. And Wells Fargo Bank, N.A. [Member] | JPMorgan Chase Bank, N.A. And Wells Fargo Bank, N.A. [Member] | ||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt outstanding | $0 | $0 | $0 | ' | ' | ' | $0 | ' | ' | ' | ' | ' | ' |
Letter of credit | ' | ' | ' | ' | 2,200,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit expiration date | ' | ' | ' | ' | 1-Jan-16 | ' | ' | ' | ' | ' | ' | ' | ' |
Credit expiration date | ' | ' | ' | ' | ' | ' | 24-Feb-14 | ' | ' | ' | ' | ' | ' |
Maximum borrowings under line of credit | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Potential increase in line of credit borrowing capacity | ' | ' | ' | ' | ' | 20,000,000 | ' | ' | ' | ' | ' | ' | ' |
Minimum prime interest rate | ' | ' | ' | ' | ' | ' | ' | ' | 2.50% | ' | ' | ' | ' |
Interest rate | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | 0.80% | 2.00% | 2.00% | 2.80% |
Maturity period of Promissory Notes | ' | ' | ' | ' | ' | ' | ' | '12 years | ' | ' | ' | ' | ' |
Period after request is issued, by company, for interest payable rate to be determined by Prudential | '5 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum leverage ratio | 2.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Remaining availability under the facilities | 197,800,000 | ' | ' | ' | 47,800,000 | ' | 150,000,000 | ' | ' | ' | ' | ' | ' |
Cash and cash equivalents | 52,873,000 | 32,584,000 | 9,939,000 | 6,584,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Extension period | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in line of credit, amount | $135,452,000 | $37,702,000 | ' | ' | $25,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments_And_Contingencies_1
Commitments And Contingencies (Narrative) (Details) (USD $) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Dec. 31, 2012 | Jun. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | |
Scenario, Forecast [Member] | Selling, General, And Administrative Expenses [Member] | Selling, General, And Administrative Expenses [Member] | |||||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Percentage of weighted average cost of capital | ' | ' | ' | 15.40% | ' | ' | ' |
Severance and acceleration of equity awards contract obligations | $0 | $1,500,000 | $1,800,000 | ' | ' | ' | ' |
Net impact of quarterly re-evaluation and accretion of liability expenses | ' | ' | ' | ' | ' | 1,200,000 | 1,300,000 |
Savings in general and administrative costs | ' | ' | ' | ' | $2,000,000 | ' | ' |
Commitments_And_Contingencies_2
Commitments And Contingencies (Summary Of Contingent Consideration Liability) (Details) (USD $) | 9 Months Ended | ||||
Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Dec. 31, 2011 | ||
Business Acquisition, Contingent Consideration [Line Items] | ' | ' | ' | ' | |
Estimated Remaining Payments | $10,757,000 | ' | ' | ' | |
Fair Value of Estimated Remaining Payments | 8,482,000 | 11,519,000 | 12,636,000 | 14,561,000 | |
Schwintek Products [Member] | ' | ' | ' | ' | |
Business Acquisition, Contingent Consideration [Line Items] | ' | ' | ' | ' | |
Estimated Remaining Payments | 6,478,000 | [1] | ' | ' | ' |
Fair Value of Estimated Remaining Payments | 4,998,000 | ' | ' | ' | |
Contingent consideration period after product first sold to customers | '5 years | ' | ' | ' | |
Level-UpTM Six-Point Leveling System [Member] | ' | ' | ' | ' | |
Business Acquisition, Contingent Consideration [Line Items] | ' | ' | ' | ' | |
Estimated Remaining Payments | 4,020,000 | [2] | ' | ' | ' |
Fair Value of Estimated Remaining Payments | 3,258,000 | ' | ' | ' | |
Other Acquired Products [Member] | ' | ' | ' | ' | |
Business Acquisition, Contingent Consideration [Line Items] | ' | ' | ' | ' | |
Estimated Remaining Payments | 259,000 | [3] | ' | ' | ' |
Fair Value of Estimated Remaining Payments | 226,000 | ' | ' | ' | |
Remaining maximum earn-out payments | 3,100,000 | ' | ' | ' | |
Two Of Three Products [Member] | Schwintek Products [Member] | ' | ' | ' | ' | |
Business Acquisition, Contingent Consideration [Line Items] | ' | ' | ' | ' | |
Estimated Remaining Payments | 3,400,000 | ' | ' | ' | |
Remaining maximum earn-out payments | $5,500,000 | ' | ' | ' | |
[1] | The remaining contingent consideration for two of the three products expires in March 2014. Contingent consideration for the remaining product will cease five years after the product is first sold to customers. Two of the three products acquired have a combined remaining maximum contingent consideration of $5.5 million, of which the Company estimates $3.4 million will be paid. Other than expiration of the contingent consideration period, the remaining product has no maximum contingent consideration. | ||||
[2] | Other than expiration of the contingent consideration period in February 2016, this product has no maximum contingent consideration. | ||||
[3] | Contingent consideration expires at various dates through November 2025. Certain of these products have a combined remaining maximum contingent consideration of $3.1 million, while the remaining products have no maximum contingent consideration. |
Commitments_And_Contingencies_3
Commitments And Contingencies (Reconciliation Of Contingent Consideration Liability) (Details) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Commitments And Contingencies [Abstract] | ' | ' |
Balance at beginning of period | $11,519 | $14,561 |
Acquisitions | ' | 67 |
Payments | -4,287 | -3,253 |
Accretion | 1,041 | 1,324 |
Fair value adjustments | 209 | -63 |
Balance at end of period | 8,482 | 12,636 |
Less current portion in accrued expenses and other current liabilities | -4,608 | -5,667 |
Total long-term portion in other long-term liabilities | $3,874 | $6,969 |
Stockholders_Equity_Narrative_
Stockholders' Equity (Narrative) (Details) (USD $) | 3 Months Ended | 9 Months Ended | 60 Months Ended | |||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2011 | Dec. 31, 2007 |
Stockholders' Equity [Abstract] | ' | ' | ' | ' | ' | ' |
Weighted average diluted shares outstanding excludes shares of common stock subject to stock options | 324,002 | 592,038 | 332,391 | 758,546 | ' | ' |
Shares authorized to repurchase of Common Stock | ' | ' | ' | ' | ' | 1,000,000 |
Shares repurchased, shares | ' | ' | ' | ' | 535,135 | ' |
Average price per share | ' | ' | ' | ' | $18.64 | ' |
Shares repurchased, value | ' | ' | ' | ' | $10 | ' |
Stockholders_Equity_Summary_Of
Stockholders' Equity (Summary Of Common Stock Information) (Details) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 |
Stockholders' Equity [Abstract] | ' | ' | ' |
Common stock authorized | 30,000,000 | 30,000,000 | 30,000,000 |
Common stock issued | 25,906,000 | 25,376,000 | 25,070,000 |
Treasury stock | 2,684,000 | 2,684,000 | 2,684,000 |
Stockholders_Equity_Schedule_O
Stockholders' Equity (Schedule Of Computation Of Basic And Diluted Earnings Per Share) (Details) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Stockholders' Equity [Abstract] | ' | ' | ' | ' |
Weighted average shares outstanding for basic earnings per share | 23,451 | 22,563 | 23,243 | 22,507 |
Common stock equivalents pertaining to stock options and contingently issuable deferred stock units | 387 | 237 | 401 | 217 |
Weighted average shares outstanding for diluted earnings per share | 23,838 | 22,800 | 23,644 | 22,724 |
Fair_Value_Measurements_Narrat
Fair Value Measurements (Narrative) (Details) (USD $) | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
lb | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' |
Percentage of deferred compensation invested in life insurance contracts | 65.00% | ' | ' |
Number of years long-term sales growth forecasted over | '4 years | ' | ' |
Average long-term sales growth forecast, over next 4 years, percent per year | 20.00% | ' | ' |
Derivative instruments outstanding | $0 | ' | ' |
Expired derivative liabilities recorded in accrued expenses and other current liabilities | 100,000 | ' | ' |
Derivative asset recorded in prepaid expenses and other current assets | ' | ' | 200,000 |
Number of pounds of aluminum settled at loss | 4,700,000 | ' | ' |
Amount settled at loss | 300,000 | ' | ' |
Charge due to early termination of leases of vacant facilities | ' | -100,000 | ' |
Vacant Owned Facilities [Member] | ' | ' | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' |
Number of vacant facilities owned | 6 | 8 | ' |
Number of vacant facilities reopened | 2 | ' | ' |
Number of vacant owned facilities classified in fixed assets | ' | 5 | ' |
Number of vacant facilities owned that did not exceed their carrying value | 2 | 3 | ' |
Impairment charge | 100,000 | 500,000 | ' |
Number of facilities a sale agreement has been signed on | 1 | ' | ' |
Number of vacant owned properties classified as fixed assets | 3 | ' | ' |
Estimated combined fair value | ' | 5,800,000 | ' |
Number of vacant owned facilities sold at carrying value | 1 | 2 | ' |
Vacant Owned Facilities Classified In Fixed Assets [Member] | ' | ' | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' |
Estimated combined fair value | 4,000,000 | ' | ' |
Other Identifiable Intangible Assets [Member] | ' | ' | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' |
Non-cash impairment charge | ' | 1,200,000 | ' |
Cost of Sales [Member] | Other Identifiable Intangible Assets [Member] | ' | ' | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' | ' |
Non-cash impairment charge | ' | $1,000,000 | ' |
Fair_Value_Measurements_Assets
Fair Value Measurements (Assets And Liabilities Measured At Fair Value On A Recurring Basis) (Details) (Recurring [Member], USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Deferred compensation | $5,989 | $4,540 |
Derivative instruments | ' | 223 |
Assets | 5,989 | 4,763 |
Contingent consideration | 8,482 | 11,519 |
Deferred compensation | 9,110 | 7,015 |
Deriviative instruments | 31 | ' |
Liabilities | 17,623 | 18,534 |
Level 1 [Member] | ' | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Deferred compensation | 5,989 | 4,540 |
Assets | 5,989 | 4,540 |
Deferred compensation | 9,110 | 7,015 |
Liabilities | 9,110 | 7,015 |
Level 2 [Member] | ' | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Derivative instruments | ' | 223 |
Assets | ' | 223 |
Deriviative instruments | 31 | ' |
Liabilities | 31 | ' |
Level 3 [Member] | ' | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Contingent consideration | 8,482 | 11,519 |
Liabilities | $8,482 | $11,519 |
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) (USD $) | Sep. 30, 2013 | Sep. 30, 2012 |
In Thousands, unless otherwise specified | ||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ' | ' |
Assets, Carrying Value | $4,287 | $7,139 |
Assets, Non-Recurring Losses/(Gains) | 145 | 1,714 |
Liabilities, Non-Recurring Losses/(Gains) | ' | 10 |
Vacant Leased Facilities [Member] | ' | ' |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ' | ' |
Liabilities, Non-Recurring Losses/(Gains) | ' | 10 |
Vacant Owned Facilities [Member] | ' | ' |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ' | ' |
Assets, Carrying Value | 3,211 | 5,794 |
Assets, Non-Recurring Losses/(Gains) | 145 | 486 |
Other Identifiable Intangible Assets [Member] | ' | ' |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ' | ' |
Assets, Non-Recurring Losses/(Gains) | ' | 1,228 |
Net Assets Of Acquired Businesses [Member] | ' | ' |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ' | ' |
Assets, Carrying Value | $1,076 | $1,345 |