Document_And_Entity_Informatio
Document And Entity Information | 3 Months Ended | |
Mar. 31, 2014 | 1-May-14 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 31-Mar-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
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 | ' | 23,625,918 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements Of Income (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Income Statement [Abstract] | ' | ' |
Net sales | $285,377 | $252,586 |
Cost of sales | 222,177 | 204,995 |
Gross profit | 63,200 | 47,591 |
Selling, general and administrative expenses | 37,154 | 32,860 |
Executive succession | 0 | 1,143 |
Operating profit | 26,046 | 13,588 |
Interest expense, net | 120 | 118 |
Income before income taxes | 25,926 | 13,470 |
Provision for income taxes | 9,762 | 5,098 |
Net income | $16,164 | $8,372 |
Net income per common share: | ' | ' |
Basic (in usd per share) | $0.68 | $0.36 |
Diluted (in usd per share) | $0.67 | $0.36 |
Weighted average common shares outstanding: | ' | ' |
Basic (in shares) | 23,774 | 23,017 |
Diluted (in shares) | 24,188 | 23,455 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 |
In Thousands, unless otherwise specified | |||
Current assets | ' | ' | ' |
Cash and cash equivalents | $6,132 | $66,280 | $4,035 |
Accounts receivable, net | 75,763 | 31,015 | 54,249 |
Inventories, net | 99,017 | 101,211 | 110,207 |
Deferred taxes | 12,557 | 12,557 | 10,073 |
Prepaid expenses and other current assets | 9,411 | 14,467 | 9,882 |
Total current assets | 202,880 | 225,530 | 188,446 |
Fixed assets, net | 129,060 | 125,982 | 112,783 |
Goodwill | 48,445 | 21,545 | 21,177 |
Other intangible assets, net | 75,456 | 59,392 | 66,759 |
Deferred taxes | 12,236 | 12,236 | 14,993 |
Other assets | 9,249 | 8,499 | 7,412 |
Total assets | 477,326 | 453,184 | 411,570 |
Current liabilities | ' | ' | ' |
Accounts payable, trade | 48,406 | 24,063 | 40,256 |
Dividend payable | 0 | 46,706 | 0 |
Accrued expenses and other current liabilities | 56,187 | 47,422 | 49,326 |
Total current liabilities | 104,593 | 118,191 | 89,582 |
Long-term indebtedness | 10,000 | 0 | 0 |
Other long-term liabilities | 25,025 | 21,380 | 21,122 |
Total liabilities | 139,618 | 139,571 | 110,704 |
Stockholders’ equity | ' | ' | ' |
Common stock, par value $.01 per share | 263 | 261 | 256 |
Paid-in capital | 136,100 | 126,360 | 108,659 |
Retained earnings | 230,812 | 216,459 | 221,418 |
Stockholders’ equity before treasury stock | 367,175 | 343,080 | 330,333 |
Treasury stock, at cost | -29,467 | -29,467 | -29,467 |
Total stockholders’ equity | 337,708 | 313,613 | 300,866 |
Total liabilities and stockholders’ equity | $477,326 | $453,184 | $411,570 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 |
Statement of Financial Position [Abstract] | ' | ' | ' |
Common stock, par value | $0.01 | $0.01 | $0.01 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements Of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Cash flows from operating activities: | ' | ' |
Net income | $16,164 | $8,372 |
Adjustments to reconcile net income to cash flows provided by (used for) operating activities: | ' | ' |
Depreciation and amortization | 7,240 | 6,552 |
Stock-based compensation expense | 2,625 | 3,155 |
Other non-cash items | 679 | 509 |
Changes in assets and liabilities, net of acquisitions of businesses: | ' | ' |
Accounts receivable, net | -42,790 | -32,403 |
Inventories, net | 4,417 | -12,840 |
Prepaid expenses and other assets | 4,743 | 3,880 |
Accounts payable, trade | 23,374 | 18,531 |
Accrued expenses and other liabilities | 10,858 | 3,192 |
Net cash flows provided by (used for) operating activities | 27,310 | -1,052 |
Cash flows from investing activities: | ' | ' |
Capital expenditures | -6,824 | -8,938 |
Acquisitions of businesses | -46,657 | 0 |
Proceeds from sales of fixed assets | 707 | 31 |
Other investing activities | -4 | -29 |
Net cash flows used for investing activities | -52,778 | -8,936 |
Cash flows from financing activities: | ' | ' |
Exercise of stock options and deferred stock units | 3,320 | 4,959 |
Proceeds from line of credit borrowings | 79,469 | 96,333 |
Repayments under line of credit borrowings | -69,469 | -96,333 |
Payment of special dividend | -46,706 | 0 |
Payment of contingent consideration related to acquisitions | -1,098 | -875 |
Other financing activities | -196 | 0 |
Net cash flows (used for) provided by financing activities | -34,680 | 4,084 |
Net decrease in cash | -60,148 | -5,904 |
Cash and cash equivalents at beginning of period | 66,280 | 9,939 |
Cash and cash equivalents at end of period | 6,132 | 4,035 |
Cash paid during the period for: | ' | ' |
Interest | 73 | 64 |
Income taxes, net of refunds | $922 | $16 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statement Of Stockholders' Equity (USD $) | Total | Common Stock | Paid-in Capital | Retained Earnings | Treasury Stock |
In Thousands | |||||
Balance at Dec. 31, 2013 | $313,613 | $261 | $126,360 | $216,459 | ($29,467) |
Net income | 16,164 | ' | ' | 16,164 | ' |
Issuance of 218,795 shares of common stock pursuant to stock options and deferred stock units | 1,333 | 2 | 1,331 | ' | ' |
Income tax benefit relating to issuance of common stock pursuant to stock options and deferred stock units | 1,987 | ' | 1,987 | ' | ' |
Stock-based compensation expense | 2,625 | ' | 2,625 | ' | ' |
Issuance of 43,188 deferred stock units relating to prior year compensation | 1,986 | ' | 1,986 | ' | ' |
Dividend equivalents on deferred stock units, stock awards and restricted stock | ' | ' | 1,811 | -1,811 | ' |
Balance at Mar. 31, 2014 | $337,708 | $263 | $136,100 | $230,812 | ($29,467) |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statement Of Stockholders' Equity (Parenthetical) | 3 Months Ended |
Mar. 31, 2014 | |
Statement of Stockholders' Equity [Abstract] | ' |
Issuance of common stock, shares | 218,795 |
Issuance of deferred stock units, shares | 43,188 |
Basis_Of_Presentation
Basis Of Presentation | 3 Months Ended |
Mar. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Basis Of Presentation | ' |
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 operates through its wholly-owned subsidiary, Lippert Components, Inc. and its subsidiaries (collectively, “Lippert Components”). Drew, through Lippert Components, supplies a broad array of components for the leading manufacturers of recreational vehicles (“RVs”) and manufactured homes, and to a lesser extent supplies components for adjacent industries including buses, trailers used to haul boats, livestock, equipment and other cargo, truck campers, truck caps, modular housing and factory-built mobile office units. At March 31, 2014, the Company operated 34 manufacturing facilities in 12 states. | |
Manufacturing operations in the RV and manufactured housing industries, as well as other 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, and 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, 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, 2013 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 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 as of and for the three month periods ended March 31, 2014 and 2013. 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 | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Segment Reporting [Abstract] | ' | |||||||
Segment Reporting | ' | |||||||
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 91 percent and 89 percent of consolidated net sales for the three month periods ended March 31, 2014 and 2013, respectively, manufactures a variety of products used in the production of RVs, including: | ||||||||
● Steel chassis for towable RVs | ● Chassis components | |||||||
● Axles and suspension solutions for towable RVs | ● Furniture and mattresses | |||||||
● Slide-out mechanisms and solutions | ● Entry, luggage, patio and ramp doors | |||||||
● Thermoformed bath, kitchen and other products | ● Electric and manual entry steps | |||||||
● Windows | ● Awnings and slide toppers | |||||||
● Manual, electric and hydraulic stabilizer and | ● Other accessories and electronic components | |||||||
leveling systems | ||||||||
The Company also supplies certain of these products to the RV aftermarket, and to adjacent industries, including buses, trailers used to haul boats, livestock, equipment and other cargo, truck campers and truck caps. Approximately 81 percent of the Company’s RV Segment net sales for the last twelve months were of products to original equipment manufacturers ("OEMs") of travel trailer and fifth-wheel RVs. | ||||||||
The MH Segment, which accounted for 9 percent and 11 percent of consolidated net sales for the three month periods ended March 31, 2014 and 2013, respectively, manufactures a variety of products used in the production of manufactured homes, including: | ||||||||
●Vinyl and aluminum windows | ●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, and to adjacent industries, including modular housing and mobile office units. 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 the Notes to Consolidated Financial Statements of the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. | ||||||||
Information relating to segments follows for the: | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
(In thousands) | 2014 | 2013 | ||||||
Net sales: | ||||||||
RV Segment: | ||||||||
RV OEMs: | ||||||||
Travel trailers and fifth-wheels | $ | 212,130 | $ | 184,601 | ||||
Motorhomes | 14,384 | 10,951 | ||||||
RV aftermarket | 7,094 | 5,729 | ||||||
Adjacent industries | 25,428 | 22,722 | ||||||
Total RV Segment net sales | 259,036 | 224,003 | ||||||
MH Segment: | ||||||||
Manufactured housing OEMs | 16,517 | 17,779 | ||||||
Manufactured housing aftermarket | 3,467 | 3,652 | ||||||
Adjacent industries | 6,357 | 7,152 | ||||||
Total MH Segment net sales | 26,341 | 28,583 | ||||||
Total net sales | $ | 285,377 | $ | 252,586 | ||||
Three Months Ended | ||||||||
March 31, | ||||||||
(In thousands) | 2014 | 2013 | ||||||
Operating profit: | ||||||||
RV Segment | $ | 23,729 | $ | 12,264 | ||||
MH Segment | 2,317 | 2,467 | ||||||
Total segment operating profit | 26,046 | 14,731 | ||||||
Executive succession | — | (1,143 | ) | |||||
Total operating profit | $ | 26,046 | $ | 13,588 | ||||
Acquisitions_Goodwill_And_Othe
Acquisitions, Goodwill And Other Intangible Assets | 3 Months Ended | |||||||||||||||
Mar. 31, 2014 | ||||||||||||||||
Acquisitions, Goodwill And Other Intangible Assets [Abstract] | ' | |||||||||||||||
Acquisitions, Goodwill And Other Intangible Assets | ' | |||||||||||||||
ACQUISITIONS, GOODWILL AND OTHER INTANGIBLE ASSETS | ||||||||||||||||
Acquisitions in 2014 | ||||||||||||||||
Star Design, LLC | ||||||||||||||||
On March 14, 2014, the Company acquired the business and certain assets of Star Design, LLC. Star Design had annual sales of approximately $10 million in 2013, comprised primarily of thermoformed sheet plastic products for the RV, bus and specialty vehicle industries. The purchase price was $12.2 million paid at closing. The results of the acquired business have been included in the Company's RV Segment and in the Consolidated Statement of Operations since the acquisition date. | ||||||||||||||||
The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands): | ||||||||||||||||
Cash consideration | $ | 12,232 | ||||||||||||||
Customer relationships | $ | 4,400 | ||||||||||||||
Other identifiable intangible assets | 400 | |||||||||||||||
Net tangible assets | 2,332 | |||||||||||||||
Total fair value of net assets acquired | $ | 7,132 | ||||||||||||||
Goodwill (tax deductible) | $ | 5,100 | ||||||||||||||
The customer relationships intangible asset is being amortized over its estimated useful life of 14 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 experience and manufacturing capacity with respect to these product lines, and also believes the diversified customer base will further its expansion into adjacent industries. | ||||||||||||||||
Innovative Design Solutions, Inc. | ||||||||||||||||
On February 27, 2014, the Company acquired Innovative Design Solutions, Inc. (“IDS”), a designer, developer and manufacturer of electronic systems encompassing a wide variety of RV applications. IDS also manufactures electronic systems for automotive, medical and industrial applications. IDS had annual sales of approximately $19 million in 2013, of which $13 million were to the Company. The purchase price was $36.6 million, of which $34.2 million was paid at closing, with the balance to be paid out annually over the subsequent three years, plus contingent consideration based on future sales of this operation. The results of the acquired business have been included in the Company's RV Segment and in the Consolidated Statement of Operations since the acquisition date. | ||||||||||||||||
The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands): | ||||||||||||||||
Cash consideration | $ | 34,175 | ||||||||||||||
Present value of future payments | 1,739 | |||||||||||||||
Contingent consideration | 710 | |||||||||||||||
Total fair value of consideration given | $ | 36,624 | ||||||||||||||
Patents | $ | 6,000 | ||||||||||||||
Customer relationships | 4,000 | |||||||||||||||
Other identifiable intangible assets | 3,130 | |||||||||||||||
Net tangible assets | 2,049 | |||||||||||||||
Total fair value of net assets acquired | $ | 15,179 | ||||||||||||||
Goodwill (tax deductible) | $ | 21,445 | ||||||||||||||
The patents are being amortized over their estimated useful life of 10 years and the customer relationships intangible asset is being amortized over its estimated useful life of 12 years. The consideration given was greater than the fair value of the assets acquired, resulting in goodwill, because the Company anticipates an increase in the markets for the acquired products, market share growth in both existing and new markets, as well as attainment of synergies. | ||||||||||||||||
Sale of Assets | ||||||||||||||||
In April 2014, the Company entered into a six-year aluminum extrusion supply agreement, and concurrently sold certain aluminum extrusion assets. The Company anticipates recording a pre-tax loss of approximately $2 million in the second quarter of 2014 on the sale of the aluminum extrusion-related assets. | ||||||||||||||||
Goodwill | ||||||||||||||||
Goodwill by reportable segment was as follows: | ||||||||||||||||
(In thousands) | RV Segment | MH Segment | Total | |||||||||||||
Accumulated cost – December 31, 2013 | $ | 62,047 | $ | 10,025 | $ | 72,072 | ||||||||||
Accumulated impairment – December 31, 2013 | (41,276 | ) | (9,251 | ) | (50,527 | ) | ||||||||||
Net balance – December 31, 2013 | 20,771 | 774 | 21,545 | |||||||||||||
Acquisitions – 2014 | 26,900 | — | 26,900 | |||||||||||||
Net balance – March 31, 2014 | $ | 47,671 | $ | 774 | $ | 48,445 | ||||||||||
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. No impairment tests were required or performed during the three months ended March 31, 2014. | ||||||||||||||||
Other Intangible Assets | ||||||||||||||||
Other intangible assets consisted of the following at March 31, 2014: | ||||||||||||||||
(In thousands) | Gross | Accumulated | Net | Estimated Useful | ||||||||||||
Cost | Amortization | Balance | Life in Years | |||||||||||||
Customer relationships | $ | 58,460 | $ | 22,825 | $ | 35,635 | 6 | to | 16 | |||||||
Patents | 46,805 | 18,300 | 28,505 | 3 | to | 19 | ||||||||||
Tradenames | 6,273 | 3,740 | 2,533 | 3 | to | 15 | ||||||||||
Non-compete agreements | 3,788 | 1,702 | 2,086 | 3 | to | 6 | ||||||||||
Purchased research and development | 6,697 | — | 6,697 | Indefinite | ||||||||||||
Other intangible assets | $ | 122,023 | $ | 46,567 | $ | 75,456 | ||||||||||
Other intangible assets consisted of the following at December 31, 2013: | ||||||||||||||||
(In thousands) | Gross | Accumulated | Net | Estimated Useful | ||||||||||||
Cost | Amortization | Balance | Life in Years | |||||||||||||
Customer relationships | $ | 50,105 | $ | 21,999 | $ | 28,106 | 6 | to | 16 | |||||||
Patents | 41,651 | 18,461 | 23,190 | 3 | to | 19 | ||||||||||
Tradenames | 7,959 | 5,976 | 1,983 | 5 | to | 15 | ||||||||||
Non-compete agreements | 3,866 | 2,210 | 1,656 | 3 | to | 6 | ||||||||||
Purchased research and development | 4,457 | — | 4,457 | Indefinite | ||||||||||||
Other intangible assets | $ | 108,038 | $ | 48,646 | $ | 59,392 | ||||||||||
Inventories
Inventories | 3 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Inventory Disclosure [Abstract] | ' | |||||||||||
Inventories | ' | |||||||||||
INVENTORIES | ||||||||||||
Inventories consisted of the following at: | ||||||||||||
March 31, | December 31, | |||||||||||
(In thousands) | 2014 | 2013 | 2013 | |||||||||
Raw materials | $ | 80,080 | $ | 90,719 | $ | 84,279 | ||||||
Work in process | 4,583 | 3,000 | 3,038 | |||||||||
Finished goods | 14,354 | 16,488 | 13,894 | |||||||||
Inventories, net | $ | 99,017 | $ | 110,207 | $ | 101,211 | ||||||
Fixed_Assets
Fixed Assets | 3 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||||||
Fixed Assets | ' | |||||||||||
FIXED ASSETS | ||||||||||||
Fixed assets consisted of the following at: | ||||||||||||
March 31, | December 31, | |||||||||||
(In thousands) | 2014 | 2013 | 2013 | |||||||||
Fixed assets, at cost | $ | 248,190 | $ | 219,230 | $ | 241,616 | ||||||
Less accumulated depreciation and amortization | 119,130 | 106,447 | 115,634 | |||||||||
Fixed assets, net | $ | 129,060 | $ | 112,783 | $ | 125,982 | ||||||
Accrued_Expenses_And_Other_Cur
Accrued Expenses And Other Current Liabilities | 3 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
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: | ||||||||||||
March 31, | December 31, | |||||||||||
(In thousands) | 2014 | 2013 | 2013 | |||||||||
Employee compensation and benefits | $ | 19,820 | $ | 16,288 | $ | 18,583 | ||||||
Current portion of accrued warranty | 12,018 | 9,802 | 11,731 | |||||||||
Sales rebates | 6,021 | 5,959 | 4,773 | |||||||||
Current portion of contingent consideration related to acquisitions | 2,656 | 5,412 | 3,462 | |||||||||
Other | 15,672 | 11,865 | 8,873 | |||||||||
Accrued expenses and other current liabilities | $ | 56,187 | $ | 49,326 | $ | 47,422 | ||||||
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 three months ended March 31: | ||||||||||||
(In thousands) | 2014 | 2013 | ||||||||||
Balance at beginning of period | $ | 17,325 | $ | 12,729 | ||||||||
Provision for warranty expense | 2,402 | 3,499 | ||||||||||
Warranty liability from acquired businesses | 75 | — | ||||||||||
Warranty costs paid | (1,945 | ) | (2,284 | ) | ||||||||
Total accrued warranty | 17,857 | 13,944 | ||||||||||
Less long-term portion | 5,839 | 4,142 | ||||||||||
Current accrued warranty | $ | 12,018 | $ | 9,802 | ||||||||
LongTerm_Indebtedness
Long-Term Indebtedness | 3 Months Ended |
Mar. 31, 2014 | |
Debt Disclosure [Abstract] | ' |
Long-Term Indebtedness | ' |
LONG-TERM INDEBTEDNESS | |
At March 31, 2014, the Company had $10.0 million of outstanding borrowings on its line of credit at a rate of 1.9 percent. The Company had no debt outstanding at March 31, 2013 or December 31, 2013. | |
On February 24, 2014, the Company entered into a $75.0 million line of credit (the “Credit Agreement”) with JPMorgan Chase Bank, N.A. and Wells Fargo Bank, N.A. (collectively, the “Lenders”), amending the Company's previous $50.0 million line of credit that was scheduled to expire on January 1, 2016. The maximum borrowings under the Company’s new line of credit can be increased by $25.0 million upon approval of the Lenders. Interest on borrowings under the new line of credit is designated from time to time by the Company as either (i) the Prime Rate, minus a rate ranging from 0.75 percent to 1.0 percent (minus 1.0 percent at March 31, 2014), but not less than 1.5 percent, or (ii) LIBOR plus additional interest ranging from 1.75 percent to 2.0 percent (1.75 percent at March 31, 2014) depending on the Company’s performance and financial condition. The Credit Agreement expires on January 1, 2019. At March 31, 2014, the Company had $2.2 million in outstanding letters of credit under the line of credit. Availability under the Company’s new line of credit was $62.8 million at March 31, 2014. | |
Simultaneously, the Company also entered into a $150.0 million “shelf-loan” facility with Prudential Investment Management, Inc. and its affiliates (“Prudential”), amending the Company's previous $150.0 million "shelf-loan" facility with Prudential. The new 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 March 31, 2014, there were no Senior Promissory Notes outstanding. This new facility expires on February 24, 2017. | |
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. | |
Pursuant to the Credit Agreement and “shelf-loan” facility, at March 31, 2014 the Company was required to maintain minimum interest and fixed charge coverages, and to meet certain other financial requirements. At March 31, 2014, the Company was in compliance with all such requirements, and expects to remain in compliance for the next twelve months. | |
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 March 31, 2014. The remaining availability under these facilities was $212.8 million at March 31, 2014. The Company believes the availability under the amended line of credit and "shelf-loan" facility, together with the $6.1 million in cash at March 31, 2014, is more than adequate to finance the Company’s anticipated cash requirements for the next twelve months. |
Commitments_And_Contingencies
Commitments And Contingencies | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||||||
Commitments And Contingencies | ' | |||||||
COMMITMENTS AND CONTINGENCIES | ||||||||
Leases | ||||||||
In January 2014, the Company entered into a nine year operating lease for a 366,000 square foot facility located in Goshen, IN with aggregate minimum lease payments of $6.1 million. This facility will be used to consolidate manufacturing operations for efficiency improvements and expand capacity for its furniture and mattress operations. | ||||||||
In March 2014, the Company entered into a twelve year operating lease for a 539,000 square foot facility located in South Bend, IN to expand warehousing and distribution capabilities. Annual lease payments are $1.0 million; however, the Company has entered into a sublease arrangement for approximately 238,000 square feet of the facility for the next five years with annual sublease payments of $0.7 million. | ||||||||
Contingent Consideration | ||||||||
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 March 31, 2014, 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. | ||||||||
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 three months ended March 31: | ||||||||
(In thousands) | 2014 | 2013 | ||||||
Balance at beginning of period | $ | 7,414 | $ | 11,519 | ||||
Acquisitions | 1,455 | — | ||||||
Payments | (1,098 | ) | (875 | ) | ||||
Accretion (a) | 261 | 392 | ||||||
Fair value adjustments (a) | 410 | (148 | ) | |||||
Balance at end of the period (b) | 8,442 | 10,888 | ||||||
Less current portion in accrued expenses and other current liabilities | (2,656 | ) | (5,412 | ) | ||||
Total long-term portion in other long-term liabilities | $ | 5,786 | $ | 5,476 | ||||
(a) | Recorded in selling, general and administrative expense in the Condensed Consolidated Statements of Income. | |||||||
(b) | Amounts represent the fair value of estimated remaining payments. The total estimated remaining payments as of March 31, 2014 are $12.2 million. The liability for contingent consideration expires at various dates through September 2029. Certain of the products subject to contingent consideration have a remaining maximum contingent consideration while the remaining products have no maximum contingent consideration. | |||||||
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 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 March 31, 2014, would not be material to the Company’s financial position or annual results of operations. |
Stockholders_Equity
Stockholders' Equity | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Stockholders' Equity Note [Abstract] | ' | ||||||||
Stockholders' Equity | ' | ||||||||
STOCKHOLDERS' EQUITY | |||||||||
The following table summarizes information about the Company’s Common Stock at: | |||||||||
March 31, | December 31, | ||||||||
(In thousands) | 2014 | 2013 | 2013 | ||||||
Common stock authorized | 30,000 | 30,000 | 30,000 | ||||||
Common stock issued | 26,309 | 25,594 | 26,058 | ||||||
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: | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
(In thousands) | 2014 | 2013 | |||||||
Weighted average shares outstanding for basic earnings per share | 23,774 | 23,017 | |||||||
Common stock equivalents pertaining to stock options and deferred stock units | 414 | 438 | |||||||
Weighted average shares outstanding for diluted earnings per share | 24,188 | 23,455 | |||||||
The weighted average diluted shares outstanding for the three months ended March 31, 2014 and 2013 exclude the effect of 322,542 and 337,295 shares of common stock, respectively, subject to stock options, stock awards and deferred stock units. 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. | |||||||||
On January 6, 2014, a special dividend of $2.00 per share of the Company’s Common Stock, representing an aggregate of $46.7 million, was paid to stockholders of record as of December 20, 2013. In connection with this special dividend, holders of deferred stock units, restricted stock and stock awards were credited with deferred stock units, restricted stock or stock equal to $2.00 per deferred stock unit, restricted stock or stock, representing $1.8 million in total for this special dividend. In connection with this special cash dividend, the exercise price of all outstanding stock options was reduced by $2.00 per share. These reductions in exercise price were made pursuant to the terms of the outstanding awards, resulting in no incremental stock-based compensation expense. | |||||||||
In February 2014, the Company issued 43,188 deferred stock units at $45.98, or $2.0 million, to executive officers in lieu of cash for a portion of their 2013 incentive compensation. | |||||||||
At the Annual Meeting of Stockholders to be held on May 22, 2014, there will be presented to stockholders a proposal to approve the adoption of an amendment to the Drew Industries Incorporated Equity Award and Incentive Plan, as Amended and Restated, to increase the number of shares subject to awards by 1,678,632 shares. |
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended | |||||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||||
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: | ||||||||||||||||||||||||||
March 31, 2014 | December 31, 2013 | |||||||||||||||||||||||||
(In thousands) | Total | Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | ||||||||||||||||||
Assets | ||||||||||||||||||||||||||
Deferred compensation | $ | 6,878 | $ | 6,878 | $ | — | $ | — | $ | 6,535 | $ | 6,535 | $ | — | $ | — | ||||||||||
Total assets | $ | 6,878 | $ | 6,878 | $ | — | $ | — | $ | 6,535 | $ | 6,535 | $ | — | $ | — | ||||||||||
Liabilities | ||||||||||||||||||||||||||
Contingent consideration | $ | 8,442 | $ | — | $ | — | $ | 8,442 | $ | 7,414 | $ | — | $ | — | $ | 7,414 | ||||||||||
Deferred compensation | 10,711 | 10,711 | — | — | 9,673 | 9,673 | — | — | ||||||||||||||||||
Total liabilities | $ | 19,153 | $ | 10,711 | $ | — | $ | 8,442 | $ | 17,087 | $ | 9,673 | $ | — | $ | 7,414 | ||||||||||
Deferred Compensation | ||||||||||||||||||||||||||
The Company has an Executive Non-Qualified Deferred Compensation Plan (the “Plan”). The amounts deferred under the 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 three years, the Company’s long-term sales growth forecasts for products subject to contingent consideration arrangements 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 8 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. | ||||||||||||||||||||||||||
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 three months ended March 31: | ||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||
(In thousands) | Carrying | Non-Recurring | Carrying | Non-Recurring | ||||||||||||||||||||||
Value | Losses / (Gains) | Value | Losses / (Gains) | |||||||||||||||||||||||
Assets | ||||||||||||||||||||||||||
Vacant owned facilities | $ | 2,727 | $ | — | $ | 5,225 | $ | — | ||||||||||||||||||
Net assets of acquired businesses | 22,206 | — | — | — | ||||||||||||||||||||||
Total assets | $ | 24,933 | $ | — | $ | 5,225 | $ | — | ||||||||||||||||||
Vacant Owned Facilities | ||||||||||||||||||||||||||
During the first three months of 2014 and 2013, the Company reviewed the recoverability of the carrying value of its vacant owned facilities. 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 three months of 2014, the Company reviewed the recoverability of the carrying value of three vacant owned facilities and sold one of these facilities previously recorded as a vacant facility. At March 31, 2014, the Company had two vacant owned facilities, with an estimated combined fair value of $3.1 million and a combined carrying value of $2.7 million, classified in fixed assets in the Condensed Consolidated Balance Sheets. | ||||||||||||||||||||||||||
During the first three months of 2013, the Company reviewed the recoverability of the carrying value of four vacant owned facilities. At March 31, 2013, the Company had four vacant owned facilities with an estimated combined fair value of $14.2 million and a combined carrying value of $5.2 million, classified in fixed assets in the Condensed Consolidated Balance Sheets. | ||||||||||||||||||||||||||
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. |
Basis_of_Presentation_and_Sign
Basis of Presentation and Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Use of Estimates, Policy | ' |
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 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. |
Segment_Reporting_Tables
Segment Reporting (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Segment Reporting [Abstract] | ' | |||||||
Segment Reporting Information, RV Products and Services | ' | |||||||
● Steel chassis for towable RVs | ● Chassis components | |||||||
● Axles and suspension solutions for towable RVs | ● Furniture and mattresses | |||||||
● Slide-out mechanisms and solutions | ● Entry, luggage, patio and ramp doors | |||||||
● Thermoformed bath, kitchen and other products | ● Electric and manual entry steps | |||||||
● Windows | ● Awnings and slide toppers | |||||||
● Manual, electric and hydraulic stabilizer and | ● Other accessories and electronic components | |||||||
leveling systems | ||||||||
Segment Reporting Information, MH Products and Services | ' | |||||||
●Vinyl and aluminum windows | ●Steel chassis | |||||||
●Thermoformed bath and kitchen products | ●Steel chassis parts | |||||||
●Steel and fiberglass entry doors | ●Axles | |||||||
●Aluminum and vinyl patio doors | ||||||||
Schedule Of Information Relating To Segments | ' | |||||||
Information relating to segments follows for the: | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
(In thousands) | 2014 | 2013 | ||||||
Net sales: | ||||||||
RV Segment: | ||||||||
RV OEMs: | ||||||||
Travel trailers and fifth-wheels | $ | 212,130 | $ | 184,601 | ||||
Motorhomes | 14,384 | 10,951 | ||||||
RV aftermarket | 7,094 | 5,729 | ||||||
Adjacent industries | 25,428 | 22,722 | ||||||
Total RV Segment net sales | 259,036 | 224,003 | ||||||
MH Segment: | ||||||||
Manufactured housing OEMs | 16,517 | 17,779 | ||||||
Manufactured housing aftermarket | 3,467 | 3,652 | ||||||
Adjacent industries | 6,357 | 7,152 | ||||||
Total MH Segment net sales | 26,341 | 28,583 | ||||||
Total net sales | $ | 285,377 | $ | 252,586 | ||||
Three Months Ended | ||||||||
March 31, | ||||||||
(In thousands) | 2014 | 2013 | ||||||
Operating profit: | ||||||||
RV Segment | $ | 23,729 | $ | 12,264 | ||||
MH Segment | 2,317 | 2,467 | ||||||
Total segment operating profit | 26,046 | 14,731 | ||||||
Executive succession | — | (1,143 | ) | |||||
Total operating profit | $ | 26,046 | $ | 13,588 | ||||
Acquisitions_Goodwill_And_Othe1
Acquisitions, Goodwill And Other Intangible Assets (Tables) | 3 Months Ended | |||||||||||||||
Mar. 31, 2014 | ||||||||||||||||
Acquisitions, Goodwill And Other Intangible Assets [Abstract] | ' | |||||||||||||||
Schedule of Business Acquisitions | ' | |||||||||||||||
The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands): | ||||||||||||||||
Cash consideration | $ | 12,232 | ||||||||||||||
Customer relationships | $ | 4,400 | ||||||||||||||
Other identifiable intangible assets | 400 | |||||||||||||||
Net tangible assets | 2,332 | |||||||||||||||
Total fair value of net assets acquired | $ | 7,132 | ||||||||||||||
Goodwill (tax deductible) | $ | 5,100 | ||||||||||||||
The acquisition of this business was preliminarily recorded on the acquisition date as follows (in thousands): | ||||||||||||||||
Cash consideration | $ | 34,175 | ||||||||||||||
Present value of future payments | 1,739 | |||||||||||||||
Contingent consideration | 710 | |||||||||||||||
Total fair value of consideration given | $ | 36,624 | ||||||||||||||
Patents | $ | 6,000 | ||||||||||||||
Customer relationships | 4,000 | |||||||||||||||
Other identifiable intangible assets | 3,130 | |||||||||||||||
Net tangible assets | 2,049 | |||||||||||||||
Total fair value of net assets acquired | $ | 15,179 | ||||||||||||||
Goodwill (tax deductible) | $ | 21,445 | ||||||||||||||
Schedule of Goodwill | ' | |||||||||||||||
Goodwill by reportable segment was as follows: | ||||||||||||||||
(In thousands) | RV Segment | MH Segment | Total | |||||||||||||
Accumulated cost – December 31, 2013 | $ | 62,047 | $ | 10,025 | $ | 72,072 | ||||||||||
Accumulated impairment – December 31, 2013 | (41,276 | ) | (9,251 | ) | (50,527 | ) | ||||||||||
Net balance – December 31, 2013 | 20,771 | 774 | 21,545 | |||||||||||||
Acquisitions – 2014 | 26,900 | — | 26,900 | |||||||||||||
Net balance – March 31, 2014 | $ | 47,671 | $ | 774 | $ | 48,445 | ||||||||||
Schedule of Finite and Indefinite-lived Intangible Assets | ' | |||||||||||||||
Other intangible assets consisted of the following at March 31, 2014: | ||||||||||||||||
(In thousands) | Gross | Accumulated | Net | Estimated Useful | ||||||||||||
Cost | Amortization | Balance | Life in Years | |||||||||||||
Customer relationships | $ | 58,460 | $ | 22,825 | $ | 35,635 | 6 | to | 16 | |||||||
Patents | 46,805 | 18,300 | 28,505 | 3 | to | 19 | ||||||||||
Tradenames | 6,273 | 3,740 | 2,533 | 3 | to | 15 | ||||||||||
Non-compete agreements | 3,788 | 1,702 | 2,086 | 3 | to | 6 | ||||||||||
Purchased research and development | 6,697 | — | 6,697 | Indefinite | ||||||||||||
Other intangible assets | $ | 122,023 | $ | 46,567 | $ | 75,456 | ||||||||||
Other intangible assets consisted of the following at December 31, 2013: | ||||||||||||||||
(In thousands) | Gross | Accumulated | Net | Estimated Useful | ||||||||||||
Cost | Amortization | Balance | Life in Years | |||||||||||||
Customer relationships | $ | 50,105 | $ | 21,999 | $ | 28,106 | 6 | to | 16 | |||||||
Patents | 41,651 | 18,461 | 23,190 | 3 | to | 19 | ||||||||||
Tradenames | 7,959 | 5,976 | 1,983 | 5 | to | 15 | ||||||||||
Non-compete agreements | 3,866 | 2,210 | 1,656 | 3 | to | 6 | ||||||||||
Purchased research and development | 4,457 | — | 4,457 | Indefinite | ||||||||||||
Other intangible assets | $ | 108,038 | $ | 48,646 | $ | 59,392 | ||||||||||
Inventories_Tables
Inventories (Tables) | 3 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Inventory Disclosure [Abstract] | ' | |||||||||||
Schedule Of Inventories | ' | |||||||||||
Inventories consisted of the following at: | ||||||||||||
March 31, | December 31, | |||||||||||
(In thousands) | 2014 | 2013 | 2013 | |||||||||
Raw materials | $ | 80,080 | $ | 90,719 | $ | 84,279 | ||||||
Work in process | 4,583 | 3,000 | 3,038 | |||||||||
Finished goods | 14,354 | 16,488 | 13,894 | |||||||||
Inventories, net | $ | 99,017 | $ | 110,207 | $ | 101,211 | ||||||
Fixed_Assets_Tables
Fixed Assets (Tables) | 3 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||||||
Schedule Of Fixed Assets | ' | |||||||||||
Fixed assets consisted of the following at: | ||||||||||||
March 31, | December 31, | |||||||||||
(In thousands) | 2014 | 2013 | 2013 | |||||||||
Fixed assets, at cost | $ | 248,190 | $ | 219,230 | $ | 241,616 | ||||||
Less accumulated depreciation and amortization | 119,130 | 106,447 | 115,634 | |||||||||
Fixed assets, net | $ | 129,060 | $ | 112,783 | $ | 125,982 | ||||||
Accrued_Expenses_And_Other_Cur1
Accrued Expenses And Other Current Liabilities (Tables) | 3 Months Ended | |||||||||||
Mar. 31, 2014 | ||||||||||||
Payables and Accruals [Abstract] | ' | |||||||||||
Schedule Of Accrued Expenses And Other Current Liabilities | ' | |||||||||||
Accrued expenses and other current liabilities consisted of the following at: | ||||||||||||
March 31, | December 31, | |||||||||||
(In thousands) | 2014 | 2013 | 2013 | |||||||||
Employee compensation and benefits | $ | 19,820 | $ | 16,288 | $ | 18,583 | ||||||
Current portion of accrued warranty | 12,018 | 9,802 | 11,731 | |||||||||
Sales rebates | 6,021 | 5,959 | 4,773 | |||||||||
Current portion of contingent consideration related to acquisitions | 2,656 | 5,412 | 3,462 | |||||||||
Other | 15,672 | 11,865 | 8,873 | |||||||||
Accrued expenses and other current liabilities | $ | 56,187 | $ | 49,326 | $ | 47,422 | ||||||
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 three months ended March 31: | ||||||||||||
(In thousands) | 2014 | 2013 | ||||||||||
Balance at beginning of period | $ | 17,325 | $ | 12,729 | ||||||||
Provision for warranty expense | 2,402 | 3,499 | ||||||||||
Warranty liability from acquired businesses | 75 | — | ||||||||||
Warranty costs paid | (1,945 | ) | (2,284 | ) | ||||||||
Total accrued warranty | 17,857 | 13,944 | ||||||||||
Less long-term portion | 5,839 | 4,142 | ||||||||||
Current accrued warranty | $ | 12,018 | $ | 9,802 | ||||||||
Commitments_And_Contingencies_
Commitments And Contingencies (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
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 three months ended March 31: | ||||||||
(In thousands) | 2014 | 2013 | ||||||
Balance at beginning of period | $ | 7,414 | $ | 11,519 | ||||
Acquisitions | 1,455 | — | ||||||
Payments | (1,098 | ) | (875 | ) | ||||
Accretion (a) | 261 | 392 | ||||||
Fair value adjustments (a) | 410 | (148 | ) | |||||
Balance at end of the period (b) | 8,442 | 10,888 | ||||||
Less current portion in accrued expenses and other current liabilities | (2,656 | ) | (5,412 | ) | ||||
Total long-term portion in other long-term liabilities | $ | 5,786 | $ | 5,476 | ||||
(a) | Recorded in selling, general and administrative expense in the Condensed Consolidated Statements of Income. | |||||||
(b) | Amounts represent the fair value of estimated remaining payments. The total estimated remaining payments as of March 31, 2014 are $12.2 million. The liability for contingent consideration expires at various dates through September 2029. Certain of the products subject to contingent consideration have a remaining maximum contingent consideration while the remaining products have no maximum contingent consideration. |
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Stockholders' Equity Note [Abstract] | ' | ||||||||
Summary Of Common Stock Information | ' | ||||||||
The following table summarizes information about the Company’s Common Stock at: | |||||||||
March 31, | December 31, | ||||||||
(In thousands) | 2014 | 2013 | 2013 | ||||||
Common stock authorized | 30,000 | 30,000 | 30,000 | ||||||
Common stock issued | 26,309 | 25,594 | 26,058 | ||||||
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: | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
(In thousands) | 2014 | 2013 | |||||||
Weighted average shares outstanding for basic earnings per share | 23,774 | 23,017 | |||||||
Common stock equivalents pertaining to stock options and deferred stock units | 414 | 438 | |||||||
Weighted average shares outstanding for diluted earnings per share | 24,188 | 23,455 | |||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 3 Months Ended | |||||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||||
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: | ||||||||||||||||||||||||||
March 31, 2014 | December 31, 2013 | |||||||||||||||||||||||||
(In thousands) | Total | Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | ||||||||||||||||||
Assets | ||||||||||||||||||||||||||
Deferred compensation | $ | 6,878 | $ | 6,878 | $ | — | $ | — | $ | 6,535 | $ | 6,535 | $ | — | $ | — | ||||||||||
Total assets | $ | 6,878 | $ | 6,878 | $ | — | $ | — | $ | 6,535 | $ | 6,535 | $ | — | $ | — | ||||||||||
Liabilities | ||||||||||||||||||||||||||
Contingent consideration | $ | 8,442 | $ | — | $ | — | $ | 8,442 | $ | 7,414 | $ | — | $ | — | $ | 7,414 | ||||||||||
Deferred compensation | 10,711 | 10,711 | — | — | 9,673 | 9,673 | — | — | ||||||||||||||||||
Total liabilities | $ | 19,153 | $ | 10,711 | $ | — | $ | 8,442 | $ | 17,087 | $ | 9,673 | $ | — | $ | 7,414 | ||||||||||
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 three months ended March 31: | ||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||
(In thousands) | Carrying | Non-Recurring | Carrying | Non-Recurring | ||||||||||||||||||||||
Value | Losses / (Gains) | Value | Losses / (Gains) | |||||||||||||||||||||||
Assets | ||||||||||||||||||||||||||
Vacant owned facilities | $ | 2,727 | $ | — | $ | 5,225 | $ | — | ||||||||||||||||||
Net assets of acquired businesses | 22,206 | — | — | — | ||||||||||||||||||||||
Total assets | $ | 24,933 | $ | — | $ | 5,225 | $ | — | ||||||||||||||||||
Basis_of_Presentation_Details
Basis of Presentation (Details) | Mar. 31, 2014 |
Property, Plant and Equipment | ' |
Manufacturing Facilities | 34 |
Manufacturing Facility | ' |
Property, Plant and Equipment | ' |
States with Manufacturing Facilities | 12 |
Segment_Reporting_Narrative_De
Segment Reporting (Narrative) (Details) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Segment Reporting Information | ' | ' |
Number of reportable segments | 2 | ' |
RV Segment | ' | ' |
Segment Reporting Information | ' | ' |
Consolidated net sales, percentage | 91.00% | 89.00% |
MH Segment | ' | ' |
Segment Reporting Information | ' | ' |
Consolidated net sales, percentage | 9.00% | 11.00% |
Travel Trailer And Fifth-Wheels | RV Segment | ' | ' |
Segment Reporting Information | ' | ' |
Percentage Of Net Sales From Business Segment Components | 81.00% | ' |
Segment_Reporting_Schedule_Of_
Segment Reporting (Schedule Of Information Relating To Segments) (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Segment Reporting Information | ' | ' |
Total net sales | $285,377 | $252,586 |
Operating Income (Loss) | 26,046 | 13,588 |
RV Segment | ' | ' |
Segment Reporting Information | ' | ' |
Total net sales | 259,036 | 224,003 |
Operating Income (Loss) | 23,729 | 12,264 |
Travel Trailer And Fifth-Wheels | ' | ' |
Segment Reporting Information | ' | ' |
Total net sales | 212,130 | 184,601 |
Motorhomes | ' | ' |
Segment Reporting Information | ' | ' |
Total net sales | 14,384 | 10,951 |
RV Aftermarket | ' | ' |
Segment Reporting Information | ' | ' |
Total net sales | 7,094 | 5,729 |
RV Adjacent Industries | ' | ' |
Segment Reporting Information | ' | ' |
Total net sales | 25,428 | 22,722 |
MH Segment | ' | ' |
Segment Reporting Information | ' | ' |
Total net sales | 26,341 | 28,583 |
Operating Income (Loss) | 2,317 | 2,467 |
Manufactured Housing OEMs | ' | ' |
Segment Reporting Information | ' | ' |
Total net sales | 16,517 | 17,779 |
Manufactured Housing Aftermarket | ' | ' |
Segment Reporting Information | ' | ' |
Total net sales | 3,467 | 3,652 |
Manufactured Housing Adjacent Industries | ' | ' |
Segment Reporting Information | ' | ' |
Total net sales | 6,357 | 7,152 |
Segment Operating Profit [Member] | ' | ' |
Segment Reporting Information | ' | ' |
Operating Income (Loss) | 26,046 | 14,731 |
Executive Succession [Member] | ' | ' |
Segment Reporting Information | ' | ' |
Operating Income (Loss) | $0 | ($1,143) |
Acquisitions_Goodwill_And_Othe2
Acquisitions, Goodwill And Other Intangible Assets (Narrative) (Details) (USD $) | 3 Months Ended | 0 Months Ended | 12 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | |
Jun. 30, 2014 | Mar. 14, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Feb. 27, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | |
Sale of Aluminum Extrusion Assets | Star Designs, LLC | Star Designs, LLC | Star Designs, LLC | Innovative Design Solutions, Inc | Innovative Design Solutions, Inc | Innovative Design Solutions, Inc | Innovative Design Solutions, Inc | Innovative Design Solutions, Inc | |
Customer Relationships | Patents | Customer Relationships | |||||||
Business Acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition, Annual Sales | ' | ' | $10,000,000 | ' | ' | ' | $19,000,000 | ' | ' |
Business Combination, Consideration Transferred | ' | 12,232,000 | ' | ' | ' | 36,600,000 | ' | ' | ' |
Finite-Lived Intangible Asset, Useful Life | ' | ' | ' | '14 years | ' | ' | ' | '10 years | '12 years |
Business Acquisition, Revenue From Company Reported By Acquired Entity For Last Annual Period | ' | ' | ' | ' | ' | ' | '13000000 | ' | ' |
Cash consideration | ' | ' | ' | ' | 34,175,000 | ' | ' | ' | ' |
Long-term Purchase Commitment, Time Period | '6 | ' | ' | ' | ' | ' | ' | ' | ' |
Gain (Loss) on Disposition of Property Plant Equipment | $2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisitions_Goodwill_And_Othe3
Acquisitions, Goodwill And Other Intangible Assets (Schedule Of Business Acquisitions) (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Mar. 14, 2014 | Mar. 31, 2014 | Feb. 27, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | ||
In Thousands, unless otherwise specified | Star Designs, LLC | Star Designs, LLC | Innovative Design Solutions, Inc | Innovative Design Solutions, Inc | Customer Relationships | Customer Relationships | Other Intangible Assets | Other Intangible Assets | Patents | ||||||
Star Designs, LLC | Innovative Design Solutions, Inc | Star Designs, LLC | Innovative Design Solutions, Inc | Innovative Design Solutions, Inc | |||||||||||
Business Acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||
Cash consideration | ' | ' | ' | ' | $12,232 | ' | ' | $36,600 | ' | ' | ' | ' | ' | ||
Intangible assets, excluding goodwill | 75,456 | 59,392 | 66,759 | ' | ' | ' | ' | ' | 4,400 | 4,000 | 400 | 3,130 | 6,000 | ||
Net tangible assets | ' | ' | ' | ' | ' | 2,332 | ' | 2,049 | ' | ' | ' | ' | ' | ||
Total fair value of net assets acquired | ' | ' | ' | ' | ' | 7,132 | ' | 15,179 | ' | ' | ' | ' | ' | ||
Goodwill (tax deductible) | ' | ' | ' | ' | ' | 5,100 | ' | 21,445 | ' | ' | ' | ' | ' | ||
Cash consideration | ' | ' | ' | ' | ' | ' | 34,175 | ' | ' | ' | ' | ' | ' | ||
Present value of future payments | ' | ' | ' | ' | ' | ' | ' | 1,739 | ' | ' | ' | ' | ' | ||
Contingent consideration | 2,656 | 3,462 | 5,412 | ' | ' | ' | ' | 710 | ' | ' | ' | ' | ' | ||
Total fair value of consideration given | $8,442 | [1] | $7,414 | $10,888 | [1] | $11,519 | ' | ' | ' | $36,624 | ' | ' | ' | ' | ' |
[1] | Amounts represent the fair value of estimated remaining payments. The total estimated remaining payments as of March 31, 2014 are $12.2 million. The liability for contingent consideration expires at various dates through September 2029. Certain of the products subject to contingent consideration have a remaining maximum contingent consideration while the remaining products have no maximum contingent consideration. |
Acquisitions_Goodwill_And_Othe4
Acquisitions, Goodwill And Other Intangible Assets (Schedule Of Goodwill By Reportable Segment) (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 |
Segment Reporting Information | ' | ' | ' |
Accumulated cost – December 31, 2013 | ' | $72,072 | ' |
Accumulated impairment – December 31, 2013 | ' | -50,527 | ' |
Net balance – December 31, 2013 | 21,545 | ' | 21,177 |
Acquisitions – 2014 | 26,900 | ' | ' |
Net balance – March 31, 2014 | 48,445 | ' | 21,177 |
RV Segment | ' | ' | ' |
Segment Reporting Information | ' | ' | ' |
Accumulated cost – December 31, 2013 | ' | 62,047 | ' |
Accumulated impairment – December 31, 2013 | ' | -41,276 | ' |
Net balance – December 31, 2013 | 20,771 | ' | ' |
Acquisitions – 2014 | 26,900 | ' | ' |
Net balance – March 31, 2014 | 47,671 | ' | ' |
MH Segment | ' | ' | ' |
Segment Reporting Information | ' | ' | ' |
Accumulated cost – December 31, 2013 | ' | 10,025 | ' |
Accumulated impairment – December 31, 2013 | ' | -9,251 | ' |
Net balance – December 31, 2013 | 774 | ' | ' |
Acquisitions – 2014 | 0 | ' | ' |
Net balance – March 31, 2014 | $774 | ' | ' |
Acquisitions_Goodwill_And_Othe5
Acquisitions, Goodwill And Other Intangible Assets (Schedule Of Other Intangible Assets) (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2012 | Mar. 31, 2014 | Dec. 31, 2012 | Mar. 31, 2014 | Dec. 31, 2012 | Mar. 31, 2014 | Dec. 31, 2012 | Mar. 31, 2014 | Dec. 31, 2012 | Mar. 31, 2014 | Dec. 31, 2012 | Mar. 31, 2014 | Dec. 31, 2012 | Mar. 31, 2014 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | Minimum | Minimum | Minimum | Minimum | Minimum | Minimum | Minimum | Minimum | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | ||
Customer Relationships | Customer Relationships | Patents | Patents | Tradenames | Tradenames | Non-Compete Agreements | Non-Compete Agreements | Customer Relationships | Customer Relationships | Patents | Patents | Tradenames | Tradenames | Non-Compete Agreements | Non-Compete Agreements | |||
Finite-Lived Intangible Assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross Cost, Customer relationships | $58,460 | $50,105 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accumulated Amortization, Customer relationships | 22,825 | 21,999 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Balance, Customer relationships | 35,635 | 28,106 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross Cost, Patents | 46,805 | 41,651 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accumulated Amortization, Patents | 18,300 | 18,461 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Balance, Patents | 28,505 | 23,190 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross Cost, Tradenames | 6,273 | 7,959 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accumulated Amortization, Tradenames | 3,740 | 5,976 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Balance, Tradenames | 2,533 | 1,983 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross Cost, Non-compete agreements | 3,788 | 3,866 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accumulated Amortization, Non-compete agreements | 1,702 | 2,210 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Balance, Non-compete agreements | 2,086 | 1,656 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross Cost, Purchased research and development | 6,697 | 4,457 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross Cost, Other intangible assets | 122,023 | 108,038 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accumulated Amortization, Other intangible assets | 46,567 | 48,646 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Balance, Other intangible assets | $75,456 | $59,392 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated useful life in years | ' | ' | '6 years | '6 years | '3 years | '3 years | '3 years | '5 years | '3 years | '3 years | '16 years | '16 years | '19 years | '19 years | '15 years | '15 years | '6 years | '6 years |
Inventories_Schedule_Of_Invent
Inventories (Schedule Of Inventories) (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 |
In Thousands, unless otherwise specified | |||
Inventory Disclosure [Abstract] | ' | ' | ' |
Raw materials | $80,080 | $84,279 | $90,719 |
Work in process | 4,583 | 3,038 | 3,000 |
Finished goods | 14,354 | 13,894 | 16,488 |
Inventories, net | $99,017 | $101,211 | $110,207 |
Fixed_Assets_Schedule_Of_Fixed
Fixed Assets (Schedule Of Fixed Assets) (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 |
In Thousands, unless otherwise specified | |||
Property, Plant and Equipment [Abstract] | ' | ' | ' |
Fixed assets, at cost | $248,190 | $241,616 | $219,230 |
Less accumulated depreciation and amortization | 119,130 | 115,634 | 106,447 |
Fixed assets, net | $129,060 | $125,982 | $112,783 |
Accrued_Expenses_And_Other_Cur2
Accrued Expenses And Other Current Liabilities (Schedule Of Accrued Expenses And Other Current Liabilities) (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 |
In Thousands, unless otherwise specified | |||
Payables and Accruals [Abstract] | ' | ' | ' |
Employee compensation and benefits | $19,820 | $18,583 | $16,288 |
Current portion of accrued warranty | 12,018 | 11,731 | 9,802 |
Sales rebates | 6,021 | 4,773 | 5,959 |
Current portion of contingent consideration related to acquisitions | 2,656 | 3,462 | 5,412 |
Other | 15,672 | 8,873 | 11,865 |
Accrued expenses and other current liabilities | $56,187 | $47,422 | $49,326 |
Accrued_Expenses_And_Other_Cur3
Accrued Expenses And Other Current Liabilities (Schedule Of Reconciliation Of The Activity Related To Accrued Warranty) (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 |
Payables and Accruals [Abstract] | ' | ' | ' |
Balance at beginning of period | $17,325 | $12,729 | ' |
Provision for warranty expense | 2,402 | 3,499 | ' |
Warranty liability from acquired businesses | 75 | 0 | ' |
Warranty costs paid | -1,945 | -2,284 | ' |
Total accrued warranty | 17,857 | 13,944 | ' |
Less long-term portion | 5,839 | 4,142 | ' |
Current accrued warranty | $12,018 | $9,802 | $11,731 |
LongTerm_Indebtedness_Details
Long-Term Indebtedness (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2014 | Feb. 24, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Feb. 24, 2014 | Feb. 24, 2011 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 |
Line of Credit | Line of Credit | Line of Credit | JPMorgan Chase Bank And Wells Fargo Bank | JPMorgan Chase Bank And Wells Fargo Bank | JPMorgan Chase Bank And Wells Fargo Bank | JPMorgan Chase Bank And Wells Fargo Bank | JPMorgan Chase Bank And Wells Fargo Bank | JPMorgan Chase Bank And Wells Fargo Bank | JPMorgan Chase Bank And Wells Fargo Bank | JPMorgan Chase Bank And Wells Fargo Bank | JPMorgan Chase Bank And Wells Fargo Bank | Prudential Investment Management Inc | Prudential Investment Management Inc | |||||
Line of Credit | Line of Credit | Line of Credit | Line of Credit | Line of Credit | Line of Credit | Line of Credit | Line of Credit | Line of Credit | Line of Credit | Line of Credit | ||||||||
Maximum | Prime Rate | Prime Rate | LIBOR Plus | LIBOR Plus | LIBOR Plus | Maximum | ||||||||||||
Minimum | Minimum | Maximum | ||||||||||||||||
Line of Credit Facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term Debt, Gross | ' | $0 | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Amount Outstanding | ' | ' | ' | ' | 10,000,000 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' |
Debt Instrument, Interest Rate During Period | ' | ' | ' | ' | 1.90% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowings under line of credit | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | 75,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Potential increase in line of credit borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | 1.00% | 0.75% | 1.75% | 1.75% | 2.00% | ' | ' |
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Minimum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.50% | ' | ' | ' | ' | ' | ' |
Letter of credit | ' | ' | ' | ' | ' | ' | ' | 2,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Remaining availability under the facilities | ' | ' | ' | ' | 212,800,000 | ' | ' | 62,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | 150,000,000 | ' |
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 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash and cash equivalents | $6,132,000 | $66,280,000 | $4,035,000 | $9,939,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments_And_Contingencies_1
Commitments And Contingencies (Narrative) (Details) (USD $) | 3 Months Ended | 1 Months Ended | ||
In Millions, unless otherwise specified | Mar. 31, 2014 | Jan. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 |
Goshen, Indiana | South Bend, Indiana | Sublease | ||
Manufacturing Facility | Warehouse and Distribution Facility | South Bend, Indiana | ||
sqft | sqft | Warehouse and Distribution Facility | ||
sqft | ||||
Property Subject to or Available for Operating Lease [Line Items] | ' | ' | ' | ' |
Operating lease term | ' | '9 years | '12 years | '5 years |
Aggregate minimum lease payments | ' | $6.10 | ' | ' |
Annual lease payments | ' | ' | 1 | ' |
Facility square footage | ' | 366,000 | 539,000 | 238,000 |
Annual sublease payments, receivable | ' | ' | $0.70 | ' |
Percentage of weighted average cost of capital | 15.40% | ' | ' | ' |
Commitments_And_Contingencies_2
Commitments And Contingencies (Reconciliation Of Contingent Consideration Liability) (Details) (USD $) | 3 Months Ended | |||
Mar. 31, 2014 | Mar. 31, 2013 | |||
Business Combination, Contingent Consideration, Reconciliation of Change in Liability [Roll Forward] | ' | ' | ||
Balance at beginning of period | $7,414,000 | $11,519,000 | ||
Acquisitions | 1,455,000 | 0 | ||
Payments | -1,098,000 | -875,000 | ||
Accretion | 261,000 | [1] | 392,000 | [1] |
Fair value adjustments | 410,000 | [1] | -148,000 | [1] |
Balance at end of period | 8,442,000 | [2] | 10,888,000 | [2] |
Less current portion in accrued expenses and other current liabilities | -2,656,000 | -5,412,000 | ||
Total long-term portion in other long-term liabilities | 5,786,000 | 5,476,000 | ||
Contingent consideration, total remaining estimated payments | $12,200,000 | ' | ||
[1] | Recorded in selling, general and administrative expense in the Condensed Consolidated Statements of Income | |||
[2] | Amounts represent the fair value of estimated remaining payments. The total estimated remaining payments as of March 31, 2014 are $12.2 million. The liability for contingent consideration expires at various dates through September 2029. Certain of the products subject to contingent consideration have a remaining maximum contingent consideration while the remaining products have no maximum contingent consideration. |
Stockholders_Equity_Narrative_
Stockholders' Equity (Narrative) (Details) (USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended | |||
Jan. 06, 2014 | Mar. 31, 2014 | Mar. 31, 2013 | Jan. 06, 2014 | Jan. 06, 2014 | 22-May-14 | |
Common Stock | Deferred Stock Units, Restricted Stock and Stock Awards | Scenario, Forecast | ||||
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 | ' | 322,542 | 337,295 | ' | ' | ' |
Special cash dividend (in usd per share) | $2 | ' | ' | ' | ' | ' |
Payments of special dividends | ' | ' | ' | $46,700,000 | ' | ' |
Special dividend, stock per share or unit | 2 | ' | ' | ' | ' | ' |
Special dividend, aggregate value | ' | ' | ' | ' | 1,800,000 | ' |
Reduction in exercise price for all outstanding stock options | $2 | ' | ' | ' | ' | ' |
Deferred stock units issued to executive officers | ' | 43,188 | ' | ' | ' | ' |
Deferred stock units issued to executive officers, exercise price | ' | $45.98 | ' | ' | ' | ' |
Deferred stock units issued to executive officers, aggregate fair value | ' | $2,000,000 | ' | ' | ' | ' |
Increase in shares authorized | ' | ' | ' | ' | ' | 1,678,632 |
Stockholders_Equity_Summary_Of
Stockholders' Equity (Summary Of Common Stock Information) (Details) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 |
In Thousands, unless otherwise specified | |||
Stockholders' Equity Note [Abstract] | ' | ' | ' |
Common stock authorized | 30,000 | 30,000 | 30,000 |
Common stock issued | 26,309 | 26,058 | 25,594 |
Treasury stock | 2,684 | 2,684 | 2,684 |
Stockholders_Equity_Schedule_O
Stockholders' Equity (Schedule Of Computation Of Basic And Diluted Earnings Per Share) (Details) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Stockholders' Equity Note [Abstract] | ' | ' |
Weighted average shares outstanding for basic earnings per share (in shares) | 23,774 | 23,017 |
Common stock equivalents pertaining to stock options and deferred stock units | 414 | 438 |
Weighted average shares outstanding for diluted earnings per share (in shares) | 24,188 | 23,455 |
Fair_Value_Measurements_Narrat
Fair Value Measurements (Narrative) (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ' | ' | ' |
Percentage of deferred compensation invested in life insurance contracts | 65.00% | ' | ' |
Number of years long-term sales growth forecasted over | '3 years | ' | ' |
Average long-term sales growth forecast, over next 4 years, percent per year | 20.00% | ' | ' |
Fixed assets, net | $129,060 | $125,982 | $112,783 |
Vacant Owned Facilities | ' | ' | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ' | ' | ' |
Number Of Vacant Owned Facilities | 3 | ' | ' |
Number Of Vacant Owned Facilities Sold | 1 | ' | ' |
Number Of Properties Classified As Fixed Assets | 2 | ' | 4 |
Estimated combined fair value | 3,100 | ' | 14,200 |
Fixed assets, net | $2,700 | ' | $5,200 |
Number Of Vacant Facilities Owned Not Exceeding Carrying Value | ' | ' | 4 |
Fair_Value_Measurements_Assets
Fair Value Measurements (Assets And Liabilities Measured At Fair Value On A Recurring Basis) (Details) (Recurring, USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Assets | ' | ' |
Deferred compensation | $6,878 | $6,535 |
Total Assets | 6,878 | 6,535 |
Liabilities | ' | ' |
Contingent consideration | 8,442 | 7,414 |
Deferred compensation | 10,711 | 9,673 |
Total Liabilities | 19,153 | 17,087 |
Level 1 | ' | ' |
Assets | ' | ' |
Deferred compensation | 6,878 | 6,535 |
Total Assets | 6,878 | 6,535 |
Liabilities | ' | ' |
Contingent consideration | 0 | 0 |
Deferred compensation | 10,711 | 9,673 |
Total Liabilities | 10,711 | 9,673 |
Level 2 | ' | ' |
Assets | ' | ' |
Deferred compensation | 0 | 0 |
Total Assets | 0 | 0 |
Liabilities | ' | ' |
Contingent consideration | 0 | 0 |
Deferred compensation | 0 | 0 |
Total Liabilities | 0 | 0 |
Level 3 | ' | ' |
Assets | ' | ' |
Deferred compensation | 0 | 0 |
Total Assets | 0 | 0 |
Liabilities | ' | ' |
Contingent consideration | 8,442 | 7,414 |
Deferred compensation | 0 | 0 |
Total Liabilities | $8,442 | $7,414 |
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 $) | Mar. 31, 2014 | Mar. 31, 2013 |
In Thousands, unless otherwise specified | ||
Assets | ' | ' |
Assets, Carrying Value | $24,933 | $5,225 |
Assets, Non-Recurring Losses | 0 | 0 |
Vacant Owned Facilities | ' | ' |
Assets | ' | ' |
Assets, Carrying Value | 2,727 | 5,225 |
Assets, Non-Recurring Losses | 0 | 0 |
Net Assets Of Acquired Businesses | ' | ' |
Assets | ' | ' |
Assets, Carrying Value | 22,206 | 0 |
Assets, Non-Recurring Losses | $0 | $0 |