Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 26, 2020 | Oct. 30, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 26, 2020 | |
Document Transition Report | false | |
Entity File Number | 1-9973 | |
Entity Registrant Name | THE MIDDLEBY CORPORATION | |
Entity Central Index Key | 0000769520 | |
Current Fiscal Year End Date | --01-02 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 36-3352497 | |
Entity Address, Address Line One | 1400 Toastmaster Drive, | |
Entity Address, City or Town | Elgin, | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60120 | |
City Area Code | (847) | |
Local Phone Number | 741-3300 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | MIDD | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 55,612,255 | |
Entity Small Business | false | |
Entity Emerging Growth Company | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 26, 2020 | Dec. 28, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 220,310 | $ 94,500 |
Accounts receivable, net of reserve for doubtful accounts of $20,237 and $14,886 | 381,273 | 447,612 |
Accounts receivable, reserve for doubtful accounts | 20,237 | 14,886 |
Inventories, net | 557,512 | 585,699 |
Prepaid expenses and other | 67,261 | 61,224 |
Prepaid Taxes | 14,826 | 20,161 |
Total current assets | 1,241,182 | 1,209,196 |
Property, plant and equipment, net of accumulated depreciation of $223,844 and $197,629 | 343,860 | 352,145 |
Property, plant and equipment, accumulated depreciation | 223,844 | 197,629 |
Goodwill | 1,855,361 | 1,849,747 |
Other intangibles | 1,420,600 | 1,443,381 |
Finite-Lived Intangible Assets, Accumulated Amortization | 385,737 | 333,507 |
Long-term deferred tax assets | 35,115 | 36,932 |
Other assets | 124,066 | 110,742 |
Total assets | 5,020,184 | 5,002,143 |
Current liabilities: | ||
Current maturities of long-term debt | 23,152 | 2,894 |
Accounts payable | 152,262 | 173,693 |
Accrued expenses | 421,580 | 416,550 |
Total current liabilities | 596,994 | 593,137 |
Long-term debt | 1,808,973 | 1,870,246 |
Deferred Income Tax Liabilities, Net | 137,276 | 133,500 |
Liability, Defined Benefit Pension Plan, Noncurrent | 252,420 | 289,086 |
Other non-current liabilities | 193,199 | 169,360 |
Stockholders' equity: | ||
Preferred stock, $0.01 par value; nonvoting; 2,000,000 shares authorized; none issued | $ 0 | 0 |
Preferred stock, par value (in usd per share) | $ 0.01 | |
Preferred stock, shares authorized | 2,000,000,000 | |
Preferred stock, shares issued | 0 | |
Common stock, $0.01 par value; 63,558,226 and 63,129,775 shares issued in 2020 and 2019, respectively | $ 146 | $ 145 |
Common Stock, Par or Stated Value Per Share | $ 0.01 | |
Common stock, shares issued | 63,558,226 | 63,129,775 |
Paid-in capital | $ 415,952 | $ 387,402 |
Treasury stock, at cost; 7,945,527 and 6,940,089 shares in 2020 and 2019 | $ (528,506) | $ (451,262) |
Treasury stock, shares | 7,945,527 | 6,940,089 |
Retained earnings | $ 2,516,919 | $ 2,361,462 |
Accumulated other comprehensive loss | (373,189) | (350,933) |
Total stockholders' equity | 2,031,322 | 1,946,814 |
Total liabilities and stockholders' equity | $ 5,020,184 | $ 5,002,143 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 26, 2020 | Sep. 28, 2019 | ||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 634,525 | $ 724,014 | $ 1,783,961 | $ 2,171,820 | |
Cost of sales | 411,776 | 453,986 | 1,157,896 | 1,358,001 | |
Gross profit | 222,749 | 270,028 | 626,065 | 813,819 | |
Selling, General and Administrative Expense | 128,814 | 144,460 | 384,580 | 445,000 | |
Restructuring Charges | 7,263 | 4,223 | 10,281 | 6,806 | |
Income from operations | [1],[2] | 86,672 | 121,345 | 231,204 | 362,013 |
Net interest expense and deferred financing amortization, net | 18,418 | 20,846 | 55,881 | 63,334 | |
Net periodic pension benefit (other than service costs) | (10,149) | (7,175) | (30,004) | (22,233) | |
Other (income) expense, net | (294) | 1,444 | 3,414 | (489) | |
Earnings before income taxes | 78,697 | 106,230 | 201,913 | 321,401 | |
Provision for income taxes | 18,181 | 24,210 | 46,456 | 78,158 | |
Net earnings | $ 60,516 | $ 82,020 | $ 155,457 | $ 243,243 | |
Net earnings per share: | |||||
Earnings Per Share, Basic | $ 1.10 | $ 1.47 | $ 2.82 | $ 4.37 | |
Earnings Per Share, Diluted | $ 1.10 | $ 1.47 | $ 2.82 | $ 4.37 | |
Weighted average number of shares | |||||
Basic (in shares) | 54,982,000 | 55,663,000 | 55,104,000 | 55,641,000 | |
Dilutive common stock equivalents (in shares) | 118,000 | 0 | 48,000 | 0 | |
Diluted (in shares) | 55,100,000 | 55,663,000 | 55,152,000 | 55,641,000 | |
Comprehensive income | $ 82,887 | $ 55,915 | $ 133,201 | $ 191,876 | |
[1] | Non-operating expenses are not allocated to the operating segments. Non-operating expenses consist of interest expense and deferred financing amortization, foreign exchange gains and losses and other income and expense items outside of income from operations. | ||||
[2] | Restructuring expenses are allocated in operating income by segment. See note 16 for further details. |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY Statement - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Common StockCumulative Effect, Period of Adoption, Adjustment | Paid-in Capital | Paid-in CapitalCumulative Effect, Period of Adoption, Adjustment | Treasury Stock | Treasury StockCumulative Effect, Period of Adoption, Adjustment | Retained Earnings | Retained EarningsCumulative Effect, Period of Adoption, Adjustment | [1] | Accumulated Other Comprehensive Income (loss) | Accumulated Other Comprehensive Income (loss)Cumulative Effect, Period of Adoption, Adjustment | [1] |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Adoption of ASU 2017-12 (1) | $ 100 | |||||||||||||
Adoption of ASU 2017-12 (1) | Accounting Standards Update 2017-12 | $ 0 | $ 0 | $ 0 | $ 0 | $ (11) | $ 11 | ||||||||
Balance, Beginning at Dec. 29, 2018 | $ 1,665,203 | $ 145 | $ 377,419 | $ (445,118) | $ 2,009,233 | $ (276,476) | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Net earnings | 243,243 | 0 | 0 | 0 | 243,243 | 0 | ||||||||
Currency translation adjustment | (27,190) | 0 | 0 | 0 | 0 | (27,190) | ||||||||
Change in unrecognized pension benefit costs, net of tax | 4,966 | 0 | 0 | 0 | 0 | 4,966 | ||||||||
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment, Tax | 955 | |||||||||||||
Unrealized gain on interest rate swaps, net of tax | (29,143) | |||||||||||||
Unrealized gain on interest rate swaps, net of tax | Accounting Standards Update 2017-12 | (29,154) | 0 | 0 | 0 | 0 | (29,154) | ||||||||
Unrealized (loss) gain on interest rate swap, tax | (9,890) | |||||||||||||
Stock compensation | 3,257 | 0 | 3,257 | 0 | 0 | 0 | ||||||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | 1,850 | 0 | 1,850 | 0 | 0 | 0 | ||||||||
Purchase of treasury stock | (6,144) | 0 | 0 | (6,144) | 0 | 0 | ||||||||
Balance, Ending at Sep. 28, 2019 | 1,856,031 | 145 | 382,526 | (451,262) | 2,252,465 | (327,843) | ||||||||
Balance, Beginning at Jun. 29, 2019 | 1,798,251 | 145 | 380,603 | (451,204) | 2,170,445 | (301,738) | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Net earnings | 82,020 | 0 | 0 | 0 | 82,020 | 0 | ||||||||
Currency translation adjustment | (25,428) | 0 | 0 | 0 | 0 | (25,428) | ||||||||
Change in unrecognized pension benefit costs, net of tax | 4,975 | 0 | 0 | 0 | 0 | 4,975 | ||||||||
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment, Tax | 1,026 | |||||||||||||
Unrealized gain on interest rate swaps, net of tax | (5,652) | 0 | 0 | 0 | 0 | (5,652) | ||||||||
Unrealized (loss) gain on interest rate swap, tax | (1,867) | |||||||||||||
Stock compensation | 1,923 | 0 | 1,923 | 0 | 0 | 0 | ||||||||
Purchase of treasury stock | (58) | 0 | 0 | (58) | 0 | 0 | ||||||||
Balance, Ending at Sep. 28, 2019 | 1,856,031 | 145 | 382,526 | (451,262) | 2,252,465 | (327,843) | ||||||||
Balance, Beginning at Dec. 28, 2019 | 1,946,814 | 145 | 387,402 | (451,262) | 2,361,462 | (350,933) | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Net earnings | 155,457 | 0 | 0 | 0 | 155,457 | 0 | ||||||||
Currency translation adjustment | (3,213) | 0 | 0 | 0 | 0 | (3,213) | ||||||||
Change in unrecognized pension benefit costs, net of tax | 6,184 | 0 | 0 | 0 | 0 | 6,184 | ||||||||
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment, Tax | 1,308 | |||||||||||||
Unrealized gain on interest rate swaps, net of tax | (25,227) | 0 | 0 | 0 | 0 | (25,227) | ||||||||
Unrealized (loss) gain on interest rate swap, tax | (9,303) | |||||||||||||
Stock compensation | 14,422 | 0 | 14,422 | 0 | 0 | 0 | ||||||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | 13,822 | 1 | 13,821 | 0 | 0 | 0 | ||||||||
Purchase of treasury stock | (77,244) | 0 | 0 | (77,244) | 0 | 0 | ||||||||
Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt | 307 | 0 | 307 | 0 | 0 | 0 | ||||||||
Balance, Ending at Sep. 26, 2020 | 2,031,322 | 146 | 415,952 | (528,506) | 2,516,919 | (373,189) | ||||||||
Balance, Beginning at Jun. 27, 2020 | 1,939,517 | 145 | 406,640 | (528,111) | 2,456,403 | (395,560) | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Net earnings | 60,516 | 0 | 0 | 0 | 60,516 | 0 | ||||||||
Currency translation adjustment | 25,851 | 0 | 0 | 0 | 0 | 25,851 | ||||||||
Change in unrecognized pension benefit costs, net of tax | (6,133) | 0 | 0 | 0 | 0 | (6,133) | ||||||||
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment, Tax | (1,283) | |||||||||||||
Unrealized gain on interest rate swaps, net of tax | 2,653 | 0 | 0 | 0 | 0 | 2,653 | ||||||||
Unrealized (loss) gain on interest rate swap, tax | 960 | |||||||||||||
Stock compensation | 5,300 | 0 | 5,300 | 0 | 0 | 0 | ||||||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | 3,706 | 1 | 3,705 | 0 | 0 | 0 | ||||||||
Purchase of treasury stock | (395) | 0 | 0 | (395) | 0 | 0 | ||||||||
Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt | 307 | 0 | 307 | 0 | 0 | 0 | ||||||||
Balance, Ending at Sep. 26, 2020 | $ 2,031,322 | $ 146 | $ 415,952 | $ (528,506) | $ 2,516,919 | $ (373,189) | ||||||||
[1] | As of December 30, 2018, the company adopted ASU No. 2017-12, "Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities" using the modified retrospective method. The adoption of this guidance resulted in the recognition of less than $0.1 million as an adjustment to the opening balance of retained earnings. |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 26, 2020 | Sep. 28, 2019 | |
Cash flows from operating activities-- | ||
Net earnings | $ 155,457 | $ 243,243 |
Adjustments to reconcile net earnings to net cash provided by operating activities-- | ||
Depreciation and amortization expense | 81,594 | 77,272 |
Amortization of discount and issuance costs on convertible notes | 2,130 | 0 |
Non-cash share-based compensation | 14,422 | 3,257 |
Deferred income taxes | 11,696 | 9,931 |
Net periodic pension benefit (other than service costs) | (30,004) | (22,233) |
Changes in assets and liabilities, net of acquisitions | ||
Accounts receivable, net | 69,176 | (1,116) |
Inventories, net | 43,188 | (65,864) |
Prepaid expenses and other assets | 16,576 | 1,903 |
Accounts payable | (28,171) | (17,659) |
Accrued expenses and other liabilities | (19,882) | 1,010 |
Net cash provided by operating activities | 316,182 | 229,744 |
Cash flows from investing activities-- | ||
Additions to property and equipment | (29,776) | (33,819) |
Proceeds from Sale of Property, Plant, and Equipment | 9,381 | 0 |
Acquisitions, net of cash acquired | (33,144) | (238,974) |
Net cash (used in) investing activities | (53,539) | (272,793) |
Cash flows from financing activities-- | ||
Proceeds under Credit Facility | 2,547,305 | 444,451 |
Repayments under Credit Facility | 3,217,507 | 375,188 |
Proceeds from issuance of convertible notes, net of issuance costs | 729,933 | 0 |
Premiums paid for capped call | (104,650) | 0 |
Net proceeds under international credit facilities | 2,033 | 319 |
Net repayments under other debt arrangement | (34) | (175) |
Payments of deferred purchase price | (3,700) | (1,648) |
Repurchase of treasury stock | (77,244) | (6,144) |
Payments of Debt Issuance Costs | 10,974 | 0 |
Net cash (used in) provided by financing activities | (134,838) | 61,615 |
Effect of exchange rates on cash and cash equivalents | (1,995) | (3,086) |
Changes in cash and cash equivalents-- | ||
Net (decrease) increase in cash and cash equivalents | 125,810 | 15,480 |
Cash and cash equivalents at beginning of year | 94,500 | 71,701 |
Cash and cash equivalents at end of quarter | 220,310 | 87,181 |
Stock issuance related to acquisition | $ 3,706 | $ 0 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 26, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies a) Basis of Presentation The condensed consolidated financial statements have been prepared by The Middleby Corporation (the "company" or “Middleby”), pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The financial statements are unaudited and certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the company believes that the disclosures are adequate to make the information not misleading. These financial statements should be read in conjunction with the financial statements and related notes contained in the company's 2019 Form 10-K. The company’s interim results are not necessarily indicative of future full year results for the fiscal year 2020. In the opinion of management, the financial statements contain all adjustments, which are normal and recurring in nature, necessary to present fairly the financial position of the company as of September 26, 2020 and December 28, 2019, the results of operations for the three and nine months ended September 26, 2020 and September 28, 2019, cash flows for the nine months ended September 26, 2020 and September 28, 2019 and statement of stockholders' equity for the three and nine months ended September 26, 2020 and September 28, 2019. Certain prior year amounts have been reclassified to be consistent with current year presentation, including classifying the non-operating components of pension benefit as an individual adjustment within the operating activities on the Consolidated Statements of Cash Flows. Previously the amounts were reported as changes in accrued expenses and other liabilities. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses. Significant estimates and assumptions are used for, but are not limited to, allowances for doubtful accounts, reserves for excess and obsolete inventories, long-lived and intangible assets, warranty reserves, insurance reserves, income tax reserves, non-cash share-based compensation and post-retirement obligations. Actual results could differ from the company's estimates. b) Non-Cash Share-Based Compensation The company estimates the fair value of market-based stock awards and stock options at the time of grant and recognizes compensation cost over the vesting period of the awards and options. Non-cash share-based compensation expense was $5.3 million and $2.0 million for the three months period ended September 26, 2020 and September 28, 2019, respectively. Non-cash share-based compensation expense was $14.4 million and $3.3 million for the nine months period ended September 26, 2020 and September 28, 2019, respectively. c) Income Taxes A tax provision of $18.2 million, at an effective rate of 23.1% was recorded during the three months period ended September 26, 2020, as compared to a $24.2 million tax provision at an effective rate of 22.8% in the prior year period. A tax provision of $46.5 million, at an effective rate of 23.0%, was recorded during the nine months period ended September 26, 2020, as compared to a $78.2 million tax provision at a 24.3% effective rate in the prior year period. The effective tax rates in 2020 and 2019 are higher than the federal tax rate of 21% primarily due to state taxes. The effective tax rate for the nine months period ended September 26, 2020 is lower than the comparable prior year rate primarily due to a reduction in non-deductible costs. d) Fair Value Measures Accounting Standards Codification ("ASC") 820 "Fair Value Measurements and Disclosures" defines fair value as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 establishes a fair value hierarchy, which prioritizes the inputs used in measuring fair value into the following levels: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs, other than quoted prices in active markets, that are observable either directly or indirectly. Level 3 – Unobservable inputs based the company's own assumptions. The company’s financial assets and liabilities that are measured at fair value and are categorized using the fair value hierarchy are as follows (in thousands): Fair Value Fair Value Fair Value Total As of September 26, 2020 Financial Liabilities: Interest rate swaps $ — $ 57,820 $ — $ 57,820 Contingent consideration $ — $ — $ 10,542 $ 10,542 Foreign exchange derivative contracts — 171 — $ 171 As of December 28, 2019 Financial Assets: Interest rate swaps $ — $ 1,830 $ — $ 1,830 Financial Liabilities: Interest rate swaps $ — $ 25,120 $ — $ 25,120 Contingent consideration $ — $ — $ 6,697 $ 6,697 Foreign exchange derivative contracts $ — $ 901 $ — $ 901 The contingent consideration as of September 26, 2020 and December 28, 2019, relates to the earnout provisions recorded in conjunction with various purchase agreements. The earnout provisions associated with these acquisitions are based upon performance measurements related to sales and earnings, as defined in the respective purchase agreement. On a quarterly basis, the company assesses the projected results for each acquired business in comparison to the earnout targets and adjusts the liability accordingly. e) Consolidated Statements of Cash Flows Cash paid for interest was $51.1 million and $61.7 million for the nine months ended September 26, 2020 and September 28, 2019, respectively. Cash payments totaling $28.0 million and $65.7 million were made for income taxes for the nine months ended September 26, 2020 and September 28, 2019, respectively. |
Acquisitions and Purchase Accou
Acquisitions and Purchase Accounting | 9 Months Ended |
Sep. 26, 2020 | |
Business Combinations [Abstract] | |
Business Combination Disclosure | Acquisitions and Purchase Accounting The company operates in a highly fragmented industry and has completed numerous acquisitions over the past several years as a component of its growth strategy. The company has acquired industry leading brands and technologies to position itself as a leader in the commercial foodservice equipment, food processing equipment and residential kitchen equipment industries. The company has accounted for all business combinations using the acquisition method to record a new cost basis for the assets acquired and liabilities assumed. The difference between the purchase price and the fair value of the assets acquired and liabilities assumed has been recorded as goodwill in the financial statements. The company also recognizes identifiable intangible assets, primarily trade names and customer relationships, at their fair value using a discounted cash flow model. The significant assumptions used to estimate the value of the intangible assets include revenue growth rates, projected profit margins, discount rates, royalty rates, and customer attrition rates. These significant assumptions are forward-looking and could be affected by future economic and market conditions. The results of operations are reflected in the consolidated financial statements of the company from the dates of acquisition. The following represents the company's significant acquisitions in 2020 and 2019 as well as summarized information on various acquisitions that were not individually material. The company also made smaller acquisitions not presented below which are individually and collectively immaterial. Cooking Solutions Group On April 1, 2019, the company completed its acquisition of all of the capital stock of Cooking Solutions Group, Inc. ("Cooking Solutions Group") from Standex International Corporation, which consists of the brands APW Wyott, Bakers Pride, BKI and Ultrafryer with locations in Texas, South Carolina and Mexico for a purchase price of approximately $106.1 million, net of cash acquired. During the third quarter of 2019, the company finalized the working capital provision provided for by the purchase agreement resulting in a payment due to the sellers of $0.1 million. The final allocation of consideration paid for the Cooking Solutions Group acquisition is summarized as follows (in thousands): (as initially Measurement (as adjusted) Cash $ 843 $ — $ 843 Current assets 33,666 (1,625) 32,041 Property, plant and equipment 15,959 (58) 15,901 Goodwill 31,207 6,330 37,537 Other intangibles 53,450 (5,850) 47,600 Other assets — 1,470 1,470 Current liabilities (15,130) (1,583) (16,713) Long-term deferred tax liability (13,082) 2,553 (10,529) Other non-current liabilities — (1,163) (1,163) Net assets acquired and liabilities assumed $ 106,913 $ 74 $ 106,987 The long-term deferred tax liability amounted to $10.5 million. The net deferred tax liability is comprised of $11.6 million of deferred tax liability related to the difference between the book and tax basis on identifiable intangible asset and liability accounts and $1.1 million of deferred tax asset related to the difference between the book and tax basis on identifiable tangible assets and liability accounts. The goodwill and $24.7 million of other intangibles associated with the trade name are subject to the non-amortization provisions of ASC 350. Other intangibles also include $22.5 million allocated to customer relationships and $0.4 million allocated to backlog, which are being amortized over periods of 9 years and 3 months, respectively. Goodwill and other intangibles of Cooking Solutions Group are allocated to the Commercial Foodservice Equipment Group for segment reporting purposes. These assets are not expected to be deductible for tax purposes. Other 2019 Acquisitions During 2019, the company completed various other acquisitions that were not individually material. The estimated fair values of assets acquired and liabilities assumed are based on the information that was available as of the acquisition dates for the other 2019 acquisitions and are summarized as follows (in thousands): Preliminary Opening Balance Sheet Preliminary Measurement Adjusted Opening Balance Sheet Cash $ 2,683 $ (10) $ 2,673 Current assets 21,525 1,016 22,541 Property, plant and equipment 8,920 (166) 8,754 Goodwill 99,838 (11,213) 88,625 Other intangibles 64,019 11,363 75,382 Long-term deferred tax asset 1,288 1,428 2,716 Other assets 137 854 991 Current liabilities (20,437) (348) (20,785) Other non-current liabilities (6,170) (4,129) (10,299) Consideration paid at closing $ 171,803 $ (1,205) $ 170,598 Deferred payments 2,404 — 2,404 Contingent consideration 4,258 3,600 7,858 Net assets acquired and liabilities assumed $ 178,465 $ 2,395 $ 180,860 The long-term deferred tax asset amounted to $2.7 million. The net deferred tax asset is comprised of $2.9 million of deferred tax asset related to tax loss carryforwards, $1.0 million of deferred tax liability related to the difference between the book and tax basis of identifiable intangible assets and $0.8 million of deferred tax asset related to the difference between the book and tax basis on identifiable tangible asset and liability accounts. The goodwill and $33.8 million of other intangibles associated with the trade names are subject to the non-amortization provisions of ASC 350. Other intangibles also include $27.9 million allocated to customer relationships, $12.3 million allocated to developed technology and $1.4 million allocated to backlog, which are being amortized over periods of 5 to 10 years, 5 to 12 years, and 3 months, respectively. Goodwill of $42.6 million and other intangibles of $35.5 million of the companies are allocated to the Commercial Foodservice Equipment Group for segment reporting purposes. Goodwill of $34.9 million and other intangibles of $30.1 million are allocated to the Food Processing Equipment Group for segment reporting purposes. Goodwill of $11.2 million and other intangibles of $9.8 million are allocated to the Residential Kitchen Equipment Group for segment reporting purposes. Of these assets, goodwill of $77.8 million and intangibles of $64.8 million are expected to be deductible for tax purposes. Two purchase agreements include deferred payments and earnout provisions providing for contingent payments due to the sellers to the extent certain financial targets are exceeded. The deferred payments are payable between 2020 and 2022. The contractual obligations associated with the deferred payments on the acquisition dates amount to $2.4 million. The earnouts are payable between 2021 and 2030, if the companies exceed certain sales and earnings targets. The contractual obligations associated with the contingent earnout provisions recognized on the acquisition dates amount to $7.9 million. The company believes that information gathered to date provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed, but the company is waiting for additional information necessary to finalize those fair values for various 2019 acquisitions. Thus, the provisional measurements of fair value set forth above are subject to change. The company expects to complete the purchase price allocations during 2020. 2020 Acquisitions As of September 26, 2020, the company has completed various acquisitions that were not individually material. The following estimated fair values of assets acquired and liabilities assumed are based on the information that was available as of the acquisition dates for the acquisitions and are summarized as follows (in thousands): Preliminary Opening Balance Sheet Preliminary Measurement Adjusted Opening Balance Sheet Cash $ 2,347 $ — $ 2,347 Current assets 31,089 (12,908) 18,181 Property, plant and equipment 1,032 (241) 791 Goodwill 12,776 672 13,448 Other intangibles 16,484 — 16,484 Other assets 1,708 — 1,708 Current liabilities (30,005) 12,477 (17,528) Other non-current liabilities (3,070) — (3,070) Consideration paid at closing $ 32,361 $ — $ 32,361 Deferred payments 1,250 — 1,250 Contingent consideration 1,774 — 1,774 Net assets acquired and liabilities assumed $ 35,385 $ — $ 35,385 The goodwill and $9.0 million of other intangibles associated with the trade names are subject to the non-amortization provisions of ASC 350. Other intangibles also include $5.3 million allocated to customer relationships, $0.2 million allocated to developed technology and $2.0 million allocated to backlog, which are being amortized over periods of 7 years, 7 years, and 9 months, respectively. Goodwill of $13.4 million and other intangibles of $16.5 million of the companies are allocated to the Commercial Foodservice Equipment Group for segment reporting purposes and are expected to be deductible for tax purposes. One purchase agreement includes a deferred payment and earnout provision providing for contingent payments due to the sellers to the extent certain financial targets are exceeded. The deferred payment is payable during 2020. The contractual obligation associated with the deferred payments on the acquisition date is $1.3 million. The earnout is payable in 2023, if the company exceeds certain sales and earnings targets. The contractual obligation associated with the contingent earnout provision recognized on the acquisition date is $1.8 million. The company believes that information gathered to date provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed, but the company is waiting for additional information necessary to finalize those fair values for substantially all 2020 acquisitions to date. Thus, the provisional measurements of fair value set forth above are subject to change. The company expects to complete the purchase price allocation as soon as practicable but no later than one year from the acquisition date. Pro Forma Financial Information In accordance with ASC 805 Business Combinations , the following unaudited pro forma results of operations for the nine months ended September 26, 2020 and September 28, 2019, assumes the 2019 and 2020 acquisitions described above were completed on December 30, 2018 (first day of fiscal year 2019). The following pro forma results include adjustments to reflect amortization of intangibles associated with the acquisition and the effects of adjustments made to the carrying value of certain assets (in thousands, except per share data): Nine Months Ended September 26, 2020 September 28, 2019 Net sales $ 1,786,481 $ 2,262,959 Net earnings 158,115 231,068 Net earnings per share: Basic $ 2.87 $ 4.15 Diluted $ 2.87 $ 4.15 The historical consolidated financial information of the Company and the acquisitions have been adjusted in the pro forma information to give effect to pro forma events that are (1) directly attributable to the transactions, (2) factually supportable and (3) expected to have a continuing impact on the combined results. Pro forma data may not be indicative of the results that would have been obtained had these acquisitions occurred at the beginning of the periods presented, nor is it intended to be a projection of future results. Additionally, the pro forma financial information does not reflect the costs which the company has incurred or may incur to integrate the acquired businesses. |
Litigation Matters
Litigation Matters | 9 Months Ended |
Sep. 26, 2020 | |
Notes To Financial Statements [Abstract] | |
Litigation Matters | Litigation MattersFrom time to time, the company is subject to proceedings, lawsuits and other claims related to products, suppliers, employees, customers and competitors. The company maintains insurance to partially cover product liability, workers compensation, property and casualty, and general liability matters. The company is required to assess the likelihood of any adverse judgments or outcomes to these matters as well as potential ranges of probable losses. A determination of the amount of accrual required, if any, for these contingencies is made after assessment of each matter and the related insurance coverage. The required accrual may change in the future due to new developments or changes in approach such as a change in settlement strategy in dealing with these matters. The company does not believe that any pending litigation will have a material effect on its financial condition, results of operations or cash flows. |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 9 Months Ended |
Sep. 26, 2020 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Standards Accounting Pronouncements - Recently Adopted In June 2016, the FASB issued ASU 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”, and has since modified the standard with several ASUs (collectively, the “new credit loss standard”). The new credit loss standard requires a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions and reasonable and supportable forecasts that affect the collectability of the reported amount. The company adopted the new standard as of December 29, 2019 (first day of fiscal year 2020) using the modified retrospective approach. As a result of the company's assessment process on its receivables and contract assets portfolio, which is the only financial instrument in scope of this standard, the adoption of this guidance did not have a material impact on the company's Condensed Consolidated Financial Statements. In January 2017, the FASB issued ASU 2017-04, "Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment". The amendments in ASU-04 simplify the subsequent measurement of goodwill, by removing the second step of the goodwill impairment test. An entity will apply a one-step quantitative test and record the amount of goodwill impairment as the excess of a reporting unit's carrying amount over its fair value. The new guidance does not amend the optional qualitative assessment of goodwill impairment. The company adopted this guidance on December 29, 2019 on a prospective basis. The adoption of this guidance did not have an impact on the company's Condensed Consolidated Financial Statements. In August 2018, the FASB issued ASU 2018-13, "Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement". The amendments in ASU-13 remove, modify and add various disclosure requirements around fair value measurement in order to clarify and improve the cost-benefit nature of disclosures. The company adopted this guidance on December 29, 2019 on a prospective basis. The adoption of this guidance did not have an impact on the company's Condensed Consolidated Financial Statements. In August 2018, the FASB issued ASU 2018-15, "Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40)". The amendments in ASU-15 align the requirements for capitalizing implementation costs in a service contract hosting arrangement with those of developing or obtaining internal-use software. The company adopted this guidance on December 29, 2019 on a prospective basis. The adoption of this guidance did not have an impact on the company's Condensed Consolidated Financial Statements. Accounting Pronouncements - To be adopted In August 2018, the FASB issued ASU 2018-14, "Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20)". The amendments in ASU-14 remove, modify and add various disclosure requirements around the topic in order to clarify and improve the cost-benefit nature of disclosures. This guidance is effective for annual reporting periods, and interim periods within those reporting periods, beginning after December 15, 2020 with early adoption permitted. The amendments must be applied on a retrospective basis for all periods presented. The company is currently evaluating the impacts the adoption of this guidance will have on its Condensed Consolidated Financial Statements. In December 2019, the FASB issued ASU 2019-12, "Simplifying the Accounting for Income Taxes (Topic 740)", which removes certain exceptions related to the approach for intra-period tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. This guidance also clarifies and simplifies other areas of ASC 740. This guidance is effective for annual reporting periods, and interim periods within those reporting periods, beginning after December 15, 2020 with early adoption permitted. Certain amendments in this update must be applied on a prospective basis, certain amendments must be applied on a retrospective basis, and certain amendments must be applied on a modified retrospective basis through a cumulative-effect adjustment to retained earnings in the period of adoption. The company is currently evaluating the impacts the adoption of this guidance will have on its Condensed Consolidated Financial Statements. In March 2020, the FASB issued ASU 2020-04, "Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting". Subject to meeting certain criteria, ASU 2020-04 provides optional expedients and exceptions to applying contract modification accounting under existing generally accepted accounting principles, for contracts that are modified to address the expected phase out of the London Inter-bank Offered Rate (“LIBOR”) by the end of 2021. Some of the Company’s contracts with respect to its borrowings and interest rate swap contracts already contain comparable alternative reference rates that would automatically take effect upon the phasing out of LIBOR, while for others, the company anticipates negotiating comparable replacement rates with its counterparties. This guidance is effective for all entities from the beginning of an interim period that includes the issuance date of the ASU. An entity may elect to apply the amendments prospectively through December 31, 2022. The company is currently evaluating the impacts the adoption of this guidance will have on its Condensed Consolidated Financial Statements. In August 2020, the FASB issued ASU No. 2020-06, “Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging- Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity”, which simplifies the accounting for convertible instruments by eliminating the requirement to separate embedded conversion features from the host contract when the conversion features are not required to be accounted for as derivatives under Topic 815, Derivatives and Hedging, or that do not result in substantial premiums accounted for as paid-in capital. By removing the separation model, a convertible debt instrument will be reported as a single liability instrument with no separate accounting for embedded conversion features. This new standard also removes certain settlement conditions that are required for contracts to qualify for equity classification and simplifies the diluted earnings per share calculations by requiring that an entity use the if-converted method and that the effect of potential share settlement be included in diluted earnings per share calculations. This guidance is effective for annual reporting periods, and interim periods within those reporting periods, beginning after December 15, 2021 with early adoption permitted. Adoption is either a modified retrospective method or a fully retrospective. The company is currently evaluating early adoption and the impacts this guidance will have on its Condensed Consolidated Financial Statements. |
Revenue Recognition Revenue Rec
Revenue Recognition Revenue Recognition (Notes) | 9 Months Ended |
Sep. 26, 2020 | |
Revenue Recognition [Abstract] | |
Revenue from Contract with Customer [Text Block] | Revenue Recognition Disaggregation of Revenue The company disaggregates its net sales by reportable operating segment and geographical location as the company believes it best depicts how the nature, timing and uncertainty of its net sales and cash flows are affected by economic factors. In general, the Commercial Foodservice Equipment and Residential Foodservice Equipment Groups recognize revenue at the point in time control transfers to their customers based on contractual shipping terms. Revenue from equipment sold under the company's long-term contracts within the Food Processing Equipment group is recognized over time as the equipment is manufactured and assembled. The following table summarizes the company's net sales by reportable operating segment and geographical location (in thousands): Commercial Food Processing Residential Kitchen Total Three Months Ended September 26, 2020 United States and Canada $ 265,793 $ 82,126 $ 97,318 $ 445,237 Asia 39,864 4,711 1,875 46,450 Europe and Middle East 60,603 18,600 52,216 131,419 Latin America 4,963 5,211 1,245 11,419 Total $ 371,223 $ 110,648 $ 152,654 $ 634,525 Nine Months Ended September 26, 2020 United States and Canada $ 768,202 $ 227,770 $ 264,116 $ 1,260,088 Asia 104,936 18,460 3,753 127,149 Europe and Middle East 180,187 57,051 117,187 354,425 Latin America 28,522 13,196 581 42,299 Total $ 1,081,847 $ 316,477 $ 385,637 $ 1,783,961 Three Months Ended September 28, 2019 United States and Canada $ 346,616 $ 57,255 $ 86,859 $ 490,730 Asia 53,463 5,100 1,490 60,053 Europe and Middle East 82,244 21,125 44,395 147,764 Latin America 18,667 5,667 1,133 25,467 Total $ 500,990 $ 89,147 $ 133,877 $ 724,014 Nine Months Ended September 28, 2019 United States and Canada $ 1,004,609 $ 172,944 $ 270,689 $ 1,448,242 Asia 153,787 21,836 4,355 179,978 Europe and Middle East 258,102 67,624 142,016 467,742 Latin America 55,302 17,070 3,486 75,858 Total $ 1,471,800 $ 279,474 $ 420,546 $ 2,171,820 Contract Balances Contract assets primarily relate to the company's right to consideration for work completed but not billed at the reporting date and are recorded in prepaid expenses and other in the Condensed Consolidated Balance Sheet. Contract assets are transferred to receivables when the right to consideration becomes unconditional. Accounts receivable are not considered contract assets under the revenue standard as contract assets are conditioned upon the company's future satisfaction of a performance obligation. Accounts receivable, in contracts, are unconditional rights to consideration. Contract liabilities relate to advance consideration received from customers for which revenue has not been recognized. Current contract liabilities are recorded in accrued expenses in the Condensed Consolidated Balance Sheet. Non-current contract liabilities are recorded in other non-current liabilities in the Condensed Consolidated Balance Sheet. Contract liabilities are reduced when the associated revenue from the contract is recognized. The following table provides information about contract assets and contract liabilities from contracts with customers (in thousands): Sep 26, 2020 Dec 28, 2019 Contract assets $ 21,345 $ 22,675 Contract liabilities $ 86,103 $ 74,511 Non-current contract liabilities $ 12,488 $ 12,870 During the nine months period ended September 26, 2020, the company reclassified $13.0 million to receivables, which was included in the contract asset balance at the beginning of the period. During the nine months period ended September 26, 2020, the company recognized revenue of $43.8 million which was included in the contract liability balance at the beginning of the period. Additions to contract liabilities representing amounts billed to clients in excess of revenue recognized to date were $70.9 million during the nine months period ended September 26, 2020. The increase in contract liabilities primarily relates to companies acquired during the nine months period ended September 26, 2020. Substantially, all of the company's outstanding performance obligations will be satisfied within 12 to 36 months. There were no contract asset impairments during the nine months period ended September 26, 2020. |
Other Comprehensive Income (Not
Other Comprehensive Income (Notes) | 9 Months Ended |
Sep. 26, 2020 | |
Disclosure Other Comprehensive Income Additional Information [Abstract] | |
Other Comprehensive Income | Other Comprehensive Income The company reports changes in equity during a period, except those resulting from investments by owners and distributions to owners, in accordance with ASC 220, "Comprehensive Income". Changes in accumulated other comprehensive income (1) were as follows (in thousands): Currency Translation Adjustment Pension Benefit Costs Unrealized Gain/(Loss) Interest Rate Swap Total Balance as of December 28, 2019 $ (105,705) $ (228,336) $ (16,892) $ (350,933) Other comprehensive income before reclassification (3,213) 6,184 (35,646) (32,675) Amounts reclassified from accumulated other comprehensive income — — 10,419 10,419 Net current-period other comprehensive income $ (3,213) $ 6,184 $ (25,227) $ (22,256) Balance as of September 26, 2020 $ (108,918) $ (222,152) $ (42,119) $ (373,189) Balance as of December 29, 2018 $ (112,771) $ (170,938) $ 7,233 $ (276,476) Adoption of ASU 2017-12 (2) — — 11 11 Other comprehensive income before reclassification (27,190) 4,966 (27,201) (49,425) Amounts reclassified from accumulated other comprehensive income — — (1,953) (1,953) Net current-period other comprehensive income $ (27,190) $ 4,966 $ (29,143) $ (51,367) Balance as of September 28, 2019 $ (139,961) $ (165,972) $ (21,910) $ (327,843) (1) As of September 26, 2020, pension and interest rate swap amounts are net of tax of $(47.3) million and $(15.3) million, respectively. During the nine months ended September 26, 2020, the adjustments to pension benefit costs and unrealized gain/(loss) interest rate swap were net of tax of $1.3 million and $(9.3) million, respectively. As of September 28, 2019 pension and interest rate swap amounts are net of tax of $(35.8) million and $(7.3) million, respectively. During the nine months ended September 28, 2019, the adjustments to pension benefit costs and unrealized gain/(loss) interest rate swap were net of tax of $1.0 million and $(9.9) million, respectively. (2) As of December 30, 2018, the company adopted ASU No. 2017-12, "Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities" using the modified retrospective method. The adoption of this guidance resulted in the recognition of less than $0.1 million as an adjustment to the opening balance of retained earnings. Components of other comprehensive income were as follows (in thousands): Three Months Ended Nine Months Ended Sep 26, 2020 Sep 28, 2019 Sep 26, 2020 Sep 28, 2019 Net earnings $ 60,516 $ 82,020 $ 155,457 $ 243,243 Currency translation adjustment 25,851 (25,428) (3,213) (27,190) Pension liability adjustment, net of tax (6,133) 4,975 6,184 4,966 Unrealized gain (loss) on interest rate swaps, net of tax 2,653 (5,652) (25,227) (29,143) Comprehensive income $ 82,887 $ 55,915 $ 133,201 $ 191,876 |
Inventories
Inventories | 9 Months Ended |
Sep. 26, 2020 | |
Notes To Financial Statements [Abstract] | |
Inventories | Inventories Inventories are composed of material, labor and overhead and are stated at the lower of cost or market. Costs for inventory have been determined using the first-in, first-out ("FIFO") method. The company estimates reserves for inventory obsolescence and shrinkage based on its judgment of future realization. Inventories at September 26, 2020 and December 28, 2019 are as follows (in thousands): Sep 26, 2020 Dec 28, 2019 Raw materials and parts $ 274,769 $ 277,394 Work-in-process 59,496 58,663 Finished goods 223,247 249,642 $ 557,512 $ 585,699 |
Goodwill
Goodwill | 9 Months Ended |
Sep. 26, 2020 | |
Notes To Financial Statements [Abstract] | |
Goodwill | Goodwill Changes in the carrying amount of goodwill for the nine months ended September 26, 2020 are as follows (in thousands): Commercial Food Residential Kitchen Total Balance as of December 28, 2019 $ 1,153,552 $ 257,679 $ 438,516 $ 1,849,747 Goodwill acquired during the year 13,448 — — 13,448 Measurement period adjustments to (55) (8,732) 1,673 (7,114) Exchange effect 3,571 2,706 (6,997) (720) Balance as of September 26, 2020 $ 1,170,516 $ 251,653 $ 433,192 $ 1,855,361 The company continues to monitor the global outbreak of the COVID-19 pandemic to assess the outlook for demand of its products and the impact on its business and financial performance. The potential impact of the COVID-19 pandemic on demand, production levels, and its operating results in the short-term is uncertain, but the company remains committed to the strategic actions necessary to realize long-term revenue and cash flow growth rates. The potential negative demand effect on revenues is also uncertain given the volatile environment, but demand and production levels are anticipated to recover. As a result of the company's analysis, and in consideration of the totality of events and circumstances, there were no triggering events requiring an interim goodwill impairment assessment identified during the nine months period ended September 26, 2020. Additionally, for the assessment of indefinite-life intangible assets other than goodwill, primarily trademarks and trade names, the company identified several trademarks and trade names with indicators of potential risk for impairment and performed quantitative assessments. The fair values of the trademarks tested exceeded their carrying values by more than 10%. As a result, no impairment charges for goodwill and indefinite-lived intangible assets were recorded during the nine months period ended September 26, 2020. |
Intangibles (Notes)
Intangibles (Notes) | 9 Months Ended |
Sep. 26, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangible Assets Disclosure [Text Block] | Intangibles Intangible assets consist of the following (in thousands): September 26, 2020 December 28, 2019 Estimated Gross Accumulated Estimated Gross Accumulated Amortized intangible assets: Customer lists 8.7 $ 726,631 $ (331,670) 9.2 $ 717,397 $ (283,846) Backlog 0.5 31,336 (30,389) 1.3 29,426 (28,283) Developed technology 7.3 36,351 (23,678) 5.2 32,999 (21,378) $ 794,318 $ (385,737) $ 779,822 $ (333,507) Indefinite-lived assets: Trademarks and tradenames $ 1,012,019 $ 997,066 The aggregate intangible amortization expense was $16.9 million and $17.3 million for the three months period ended September 26, 2020 and September 28, 2019, respectively. The aggregate intangible amortization expense was $51.4 million and $48.1 million for the nine months period ended September 26, 2020 and September 28, 2019, respectively. The estimated future amortization expense of intangible assets is as follows (in thousands): Twelve Month Period coinciding with the end of the company's Fiscal Third Quarter Amortization Expense 2021 $ 64,119 2022 60,564 2023 54,096 2024 45,053 2025 35,892 Thereafter 148,857 $ 408,581 |
Accrued Expenses
Accrued Expenses | 9 Months Ended |
Sep. 26, 2020 | |
Disclosure Accrued Expenses [Abstract] | |
Accrued Expenses | Accrued Expenses Accrued expenses consist of the following (in thousands): Sep 26, 2020 Dec 28, 2019 Contract liabilities $ 86,103 $ 74,511 Accrued payroll and related expenses 71,526 80,621 Accrued warranty 67,714 66,374 Accrued customer rebates 33,418 51,709 Accrued sales and other tax 23,438 19,862 Accrued short-term leases 23,297 21,827 Accrued interest rate swaps 15,282 — Accrued product liability and workers compensation 13,134 15,164 Accrued professional fees 12,291 13,368 Accrued agent commission 10,562 13,816 Accrued restructuring 5,818 1,121 Other accrued expenses 58,997 58,177 $ 421,580 $ 416,550 |
Warranty Costs
Warranty Costs | 9 Months Ended |
Sep. 26, 2020 | |
Notes To Financial Statements [Abstract] | |
Warranty Costs | Warranty Costs In the normal course of business, the company issues product warranties for specific product lines and provides for the estimated future warranty cost in the period in which the sale is recorded. The estimate of warranty cost is based on contract terms and historical warranty loss experience that is periodically adjusted for recent actual experience. Because warranty estimates are forecasts that are based on the best available information, actual claims costs may differ from amounts provided. Adjustments to initial obligations for warranties are made as changes in the obligations become reasonably estimable. A rollforward of the warranty reserve is as follows (in thousands): Nine Months Ended Sep 26, 2020 Balance as of December 28, 2019 $ 66,374 Warranty reserve related to acquisitions 1,335 Warranty expense 42,480 Warranty claims (42,475) Balance as of September 26, 2020 $ 67,714 |
Financing Arrangements
Financing Arrangements | 9 Months Ended |
Sep. 26, 2020 | |
Notes To Financial Statements [Abstract] | |
Financing Arrangements | Financing Arrangements Sep 26, 2020 Dec 28, 2019 (in thousands) Senior secured revolving credit line $ 854,758 $ 1,869,402 Term loan facility 345,312 — Convertible senior notes 627,006 — Foreign loans 4,967 3,622 Other debt arrangement 82 116 Total debt 1,832,125 1,873,140 Less: Current maturities of long-term debt 23,152 2,894 Long-term debt 1,808,973 1,870,246 On January 31, 2020, the company entered into an amended and restated five-year, $3.5 billion multi-currency senior secured credit agreement (as amended as described below, the "Credit Facility"). The Credit Facility amended the company's pre-existing $3.0 billion credit facility, which had an original maturity of July 2021, to provide for (i) a $750.0 million term loan facility and (ii) a $2.75 billion multi-currency revolving credit facility, with the potential under certain circumstances, to increase the amount of the credit facility to up to a total of $4.0 billion (plus additional amounts, subject to compliance with a senior secured net leverage ratio). The Credit Facility matures on January 31, 2025. The term loan facility will amortize in equal quarterly installments due on the last day of each fiscal quarter, commencing with the first full fiscal quarter after January 31, 2020, in an aggregate annual amount equal to 2.50% of the original aggregate principal amount of the term loan facility, with the balance, plus any accrued interest, due and payable on January 31, 2025. On August 21, 2020, the company issued $747.5 million aggregate principal amount of 1.00% Convertible Senior Notes due 2025 (the "Convertible Notes") in a private offering pursuant to an indenture, dated August 21, 2020 (the "Indenture"), between the company and U.S. Bank National Association, as trustee. The net proceeds from the sale of the Convertible Notes were approximately $729.9 million after deducting the initial purchasers' discounts and the offering expenses payable by the company. In connection with the pricing of the Convertible Notes, the company entered into privately negotiated capped call transactions (the "Capped Call Transactions") and the company used the net proceeds to pay the aggregate amount of $104.7 million for them. The Capped Call Transactions initially cover, subject to customary anti-dilution adjustments, the number of shares of the company's common stock that underlie the Convertible Notes. The company used a portion of the net proceeds from the offering of the Convertible Notes to prepay $400.0 million aggregate principal amount of its term loan obligations owed under its Credit Facility; which was amended concurrently with the issuance of the Convertible Notes. The Credit Facility, as amended, is in an aggregate principal amount of $3.1 billion, consisting of (i) a $350 million term loan facility and (ii) a $2.75 billion multi-currency revolving credit facility. The maturity date remains unchanged at January 31, 2025. The company intends to use the remaining net proceeds for general corporate purposes, including the financing of its operations, the potential repayment of additional indebtedness and potential acquisitions and other strategic transactions. Credit Facility As of September 26, 2020, the company had $1.2 billion of borrowings outstanding under the Credit Facility, including $814.0 million of borrowings in U.S. Dollars, $40.8 million of borrowings denominated in British Pounds, and $345.3 million outstanding under the term loan. The company also had $13.4 million in outstanding letters of credit as of September 26, 2020, which reduces the borrowing availability under the Credit Facility. Remaining borrowing availability under this facility was $1.9 billion at September 26, 2020. At September 26, 2020, borrowings under the Credit Facility accrued interest at a rate of 1.625% above LIBOR per annum or 0.625% above the highest of the prime rate, the federal funds rate plus 0.50% and one month LIBOR plus 1.00%. The average interest rate per annum, inclusive of hedging instruments, on the debt under the Credit Facility was equal to 3.75% at the end of the period. The interest rates on borrowings under the Credit Facility may be adjusted quarterly based on the company’s Funded Debt less Unrestricted Cash to Pro Forma EBITDA (the “Leverage Ratio”) on a rolling four-quarter basis. Additionally, a commitment fee based upon the Leverage Ratio is charged on the unused portion of the commitments under the Credit Facility. This variable commitment fee was equal to 0.25% per annum as of September 26, 2020. As a result of the amendment, for the quarterly periods extending through the second fiscal quarter of 2021, borrowings under the Credit Facility will accrue interest at a minimum of 2.00% above LIBOR and the variable unused commitment fee will be at a minimum of 0.35%. The term loan facility had an average interest rate per annum, inclusive of hedging instruments, of 2.83% as of September 26, 2020. In addition, the company has other international credit facilities to fund working capital needs outside the United States and the United Kingdom. At September 26, 2020, these foreign credit facilities amounted to $5.0 million in U.S. Dollars with a weighted average per annum interest rate of approximately 6.08%. The company’s debt is reflected on the balance sheet at cost. The fair values of the Credit Facility, term debt and foreign and other debt is based on the amount of future cash flows associated with each instrument discounted using the company's incremental borrowing rate. The company believes its interest rate margins on its existing debt are consistent with current market conditions and therefore the carrying value of debt reflects the fair value. The interest rate margin is based on the company's Leverage Ratio. The carrying value and estimated aggregate fair value, a level 2 measurement, based primarily on market prices, of debt excluding the Convertible Notes is as follows (in thousands): Sep 26, 2020 Dec 28, 2019 Carrying Value Fair Value Carrying Value Fair Value Total debt excluding convertible senior notes $ 1,205,119 $ 1,205,119 $ 1,873,140 $ 1,873,140 The company uses floating-to-fixed interest rate swap agreements to hedge variable interest rate risk associated with the Credit Facility. At September 26, 2020, the company had outstanding floating-to-fixed interest rate swaps totaling $251.0 million notional amount carrying an average interest rate of 2.39% maturing in less than 12 months and $862.0 million notional amount carrying an average interest rate of 1.87% that mature in more than 12 months but less than 84 months. The terms of the Credit Facility, as amended, limit the ability of the company and its subsidiaries to, with certain exceptions: incur indebtedness; grant liens; engage in certain mergers, consolidations, acquisitions and dispositions; make restricted payments; enter into certain transactions with affiliates; and requires, among other things, the company to satisfy certain financial covenants: (i) a minimum Interest Coverage Ratio (as defined in the Credit Facility) of 3.00 to 1.00, (ii) a maximum Total Leverage Ratio of Funded Debt less Unrestricted Cash to Pro Forma EBITDA (each as defined in the Credit Facility) of 5.50 to 1.00, and (iii) a maximum Secured Leverage Ratio of Funded Debt less Unrestricted Cash to Pro Forma EBITDA (each as defined in the Credit Facility) of 3.50 to 1.00; which may be adjusted to 4.00 to 1.00 for a four consecutive fiscal quarter period in connection with certain qualified acquisitions, subject to the terms and conditions contained in the Credit Facility. However; the maximum secured leverage ratio is permitted to be at higher amounts for periods extending through the second fiscal quarter of 2021, after which time covenants will revert to their original levels. The Credit Facility is secured by substantially all of the assets of Middleby Marshall, the company and the company's domestic subsidiaries and is unconditionally guaranteed by, subject to certain exceptions, the company and certain of the company's direct and indirect material foreign and domestic subsidiaries. The Credit Facility contains certain customary events of default, including, but not limited to, the failure to make required payments; bankruptcy and other insolvency events; the failure to perform certain covenants; the material breach of a representation or warranty; non-payment of certain other indebtedness; the entry of undischarged judgments against the company or any subsidiary for the payment of material uninsured amounts; the invalidity of the company guarantee or any subsidiary guaranty; and a change of control of the company. At September 26, 2020, the company was in compliance with all covenants pursuant to its borrowing agreements. The company has run various scenarios to estimate the impact of the COVID-19 pandemic and continues to believe that its future cash generated from operations, together with its capacity under its Credit Facility and its cash on hand, will provide adequate resources to meet its working capital needs and cash requirements and maintain compliance with financial covenants in its Credit Facility for at least the next 12 months. Convertible Notes The following table summarizes the outstanding principal amount and carrying value of the Convertible Notes: Sep 26, 2020 (in thousands) Principal amounts: Principal $ 747,500 Unamortized debt discount (120,494) Net carrying amount $ 627,006 The following table summarizes total interest expense recognized related to the Convertible Notes: Nine Months Ended Sep 26, 2020 Contractual interest expense $ 726 Interest cost related to amortization of the debt discount and issuance costs 2,130 Total interest expense $ 2,856 The estimated fair value of the Convertible Notes was $740.7 million as of September 26, 2020 and was determined through consideration of quoted market prices. The fair value is classified as Level 2, as defined in Note 1 (d), Fair Value Measurements , in these Notes to the Condensed Consolidated Financial Statements included in this Part I, Item 1 of this Quarterly Report on Form 10-Q . The if-converted value of the Convertible Notes did not exceed their respective principal value as of September 26, 2020. The Convertible Notes are general unsecured obligations of the company. The Convertible Notes rank senior in right of payment to any of the company’s future indebtedness that is expressly subordinated in right of payment to the Convertible Notes; rank equal in right of payment to the company’s existing and future unsecured indebtedness that is not so subordinated; are effectively subordinated in right of payment to any of the company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and are structurally subordinated to all existing and future indebtedness and liabilities of the company’s subsidiaries. In accounting for the issuance of the Convertible Notes, the company separated the Convertible Notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying amount of the equity component, representing the conversion option, which does not meet the criteria for separate accounting as a derivative as it is indexed to the company's own stock, was determined by deducting the fair value of the liability component from the par value of the Convertible Notes. The difference between the principal amount of the Convertible Notes and the liability component represents the debt discount, which is recorded as a direct deduction from the related debt liability in the Condensed Consolidated Balance Sheets and amortized to interest expense using the effective interest method over the term of the Convertible Notes. The effective interest rate of the Convertible Notes is 4.7%. The equity component of the Convertible Notes of approximately $105.0 million is included in the additional paid-in capital in the Condensed Consolidated Balance Sheets and is not remeasured as long as it continues to meet the conditions for equity classification. The company allocated transaction costs related to the Convertible Notes using the same proportions as the proceeds from the Convertible Notes. Transaction costs attributable to the liability component were recorded as a direct deduction from the related debt liability in the Condensed Consolidated Balance Sheets and amortized to interest expense over the term of the Convertible Notes, and transaction costs attributable to the equity component were netted with the equity component in shareholders' equity. The Convertible Notes were issued pursuant to the Indenture and bear interest semi-annually in arrears at a rate of 1.00% per annum on March 1 and September 1 of each year. The Convertible Notes are convertible based upon an initial conversion rate of 7.7746 shares of the company's common stock per $1,000 principal amount of the Convertible Notes, which is equivalent to an initial conversion price of approximately $128.62 per share of the company's common stock. The conversion rate will be subject to adjustment upon occurrence of certain specified events in accordance with the Indenture, but will not be adjusted for accrued and unpaid interest. Additionally, in the event of a Fundamental Change (as defined in the Indenture), holders of the Convertible Notes may require the company to repurchase all or a portion of their Convertible Notes at a price equal to 100.0% of the principal amount of Convertible Notes, plus any accrued and unpaid interest to, but excluding, the repurchase date. Upon conversion, the company will pay cash up to the aggregate principal amount of the Convertible Notes to be converted and pay or deliver, as the case may be, cash, shares of common stock or a combination of cash and shares of common stock, at the company's election, in respect of the remainder, if any, of the company's conversion obligation in excess of the aggregate principal amount of the notes being converted. The Convertible Notes will mature on September 1, 2025 unless they are redeemed, repurchased or converted prior to such date in accordance with their terms. Prior to the close of business on the business day immediately preceding June 1, 2025, the notes will be convertible at the option of the holders only under the following circumstances: (1) during any fiscal quarter commencing after the fiscal quarter ending on January 2, 2021 (and only during such fiscal quarter), if the last reported sale price of the company's common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130.0% of the conversion price for the Convertible Notes on each applicable trading day; (2) during the five business day period after any ten consecutive trading day period in which the trading price per $1,000 principal amount of the Convertible Notes for each trading day of that ten consecutive trading day period was less than 98.0% of the product of the last reported sale price of the company's common stock and the conversion rate of the Convertible Notes on each such trading day; (3) if the company calls such Convertible Notes for redemption; or (4) upon the occurrence of specified corporate events. On or after June 1, 2025, the notes will be convertible at the option of the holders at any time until the close of business on the second scheduled trading day immediately preceding the maturity date. Holders of the Convertible Notes who convert in connection with a Make-Whole Fundamental Change or during a Redemption Period (each as defined in the Indenture) will be, under certain circumstances, entitled to an increase in the conversion rate. The company may settle the conversions of the Convertible Notes in cash, shares of the company's common stock or any combination thereof at its election. The number of shares of the company's common stock issuable at the conversion price of $128.62 per share is expected to be 5.8 million shares. However, the Capped Call Transactions are expected generally to reduce the potential dilution of the company's common stock upon any conversion of Convertible Notes and/or offset the cash payments the company is required to make in excess of the principal amount of the Notes. Under the Capped Call Transactions, the number of shares of common stock issuable at the conversion price of $207.93 is expected to be 3.6 million shares. The Convertible Notes were not convertible during the nine months period ended September 26, 2020 and none have been converted to date. Also given the average market price of the company's common stock has not exceeded the exercise price for the three and nine months periods ended September 26, 2020, there is no impact to the diluted earnings per share. The company may redeem all or any portion of the Convertible Notes, at its option, on or after September 5, 2023 and prior to the 41st scheduled trading day immediately preceding the maturity date, at a redemption price equal to 100.0% of the principal amount of the Convertible Notes to be redeemed, plus accrued and unpaid interest thereon, if the last reported sales price of the company's common stock has been at least 130.0% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the company provides written notice of redemption. The Indenture includes customary terms and covenants, including certain events of default after which the Convertible Notes may become due and payable immediately. Capped Call Transactions The Capped Call Transactions are expected generally to reduce the potential dilution and/or offset the cash payments the company is required to make in excess of the principal amount of the Convertible Notes upon conversion of the Convertible Notes in the event that the market price per share of the company's common stock is greater than the strike price of the Capped Call Transactions (which initially corresponds to the initial conversion price of the Convertible Notes and is subject to certain adjustments under the terms of the Capped Call Transactions), with such reduction and/or offset subject to a cap based on the cap price of the Capped Call Transactions. The Capped Call Transactions have an initial cap price of $207.93 per share of the company's common stock. The Capped Call Transactions cover, initially, the number of shares of the company's common stock underlying the Convertible Notes, subject to anti-dilution adjustments substantially similar to those applicable to the Convertible Notes. The Capped Call Transactions are separate transactions entered into by the company with the capped call counterparties, and are not part of the terms of the Convertible Notes and will not affect any holder's right under the Convertible Notes. Holders of the Convertible Notes will not have any rights with respect to the Capped Call Transactions. The Capped Call Transactions do not meet the criteria for separate accounting as a derivative as they are indexed to the company's stock. The premiums paid of the Capped Call Transactions have been included as a net reduction to additional paid-in capital with stockholders' equity. |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 26, 2020 | |
Notes To Financial Statements [Abstract] | |
Financial Instruments | Financial Instruments ASC 815 “Derivatives and Hedging” requires an entity to recognize all derivatives as either assets or liabilities and measure those instruments at fair value. Derivatives that do not qualify as a hedge must be adjusted to fair value in earnings. If a derivative does qualify as a hedge under ASC 815, changes in the fair value will either be offset against the change in the fair value of the hedged assets, liabilities or firm commitments or recognized in other accumulated comprehensive income until the hedged item is recognized in earnings. Foreign Exchange : The company uses foreign currency forward, foreign exchange swaps and option purchase and sales contracts to hedge its exposure to changes in foreign currency exchange rates. The company’s primary hedging activities are to mitigate its exposure to changes in exchange rates on intercompany and third party trade receivables and payables. The company does not currently enter into derivative financial instruments for speculative purposes. In managing its foreign currency exposures, the company identifies and aggregates naturally occurring offsetting positions and then hedges residual balance sheet exposures. The fair value of the forward and option contracts was a gain of $0.2 million at the end of the third quarter of 2020. Interest Rate: The company has entered into interest rate swaps to fix the interest rate applicable to certain of its variable-rate debt. The agreements swap one-month LIBOR for fixed rates. The company has designated these swaps as cash flow hedges and all changes in fair value of the swaps are recognized in accumulated other comprehensive income. As of September 26, 2020, the fair value of these instruments was a liability of $57.8 million. The change in fair value of these swap agreements in the first nine months of 2020 was a loss of $25.2 million, net of taxes. The following table summarizes the company’s fair value of interest rate swaps (in thousands): Condensed Consolidated Sep 26, 2020 Dec 28, 2019 Fair value Other assets $ — $ 1,830 Fair value Accrued expenses $ 15,282 $ — Fair value Other non-current liabilities $ 42,538 $ 25,120 The impact on earnings from interest rate swaps was as follows (in thousands): Three Months Ended Nine Months Ended Presentation of Gain/(loss) Sep 26, 2020 Sep 28, 2019 Sep 26, 2020 Sep 28, 2019 Gain/(loss) recognized in accumulated other comprehensive income Other comprehensive income $ (1,545) $ (7,114) $ (44,949) $ (37,090) Gain/(loss) reclassified from accumulated other comprehensive income (effective portion) Interest expense $ (5,158) $ 403 $ (10,419) $ 1,953 Interest rate swaps are subject to default risk to the extent the counterparties are unable to satisfy their settlement obligations under the interest rate swap agreements. The company reviews the credit profile of the financial institutions that are counterparties to such swap agreements and assesses their creditworthiness prior to entering into the interest rate swap agreements and throughout the term. The interest rate swap agreements typically contain provisions that allow the counterparty to require early settlement in the event that the company becomes insolvent or is unable to maintain compliance with its covenants under its existing debt agreements. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 26, 2020 | |
Notes To Financial Statements [Abstract] | |
Segment Information | Segment Information The company operates in three reportable operating segments defined by management reporting structure and operating activities. The Commercial Foodservice Equipment Group manufactures, sells, and distributes foodservice equipment for the restaurant and institutional kitchen industry. This business segment has manufacturing facilities in Arkansas, California, Illinois, Massachusetts, Michigan, New Hampshire, North Carolina, Ohio, Oregon, Pennsylvania, South Carolina, Tennessee, Texas, Vermont, Washington, Australia, China, Denmark, Estonia, Italy, Mexico, the Philippines, Poland, Sweden and the United Kingdom. Principal product lines of this group include conveyor ovens, combi-ovens, convection ovens, baking ovens, proofing ovens, deck ovens, speed cooking ovens, hydrovection ovens, ranges, fryers, rethermalizers, steam cooking equipment, food warming equipment, catering equipment, heated cabinets, charbroilers, ventless cooking systems, kitchen ventilation, induction cooking equipment, countertop cooking equipment, toasters, griddles, charcoal grills, professional mixers, stainless steel fabrication, custom millwork, professional refrigerators, blast chillers, coldrooms, ice machines, freezers, and soft serve ice cream, coffee, and beverage dispensing equipment. These products are sold and marketed under the brand names: Anets, APW Wyott, Bakers Pride, Beech, BKI, Blodgett, Blodgett Combi, Blodgett Range, Bloomfield, Britannia, CTX, Carter-Hoffmann, Celfrost, Concordia, CookTek, Crown, Desmon, Deutsche, Doyon, Eswood, EVO, Firex, Follett, Frifri, Giga, Globe, Goldstein, Holman, Houno, IMC, Induc, Jade, JoeTap, Josper, L2F, Lang, Lincat, MagiKitch’n, Market Forge, Marsal, Middleby Marshall, MPC, Nieco, Nu-Vu, PerfectFry, Pitco, QualServ, RAM, SiteSage, Southbend, Star, Sveba Dahlen, Ss Brewtech, Synesso, Taylor, Toastmaster, TurboChef, Ultrafryer, Varimixer, Wells and Wunder-Bar. The Food Processing Equipment Group manufactures preparation, cooking, packaging, food handling and food safety equipment for the food processing industry. This business segment has manufacturing operations in Georgia, Illinois, Iowa, North Carolina, Oklahoma, Pennsylvania, Texas, Virginia, Washington, Wisconsin, Denmark, France, Germany, India and the United Kingdom. Principal product lines of this group include batch ovens, baking ovens, proofing ovens, conveyor belt ovens, continuous processing ovens, frying systems and automated thermal processing systems, grinders, slicers, reduction and emulsion systems, mixers, blenders, battering equipment, breading equipment, seeding equipment, water cutting systems, food presses, food suspension equipment, filling and depositing solutions, forming equipment, automated loading and unloading systems, food safety, food handling, freezing, defrosting and packaging equipment. These products are sold and marketed under the brand names: Alkar, Armor Inox, Auto-Bake, Baker Thermal Solutions, Burford, Cozzini, CVP Systems, Danfotech, Drake, Emico, Glimek, Hinds-Bock, Maurer-Atmos, MP Equipment, M-TEK, Pacpro, RapidPak, Scanico, Spooner Vicars, Stewart Systems, Thurne and Ve.Ma.C. The Residential Kitchen Equipment Group manufactures, sells and distributes kitchen equipment for the residential market. This business segment has manufacturing facilities in California, Michigan, Mississippi, Oregon, Wisconsin, France, Ireland, Romania and the United Kingdom. Principal product lines of this group are ranges, cookers, stoves, ovens, refrigerators, dishwashers, microwaves, cooktops, wine coolers, ice machines, ventilation equipment and outdoor equipment. These products are sold and marketed under the brand names: AGA, AGA Cookshop, Brava, Brigade, EVO, Fired Earth, Heartland, La Cornue, Leisure Sinks, Lynx, Marvel, Mercury, Rangemaster, Rayburn, Redfyre, Sedona, Stanley, TurboChef, U-Line and Viking. The accounting policies of the segments are the same as those described in the summary of significant accounting policies. The chief operating decision maker evaluates individual segment performance based on operating income. Net Sales Summary (dollars in thousands) Three Months Ended Nine Months Ended Sep 26, 2020 Sep 28, 2019 Sep 26, 2020 Sep 28, 2019 Sales Percent Sales Percent Sales Percent Sales Percent Business Segments: Commercial Foodservice $ 371,223 58.5 % $ 500,990 69.2 % $ 1,081,847 60.6 % $ 1,471,800 67.8 % Food Processing 110,648 17.4 89,147 12.3 316,477 17.7 279,474 12.9 Residential Kitchen 152,654 24.1 133,877 18.5 385,637 21.7 420,546 19.3 Total $ 634,525 100.0 % $ 724,014 100.0 % $ 1,783,961 100.0 % $ 2,171,820 100.0 % The following table summarizes the results of operations for the company's business segments (in thousands): Commercial Food Processing Residential Kitchen Corporate and Other (1) Total Three Months Ended September 26, 2020 Net sales $ 371,223 $ 110,648 $ 152,654 $ — $ 634,525 Income (loss) from operations (2)(3) 57,483 22,860 22,626 (16,297) 86,672 Depreciation expense 5,360 1,480 2,965 — 9,805 Amortization expense (4) 12,923 1,794 2,170 692 17,579 Net capital expenditures 5,279 692 794 299 7,064 Nine Months Ended September 26, 2020 Net sales $ 1,081,847 $ 316,477 $ 385,637 $ — $ 1,783,961 Income (loss) from operations (2)(3) 173,064 57,801 41,860 (41,521) 231,204 Depreciation expense 15,567 4,179 8,742 15 28,503 Amortization expense (4) 38,257 5,494 7,627 1,713 53,091 Net capital expenditures 12,771 3,115 4,089 420 20,395 Total assets $ 3,155,360 $ 628,156 $ 1,149,550 $ 87,118 $ 5,020,184 Three Months Ended September 28, 2019 Net sales $ 500,990 $ 89,147 $ 133,877 $ — $ 724,014 Income (loss) from operations (2)(3) 105,099 13,349 17,850 (14,953) 121,345 Depreciation expense 5,413 1,158 2,897 8 9,476 Amortization expense (4) 12,230 2,616 2,413 402 17,661 Net capital expenditures 5,852 3,212 3,125 — 12,189 Nine Months Ended September 28, 2019 Net sales $ 1,471,800 $ 279,474 $ 420,546 $ — $ 2,171,820 Income (loss) from operations (2)(3) 313,482 44,477 57,220 (53,166) 362,013 Depreciation expense 15,714 3,498 8,697 105 28,014 Amortization expense (4) 34,519 6,223 7,308 1,208 49,258 Net capital expenditures 19,065 5,289 7,061 2,404 33,819 Total assets $ 3,162,315 $ 606,186 $ 1,129,935 $ 30,092 $ 4,928,528 (1) Includes corporate and other general company assets and operations. (2) Non-operating expenses are not allocated to the operating segments. Non-operating expenses consist of interest expense and deferred financing amortization, foreign exchange gains and losses and other income and expense items outside of income from operations. (3) Restructuring expenses are allocated in operating income by segment. See note 16 for further details. (4) Includes amortization of deferred financing costs. Geographic Information Long-lived assets, not including goodwill and other intangibles (in thousands): Sep 26, 2020 Sep 28, 2019 United States and Canada $ 321,159 $ 309,117 Asia 22,857 21,668 Europe and Middle East 152,914 139,486 Latin America 6,111 8,030 Total international $ 181,882 $ 169,184 $ 503,041 $ 478,301 |
Employee Retirement Plans
Employee Retirement Plans | 9 Months Ended |
Sep. 26, 2020 | |
Employee Retirement Plans [Abstract] | |
Employee Retirement Plans | Employee Retirement Plans (a) Pension Plans U.S. Plans: The company maintains a non-contributory defined benefit plan for its union employees at the Elgin, Illinois facility. Benefits are determined based upon retirement age and years of service with the company. This defined benefit plan was frozen on April 30, 2002, and no further benefits accrue to the participants beyond this date. Plan participants will receive or continue to receive payments for benefits earned on or prior to April 30, 2002 upon reaching retirement age. The company maintains a non-contributory defined benefit plan for its employees at the Smithville, Tennessee facility. Benefits are determined based upon retirement age and years of service with the company. This defined benefit plan was frozen on April 1, 2008, and no further benefits accrue to the participants beyond this date. Plan participants will receive or continue to receive payments for benefits earned on or prior to April 1, 2008 upon reaching retirement age. The company also maintains a retirement benefit agreement with its former Chairman ("Chairman Plan"). The retirement benefits are based upon a percentage of the former Chairman’s final base salary. Non-U.S. Plans: The company maintains a defined benefit plan for its employees at the Wrexham, the United Kingdom facility. Benefits are determined based upon retirement age and years of service with the company. This defined benefit plan was frozen on April 30, 2010 prior to Middleby’s acquisition of the company. No further benefits accrue to the participants beyond this date. Plan participants will receive or continue to receive payments for benefits earned on or prior to April 30, 2010 upon reaching retirement age. The company maintains several pension plans related to AGA and its subsidiaries (collectively, the "AGA Group"), the most significant being the Aga Rangemaster Group Pension Scheme in the United Kingdom. Membership in the plan on a defined benefit basis of pension provision was closed to new entrants in 2001.The plan became open to new entrants on a defined contribution basis of pension provision in 2002, but was generally closed to new entrants on this basis during 2014. The other, much smaller, defined benefit pension plans operating within the AGA Group cover employees in France and the United Kingdom. All pension plan assets are held in separate trust funds although the net defined benefit pension obligations are included in the company's consolidated balance sheet. The following table summarizes the company's net periodic pension benefit related to the AGA Group pension plans (in thousands): Three Months Ended Nine Months Ended Sep 26, 2020 Sep 28, 2019 Sep 26, 2020 Sep 28, 2019 Net Periodic Pension Benefit: Service cost $ 649 $ 593 $ 1,918 $ 1,839 Interest cost 6,456 7,995 19,086 24,776 Expected return on assets (18,089) (16,118) (53,476) (49,948) Amortization of net loss (gain) 842 149 2,489 462 Amortization of prior service cost (credit) 642 614 1,897 1,904 Curtailment loss (gain) — 185 — 573 $ (9,500) $ (6,582) $ (28,086) $ (20,394) The pension costs for all other plans of the company were not material during the period. The service cost component is recognized within Selling, general and administrative expenses and the non-operating components of pension benefit are included within Net periodic pension benefit (other than service cost) in the Condensed Consolidated Statements of Comprehensive Income. (b) Defined Contribution Plans The company maintains two separate defined contribution savings plans covering all employees in the United States. These two plans separately cover the union employees at the Elgin, Illinois facility and all other remaining union and non-union employees in the United States. The company also maintains defined contribution plans for its United Kingdom based employees. |
Restructuring (Notes)
Restructuring (Notes) | 9 Months Ended |
Sep. 26, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Activities Disclosure | Restructuring During fiscal 2019, the company undertook cost reduction initiatives related to the Commercial Foodservice Equipment Group including headcount reductions and facility consolidations. These actions resulted in an additional charge of $0.5 million in the three months ended March 28, 2020. There were no additional expenses incurred in 2020 with respect to such cost reduction initiatives taken during fiscal 2019. These expenses are reflected in restructuring expenses in the Condensed Consolidated Statements of Comprehensive Income. At September 26, 2020, the restructuring obligations for these initiatives were completed with no future expenses expected. During the second and third quarter of fiscal 2020, due to the COVID-19 pandemic, the company began cost reduction initiatives primarily related to headcount reductions and facility consolidations within the Commercial Foodservice Equipment Group. These actions resulted in a charge of $7.0 million and $8.6 million, in the three and nine months ended September 26, 2020, respectively. These expenses are reflected in restructuring expenses in the Condensed Consolidated Statements of Comprehensive Income. The company estimates that these restructuring initiatives will result in future cost savings of approximately $20.0 million annually. At September 26, 2020, the restructuring obligations accrued for these initiatives is $5.4 million and should substantially be completed by the end of fiscal 2020. The restructuring expenses for the other segments of the company were not material during the period. |
Share Repurchases (Notes)
Share Repurchases (Notes) | 9 Months Ended |
Sep. 26, 2020 | |
Text Block [Abstract] | |
Treasury Stock [Text Block] | Share Repurchases On November 7, 2017, the company's Board of Directors approved a stock repurchase program. This program authorizes the company to repurchase in the aggregate up to 2,500,000 shares of its outstanding common stock in open market purchase transactions. For the nine months ended September 26, 2020, the company repurchased 896,965 shares of its common stock under the program for $69.7 million, including applicable commissions, which represented an average price of $77.70. As of September 26, 2020, 1,023,165 shares had been purchased under the 2017 stock repurchase program. The company also treats shares withheld for tax purposes on behalf of employees in connection with the vesting of restricted share grants as common stock repurchases because they reduce the number of shares that would have been issued upon vesting. For the nine months ended September 26, 2020, the company repurchased 108,473 shares of its common stock that were surrendered to the company for withholding taxes related to restricted stock vestings for $7.5 million. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 26, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The condensed consolidated financial statements have been prepared by The Middleby Corporation (the "company" or “Middleby”), pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). The financial statements are unaudited and certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the company believes that the disclosures are adequate to make the information not misleading. These financial statements should be read in conjunction with the financial statements and related notes contained in the company's 2019 Form 10-K. The company’s interim results are not necessarily indicative of future full year results for the fiscal year 2020. In the opinion of management, the financial statements contain all adjustments, which are normal and recurring in nature, necessary to present fairly the financial position of the company as of September 26, 2020 and December 28, 2019, the results of operations for the three and nine months ended September 26, 2020 and September 28, 2019, cash flows for the nine months ended September 26, 2020 and September 28, 2019 and statement of stockholders' equity for the three and nine months ended September 26, 2020 and September 28, 2019. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the company to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses. Significant estimates and assumptions are used for, but are not limited to, allowances for doubtful accounts, reserves for excess and obsolete inventories, long-lived and intangible assets, warranty reserves, insurance reserves, income tax reserves, non-cash share-based compensation and post-retirement obligations. Actual results could differ from the company's estimates. |
Non-Cash Share-Based Compensation | Non-Cash Share-Based CompensationThe company estimates the fair value of market-based stock awards and stock options at the time of grant and recognizes compensation cost over the vesting period of the awards and options. |
Income Tax Contingencies | Income Taxes A tax provision of $18.2 million, at an effective rate of 23.1% was recorded during the three months period ended September 26, 2020, as compared to a $24.2 million tax provision at an effective rate of 22.8% in the prior year period. A tax provision of $46.5 million, at an effective rate of 23.0%, was recorded during the nine months period ended September 26, 2020, as compared to a $78.2 million tax provision at a 24.3% effective rate in the prior year period. The effective tax rates in 2020 and 2019 are higher than the federal tax rate of 21% primarily due to state taxes. The effective tax rate for the nine months period ended September 26, 2020 is lower than the comparable prior year rate primarily due to a reduction in non-deductible costs. |
Fair Value Measures | Fair Value Measures Accounting Standards Codification ("ASC") 820 "Fair Value Measurements and Disclosures" defines fair value as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 establishes a fair value hierarchy, which prioritizes the inputs used in measuring fair value into the following levels: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs, other than quoted prices in active markets, that are observable either directly or indirectly. Level 3 – Unobservable inputs based the company's own assumptions. |
Revenue Recognition Revenue R_2
Revenue Recognition Revenue Recognition (Policies) | 9 Months Ended |
Sep. 26, 2020 | |
Revenue Recognition [Abstract] | |
Revenue [Policy Text Block] | disaggregates its net sales by reportable operating segment and geographical location as the company believes it best depicts how the nature, timing and uncertainty of its net sales and cash flows are affected by economic factors. In general, the Commercial Foodservice Equipment and Residential Foodservice Equipment Groups recognize revenue at the point in time control transfers to their customers based on contractual shipping terms. Revenue from equipment sold under the company's long-term contracts within the Food Processing Equipment group is recognized over time as the equipment is manufactured and assembled. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 26, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The company’s financial assets and liabilities that are measured at fair value and are categorized using the fair value hierarchy are as follows (in thousands): Fair Value Fair Value Fair Value Total As of September 26, 2020 Financial Liabilities: Interest rate swaps $ — $ 57,820 $ — $ 57,820 Contingent consideration $ — $ — $ 10,542 $ 10,542 Foreign exchange derivative contracts — 171 — $ 171 As of December 28, 2019 Financial Assets: Interest rate swaps $ — $ 1,830 $ — $ 1,830 Financial Liabilities: Interest rate swaps $ — $ 25,120 $ — $ 25,120 Contingent consideration $ — $ — $ 6,697 $ 6,697 Foreign exchange derivative contracts $ — $ 901 $ — $ 901 |
Acquisitions and Purchase Acc_2
Acquisitions and Purchase Accounting Acquisition and Purchase Accounting (Tables) | 9 Months Ended |
Sep. 26, 2020 | |
Business Acquisition [Line Items] | |
Business Acquisition, Pro Forma Information | The following pro forma results include adjustments to reflect amortization of intangibles associated with the acquisition and the effects of adjustments made to the carrying value of certain assets (in thousands, except per share data): Nine Months Ended September 26, 2020 September 28, 2019 Net sales $ 1,786,481 $ 2,262,959 Net earnings 158,115 231,068 Net earnings per share: Basic $ 2.87 $ 4.15 Diluted $ 2.87 $ 4.15 |
Cooking Solutions Group | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition | The final allocation of consideration paid for the Cooking Solutions Group acquisition is summarized as follows (in thousands): (as initially Measurement (as adjusted) Cash $ 843 $ — $ 843 Current assets 33,666 (1,625) 32,041 Property, plant and equipment 15,959 (58) 15,901 Goodwill 31,207 6,330 37,537 Other intangibles 53,450 (5,850) 47,600 Other assets — 1,470 1,470 Current liabilities (15,130) (1,583) (16,713) Long-term deferred tax liability (13,082) 2,553 (10,529) Other non-current liabilities — (1,163) (1,163) Net assets acquired and liabilities assumed $ 106,913 $ 74 $ 106,987 |
2019 Acquisitions | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition | The estimated fair values of assets acquired and liabilities assumed are based on the information that was available as of the acquisition dates for the other 2019 acquisitions and are summarized as follows (in thousands): Preliminary Opening Balance Sheet Preliminary Measurement Adjusted Opening Balance Sheet Cash $ 2,683 $ (10) $ 2,673 Current assets 21,525 1,016 22,541 Property, plant and equipment 8,920 (166) 8,754 Goodwill 99,838 (11,213) 88,625 Other intangibles 64,019 11,363 75,382 Long-term deferred tax asset 1,288 1,428 2,716 Other assets 137 854 991 Current liabilities (20,437) (348) (20,785) Other non-current liabilities (6,170) (4,129) (10,299) Consideration paid at closing $ 171,803 $ (1,205) $ 170,598 Deferred payments 2,404 — 2,404 Contingent consideration 4,258 3,600 7,858 Net assets acquired and liabilities assumed $ 178,465 $ 2,395 $ 180,860 |
2020 Acquisitions | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition | The following estimated fair values of assets acquired and liabilities assumed are based on the information that was available as of the acquisition dates for the acquisitions and are summarized as follows (in thousands): Preliminary Opening Balance Sheet Preliminary Measurement Adjusted Opening Balance Sheet Cash $ 2,347 $ — $ 2,347 Current assets 31,089 (12,908) 18,181 Property, plant and equipment 1,032 (241) 791 Goodwill 12,776 672 13,448 Other intangibles 16,484 — 16,484 Other assets 1,708 — 1,708 Current liabilities (30,005) 12,477 (17,528) Other non-current liabilities (3,070) — (3,070) Consideration paid at closing $ 32,361 $ — $ 32,361 Deferred payments 1,250 — 1,250 Contingent consideration 1,774 — 1,774 Net assets acquired and liabilities assumed $ 35,385 $ — $ 35,385 |
Revenue Recognition Revenue R_3
Revenue Recognition Revenue Recognition (Tables) | 9 Months Ended |
Sep. 26, 2020 | |
Revenue Recognition [Abstract] | |
Disaggregation of Revenue [Table Text Block] | Disaggregation of Revenue The company disaggregates its net sales by reportable operating segment and geographical location as the company believes it best depicts how the nature, timing and uncertainty of its net sales and cash flows are affected by economic factors. In general, the Commercial Foodservice Equipment and Residential Foodservice Equipment Groups recognize revenue at the point in time control transfers to their customers based on contractual shipping terms. Revenue from equipment sold under the company's long-term contracts within the Food Processing Equipment group is recognized over time as the equipment is manufactured and assembled. The following table summarizes the company's net sales by reportable operating segment and geographical location (in thousands): Commercial Food Processing Residential Kitchen Total Three Months Ended September 26, 2020 United States and Canada $ 265,793 $ 82,126 $ 97,318 $ 445,237 Asia 39,864 4,711 1,875 46,450 Europe and Middle East 60,603 18,600 52,216 131,419 Latin America 4,963 5,211 1,245 11,419 Total $ 371,223 $ 110,648 $ 152,654 $ 634,525 Nine Months Ended September 26, 2020 United States and Canada $ 768,202 $ 227,770 $ 264,116 $ 1,260,088 Asia 104,936 18,460 3,753 127,149 Europe and Middle East 180,187 57,051 117,187 354,425 Latin America 28,522 13,196 581 42,299 Total $ 1,081,847 $ 316,477 $ 385,637 $ 1,783,961 Three Months Ended September 28, 2019 United States and Canada $ 346,616 $ 57,255 $ 86,859 $ 490,730 Asia 53,463 5,100 1,490 60,053 Europe and Middle East 82,244 21,125 44,395 147,764 Latin America 18,667 5,667 1,133 25,467 Total $ 500,990 $ 89,147 $ 133,877 $ 724,014 Nine Months Ended September 28, 2019 United States and Canada $ 1,004,609 $ 172,944 $ 270,689 $ 1,448,242 Asia 153,787 21,836 4,355 179,978 Europe and Middle East 258,102 67,624 142,016 467,742 Latin America 55,302 17,070 3,486 75,858 Total $ 1,471,800 $ 279,474 $ 420,546 $ 2,171,820 |
Contract with Customer, Asset and Liability [Table Text Block] | The following table provides information about contract assets and contract liabilities from contracts with customers (in thousands): Sep 26, 2020 Dec 28, 2019 Contract assets $ 21,345 $ 22,675 Contract liabilities $ 86,103 $ 74,511 Non-current contract liabilities $ 12,488 $ 12,870 |
Other Comprehensive Income (Tab
Other Comprehensive Income (Tables) | 9 Months Ended |
Sep. 26, 2020 | |
Disclosure Other Comprehensive Income Additional Information [Abstract] | |
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) [Table Text Block] | Changes in accumulated other comprehensive income (1) were as follows (in thousands): Currency Translation Adjustment Pension Benefit Costs Unrealized Gain/(Loss) Interest Rate Swap Total Balance as of December 28, 2019 $ (105,705) $ (228,336) $ (16,892) $ (350,933) Other comprehensive income before reclassification (3,213) 6,184 (35,646) (32,675) Amounts reclassified from accumulated other comprehensive income — — 10,419 10,419 Net current-period other comprehensive income $ (3,213) $ 6,184 $ (25,227) $ (22,256) Balance as of September 26, 2020 $ (108,918) $ (222,152) $ (42,119) $ (373,189) Balance as of December 29, 2018 $ (112,771) $ (170,938) $ 7,233 $ (276,476) Adoption of ASU 2017-12 (2) — — 11 11 Other comprehensive income before reclassification (27,190) 4,966 (27,201) (49,425) Amounts reclassified from accumulated other comprehensive income — — (1,953) (1,953) Net current-period other comprehensive income $ (27,190) $ 4,966 $ (29,143) $ (51,367) Balance as of September 28, 2019 $ (139,961) $ (165,972) $ (21,910) $ (327,843) |
Schedule of Comprehensive Income (Loss) | Components of other comprehensive income were as follows (in thousands): Three Months Ended Nine Months Ended Sep 26, 2020 Sep 28, 2019 Sep 26, 2020 Sep 28, 2019 Net earnings $ 60,516 $ 82,020 $ 155,457 $ 243,243 Currency translation adjustment 25,851 (25,428) (3,213) (27,190) Pension liability adjustment, net of tax (6,133) 4,975 6,184 4,966 Unrealized gain (loss) on interest rate swaps, net of tax 2,653 (5,652) (25,227) (29,143) Comprehensive income $ 82,887 $ 55,915 $ 133,201 $ 191,876 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 26, 2020 | |
Notes To Financial Statements [Abstract] | |
Schedule of Inventory, Current | Inventories at September 26, 2020 and December 28, 2019 are as follows (in thousands): Sep 26, 2020 Dec 28, 2019 Raw materials and parts $ 274,769 $ 277,394 Work-in-process 59,496 58,663 Finished goods 223,247 249,642 $ 557,512 $ 585,699 |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Sep. 26, 2020 | |
Notes To Financial Statements [Abstract] | |
Schedule of Goodwill | Changes in the carrying amount of goodwill for the nine months ended September 26, 2020 are as follows (in thousands): Commercial Food Residential Kitchen Total Balance as of December 28, 2019 $ 1,153,552 $ 257,679 $ 438,516 $ 1,849,747 Goodwill acquired during the year 13,448 — — 13,448 Measurement period adjustments to (55) (8,732) 1,673 (7,114) Exchange effect 3,571 2,706 (6,997) (720) Balance as of September 26, 2020 $ 1,170,516 $ 251,653 $ 433,192 $ 1,855,361 The company continues to monitor the global outbreak of the COVID-19 pandemic to assess the outlook for demand of its products and the impact on its business and financial performance. The potential impact of the COVID-19 pandemic on demand, production levels, and its operating results in the short-term is uncertain, but the company remains committed to the strategic actions necessary to realize long-term revenue and cash flow growth rates. The potential negative demand effect on revenues is also uncertain given the volatile environment, but demand and production levels are anticipated to recover. As a result of the company's analysis, and in consideration of the totality of events and circumstances, there were no triggering events requiring an interim goodwill impairment assessment identified during the nine months period ended September 26, 2020. Additionally, for the assessment of indefinite-life intangible assets other than goodwill, primarily trademarks and trade names, the company identified several trademarks and trade names with indicators of potential risk for impairment and performed quantitative assessments. The fair values of the trademarks tested exceeded their carrying values by more than 10%. As a result, no impairment charges for goodwill and indefinite-lived intangible assets were recorded during the nine months period ended September 26, 2020. |
Intangibles (Tables)
Intangibles (Tables) | 9 Months Ended |
Sep. 26, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block] | Intangible assets consist of the following (in thousands): September 26, 2020 December 28, 2019 Estimated Gross Accumulated Estimated Gross Accumulated Amortized intangible assets: Customer lists 8.7 $ 726,631 $ (331,670) 9.2 $ 717,397 $ (283,846) Backlog 0.5 31,336 (30,389) 1.3 29,426 (28,283) Developed technology 7.3 36,351 (23,678) 5.2 32,999 (21,378) $ 794,318 $ (385,737) $ 779,822 $ (333,507) Indefinite-lived assets: Trademarks and tradenames $ 1,012,019 $ 997,066 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | The estimated future amortization expense of intangible assets is as follows (in thousands): Twelve Month Period coinciding with the end of the company's Fiscal Third Quarter Amortization Expense 2021 $ 64,119 2022 60,564 2023 54,096 2024 45,053 2025 35,892 Thereafter 148,857 $ 408,581 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 9 Months Ended |
Sep. 26, 2020 | |
Disclosure Accrued Expenses [Abstract] | |
Schedule of Accrued Liabilities | Accrued expenses consist of the following (in thousands): Sep 26, 2020 Dec 28, 2019 Contract liabilities $ 86,103 $ 74,511 Accrued payroll and related expenses 71,526 80,621 Accrued warranty 67,714 66,374 Accrued customer rebates 33,418 51,709 Accrued sales and other tax 23,438 19,862 Accrued short-term leases 23,297 21,827 Accrued interest rate swaps 15,282 — Accrued product liability and workers compensation 13,134 15,164 Accrued professional fees 12,291 13,368 Accrued agent commission 10,562 13,816 Accrued restructuring 5,818 1,121 Other accrued expenses 58,997 58,177 $ 421,580 $ 416,550 |
Warranty Costs (Tables)
Warranty Costs (Tables) | 9 Months Ended |
Sep. 26, 2020 | |
Notes To Financial Statements [Abstract] | |
Product Warranty Table Disclosure | A rollforward of the warranty reserve is as follows (in thousands): Nine Months Ended Sep 26, 2020 Balance as of December 28, 2019 $ 66,374 Warranty reserve related to acquisitions 1,335 Warranty expense 42,480 Warranty claims (42,475) Balance as of September 26, 2020 $ 67,714 |
Financing Arrangements (Tables)
Financing Arrangements (Tables) | 9 Months Ended |
Sep. 26, 2020 | |
Notes To Financial Statements [Abstract] | |
Schedule of Long-term Debt Instruments | Sep 26, 2020 Dec 28, 2019 (in thousands) Senior secured revolving credit line $ 854,758 $ 1,869,402 Term loan facility 345,312 — Convertible senior notes 627,006 — Foreign loans 4,967 3,622 Other debt arrangement 82 116 Total debt 1,832,125 1,873,140 Less: Current maturities of long-term debt 23,152 2,894 Long-term debt 1,808,973 1,870,246 |
Carrying Value And Fair Value Of Long Term Debt, Disclosure | The carrying value and estimated aggregate fair value, a level 2 measurement, based primarily on market prices, of debt excluding the Convertible Notes is as follows (in thousands): Sep 26, 2020 Dec 28, 2019 Carrying Value Fair Value Carrying Value Fair Value Total debt excluding convertible senior notes $ 1,205,119 $ 1,205,119 $ 1,873,140 $ 1,873,140 |
Convertible Debt | The following table summarizes the outstanding principal amount and carrying value of the Convertible Notes: Sep 26, 2020 (in thousands) Principal amounts: Principal $ 747,500 Unamortized debt discount (120,494) Net carrying amount $ 627,006 |
Schedule of Debt Instruments, Interest Expense | The following table summarizes total interest expense recognized related to the Convertible Notes: Nine Months Ended Sep 26, 2020 Contractual interest expense $ 726 Interest cost related to amortization of the debt discount and issuance costs 2,130 Total interest expense $ 2,856 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 9 Months Ended |
Sep. 26, 2020 | |
Notes To Financial Statements [Abstract] | |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table summarizes the company’s fair value of interest rate swaps (in thousands): Condensed Consolidated Sep 26, 2020 Dec 28, 2019 Fair value Other assets $ — $ 1,830 Fair value Accrued expenses $ 15,282 $ — Fair value Other non-current liabilities $ 42,538 $ 25,120 |
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance | The impact on earnings from interest rate swaps was as follows (in thousands): Three Months Ended Nine Months Ended Presentation of Gain/(loss) Sep 26, 2020 Sep 28, 2019 Sep 26, 2020 Sep 28, 2019 Gain/(loss) recognized in accumulated other comprehensive income Other comprehensive income $ (1,545) $ (7,114) $ (44,949) $ (37,090) Gain/(loss) reclassified from accumulated other comprehensive income (effective portion) Interest expense $ (5,158) $ 403 $ (10,419) $ 1,953 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 26, 2020 | |
Notes To Financial Statements [Abstract] | |
Net Sales Summary By Segment | Net Sales Summary (dollars in thousands) Three Months Ended Nine Months Ended Sep 26, 2020 Sep 28, 2019 Sep 26, 2020 Sep 28, 2019 Sales Percent Sales Percent Sales Percent Sales Percent Business Segments: Commercial Foodservice $ 371,223 58.5 % $ 500,990 69.2 % $ 1,081,847 60.6 % $ 1,471,800 67.8 % Food Processing 110,648 17.4 89,147 12.3 316,477 17.7 279,474 12.9 Residential Kitchen 152,654 24.1 133,877 18.5 385,637 21.7 420,546 19.3 Total $ 634,525 100.0 % $ 724,014 100.0 % $ 1,783,961 100.0 % $ 2,171,820 100.0 % |
Schedule of Segment Reporting Information, by Segment | The following table summarizes the results of operations for the company's business segments (in thousands): Commercial Food Processing Residential Kitchen Corporate and Other (1) Total Three Months Ended September 26, 2020 Net sales $ 371,223 $ 110,648 $ 152,654 $ — $ 634,525 Income (loss) from operations (2)(3) 57,483 22,860 22,626 (16,297) 86,672 Depreciation expense 5,360 1,480 2,965 — 9,805 Amortization expense (4) 12,923 1,794 2,170 692 17,579 Net capital expenditures 5,279 692 794 299 7,064 Nine Months Ended September 26, 2020 Net sales $ 1,081,847 $ 316,477 $ 385,637 $ — $ 1,783,961 Income (loss) from operations (2)(3) 173,064 57,801 41,860 (41,521) 231,204 Depreciation expense 15,567 4,179 8,742 15 28,503 Amortization expense (4) 38,257 5,494 7,627 1,713 53,091 Net capital expenditures 12,771 3,115 4,089 420 20,395 Total assets $ 3,155,360 $ 628,156 $ 1,149,550 $ 87,118 $ 5,020,184 Three Months Ended September 28, 2019 Net sales $ 500,990 $ 89,147 $ 133,877 $ — $ 724,014 Income (loss) from operations (2)(3) 105,099 13,349 17,850 (14,953) 121,345 Depreciation expense 5,413 1,158 2,897 8 9,476 Amortization expense (4) 12,230 2,616 2,413 402 17,661 Net capital expenditures 5,852 3,212 3,125 — 12,189 Nine Months Ended September 28, 2019 Net sales $ 1,471,800 $ 279,474 $ 420,546 $ — $ 2,171,820 Income (loss) from operations (2)(3) 313,482 44,477 57,220 (53,166) 362,013 Depreciation expense 15,714 3,498 8,697 105 28,014 Amortization expense (4) 34,519 6,223 7,308 1,208 49,258 Net capital expenditures 19,065 5,289 7,061 2,404 33,819 Total assets $ 3,162,315 $ 606,186 $ 1,129,935 $ 30,092 $ 4,928,528 (1) Includes corporate and other general company assets and operations. (2) Non-operating expenses are not allocated to the operating segments. Non-operating expenses consist of interest expense and deferred financing amortization, foreign exchange gains and losses and other income and expense items outside of income from operations. |
Schedule of Entity-Wide Disclosure on Geographic Areas, Long-Lived Assets in Individual Foreign Countries by Country | Long-lived assets, not including goodwill and other intangibles (in thousands): Sep 26, 2020 Sep 28, 2019 United States and Canada $ 321,159 $ 309,117 Asia 22,857 21,668 Europe and Middle East 152,914 139,486 Latin America 6,111 8,030 Total international $ 181,882 $ 169,184 $ 503,041 $ 478,301 |
Employee Retirement Plans (Tabl
Employee Retirement Plans (Tables) | 9 Months Ended |
Sep. 26, 2020 | |
Employee Retirement Plans [Abstract] | |
Schedule of Costs of Retirement Plans [Table Text Block] | The following table summarizes the company's net periodic pension benefit related to the AGA Group pension plans (in thousands): Three Months Ended Nine Months Ended Sep 26, 2020 Sep 28, 2019 Sep 26, 2020 Sep 28, 2019 Net Periodic Pension Benefit: Service cost $ 649 $ 593 $ 1,918 $ 1,839 Interest cost 6,456 7,995 19,086 24,776 Expected return on assets (18,089) (16,118) (53,476) (49,948) Amortization of net loss (gain) 842 149 2,489 462 Amortization of prior service cost (credit) 642 614 1,897 1,904 Curtailment loss (gain) — 185 — 573 $ (9,500) $ (6,582) $ (28,086) $ (20,394) |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 26, 2020 | Sep. 28, 2019 | |
Accounting Policies [Abstract] | ||||
Non-cash share-based compensation expense | $ 5,300 | $ 2,000 | $ 14,422 | $ 3,257 |
Provision for income taxes | $ 18,181 | $ 24,210 | $ 46,456 | $ 78,158 |
Effective Income Tax Rate Reconciliation, Percent | 23.10% | 22.80% | 23.00% | 24.30% |
Interest paid | $ 51,100 | $ 61,700 | ||
Income tax payments | $ 28,000 | $ 65,700 |
Financial Assets and Liabilitie
Financial Assets and Liabilities that are Measured At Fair Value and are Categorized Using Fair Value Hierarchy (Detail) - Fair Value, Measurements, Recurring - USD ($) | Sep. 26, 2020 | Dec. 28, 2019 |
Interest Rate Swap | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Financial Assets | $ 1,830,000 | |
Financial Liabilities | $ 57,820,000 | 25,120,000 |
Contingent Consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Financial Liabilities | 10,542,000 | 6,697,000 |
Foreign Exchange Forward | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Financial Liabilities | 171,000 | 901,000 |
Fair Value, Inputs, Level 1 [Member] | Interest Rate Swap | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Financial Assets | 0 | |
Financial Liabilities | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Contingent Consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Financial Liabilities | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Foreign Exchange Forward | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Financial Liabilities | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Interest Rate Swap | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Financial Assets | 1,830,000 | |
Financial Liabilities | 57,820,000 | 25,120,000 |
Fair Value, Inputs, Level 2 [Member] | Contingent Consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Financial Liabilities | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Foreign Exchange Forward | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Financial Liabilities | 171,000 | 901,000 |
Fair Value, Inputs, Level 3 [Member] | Interest Rate Swap | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Financial Assets | 0 | |
Financial Liabilities | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | Contingent Consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Financial Liabilities | 10,542,000 | 6,697,000 |
Fair Value, Inputs, Level 3 [Member] | Foreign Exchange Forward | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Financial Liabilities | $ 0 | $ 0 |
Acquisitions and Purchase Acc_3
Acquisitions and Purchase Accounting Estimated Fair Values of Assets Acquired and Liabilities Assumed - Cooking Solutions Group (Details) - USD ($) $ in Thousands | Apr. 01, 2019 | Sep. 26, 2020 | Sep. 28, 2019 | Dec. 28, 2019 |
Business Acquisition [Line Items] | ||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 33,144 | $ 238,974 | ||
Goodwill | 1,855,361 | $ 1,849,747 | ||
Cooking Solutions Group | ||||
Business Acquisition [Line Items] | ||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 106,100 | |||
Business Combination, Provisional Information Adjustment, Working Capital | 100 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 843 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets | 32,041 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 15,901 | |||
Goodwill | 37,537 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 47,600 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 1,470 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | (16,713) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities, Net | (10,529) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | (1,163) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | 11,600 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 106,987 | |||
Business Combination Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Assets | 1,100 | |||
Cooking Solutions Group | Initial accounting | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 843 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets | 33,666 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 15,959 | |||
Goodwill | 31,207 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 53,450 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 0 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | (15,130) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities, Net | (13,082) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | 0 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 106,913 | |||
Cooking Solutions Group | Measurement period adjustment | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 0 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets | (1,625) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | (58) | |||
Goodwill | 6,330 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | (5,850) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 1,470 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | (1,583) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities, Net | 2,553 | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | (1,163) | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 74 | |||
Commercial Foodservice Equipment Group | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 1,170,516 | $ 1,153,552 | ||
Trade Names | Commercial Foodservice Equipment Group | Cooking Solutions Group | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 24,700 | |||
Customer Relationships | Commercial Foodservice Equipment Group | Cooking Solutions Group | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 22,500 | |||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 9 years | |||
Backlog | Commercial Foodservice Equipment Group | Cooking Solutions Group | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 400 | |||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 3 months |
Acquisitions and Purchase Acc_4
Acquisitions and Purchase Accounting Estimated Fair Values of Assets Acquired and Liabilities Assumed - 2019 Acquisitions (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 26, 2020 | Dec. 28, 2019 | |
Business Acquisition [Line Items] | ||
Goodwill | $ 1,855,361 | $ 1,849,747 |
Commercial Foodservice Equipment Group | ||
Business Acquisition [Line Items] | ||
Goodwill | 1,170,516 | 1,153,552 |
Food Processing Group | ||
Business Acquisition [Line Items] | ||
Goodwill | 251,653 | 257,679 |
Residential Kitchen | ||
Business Acquisition [Line Items] | ||
Goodwill | 433,192 | $ 438,516 |
2019 Acquisitions | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 2,673 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets | 22,541 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 8,754 | |
Goodwill | 88,625 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 75,382 | |
Business Combination Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Assets | 2,716 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 991 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | (20,785) | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | (10,299) | |
Business Combination Recognized Identifiable Assets Acquired Goodwill And Liabilities Assumed Initial Consideration, Net | 170,598 | |
Business Combination, Deferred Payments, Liability | 2,404 | |
Business Combination, Contingent Consideration, Liability | 7,858 | |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 180,860 | |
Business Combinations, Deferred Tax Assets, Operating Loss Carryforwards | 2,900 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | 1,000 | |
Deferred Tax Assets, Tax Deferred Expense, Other | 800 | |
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 77,800 | |
Business Combination, Intangible Assets, Other than Goodwill, Expected Tax Deductible Amount | 64,800 | |
2019 Acquisitions | Initial accounting | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 2,683 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets | 21,525 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 8,920 | |
Goodwill | 99,838 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 64,019 | |
Business Combination Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Assets | 1,288 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 137 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | (20,437) | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | (6,170) | |
Business Combination Recognized Identifiable Assets Acquired Goodwill And Liabilities Assumed Initial Consideration, Net | 171,803 | |
Business Combination, Deferred Payments, Liability | 2,404 | |
Business Combination, Contingent Consideration, Liability | 4,258 | |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 178,465 | |
2019 Acquisitions | Measurement period adjustment | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | (10) | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets | 1,016 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | (166) | |
Goodwill | (11,213) | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 11,363 | |
Business Combination Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Assets | 1,428 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 854 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | (348) | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | (4,129) | |
Business Combination Recognized Identifiable Assets Acquired Goodwill And Liabilities Assumed Initial Consideration, Net | (1,205) | |
Business Combination, Deferred Payments, Liability | 0 | |
Business Combination, Contingent Consideration, Liability | 3,600 | |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 2,395 | |
2019 Acquisitions | Commercial Foodservice Equipment Group | ||
Business Acquisition [Line Items] | ||
Goodwill | 42,600 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 35,500 | |
2019 Acquisitions | Food Processing Group | ||
Business Acquisition [Line Items] | ||
Goodwill | 34,900 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 30,100 | |
2019 Acquisitions | Residential Kitchen | ||
Business Acquisition [Line Items] | ||
Goodwill | 11,200 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 9,800 | |
Tradenames And Trademarks | 2019 Acquisitions | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 33,800 | |
Customer Relationships | 2019 Acquisitions | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 27,900 | |
Customer Relationships | 2019 Acquisitions | Minimum | ||
Business Acquisition [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | |
Customer Relationships | 2019 Acquisitions | Maximum | ||
Business Acquisition [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years | |
Developed Technology Rights | 2019 Acquisitions | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 12,300 | |
Developed Technology Rights | 2019 Acquisitions | Minimum | ||
Business Acquisition [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | |
Developed Technology Rights | 2019 Acquisitions | Maximum | ||
Business Acquisition [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 12 years | |
Backlog | 2019 Acquisitions | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 1,400 | |
Backlog | 2019 Acquisitions | Minimum | ||
Business Acquisition [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 3 months |
Acquisitions and Purchase Acc_5
Acquisitions and Purchase Accounting Estimated Fair Values of Assets Acquired and Liabilities Assumed - 2020 Acquisitions (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 26, 2020 | Dec. 28, 2019 | |
Business Acquisition [Line Items] | ||
Goodwill | $ 1,855,361 | $ 1,849,747 |
2020 Acquisitions | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 2,347 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets | 18,181 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 791 | |
Goodwill | 13,448 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 16,484 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 1,708 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | (17,528) | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | (3,070) | |
Business Combination Recognized Identifiable Assets Acquired Goodwill And Liabilities Assumed Initial Consideration, Net | 32,361 | |
Business Combination, Deferred Payments, Liability | 1,250 | |
Business Combination, Contingent Consideration, Liability | 1,774 | |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 35,385 | |
2020 Acquisitions | Initial accounting | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 2,347 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets | 31,089 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 1,032 | |
Goodwill | 12,776 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 16,484 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 1,708 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | (30,005) | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | (3,070) | |
Business Combination Recognized Identifiable Assets Acquired Goodwill And Liabilities Assumed Initial Consideration, Net | 32,361 | |
Business Combination, Deferred Payments, Liability | 1,250 | |
Business Combination, Contingent Consideration, Liability | 1,774 | |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 35,385 | |
2020 Acquisitions | Measurement period adjustment | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | 0 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets | (12,908) | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | (241) | |
Goodwill | 672 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 0 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 0 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | 12,477 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | 0 | |
Business Combination Recognized Identifiable Assets Acquired Goodwill And Liabilities Assumed Initial Consideration, Net | 0 | |
Business Combination, Deferred Payments, Liability | 0 | |
Business Combination, Contingent Consideration, Liability | 0 | |
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 0 | |
Tradenames And Trademarks | 2020 Acquisitions | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 9,000 | |
Customer Relationships | 2020 Acquisitions | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 5,300 | |
Developed Technology Rights | 2020 Acquisitions | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 200 | |
Backlog | 2020 Acquisitions | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 2,000 | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 9 months | |
Maximum | Customer Relationships | 2020 Acquisitions | ||
Business Acquisition [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 7 years | |
Maximum | Developed Technology Rights | 2020 Acquisitions | ||
Business Acquisition [Line Items] | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 7 years | |
Commercial Foodservice Equipment Group | ||
Business Acquisition [Line Items] | ||
Goodwill | $ 1,170,516 | $ 1,153,552 |
Commercial Foodservice Equipment Group | 2020 Acquisitions | ||
Business Acquisition [Line Items] | ||
Goodwill | 13,400 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 16,500 |
Acquisitions and Purchase Acc_6
Acquisitions and Purchase Accounting Acquisitions and Purchase Accounting - Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 26, 2020 | Sep. 28, 2019 | |
Business Combinations [Abstract] | ||
Business Acquisition, Pro Forma Revenue | $ 1,786,481 | $ 2,262,959 |
Business Acquisition, Pro Forma Net Income (Loss) | $ 158,115 | $ 231,068 |
Business Acquisition, Pro Forma Earnings Per Share, Basic | $ 2.87 | $ 4.15 |
Business Acquisition, Pro Forma Earnings Per Share, Diluted | $ 2.87 | $ 4.15 |
Revenue Recognition Disaggregat
Revenue Recognition Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 26, 2020 | Sep. 28, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 634,525 | $ 724,014 | $ 1,783,961 | $ 2,171,820 |
United States and Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 445,237 | 490,730 | 1,260,088 | 1,448,242 |
Asia | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 46,450 | 60,053 | 127,149 | 179,978 |
Europe and Middle East | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 131,419 | 147,764 | 354,425 | 467,742 |
Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 11,419 | 25,467 | 42,299 | 75,858 |
Commercial Foodservice Equipment Group | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 371,223 | 500,990 | 1,081,847 | 1,471,800 |
Commercial Foodservice Equipment Group | United States and Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 265,793 | 346,616 | 768,202 | 1,004,609 |
Commercial Foodservice Equipment Group | Asia | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 39,864 | 53,463 | 104,936 | 153,787 |
Commercial Foodservice Equipment Group | Europe and Middle East | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 60,603 | 82,244 | 180,187 | 258,102 |
Commercial Foodservice Equipment Group | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 4,963 | 18,667 | 28,522 | 55,302 |
Food Processing Group | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 110,648 | 89,147 | 316,477 | 279,474 |
Food Processing Group | United States and Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 82,126 | 57,255 | 227,770 | 172,944 |
Food Processing Group | Asia | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 4,711 | 5,100 | 18,460 | 21,836 |
Food Processing Group | Europe and Middle East | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 18,600 | 21,125 | 57,051 | 67,624 |
Food Processing Group | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 5,211 | 5,667 | 13,196 | 17,070 |
Residential Kitchen | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 152,654 | 133,877 | 385,637 | 420,546 |
Residential Kitchen | United States and Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 97,318 | 86,859 | 264,116 | 270,689 |
Residential Kitchen | Asia | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,875 | 1,490 | 3,753 | 4,355 |
Residential Kitchen | Europe and Middle East | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | 52,216 | 44,395 | 117,187 | 142,016 |
Residential Kitchen | Latin America | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 1,245 | $ 1,133 | $ 581 | $ 3,486 |
Revenue Recognition Contract wi
Revenue Recognition Contract with Customer, Asset and Liability (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 26, 2020 | Dec. 28, 2019 | |
Revenue Recognition [Abstract] | ||
Contract with Customer, Asset, Net, Current | $ 21,345 | $ 22,675 |
Contract liabilities | 86,103 | 74,511 |
Contract with Customer, Liability, Noncurrent | 12,488 | $ 12,870 |
Contract with Customer, Asset, Reclassified to Receivable | 13,000 | |
Contract with Customer, Liability, Revenue Recognized | 43,800 | |
Contract with Customer, Liability, Increase for Contract Acquired during the Period | 70,900 | |
Capitalized Contract Cost, Impairment Loss | $ 0 |
Changes in accumulated other co
Changes in accumulated other comprehensive income (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | ||
Accumulated Other Comprehensive Income [Roll Forward] | |||
Beginning of Period | $ (350,933) | $ (276,476) | |
Other comprehensive income before reclassification | (32,675) | (49,425) | |
Amounts reclassified from accumulated other comprehensive income | 10,419 | (1,953) | |
Net current-period other comprehensive income | (22,256) | (51,367) | |
End of Period | (373,189) | (327,843) | |
Accumulated Other Comprehensive (income) Loss, Defined Benefit Plan, Tax | (47,300) | (35,800) | |
Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Tax | (15,300) | (7,300) | |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax | (9,300) | (9,900) | |
Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss), Reclassification Adjustment from AOCI, Tax | 1,300 | 1,000 | |
Accounting Standards Update 2017-12 | |||
Accumulated Other Comprehensive Income [Roll Forward] | |||
Adoption of ASU 2017-12 (2) | [1] | 11 | |
Accumulated Translation Adjustment | |||
Accumulated Other Comprehensive Income [Roll Forward] | |||
Beginning of Period | (105,705) | (112,771) | |
Other comprehensive income before reclassification | (3,213) | (27,190) | |
Amounts reclassified from accumulated other comprehensive income | 0 | 0 | |
Net current-period other comprehensive income | (3,213) | (27,190) | |
End of Period | (108,918) | (139,961) | |
Accumulated Translation Adjustment | Accounting Standards Update 2017-12 | |||
Accumulated Other Comprehensive Income [Roll Forward] | |||
Adoption of ASU 2017-12 (2) | [1] | 0 | |
Accumulated Defined Benefit Plans Adjustment | |||
Accumulated Other Comprehensive Income [Roll Forward] | |||
Beginning of Period | (228,336) | (170,938) | |
Other comprehensive income before reclassification | (6,184) | (4,966) | |
Amounts reclassified from accumulated other comprehensive income | 0 | 0 | |
Net current-period other comprehensive income | 6,184 | 4,966 | |
End of Period | (222,152) | (165,972) | |
Accumulated Defined Benefit Plans Adjustment | Accounting Standards Update 2017-12 | |||
Accumulated Other Comprehensive Income [Roll Forward] | |||
Adoption of ASU 2017-12 (2) | [1] | 0 | |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | Interest Rate Swap | |||
Accumulated Other Comprehensive Income [Roll Forward] | |||
Beginning of Period | (16,892) | 7,233 | |
Other comprehensive income before reclassification | (35,646) | (27,201) | |
Amounts reclassified from accumulated other comprehensive income | 10,419 | (1,953) | |
Net current-period other comprehensive income | (25,227) | (29,143) | |
End of Period | $ (42,119) | (21,910) | |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent | Interest Rate Swap | Accounting Standards Update 2017-12 | |||
Accumulated Other Comprehensive Income [Roll Forward] | |||
Adoption of ASU 2017-12 (2) | [1] | $ 11 | |
[1] | As of December 30, 2018, the company adopted ASU No. 2017-12, "Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities" using the modified retrospective method. The adoption of this guidance resulted in the recognition of less than $0.1 million as an adjustment to the opening balance of retained earnings. |
Components of Other Comprehensi
Components of Other Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 26, 2020 | Sep. 28, 2019 | |
Disclosure Other Comprehensive Income Additional Information [Abstract] | ||||
Net earnings | $ 60,516 | $ 82,020 | $ 155,457 | $ 243,243 |
Currency Translation Adjustment | 25,851 | (25,428) | (3,213) | (27,190) |
Change in unrecognized pension benefit costs, net of tax | (6,133) | 4,975 | 6,184 | 4,966 |
Unrealized gain on interest rate swaps, net of tax | 2,653 | (5,652) | (25,227) | (29,143) |
Comprehensive income | $ 82,887 | $ 55,915 | $ 133,201 | $ 191,876 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 26, 2020 | Dec. 28, 2019 |
Notes To Financial Statements [Abstract] | ||
Inventory, Raw Materials, Net of Reserves | $ 274,769 | $ 277,394 |
Inventory, Work in Process, Net of Reserves | 59,496 | 58,663 |
Inventory, Finished Goods, Net of Reserves | 223,247 | 249,642 |
Inventories, net | $ 557,512 | $ 585,699 |
Changes in Carrying Amount of G
Changes in Carrying Amount of Goodwill (Details) $ in Thousands | 9 Months Ended |
Sep. 26, 2020USD ($) | |
Goodwill [Line Items] | |
Balance beginning of period | $ 1,849,747 |
Goodwill acquired during the year | 13,448 |
Measurement period adjustments to goodwill acquired in prior year | (7,114) |
Goodwill, Foreign Currency Translation Gain (Loss) | (720) |
Balance end of period | 1,855,361 |
Goodwill, Impairment Loss | 0 |
Commercial Foodservice Equipment Group | |
Goodwill [Line Items] | |
Balance beginning of period | 1,153,552 |
Goodwill acquired during the year | 13,448 |
Measurement period adjustments to goodwill acquired in prior year | (55) |
Goodwill, Foreign Currency Translation Gain (Loss) | 3,571 |
Balance end of period | 1,170,516 |
Food Processing Group | |
Goodwill [Line Items] | |
Balance beginning of period | 257,679 |
Goodwill acquired during the year | 0 |
Measurement period adjustments to goodwill acquired in prior year | (8,732) |
Goodwill, Foreign Currency Translation Gain (Loss) | 2,706 |
Balance end of period | 251,653 |
Residential Kitchen | |
Goodwill [Line Items] | |
Balance beginning of period | 438,516 |
Goodwill acquired during the year | 0 |
Measurement period adjustments to goodwill acquired in prior year | 1,673 |
Goodwill, Foreign Currency Translation Gain (Loss) | (6,997) |
Balance end of period | $ 433,192 |
Intangibles (Details)
Intangibles (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 26, 2020 | Sep. 28, 2019 | Dec. 28, 2019 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | $ 794,318 | $ 794,318 | $ 779,822 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (385,737) | (385,737) | $ (333,507) | ||
Amortization of Intangible Assets | 16,900 | $ 17,300 | 51,400 | $ 48,100 | |
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | 64,119 | 64,119 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 60,564 | 60,564 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 54,096 | 54,096 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 45,053 | 45,053 | |||
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 35,892 | 35,892 | |||
Finite-Lived Intangible Assets, Amortization Expense, after Year Five | 148,857 | 148,857 | |||
Finite-Lived Intangible Assets, Net | 408,581 | $ 408,581 | |||
Customer Lists | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 8 years 8 months 12 days | 9 years 2 months 12 days | |||
Finite-Lived Intangible Assets, Gross | 726,631 | $ 726,631 | $ 717,397 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (331,670) | $ (331,670) | $ (283,846) | ||
Backlog | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 6 months | 1 year 3 months 18 days | |||
Finite-Lived Intangible Assets, Gross | 31,336 | $ 31,336 | $ 29,426 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (30,389) | $ (30,389) | $ (28,283) | ||
Developed Technology Rights | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 7 years 3 months 18 days | 5 years 2 months 12 days | |||
Finite-Lived Intangible Assets, Gross | 36,351 | $ 36,351 | $ 32,999 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | (23,678) | (23,678) | (21,378) | ||
Tradenames And Trademarks | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Indefinite-lived Intangible Assets (Excluding Goodwill) | $ 1,012,019 | $ 1,012,019 | $ 997,066 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 26, 2020 | Dec. 28, 2019 |
Disclosure Accrued Expenses [Abstract] | ||
Contract liabilities | $ 86,103 | $ 74,511 |
Accrued payroll and related expenses | 71,526 | 80,621 |
Accrued warranty | 67,714 | 66,374 |
Accrued customer rebates | 33,418 | 51,709 |
Accrued sales and other tax | 23,438 | 19,862 |
Accrued short-term leases | 23,297 | 21,827 |
Accrued interest rate swaps | 15,282 | 0 |
Accrued Product Liability And Workers Compensation Liability Current | 13,134 | 15,164 |
Accrued professional services | 12,291 | 13,368 |
Accrued agent commission | 10,562 | 13,816 |
Restructuring Charges | 5,818 | 1,121 |
Other accrued expenses | 58,997 | 58,177 |
Accrued expenses | $ 421,580 | $ 416,550 |
Rollforward of Warranty Reserve
Rollforward of Warranty Reserve (Details) $ in Thousands | 9 Months Ended |
Sep. 26, 2020USD ($) | |
Disclosure Rollforward Of Warranty Reserve [Abstract] | |
Beginning balance | $ 66,374 |
Warranty reserve related to acquisitions | 1,335 |
Warranty expense | 42,480 |
Warranty claims | (42,475) |
Ending balance | $ 67,714 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | Sep. 26, 2020 | Aug. 21, 2020 | Jan. 31, 2020 | Dec. 28, 2019 |
Debt Disclosure [Line Items] | ||||
Senior secured revolving credit line | $ 854,758 | $ 1,869,402 | ||
Term loan facility | 345,312 | $ 350,000 | $ 750,000 | 0 |
Convertible senior notes | 627,006 | 0 | ||
Other Long-term Debt | 82 | 116 | ||
Total debt | 1,832,125 | 1,873,140 | ||
Less: Current maturities of long-term debt | 23,152 | 2,894 | ||
Long-term debt | 1,808,973 | 1,870,246 | ||
Foreign | ||||
Debt Disclosure [Line Items] | ||||
Foreign loans | $ 4,967 | $ 3,622 |
Financing Arrangements Addition
Financing Arrangements Additional Information (Details) - USD ($) | Aug. 21, 2020 | Jan. 31, 2020 | Sep. 26, 2020 | Sep. 28, 2019 | Dec. 28, 2019 |
Debt Disclosure [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 3,100,000,000 | $ 3,500,000,000 | |||
Line of Credit Facility, Replaced Facility | 3,000,000,000 | ||||
Term loan facility | 350,000,000 | $ 750,000,000 | 345,312,000 | $ 0 | |
Long-term Line of Credit, Revolving Credit Facility | 2,750,000,000 | ||||
Line of Credit Facility, Potential Additional Borrowing Capacity | $ 4,000,000,000 | ||||
Term loan facility amortization rate | 2.50% | ||||
Proceeds from issuance of convertible notes, net of issuance costs | 729,933,000 | $ 0 | |||
Credit facility, outstanding | 1,200,000,000 | ||||
Line of Credit Facility, Outstanding Amount, USD Borrowings | 814,000,000 | ||||
Line of Credit Facility, Amount Outstanding, EUR Borrowings | 40,800,000 | ||||
Letters of Credit Outstanding, Amount | 13,400,000 | ||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 1,900,000,000 | ||||
Credit facility, additional interest rate above LIBOR | 1.625% | ||||
Debt Instrument Interest Additional Interest Above LIBOR Rate Alternative | 0.625% | ||||
Debt Instrument Interest Additional Interest Above Fed Funds Rate | 0.50% | ||||
Debt Instrument, Interest Rate, Increase (Decrease) | 1.00% | ||||
Credit facility, average interest rate | 3.75% | ||||
Variable commitment fee | 0.25% | ||||
Term loan facility average interest rate | 2.83% | ||||
Line of credit, Current and Noncurrent, Foreign | $ 5,000,000 | ||||
Line of Credit Facility, Interest Rate at Period End | 6.08% | ||||
Derivative Notional Amount, Current | $ 251,000,000 | ||||
Derivative Notional Amount, NonCurrent | $ 862,000,000 | ||||
Derivative Fixed Interest Rate, Current | 2.39% | ||||
Derivative Fixed Interest Rate, Noncurrent | 1.87% | ||||
Debt Instrument, Interest Coverage Ratio Range, Low | 300.00% | ||||
Debt Instrument, Interest Coverage Ratio Range, High | 100.00% | ||||
Debt Instrument, Qualified Leverage Ratio Range, Low | 550.00% | ||||
Debt Instrument, Leverage Ratio Range, High | 100.00% | ||||
Debt Instrument, Leverage Ratio Range, Low | 350.00% | ||||
Debt Instrument, Qualified Leverage Ratio Range, High | 400.00% | ||||
Debt Instrument Interest Additional Interest Above LIBOR Rate, elevated covenants | 2.00% | ||||
Line Of Credit Facility Commitment Fee Percentage, elevated covenants | 0.35% | ||||
Term loan facility | |||||
Debt Disclosure [Line Items] | |||||
Payment for Debt Extinguishment or Debt Prepayment Cost | 400,000,000 | ||||
Convertible Debt | |||||
Debt Disclosure [Line Items] | |||||
Debt Instrument, Face Amount | $ 747,500,000 | $ 747,500,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% | ||||
Debt Instrument, Capped Call Transaction, Net Cost | $ 104,700,000 | ||||
Proceeds from Debt, Net of Issuance Costs | $ 729,900,000 |
Carrying Value and Estimated Ag
Carrying Value and Estimated Aggregate Fair Value of Debt (Details) - USD ($) $ in Thousands | Sep. 26, 2020 | Dec. 28, 2019 |
Debt Disclosure [Line Items] | ||
Carrying Value | $ 1,832,125 | $ 1,873,140 |
Debt excluding convertible senior notes | ||
Debt Disclosure [Line Items] | ||
Carrying Value | 1,205,119 | 1,873,140 |
Fair Value | $ 1,205,119 | $ 1,873,140 |
Convertible Debt (Details)
Convertible Debt (Details) - USD ($) $ in Thousands | Sep. 26, 2020 | Aug. 21, 2020 | Dec. 28, 2019 |
Debt Disclosure [Line Items] | |||
Debt Instrument, Unamortized Discount | $ 120,494 | ||
Convertible senior notes | 627,006 | $ 0 | |
Convertible Debt | |||
Debt Disclosure [Line Items] | |||
Debt Instrument, Face Amount | $ 747,500 | $ 747,500 |
Convertible Debt Interest Expen
Convertible Debt Interest Expense (Details) - Convertible Debt $ in Thousands | 9 Months Ended |
Sep. 26, 2020USD ($) | |
Debt Disclosure [Line Items] | |
Interest Expense, Debt, Excluding Amortization | $ 726 |
Amortization of Debt Discount (Premium) | 2,130 |
Interest Expense | $ 2,856 |
Convertible Debt Additional Inf
Convertible Debt Additional Information (Details) - USD ($) | Aug. 21, 2020 | Sep. 26, 2020 |
Debt Disclosure [Line Items] | ||
Debt Instrument, Convertible, Carrying Amount of Equity Component | $ 105,000,000 | |
Debt Instrument, Convertible, Estimated Conversion Shares | 5,800,000 | |
Convertible Debt | ||
Debt Disclosure [Line Items] | ||
Notes Payable, Fair Value Disclosure | $ 740,700,000 | |
Debt Instrument, Interest Rate, Effective Percentage | 4.70% | |
Debt Instrument, Interest Rate, Stated Percentage | 1.00% | |
Debt Conversion, Converted Instrument, Shares Issued | 7.7746 | |
Debt Instrument Convertible Principal Amount Used in Conversion Rate | $ 1,000 | |
Debt Instrument, Convertible, Conversion Price | $ 128.62 | |
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 100.00% | |
Convertible Debt | Scenario One | ||
Debt Disclosure [Line Items] | ||
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger | 130.00% | |
Convertible Debt | Scenario Two | ||
Debt Disclosure [Line Items] | ||
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger | 98.00% |
Capped Call Information (Detail
Capped Call Information (Details) | Aug. 21, 2020$ / shares |
Convertible Debt | |
Debt Disclosure [Line Items] | |
Debt Instrument, Capped Call Transaction Cap Price, Per Share | $ 207.93 |
Summary of Fair Value of Intere
Summary of Fair Value of Interest Rate Swaps (Details) - USD ($) $ in Thousands | Sep. 26, 2020 | Dec. 28, 2019 |
Derivatives, Fair Value [Line Items] | ||
Interest Rate Fair Value Hedge Liability at Fair Value | $ 15,282 | $ 0 |
Other Noncurrent Assets | Interest Rate Swap | ||
Derivatives, Fair Value [Line Items] | ||
Interest Rate Fair Value Hedge Asset at Fair Value | 0 | 1,830 |
Accrued Liabilities | Interest Rate Swap | ||
Derivatives, Fair Value [Line Items] | ||
Interest Rate Fair Value Hedge Liability at Fair Value | 15,282 | 0 |
Other Noncurrent Liabilities | Interest Rate Swap | ||
Derivatives, Fair Value [Line Items] | ||
Fair value | $ (42,538) | $ (25,120) |
Impact on Earnings from Interes
Impact on Earnings from Interest Rate Swaps (Details) - Interest Rate Swap - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 26, 2020 | Sep. 28, 2019 | |
Other Comprehensive Income | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, before Tax | $ (1,545) | $ (7,114) | $ (44,949) | $ (37,090) |
Interest Expense | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain/(loss) reclassified from accumulated other comprehensive income (effective portion) | $ (5,158) | $ 403 | $ (10,419) | $ 1,953 |
Financial Instruments Additiona
Financial Instruments Additional Information (Details) $ in Millions | 9 Months Ended |
Sep. 26, 2020USD ($) | |
Derivative [Line Items] | |
Fair value of interest rate swaps liability | $ 57.8 |
Loss in fair value of interest rate swaps | 25.2 |
Foreign Exchange Forward | |
Derivative [Line Items] | |
Derivative, Fair Value, Net | $ (0.2) |
Net Sales Summary (Details)
Net Sales Summary (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 26, 2020 | Sep. 28, 2019 | |||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 634,525 | $ 724,014 | $ 1,783,961 | $ 2,171,820 | ||||
Percent | 100.00% | 100.00% | 100.00% | 100.00% | ||||
Income from operations | [1],[2] | $ 86,672 | $ 121,345 | $ 231,204 | $ 362,013 | |||
Depreciation and amortization expense | 81,594 | 77,272 | ||||||
Capital Expenditures Net | 7,064 | 12,189 | 20,395 | 33,819 | ||||
Commercial Foodservice Equipment Group | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 371,223 | $ 500,990 | $ 1,081,847 | $ 1,471,800 | ||||
Percent | 58.50% | 69.20% | 60.60% | 67.80% | ||||
Income from operations | [1],[2] | $ 57,483 | $ 105,099 | $ 173,064 | $ 313,482 | |||
Capital Expenditures Net | 5,279 | 5,852 | 12,771 | 19,065 | ||||
Food Processing Group | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 110,648 | $ 89,147 | $ 316,477 | $ 279,474 | ||||
Percent | 17.40% | 12.30% | 17.70% | 12.90% | ||||
Income from operations | [1],[2] | $ 22,860 | $ 13,349 | $ 57,801 | $ 44,477 | |||
Capital Expenditures Net | 692 | 3,212 | 3,115 | 5,289 | ||||
Corporate and Other | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | 0 | 0 | ||||
Income from operations | [1],[2],[3] | (16,297) | (14,953) | (41,521) | (53,166) | |||
Capital Expenditures Net | 299 | 0 | [3] | 420 | [3] | 2,404 | [3] | |
Residential Kitchen | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 152,654 | $ 133,877 | $ 385,637 | $ 420,546 | ||||
Percent | 24.10% | 18.50% | 21.70% | 19.30% | ||||
Income from operations | [1],[2] | $ 22,626 | $ 17,850 | $ 41,860 | $ 57,220 | |||
Capital Expenditures Net | 794 | 3,125 | 4,089 | 7,061 | ||||
United States and Canada | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 445,237 | 490,730 | 1,260,088 | 1,448,242 | ||||
United States and Canada | Commercial Foodservice Equipment Group | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 265,793 | 346,616 | 768,202 | 1,004,609 | ||||
United States and Canada | Food Processing Group | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 82,126 | 57,255 | 227,770 | 172,944 | ||||
United States and Canada | Residential Kitchen | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 97,318 | 86,859 | 264,116 | 270,689 | ||||
Asia | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 46,450 | 60,053 | 127,149 | 179,978 | ||||
Asia | Commercial Foodservice Equipment Group | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 39,864 | 53,463 | 104,936 | 153,787 | ||||
Asia | Food Processing Group | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 4,711 | 5,100 | 18,460 | 21,836 | ||||
Asia | Residential Kitchen | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,875 | 1,490 | 3,753 | 4,355 | ||||
Europe and Middle East | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 131,419 | 147,764 | 354,425 | 467,742 | ||||
Europe and Middle East | Commercial Foodservice Equipment Group | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 60,603 | 82,244 | 180,187 | 258,102 | ||||
Europe and Middle East | Food Processing Group | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 18,600 | 21,125 | 57,051 | 67,624 | ||||
Europe and Middle East | Residential Kitchen | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 52,216 | 44,395 | 117,187 | 142,016 | ||||
Latin America | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 11,419 | 25,467 | 42,299 | 75,858 | ||||
Latin America | Commercial Foodservice Equipment Group | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 4,963 | 18,667 | 28,522 | 55,302 | ||||
Latin America | Food Processing Group | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 5,211 | 5,667 | 13,196 | 17,070 | ||||
Latin America | Residential Kitchen | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 1,245 | $ 1,133 | $ 581 | $ 3,486 | ||||
[1] | Non-operating expenses are not allocated to the operating segments. Non-operating expenses consist of interest expense and deferred financing amortization, foreign exchange gains and losses and other income and expense items outside of income from operations. | |||||||
[2] | Restructuring expenses are allocated in operating income by segment. See note 16 for further details. | |||||||
[3] | Includes corporate and other general company assets and operations. |
Summary of Results of Operation
Summary of Results of Operations for Business Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 26, 2020 | Sep. 28, 2019 | Dec. 28, 2019 | |||||
Segment Reporting Information [Line Items] | |||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 634,525 | $ 724,014 | $ 1,783,961 | $ 2,171,820 | |||||
Income from operations | [1],[2] | 86,672 | 121,345 | 231,204 | 362,013 | ||||
Depreciation | 9,805 | 9,476 | 28,503 | 28,014 | |||||
Amortization of Intangible Assets and Debt Issuance Costs | [3] | 17,579 | 17,661 | 53,091 | 49,258 | ||||
Capital Expenditures Net | 7,064 | 12,189 | 20,395 | 33,819 | |||||
Total assets | 5,020,184 | 4,928,528 | 5,020,184 | 4,928,528 | $ 5,002,143 | ||||
Commercial Foodservice Equipment Group | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 371,223 | 500,990 | 1,081,847 | 1,471,800 | |||||
Income from operations | [1],[2] | 57,483 | 105,099 | 173,064 | 313,482 | ||||
Depreciation | 5,360 | 5,413 | 15,567 | 15,714 | |||||
Amortization of Intangible Assets and Debt Issuance Costs | [3] | 12,923 | 12,230 | 38,257 | 34,519 | ||||
Capital Expenditures Net | 5,279 | 5,852 | 12,771 | 19,065 | |||||
Total assets | 3,155,360 | 3,162,315 | 3,155,360 | 3,162,315 | |||||
Food Processing Group | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 110,648 | 89,147 | 316,477 | 279,474 | |||||
Income from operations | [1],[2] | 22,860 | 13,349 | 57,801 | 44,477 | ||||
Depreciation | 1,480 | 1,158 | 4,179 | 3,498 | |||||
Amortization of Intangible Assets and Debt Issuance Costs | [3] | 1,794 | 2,616 | 5,494 | 6,223 | ||||
Capital Expenditures Net | 692 | 3,212 | 3,115 | 5,289 | |||||
Total assets | 628,156 | 606,186 | 628,156 | 606,186 | |||||
Residential Kitchen | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 152,654 | 133,877 | 385,637 | 420,546 | |||||
Income from operations | [1],[2] | 22,626 | 17,850 | 41,860 | 57,220 | ||||
Depreciation | 2,965 | 2,897 | 8,742 | 8,697 | |||||
Amortization of Intangible Assets and Debt Issuance Costs | [3] | 2,170 | 2,413 | 7,627 | 7,308 | ||||
Capital Expenditures Net | 794 | 3,125 | 4,089 | 7,061 | |||||
Total assets | 1,149,550 | 1,129,935 | 1,149,550 | 1,129,935 | |||||
Corporate and Other | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Revenue from Contract with Customer, Excluding Assessed Tax | 0 | 0 | 0 | 0 | |||||
Income from operations | [1],[2],[4] | (16,297) | (14,953) | (41,521) | (53,166) | ||||
Depreciation | [4] | 0 | 8 | 15 | 105 | ||||
Amortization of Intangible Assets and Debt Issuance Costs | [3],[4] | 692 | 402 | 1,713 | 1,208 | ||||
Capital Expenditures Net | 299 | 0 | [4] | 420 | [4] | 2,404 | [4] | ||
Total assets | [4] | $ 87,118 | $ 30,092 | $ 87,118 | $ 30,092 | ||||
[1] | Non-operating expenses are not allocated to the operating segments. Non-operating expenses consist of interest expense and deferred financing amortization, foreign exchange gains and losses and other income and expense items outside of income from operations. | ||||||||
[2] | Restructuring expenses are allocated in operating income by segment. See note 16 for further details. | ||||||||
[3] | Includes amortization of deferred financing costs. | ||||||||
[4] | Includes corporate and other general company assets and operations. |
Long-Lived Assets by Major Geog
Long-Lived Assets by Major Geographic Region (Details) - USD ($) $ in Thousands | Sep. 26, 2020 | Dec. 28, 2019 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 503,041 | $ 478,301 |
United States and Canada | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 321,159 | 309,117 |
Asia | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 22,857 | 21,668 |
Europe and Middle East | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 152,914 | 139,486 |
Latin America | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | 6,111 | 8,030 |
Total International | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long-lived assets | $ 181,882 | $ 169,184 |
Employee Retirement Plans Addit
Employee Retirement Plans Additional Information (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 26, 2020USD ($) | Sep. 28, 2019USD ($) | Sep. 26, 2020USD ($)plan | Sep. 28, 2019USD ($) | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Net Periodic Benefit Cost, Other Components | $ 10,149 | $ 7,175 | $ 30,004 | $ 22,233 |
Number of defined contribution 401K savings plans | plan | 2 | |||
Non-US Plans | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Service cost | 649 | 593 | $ 1,918 | 1,839 |
Interest cost | 6,456 | 7,995 | 19,086 | 24,776 |
Expected return on assets | (18,089) | (16,118) | (53,476) | (49,948) |
Amortization of net loss (gain) | 842 | 149 | 2,489 | 462 |
Amortization of prior service cost (credit) | 642 | 614 | 1,897 | 1,904 |
Curtailment loss (gain) | 0 | 185 | 0 | 573 |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) | $ (9,500) | $ (6,582) | $ (28,086) | $ (20,394) |
Restructuring (Details)
Restructuring (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 26, 2020 | Mar. 28, 2020 | Sep. 28, 2019 | Sep. 26, 2020 | Sep. 28, 2019 | Dec. 28, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | $ 7,263 | $ 4,223 | $ 10,281 | $ 6,806 | ||
Restructuring Charges | 5,818 | 5,818 | $ 1,121 | |||
Covid-19 | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | 7,000 | 8,600 | ||||
Effects on Future Earnings, Restructuring | 20,000 | 20,000 | ||||
Commercial Foodservice Equipment Group | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | $ 500 | |||||
Restructuring Charges | $ 5,400 | $ 5,400 |
Share Repurchases (Details)
Share Repurchases (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 26, 2020 | Sep. 28, 2019 | Sep. 26, 2020 | Sep. 28, 2019 | Nov. 07, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock Repurchased During Period, Shares | 896,965 | ||||
Treasury Stock Acquired, Average Cost Per Share | $ 77.70 | ||||
Treasury Stock, Value, Acquired, Cost Method | $ 395 | $ 58 | $ 77,244 | $ 6,144 | |
Restricted Stock | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Treasury Stock, Shares, Acquired | 108,473 | ||||
Treasury Stock, Value, Acquired, Cost Method | $ 7,500 | ||||
2017 Program | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock Repurchase Program, Number of Shares Authorized to be Repurchased | 2,500,000 | ||||
Stock Repurchased During Period, Value | $ 69,700 | ||||
Share Repurchase Program, Number of Shares Repurchased | 1,023,165 | 1,023,165 |