Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jun. 30, 2017 | Jul. 27, 2017 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,017 | |
Entity Registrant Name | JOHNSON OUTDOORS INC | |
Entity Central Index Key | 788,329 | |
Current Fiscal Year End Date | --09-29 | |
Entity Filer Category | Accelerated Filer | |
Class A | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 8,784,513 | |
Class B | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 1,211,686 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jul. 01, 2016 | Jun. 30, 2017 | Jul. 01, 2016 | |
Net sales | $ 155,274 | $ 139,300 | $ 398,810 | $ 358,790 |
Cost of sales | 84,644 | 80,017 | 226,702 | 211,213 |
Gross profit | 70,630 | 59,283 | 172,108 | 147,577 |
Operating expenses: | ||||
Marketing and selling | 29,438 | 26,701 | 79,056 | 72,476 |
Administrative management, finance and information systems | 11,584 | 7,679 | 33,146 | 27,724 |
Goodwill and other intangible assets impairment | 0 | 6,197 | 0 | 6,197 |
Research and development | 4,871 | 5,123 | 14,239 | 13,359 |
Total operating expenses | 45,893 | 45,700 | 126,441 | 119,756 |
Operating profit | 24,737 | 13,583 | 45,667 | 27,821 |
Interest income | (52) | (4) | (84) | (22) |
Interest expense | 77 | 93 | 687 | 580 |
Other (income) expense, net | (848) | (371) | (2,288) | (752) |
Profit before income taxes | 25,560 | 13,865 | 47,352 | 28,015 |
Income tax expense | 9,007 | 7,024 | 12,784 | 12,387 |
Net income | $ 16,553 | $ 6,841 | $ 34,568 | $ 15,628 |
Weighted avage common shares - Basic: | ||||
Participating securities (shares) | 28 | 8 | 26 | 10 |
Weighted average common shares - Dilutive (shares) | 9,928 | 9,861 | 9,908 | 9,842 |
Class A | ||||
Weighted avage common shares - Basic: | ||||
Weighted average common shares - Basic (shares) | 8,688 | 8,641 | 8,670 | 8,620 |
Net income per common share - Basic: | ||||
Net income per common share - Basic (USD per share) | $ 1.68 | $ 0.69 | $ 3.50 | $ 1.58 |
Net income per common share - Diluted: | ||||
Net income per common share - Diluted (USD per share) | 1.65 | 0.68 | 3.45 | 1.56 |
Dividends declared per common share: | ||||
Dividends declared per common share (USD per share) | $ 0.09 | $ 0.08 | $ 0.27 | $ 0.24 |
Class B | ||||
Weighted avage common shares - Basic: | ||||
Weighted average common shares - Basic (shares) | 1,212 | 1,212 | 1,212 | 1,212 |
Net income per common share - Basic: | ||||
Net income per common share - Basic (USD per share) | $ 1.52 | $ 0.63 | $ 3.18 | $ 1.43 |
Net income per common share - Diluted: | ||||
Net income per common share - Diluted (USD per share) | 1.65 | 0.68 | 3.45 | 1.56 |
Dividends declared per common share: | ||||
Dividends declared per common share (USD per share) | $ 0.08 | $ 0.07 | $ 0.25 | $ 0.22 |
CONDENSED CONSOLIDATED STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jul. 01, 2016 | Jun. 30, 2017 | Jul. 01, 2016 | |
Comprehensive income: | ||||
Net income | $ 16,553 | $ 6,841 | $ 34,568 | $ 15,628 |
Other comprehensive income (loss): | ||||
Foreign currency translation | 2,350 | (873) | (523) | 398 |
Change in pension plans, net of tax of $100, $44, $208 and $162, respectively | 165 | 70 | 340 | 263 |
Total other comprehensive income (loss) | 2,515 | (803) | (183) | 661 |
Total comprehensive income | $ 19,068 | $ 6,038 | $ 34,385 | $ 16,289 |
CONDENSED CONSOLIDATED STATEME4
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jul. 01, 2016 | Jun. 30, 2017 | Jul. 01, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Change in pension plans, tax | $ 100 | $ 44 | $ 208 | $ 162 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 | Jul. 01, 2016 |
Current assets: | |||
Cash and cash equivalents | $ 53,741 | $ 87,294 | $ 75,602 |
Short term investments | 40,000 | 0 | 0 |
Accounts receivable, net | 79,292 | 41,522 | 70,658 |
Inventories | 68,239 | 68,397 | 71,127 |
Other current assets | 2,495 | 4,755 | 3,683 |
Total current assets | 243,767 | 201,968 | 221,070 |
Property, plant and equipment, net of accumulated depreciation of $132,188, $123,921 and $124,227, respectively | 48,239 | 48,998 | 48,981 |
Deferred income taxes | 22,291 | 19,063 | 16,392 |
Goodwill | 11,201 | 11,196 | 11,508 |
Other intangible assets, net | 13,727 | 14,462 | 14,220 |
Other assets | 15,732 | 14,592 | 13,990 |
Total assets | 354,957 | 310,279 | 326,161 |
Current liabilities: | |||
Current maturities of long-term debt | 0 | 381 | 378 |
Accounts payable | 33,889 | 24,521 | 33,715 |
Accrued liabilities: | |||
Salaries, wages and benefits | 17,211 | 17,396 | 14,377 |
Accrued warranty | 6,251 | 4,326 | 4,584 |
Income taxes payable | 8,647 | 1,691 | 7,057 |
Accrued discounts and returns | 5,751 | 7,074 | 6,175 |
Other | 15,140 | 12,265 | 14,881 |
Total current liabilities | 86,889 | 67,654 | 81,167 |
Long-term debt, less current maturities | 0 | 7,008 | 7,069 |
Deferred income taxes | 1,232 | 1,216 | 1,488 |
Retirement benefits | 11,355 | 12,699 | 9,744 |
Other liabilities | 15,557 | 14,206 | 13,594 |
Total liabilities | 115,033 | 102,783 | 113,062 |
Common stock: | |||
Capital in excess of par value | 72,143 | 71,127 | 70,750 |
Retained earnings | 167,304 | 135,405 | 138,421 |
Accumulated other comprehensive income | 2,171 | 2,354 | 4,298 |
Treasury stock at cost, shares of Class A common stock: 67,137, 64,323 and 33,561, respectively | (2,197) | (1,892) | (872) |
Total shareholders’ equity | 239,924 | 207,496 | 213,099 |
Total liabilities and shareholders’ equity | 354,957 | 310,279 | 326,161 |
Class A | |||
Common stock: | |||
Shares issued and outstanding | 442 | 441 | 441 |
Class B | |||
Common stock: | |||
Shares issued and outstanding | $ 61 | $ 61 | $ 61 |
CONDENSED CONSOLIDATED BALANCE6
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 | Jul. 01, 2016 |
Property, plant and equipment, accumulated depreciation | $ 132,188 | $ 123,921 | $ 124,227 |
Class A | |||
Common stock, shares issued (shares) | 8,783,099 | 8,778,028 | 8,816,675 |
Common stock, shares outstanding (shares) | 8,783,099 | 8,778,028 | 8,816,675 |
Treasury stock, shares (shares) | 67,137 | 64,323 | 33,561 |
Class B | |||
Common stock, shares issued (shares) | 1,211,686 | 1,212,006 | 1,212,344 |
Common stock, shares outstanding (shares) | 1,211,686 | 1,212,006 | 1,212,344 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2017 | Jul. 01, 2016 | |
CASH PROVIDED BY OPERATING ACTIVITIES | ||
Net income | $ 34,568 | $ 15,628 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 8,699 | 7,928 |
Amortization of intangible assets | 978 | 832 |
Amortization of deferred financing costs | 270 | 92 |
Impairment losses | 0 | 6,197 |
Stock based compensation | 1,377 | 1,460 |
Gain on disposal of fixed assets | (205) | 0 |
Deferred income taxes | (3,073) | 35 |
Change in operating assets and liabilities: | ||
Accounts receivable, net | (37,503) | (25,451) |
Inventories, net | 380 | 9,310 |
Accounts payable and accrued liabilities | 19,443 | 10,913 |
Other current assets | 2,191 | 1,257 |
Other non-current assets | 18 | (246) |
Other long-term liabilities | (973) | (751) |
Other, net | (284) | (271) |
Cash provided by operating activities | 25,886 | 26,933 |
CASH USED FOR INVESTING ACTIVITIES | ||
Payments for purchase of businesses | 0 | (8,902) |
Purchase of short-term investments | (40,000) | 0 |
Proceeds from sale of productive assets | 205 | 0 |
Capital expenditures | (8,147) | (8,602) |
Cash used for investing activities | (47,942) | (17,504) |
CASH USED FOR FINANCING ACTIVITIES | ||
Principal payments on term loans and other long-term debt | (7,374) | (272) |
Common stock transactions | 0 | 246 |
Dividends paid | (2,669) | (2,376) |
Purchases of treasury stock | (663) | (476) |
Cash provided by financing activities | (10,706) | (2,878) |
Effect of foreign currency rate changes on cash | (791) | (108) |
(Decrease) Increase in cash and cash equivalents | (33,553) | 6,443 |
CASH AND CASH EQUIVALENTS | ||
Beginning of period | 87,294 | 69,159 |
End of period | 53,741 | 75,602 |
Supplemental Disclosure: | ||
Cash paid for taxes | 9,170 | 9,136 |
Cash paid for interest | $ 447 | $ 618 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION The condensed consolidated financial statements included herein are unaudited. In the opinion of management, these statements contain all adjustments (consisting of only normal recurring items) necessary to present fairly the financial position of Johnson Outdoors Inc. and subsidiaries (collectively, the “Company”) as of June 30, 2017 and July 1, 2016 , and their results of operations for the three and nine month periods then ended and cash flows for the nine month periods then ended. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2016 which was filed with the Securities and Exchange Commission on December 13, 2016. Effective with the first fiscal quarter of 2017, the Company has renamed its business segments to better reflect the outdoor lifestyle focus of the Company’s brands. The Company’s segments are now referred to as Fishing (formerly Marine Electronics), Camping (formerly Outdoor Equipment), Watercraft Recreation (formerly Watercraft) and Diving (unchanged). There is no change in the composition of the Company’s segments. Due to seasonal variations and other factors, the results of operations for the three and nine months ended June 30, 2017 are not necessarily indicative of the results to be expected for the Company’s full 2017 fiscal year. See “Seasonality” in the Management’s Discussion and Analysis of Financial Condition and Results of Operations included elsewhere herein for additional information. The Company considers all short-term investments in interest-bearing accounts and all securities and other instruments with an original maturity of three months or less, to be equivalent to cash. Cash equivalents are stated at cost which approximates market value. Short-term investments consist of certificates of deposit with original maturities greater than three months but less than one year. All monetary amounts, other than share and per share amounts, are stated in thousands. |
ACCOUNTS RECEIVABLE
ACCOUNTS RECEIVABLE | 9 Months Ended |
Jun. 30, 2017 | |
Receivables [Abstract] | |
ACCOUNTS RECEIVABLE | ACCOUNTS RECEIVABLE Accounts receivable are stated net of allowances for doubtful accounts of $ 1,931 , $ 2,182 and $ 2,204 as of June 30, 2017 , September 30, 2016 and July 1, 2016 , respectively. The increase in net accounts receivable to $ 79,292 as of June 30, 2017 from $ 41,522 as of September 30, 2016 is attributable to the seasonal nature of the Company’s business. The determination of the allowance for doubtful accounts is based on a combination of factors. In circumstances where specific collection concerns about a receivable exist, a reserve is established to value the affected account receivable at an amount the Company believes will be collected. For all other customers, the Company recognizes allowances for doubtful accounts based on historical experience of bad debts as a percent of accounts receivable outstanding for each business segment. Uncollectible accounts are written off against the allowance for doubtful accounts after collection efforts have been exhausted. The Company typically does not require collateral on its accounts receivable. |
EARNINGS PER SHARE (_EPS_)
EARNINGS PER SHARE (“EPS”) | 9 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE (“EPS”) | EARNINGS PER SHARE (“EPS”) Net income or loss per share of Class A common stock and Class B common stock is computed using the two-class method. Grants of restricted stock which receive non-forfeitable dividends are classified as participating securities and are required to be included as part of the basic weighted average share calculation under the two-class method. Holders of Class A common stock are entitled to cash dividends equal to 110% of all dividends declared and paid on each share of Class B common stock. The Company grants shares of unvested restricted stock in the form of Class A shares, which carry the same distribution rights as the Class A common stock described above. As such, the undistributed earnings for each period are allocated to each class of common stock based on the proportionate share of the amount of cash dividends that each such class is entitled to receive. Basic EPS Basic net income or loss per share is computed by dividing net income or loss allocated to Class A common stock and Class B common stock by the weighted-average number of shares of Class A common stock and Class B common stock outstanding, respectively. In periods with cumulative year to date net income and undistributed income, the undistributed income for each period is allocated to each class of common stock based on the proportionate share of the amount of cash dividends that each such class is entitled to receive. In periods where there is a cumulative year to date net loss or no undistributed income because distributions through dividends exceed net income, Class B shares are treated as anti-dilutive and, therefore, net losses are allocated equally on a per share basis among all participating securities. For the three and nine month periods ended June 30, 2017 and July 1, 2016 , basic income per share for the Class A and Class B shares has been presented using the two class method and reflects the allocation of undistributed income described above. Diluted EPS Diluted net income per share is computed by dividing allocated net income by the weighted-average number of common shares outstanding, adjusted for the effect of dilutive stock options, restricted stock units (“stock units” or “units”) and non-vested restricted stock. Anti-dilutive stock options, units and non-vested stock are excluded from the calculation of diluted EPS. The computation of diluted net income per share of Class A common stock assumes that Class B common stock is converted into Class A common stock. Therefore, diluted net income per share is the same for both Class A and Class B common shares. In periods where the Company reports a net loss, the effect of anti-dilutive stock options and units is excluded and diluted loss per share is equal to basic loss per share for both classes of stock. For the three and nine month periods ended June 30, 2017 and July 1, 2016 , diluted net income per share reflects the effect of dilutive stock units and assumes the conversion of Class B common stock into Class A common stock. Non-vested stock that could potentially dilute earnings per share in the future which were not included in the fully diluted computation because they would have been anti-dilutive totaled 95,068 and 170,357 for the three months ended June 30, 2017 and July 1, 2016 , respectively, and 111,061 and 175,742 for the nine months ended June 30, 2017 and July 1, 2016 , respectively. Stock units that could potentially dilute earnings per share in the future which were not included in the fully diluted computation because they would have been anti-dilutive were 32,357 and 40,004 for the three month periods ended June 30, 2017 and July 1, 2016 , respectively, and 34,746 and 38,087 for the nine months ended June 30, 2017 and July 1, 2016 , respectively. |
STOCK-BASED COMPENSATION AND ST
STOCK-BASED COMPENSATION AND STOCK OWNERSHIP PLANS | 9 Months Ended |
Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK-BASED COMPENSATION AND STOCK OWNERSHIP PLANS | STOCK-BASED COMPENSATION AND STOCK OWNERSHIP PLANS The Company’s current stock ownership plans allow for issuance of stock options to acquire shares of Class A common stock by key executives and non-employee directors. Current plans also allow for issuance of shares of restricted stock, restricted stock units or stock appreciation rights in lieu of stock options. Under the Company’s 2010 Long-Term Stock Incentive Plan and the 2012 Non-Employee Director Stock Ownership Plan (the only two plans where shares remain available for future equity incentive awards) there were a total of 612,570 shares of the Company’s Class A common stock available for future grant to key executives and non-employee directors at June 30, 2017 . Non-vested Stock All shares of non-vested stock awarded by the Company have been granted in the form of shares of Class A common stock at their fair market value on the date of grant and vest within two to five years after the grant date. The fair value at date of grant is based on the number of shares granted and the average of the Company’s high and low Class A common stock price on the date of grant or, if the Company’s Class A shares did not trade on the date of grant, the average of the Company’s high and low Class A common stock price on the last preceding date on which the Company’s Class A shares traded. A summary of non-vested stock activity for the nine months ended June 30, 2017 related to the Company’s stock ownership plans is as follows: Shares Weighted Average Grant Price Non-vested stock at September 30, 2016 162,472 $ 24.49 Non-vested stock grants 8,846 43.12 Restricted stock vested (76,250 ) 20.54 Non-vested stock at June 30, 2017 95,068 27.68 Non-vested stock grantees may elect to reimburse the Company for withholding taxes due as a result of the vesting of shares by tendering a portion of the vested shares back to the Company. Shares tendered back to the Company were 17,832 and 19,973 during the nine month periods ended June 30, 2017 and July 1, 2016 , respectively. Stock compensation expense, net of forfeitures, related to non-vested stock was $ 219 and $ 332 for the three month periods ended June 30, 2017 and July 1, 2016 , respectively, and $ 722 and $ 1,013 for the nine month periods ended June 30, 2017 and July 1, 2016 , respectively. Unrecognized compensation cost related to non-vested stock as of June 30, 2017 was $ 952 , which amount will be amortized to expense through November 2020 or adjusted for changes in future estimated or actual forfeitures. The fair value of restricted stock vested during the nine month periods ended June 30, 2017 and July 1, 2016 was $ 3,219 and $ 2,349 , respectively. Restricted Stock Units All restricted stock units (RSUs) awarded by the Company have been granted in the form of units payable in shares of Class A common stock upon vesting. The units are valued at the fair market value of a share of Class A common stock on the date of grant and vest within one or three years after the grant date. The fair value at date of grant is based on the number of units granted and the average of the Company’s high and low Class A common stock trading price on the date of grant or, if the Company’s Class A shares did not trade on the date of grant, the average of the Company’s high and low Class A common stock trading price on the last preceding date on which the Company’s Class A shares traded. A summary of RSU activity for the nine months ended June 30, 2017 follows: Number of RSUs Weighted Average Grant Price RSUs at September 30, 2016 46,411 $ 23.62 RSUs granted 28,301 40.64 RSUs vested (14,070 ) 22.39 RSUs at June 30, 2017 60,642 31.85 Stock compensation expense, net of forfeitures, related to RSUs was $ 213 and $ 148 for the three months ended June 30, 2017 and July 1, 2016 , respectively and $ 640 and $ 415 for the nine months ended June 30, 2017 and July 1, 2016 , respectively. Unrecognized compensation cost related to non-vested RSUs as of June 30, 2017 was $ 1,162 , which amount will be amortized to expense through September 2019 or adjusted for changes in future estimated or actual forfeitures. Employees’ Stock Purchase Plan The Company’s shareholders have adopted the Johnson Outdoors Inc. 2009 Employees’ Stock Purchase Plan, which was most recently amended on March 2, 2017 at the annual shareholder meeting, and which provides for the issuance of shares of Class A common stock at a purchase price of not less than 85% of the fair market value of such shares on the date of grant or on the date of purchase, whichever is lower. During the three month period ended June 30, 2017 , the Company issued no shares of Class A common stock and recognized $ 10 of income in connection with the Employees' Stock Purchase Plan. During the nine months ended June 30, 2017 , the Company issued no shares of Class A common stock and recognized $ 15 of expense in connection with the Employees' Stock Purchase Plan. During the three and nine month periods ended July 1, 2016 , the Company issued 7,732 shares of Class A common stock and recognized $ 33 of expense in connection with the Plan. |
PENSION PLANS
PENSION PLANS | 9 Months Ended |
Jun. 30, 2017 | |
Compensation and Retirement Disclosure [Abstract] | |
PENSION PLANS | PENSION PLANS The Company has non-contributory defined benefit pension plans covering certain of its U.S. employees. Retirement benefits are generally provided based on the employees’ years of service and average earnings. Normal retirement age is 65, with provisions for earlier retirement. The components of net periodic benefit cost related to Company sponsored defined benefit plans for the three and nine month periods ended June 30, 2017 and July 1, 2016 were as follows: Three Months Ended Nine Months Ended June 30, 2017 July 1, 2016 June 30, 2017 July 1, 2016 Components of net periodic benefit cost: Service cost $ — $ — $ — $ — Interest on projected benefit obligation 215 299 783 853 Less estimated return on plan assets 347 351 895 949 Amortization of unrecognized losses 265 114 548 424 Net periodic benefit cost $ 133 $ 62 $ 436 $ 328 |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES For the three and nine months ended June 30, 2017 and July 1, 2016 , the Company’s earnings before income taxes, income tax expense and effective income tax rate were as follows: Three Months Ended Nine Months Ended (thousands, except tax rate data) June 30, 2017 July 1, 2016 June 30, 2017 July 1, 2016 Profit before income taxes $ 25,560 $ 13,865 $ 47,352 $ 28,015 Income tax expense 9,007 7,024 12,784 12,387 Effective income tax rate 35.2 % 50.7 % 27.0 % 44.2 % The change in the Company’s effective tax rate for the three months ended June 30, 2017 versus the prior year period was primarily due to no tax benefit recorded for the non-deductible portion of the goodwill impairment charge recognized in the prior year period. The change in the Company's effective tax rate for the nine month period ended June 30, 2017 versus the prior year period continues to be primarily due to the impact of current year first quarter foreign tax credit net tax benefit of about $ 4,200 generated by the repatriation of approximately $ 22,000 in the 2017 year to date period from foreign jurisdictions into the U.S. Additionally, the change in the comparative effective tax rate was also impacted as a result of no tax benefit being recorded on the non-deductible portion of the goodwill impairment charge reported in the prior year period. Changes in profitability and financial outlook in both the U.S. and/or foreign jurisdictions may require changes in valuation allowances in order to reduce the Company’s deferred tax assets and may drive fluctuations in the effective tax rate. The impact of the Company’s operations in jurisdictions with a valuation allowance against its deferred tax assets for which no tax expense or benefit can be recognized is removed from the overall effective tax rate methodology and recorded directly based on year to date results for the year. The tax jurisdictions that have a valuation allowance for the periods ended June 30, 2017 and July 1, 2016 were: June 30, 2017 July 1, 2016 Australia Australia Austria France France Indonesia Japan Japan Netherlands Netherlands New Zealand New Zealand Spain Spain Switzerland Switzerland The Company regularly assesses the adequacy of its provisions for income tax contingencies in accordance with the applicable authoritative guidance on accounting for income taxes. As a result, the Company may adjust the reserves for unrecognized tax benefits due to the impact of changes in its assumptions or as a result of new facts and developments, such as changes to interpretations of relevant tax law, assessments from taxing authorities, settlements with taxing authorities and lapses of statutes of limitation. The Company’s 2017 fiscal year tax expense is anticipated to include approximately $ 500 related to uncertain income tax positions. In accordance with its accounting policy, the Company recognizes accrued interest and penalties related to unrecognized benefits as a component of income tax expense. The Company is projecting accrued interest of $ 250 related to uncertain income tax positions for the fiscal year ending September 29, 2017. The Company files income tax returns, including returns for its subsidiaries, with federal, state, local and foreign taxing jurisdictions. The Company is currently undergoing income tax examinations in Italy. As of the date of this report, the following tax years remain open to examination by the respective tax jurisdictions: Jurisdiction Fiscal Years United States 2014-2016 Canada 2013-2016 France 2012-2016 Germany 2013-2016 Italy 2011-2016 Japan 2016 Switzerland 2006-2016 |
INVENTORIES
INVENTORIES | 9 Months Ended |
Jun. 30, 2017 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories at the end of the respective periods consisted of the following: June 30, September 30, 2016 July 1, Raw materials $ 26,250 $ 26,379 $ 24,529 Work in process 168 34 85 Finished goods 41,821 41,984 46,513 $ 68,239 $ 68,397 $ 71,127 |
GOODWILL
GOODWILL | 9 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL | GOODWILL The changes in goodwill during the nine months ended June 30, 2017 and July 1, 2016 were as follows: June 30, 2017 July 1, 2016 Balance at beginning of period $ 11,196 $ 14,292 Acquisitions — 3,400 Impairment — (6,197 ) Amount attributable to movements in foreign currency rates 5 13 Balance at end of period $ 11,201 $ 11,508 The Company evaluates the carrying value of goodwill on an annual basis or more frequently when events and circumstances warrant such an evaluation. During the third quarter of fiscal 2016, the Company re-evaluated its projections for its Diving reporting unit, based on lower than anticipated results due to a sustained decline in sales and unfavorable operating margins resulting from various geopolitical and economic factors as well as lack of new product acceptance by consumers. The revised projections were considered an indicator of potential goodwill impairment, and accordingly, the Company performed an impairment analysis on the goodwill of the Diving reporting unit. In conducting this analysis, the Company used the income approach to compare the reporting unit's carrying value to its indicated fair value. Fair value is determined primarily by using a discounted cash flow methodology that requires considerable management judgment and long-term assumptions and is considered a Level 3 (unobservable) fair value determination in the fair value hierarchy (see Note 13) below. The Company's analysis indicated the carrying value of the Diving reporting unit exceeded its indicated fair value as of the measurement date of June 3, 2016. Based on the results of the impairment test, the Company recognized an impairment charge in the third quarter of fiscal 2016 of $6,197 in "Goodwill and other intangible assets impairment" in the accompanying Condensed Consolidated Statements of Operations in the Diving segment, thereby reducing its carrying value to $0 . See Note 17 below for a discussion of Company acquisitions and their impact on increasing the Company’s goodwill balance during the periods presented herein. |
WARRANTIES
WARRANTIES | 9 Months Ended |
Jun. 30, 2017 | |
Product Warranties Disclosures [Abstract] | |
WARRANTIES | WARRANTIES The Company provides warranties on certain of its products as they are sold. The following table summarizes the Company’s warranty activity for the nine months ended June 30, 2017 and July 1, 2016 . June 30, 2017 July 1, 2016 Balance at beginning of period $ 4,326 $ 4,301 Expense accruals for warranties issued during the period 5,386 3,489 Less current period warranty claims paid 3,461 3,206 Balance at end of period $ 6,251 $ 4,584 |
CONTINGENCIES
CONTINGENCIES | 9 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES | CONTINGENCIES The Company is subject to various legal actions and proceedings in the normal course of business, including those related to commercial disputes, product liability, intellectual property and regulatory matters. The Company is insured against loss for certain of these matters. Although litigation is subject to many uncertainties and the ultimate exposure with respect to these matters cannot be ascertained, management does not believe the final outcome of any pending litigation will have a material adverse effect on the financial condition, results of operations, liquidity or cash flows of the Company. |
INDEBTEDNESS
INDEBTEDNESS | 9 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
INDEBTEDNESS | INDEBTEDNESS Debt was comprised of the following at June 30, 2017 , September 30, 2016 , and July 1, 2016 : June 30, 2017 September 30, 2016 July 1, 2016 Term loans $ — $ 7,098 $ 7,159 Revolvers — — — Other — 291 288 Total debt — 7,389 7,447 Less current portion of long term debt — 381 378 Less short term debt — — — Total long-term debt $ — $ 7,008 $ 7,069 Term Loans On October 24, 2016 the Company repaid its outstanding term loans with Ridgestone Bank totaling $ 7,068 . The early repayment of these loans resulted in of a 3% pre-payment penalty. The Company’s term loans had a maturity date of September 29, 2029 . The interest rate in effect on the term loans was 5.50% at the date of repayment. Revolvers On September 16, 2013 , the Company and certain of its subsidiaries entered into a credit facility with PNC Bank National Association and certain other lenders. This credit facility consists of a Revolving Credit Agreement dated September 16, 2013 among the Company, certain of the Company’s subsidiaries, PNC Bank National Association, as lender and as administrative agent, and the other lenders named therein (the “Revolving Credit Agreement” or “Revolver”). The Revolver has an expiration date of September 16, 2018 and provides for borrowing of up to an aggregate principal amount not to exceed $ 90,000 with an accordion feature that gives the Company the option to increase the maximum seasonal financing availability subject to the conditions of the Revolving Credit Agreement and subject to the approval of the lenders. The Revolver imposes a seasonal borrowing limit such that borrowings may not exceed $ 60,000 from the period June 30 th through October 31 st of each year under the agreement . The interest rate on the Revolver is based on LIBOR plus an applicable margin, which margin resets each quarter. The applicable margin ranges from 1.25% to 2.00% and is dependent on the Company’s leverage ratio for the trailing twelve month period. The interest rate on the Revolver at June 30, 2017 and July 1, 2016 was approximately 2.5% and 1.7% , respectively. The Revolver is secured with a first priority lien on working capital assets and certain patents and trademarks of the Company and its subsidiaries and on land, buildings, machinery and equipment of the Company's domestic subsidiaries. Under the terms of the Revolver, the Company is required to comply with certain financial and non-financial covenants. The Revolving Credit Agreement limits asset or stock acquisitions to no more than $ 20,000 in the event that the Company’s consolidated leverage ratio is greater than 2.5 times. No limits are imposed if the Company’s consolidated leverage ratio is less than 2.5 times and the remaining borrowing availability under the Revolver is greater than $ 10,000 at the time of the acquisition. The Revolving Credit Agreement limits the amount of restricted payments (primarily dividends and repurchases of common stock) made during each fiscal year. The Company may declare and pay dividends in accordance with historical practices, but in no event may the aggregate amount of all dividends or repurchases of common stock exceed $ 10,000 in any fiscal year. The Revolving Credit Agreement restricts the Company’s ability to incur additional debt and includes maximum leverage ratio and minimum interest coverage ratio covenants. Other Borrowings The Company had no unsecured revolving credit facilities at its foreign subsidiaries as of June 30, 2017 or July 1, 2016 . The Company utilizes letters of credit primarily as security for the payment of future claims under its workers’ compensation insurance, which totaled approximately $ 279 and $ 451 at June 30, 2017 and July 1, 2016 , respectively. The Company had no unsecured lines of credit as of June 30, 2017 or July 1, 2016 . |
DERIVATIVE INSTRUMENTS AND HEDG
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | 9 Months Ended |
Jun. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES The following disclosures describe the Company’s objectives in using derivative instruments, the business purpose or context for using derivative instruments, and how the Company believes the use of derivative instruments helps achieve the stated objectives. In addition, the following disclosures describe the effects of the Company’s use of derivative instruments and hedging activities on its financial statements. Foreign Exchange Risk The Company has significant foreign operations, for which the functional currencies are denominated primarily in euros, Swiss francs, Japanese yen, Hong Kong dollars and Canadian dollars. As the values of the currencies of the foreign countries in which the Company has operations increase or decrease relative to the U.S. dollar, the sales, expenses, profits, losses, assets and liabilities of the Company’s foreign operations, as reported in the Company’s consolidated financial statements, increase or decrease, accordingly. Approximately 16% of the Company’s revenues for the nine month period ended June 30, 2017 were denominated in currencies other than the U.S. dollar. Approximately 6% were denominated in euros, approximately 7% were denominated in Canadian dollars and approximately 2% were denominated in Hong Kong dollars, with the remaining revenues denominated in various other foreign currencies. Changes in foreign currency exchange rates can cause the Company to experience unexpected financial losses or cash flow needs. The Company may mitigate a portion of the fluctuations in certain foreign currencies through the use of foreign currency forward contracts. Foreign currency forward contracts enable the Company to lock in the foreign currency exchange rate to be paid or received for a fixed amount of currency at a specified date in the future. The Company may use such foreign currency forward contracts to mitigate the risk associated with changes in foreign currency exchange rates on financial instruments and known commitments, including commitments for inventory purchases, denominated in foreign currencies. As of June 30, 2017 and July 1, 2016 , the Company held no foreign currency forward contracts. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. A fair value hierarchy has been established based on three levels of inputs, of which the first two are considered observable and the last unobservable. • Level 1 - Quoted prices in active markets for identical assets or liabilities. These are typically obtained from real-time quotes for transactions in active exchange markets involving identical assets or liabilities. • Level 2 - Inputs, other than quoted prices included within Level 1, which are observable for the asset or liability, either directly or indirectly. These are typically obtained from readily-available pricing sources for comparable instruments. • Level 3 - Unobservable inputs, where there is little or no market activity for the asset or liability. These inputs reflect the reporting entity’s own assumptions of the data that market participants would use in pricing the asset or liability, based on the best information available in the circumstances. The carrying amounts of cash, cash equivalents, short term investments, accounts receivable, and accounts payable approximated their fair values at June 30, 2017 , September 30, 2016 and July 1, 2016 due to the short term maturities of these instruments. When indicators of impairment are present, the Company may be required to value certain long-lived assets such as property, plant, and equipment, and other intangibles at their fair value. Valuation Techniques Rabbi Trust Assets Rabbi trust assets are classified as trading securities and are comprised of marketable debt and equity securities that are marked to fair value based on unadjusted quoted prices in active markets. The rabbi trust assets are used to fund amounts the Company owes to certain officers and other employees under the Company’s non-qualified deferred compensation plan. The mark to market adjustments are recorded in “Other expense (income), net” in the accompanying Condensed Consolidated Statements of Operations. Goodwill and Other Intangible Assets In assessing the recoverability of the Company’s goodwill and other indefinite lived intangible assets, the Company estimates the future discounted cash flows of the businesses to which such goodwill and intangibles relate. When estimated future discounted cash flows are less than the carrying value of the net assets and related goodwill, an impairment test is performed to measure and recognize the amount of the impairment loss, if any. In determining estimated future cash flows, the Company makes assumptions regarding anticipated financial position, future earnings, and other factors to determine the fair value of the respective assets. This calculation is highly sensitive to changes in key assumptions and could result in a future impairment charge. The Company will continue to evaluate whether circumstances and events have changed to the extent that they require the Company to conduct an interim test of goodwill. In particular, if the Company’s business units do not achieve short term revenue and gross margin goals, an interim impairment test may be triggered which could result in a goodwill impairment charge in future periods. The following table summarizes the Company’s financial assets measured at fair value as of June 30, 2017 : Level 1 Level 2 Level 3 Total Assets: Rabbi trust assets $ 14,071 $ — $ — $ 14,071 The following table summarizes the Company’s financial assets measured at fair value as of September 30, 2016 : Level 1 Level 2 Level 3 Total Assets: Rabbi trust assets $ 12,637 $ — $ — $ 12,637 The following table summarizes the Company’s financial assets measured at fair value as of July 1, 2016 : Level 1 Level 2 Level 3 Total Assets: Rabbi trust assets $ 12,004 $ — $ — $ 12,004 The effect of changes in the fair value of financial instruments on the Condensed Consolidated Statements of Operations for the three month periods ended June 30, 2017 and July 1, 2016 was: Three Months Ended Location of (income) loss June 30, 2017 July 1, 2016 Rabbi trust assets Other (income) expense, net $ (499 ) $ (259 ) The effect of changes in the fair value of financial instruments on the Condensed Consolidated Statements of Operations for the nine month periods ended June 30, 2017 and July 1, 2016 was: Nine Months Ended Location of (income) loss June 30, 2017 July 1, 2016 Rabbi trust assets Other (income) expense, net $ (1,050 ) $ (204 ) Certain assets and liabilities are measured at fair value on a non-recurring basis in periods subsequent to their initial recognition. During the third fiscal quarter of 2016, the Company recorded an impairment charge of $ 6,197 in "Goodwill and other intangible assets impairment" on goodwill held by the Diving reporting unit, reducing its fair value to $ 0 . The following table summarizes the Company's assets measured at fair value on a non-recurring basis as of July 1, 2016 and the losses recognized as a result of this measurement in the three and nine month periods then ended: Level 1 Level 2 Level 3 Total Goodwill $ — $ — $ 6,197 $ 6,197 There were no assets or liabilities measured at fair value on a non-recurring basis in periods subsequent to their initial recognition for either the three or nine month periods ended June 30, 2017 . |
NEW ACCOUNTING PRONOUNCEMENTS
NEW ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Jun. 30, 2017 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
NEW ACCOUNTING PRONOUNCEMENTS | NEW ACCOUNTING PRONOUNCEMENTS In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers, which supersedes existing revenue recognition requirements and provides a new comprehensive revenue recognition model. The underlying principle of the new standard requires entities to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects to receive in exchange for those goods or services. The Company intends to adopt this ASU during the first quarter of fiscal 2019 and is currently evaluating the impact that this standard will have on the consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . The amendments in this update will increase the transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This amendment is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company is evaluating the effect, if any, of this standard on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting . The ASU includes multiple provisions intended to simplify various aspects of the accounting for share-based payments. Excess tax benefits for share-based payments will be recorded as a reduction of income taxes and reflected in operating cash flows upon the adoption of this ASU. Excess tax benefits are recorded in equity and as financing activity under the current rules. The guidance will be effective for annual reporting periods beginning after December 15, 2016 and interim periods within those fiscal years with early adoption permitted. The Company elected to adopt this accounting standard on a prospective basis at the beginning of the first quarter of fiscal 2017. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory . The ASU includes provisions intended to simplify the measurement of inventory and to more clearly articulate the requirements for the measurement and disclosure of inventory. Under such provisions, an entity should measure inventory within the scope of this amendment at the lower of cost or net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The guidance will be effective for annual reporting periods beginning after December 15, 2016 and interim periods within those fiscal years with early adoption permitted. The Company is evaluating the effect of this standard on its consolidated financial statements. In March 2017, the FASB issued ASU 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost . The ASU includes, among other provisions, one that will require presentation of the service cost component of net benefit cost in the same line item(s) as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside of a subtotal of income from operations. This amendment is effective for annual periods beginning after December 15, 2017 and the interim periods within those annual periods. The Company is evaluating the effect of this standard on its consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, Intangibles – Goodwill and Other (Topic 350) – Simplifying the Test for Goodwill Impairment , which eliminates the requirement to calculate the implied fair value of goodwill to measure a goodwill impairment charge. Instead, entities will record an impairment charge based on the excess of a reporting unit’s carrying amount over its fair value. The Company intends to early adopt this ASU in the fourth quarter of fiscal 2017 in conjunction with its annual impairment test. The amendments in this ASU are to be applied on a prospective basis and the Company does not anticipate the adoption will have a significant impact on its consolidated financial statements. |
SEGMENTS OF BUSINESS
SEGMENTS OF BUSINESS | 9 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
SEGMENTS OF BUSINESS | SEGMENTS OF BUSINESS Effective with the first fiscal quarter of 2017, the Company has renamed its business segments to better reflect the outdoor lifestyle focus of the Company’s brands. The Company’s segments are now referred to as Fishing (formerly Marine Electronics), Camping (formerly Outdoor Equipment), Watercraft Recreation (formerly Watercraft) and Diving (unchanged). There is no change in the composition of the Company’s segments. The Company conducts its worldwide operations through separate business segments, each of which represents major product lines. Operations are conducted in the United States and various foreign countries, primarily in Europe, Canada and the Pacific Basin. During the three and nine month periods ended June 30, 2017 and July 1, 2016 there was no single customer that represented more than 10% of the Company’s total net sales. Net sales and operating profit include both sales to customers, as reported in the Company’s accompanying Condensed Consolidated Statements of Operations, and interunit transfers, which are priced to recover cost plus an appropriate profit margin. Total assets represent assets that are used in the Company’s operations in each business segment at the end of the periods presented. A summary of the Company’s operations by business segment is presented below: Three Months Ended Nine Months Ended June 30, 2017 July 1, 2016 June 30, 2017 July 1, 2016 September 30, 2016 Net sales: Fishing (f.k.a. Marine Electronics): Unaffiliated customers $ 103,808 $ 87,928 $ 276,187 $ 237,351 Interunit transfers 166 135 282 305 Camping (f.k.a. Outdoor Equipment): Unaffiliated customers 12,115 13,202 29,213 31,117 Interunit transfers 14 15 26 30 Watercraft Recreation (f.k.a. Watercraft): Unaffiliated customers 17,199 19,167 38,477 40,270 Interunit transfers 91 97 117 123 Diving Unaffiliated customers 21,814 18,709 54,411 49,554 Interunit transfers 170 136 492 643 Other / Corporate 338 294 522 498 Eliminations (441 ) (383 ) (917 ) (1,101 ) Total $ 155,274 $ 139,300 $ 398,810 $ 358,790 Operating profit (loss): Fishing $ 24,293 $ 19,970 $ 54,324 $ 42,948 Camping 1,452 1,168 1,691 1,965 Watercraft Recreation 2,417 2,894 2,466 3,190 Diving 1,218 (6,204 ) 468 (8,782 ) Other / Corporate (4,643 ) (4,245 ) (13,282 ) (11,500 ) $ 24,737 $ 13,583 $ 45,667 $ 27,821 Total assets (end of period): Fishing $ 137,259 $ 128,299 $ 118,357 Camping 29,777 31,979 28,249 Watercraft Recreation 26,551 29,589 19,693 Diving 55,410 73,930 77,195 Other / Corporate 105,960 62,364 66,785 $ 354,957 $ 326,161 $ 310,279 1 |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 9 Months Ended |
Jun. 30, 2017 | |
Stockholders' Equity Note [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The changes in Accumulated Other Comprehensive Income (“AOCI”) by component, net of tax, for the three months ended June 30, 2017 were as follows: Foreign Currency Translation Adjustment Unamortized Loss on Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at March 31, 2017 $ 7,652 $ (7,996 ) $ (344 ) Other comprehensive income before reclassifications 2,350 — 2,350 Amounts reclassified from accumulated other comprehensive income — 265 265 Tax effects — (100 ) (100 ) Balance at June 30, 2017 $ 10,002 $ (7,831 ) $ 2,171 The changes in AOCI by component, net of tax, for the three months ended July 1, 2016 were as follows: Foreign Currency Translation Adjustment Unamortized Loss on Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at April 1, 2016 $ 11,524 $ (6,423 ) $ 5,101 Other comprehensive loss before reclassifications (873 ) — (873 ) Amounts reclassified from accumulated other comprehensive income — 114 114 Tax effects — (44 ) (44 ) Balance at July 1, 2016 $ 10,651 $ (6,353 ) $ 4,298 The changes in AOCI by component, net of tax, for the nine months ended June 30, 2017 were as follows: Foreign Currency Translation Adjustment Unamortized Loss on Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at September 30, 2016 $ 10,525 $ (8,171 ) $ 2,354 Other comprehensive loss before reclassifications (523 ) — (523 ) Amounts reclassified from accumulated other comprehensive income — 548 548 Tax effects — (208 ) (208 ) Balance at June 30, 2017 $ 10,002 $ (7,831 ) $ 2,171 The changes in AOCI by component, net of tax, for the nine months ended July 1, 2016 were as follows: Foreign Currency Translation Adjustment Unamortized Loss on Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at October 2, 2015 $ 10,253 $ (6,616 ) $ 3,637 Other comprehensive income before reclassifications 398 — 398 Amounts reclassified from accumulated other comprehensive income — 425 425 Tax effects — (162 ) (162 ) Balance at July 1, 2016 $ 10,651 $ (6,353 ) $ 4,298 The reclassifications out of AOCI for the three months ended June 30, 2017 were as follows: Statement of Operations Presentation Unamortized loss on defined benefit pension plans Amortization of loss $ 265 Cost of sales / Operating expense Tax effects (100 ) Income tax expense Total reclassifications for the period $ 165 The reclassifications out of AOCI for the three months ended July 1, 2016 were as follows: Statement of Operations Presentation Unamortized loss on defined benefit pension plans: Amortization of loss $ 114 Cost of sales / Operating expense Tax effects (44 ) Income tax expense Total reclassifications for the period $ 70 The reclassifications out of AOCI for the nine months ended June 30, 2017 were as follows: Statement of Operations Presentation Unamortized loss on defined benefit pension plans: Amortization of loss $ 548 Cost of sales / Operating expense Tax effects (208 ) Income tax expense Total reclassifications for the period $ 340 The reclassifications out of AOCI for the nine months ended July 1, 2016 were as follows: Statement of Operations Presentation Unamortized loss on defined benefit pension plans: Amortization of loss $ 425 Cost of sales / Operating expense Tax effects (162 ) Income tax expense Total reclassifications for the period $ 263 |
ACQUISITIONS
ACQUISITIONS | 9 Months Ended |
Jun. 30, 2017 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS Acquisition of SeaBear On October 27, 2015 , the Company acquired all of the outstanding common stock of SeaBear GmbH (“SeaBear”) and related assets in a purchase transaction with SeaBear’s sole shareholder (the “Seller”). SeaBear, founded and based in Graz, Austria, specializes in the development of underwater instrumentation through unique application of existing, new and emerging technologies. The Company believed that sales of SeaBear’s innovative diving technology could be expanded through the Company’s global marketing and distribution networks. The SeaBear acquisition is included in the Company’s Diving segment. Goodwill of $ 2,219 , which represents the excess of the purchase price over the net tangible and intangible assets acquired, is not deductible for tax purposes. During the quarter ended July 1, 2016, the Company re-evaluated its projections for its Diving reporting unit as a result of deteriorating business conditions. As a result, the Company performed an impairment test on the goodwill of the Diving reporting unit, including the goodwill acquired in the SeaBear acquisition, and determined an impairment charge of $ 6,197 was required thereby reducing the carrying value of goodwill reported in the Diving segment (including the portion attributable to the SeaBear acquisition) to $ 0 . Acquisition of Northport On April 4, 2016 , the Company acquired substantially all of the assets of Northport Systems, Inc. (“Northport”) in a purchase transaction with Northport and its owners (collectively, the “Seller”). Northport, based in Toronto, Canada, specializes in the development and application of unique digital cartography technologies and web, e-commerce and data solutions for fishing and marine markets. The acquisition cost for the Northport assets was funded with existing cash and credit facilities. Approximately $ 500 of the purchase price was paid into a segregated escrow account which was set aside to fund potential indemnity claims that may be made by the Company against the Seller in connection with the inaccuracy of certain representations and warranties made by the Seller or related to the breach or nonperformance of certain other actions, agreements or conditions related to the acquisition, for a period of 24 months from the acquisition date. The Company cannot estimate the probability or likelihood of bringing such an indemnity claim against the Seller or any related costs at this time. The remaining escrow balance, if any, net of any indemnity claim then pending, will be released to the Seller once the 24 month period has lapsed. Approximately $ 250 of the purchase price was in the form of contingent consideration which requires the Seller to meet certain conditions prior to the release of such funds. The Company believes that Northport will bring new cartography capabilities, which can broaden the Company’s innovation horizon and accelerate speed-to-market of new products in this segment. The Northport acquisition is included in the Company’s Fishing segment. Goodwill of $ 827 , which represents the excess of the purchase price over the net tangible and intangible assets acquired, is deductible for tax purposes. The goodwill resulting from this acquisition reflects the strong cash flow expected from the acquisition due primarily to expected expanded distribution and growth of Humminbird marine electronics and cartography. Purchase Price Allocation Pro forma results of operations for these acquisitions have not been presented because they are not material to the Company’s combined and consolidated results of operations, either individually or in the aggregate. The following table presents the aggregate purchase price allocation for the Company’s acquisitions described above: Recognized amounts of identifiable assets acquired and liabilities assumed Accounts receivable $ 66 Inventories 197 Other current assets 40 Property, plant and equipment 27 Identifiable intangible assets 6,706 Less, accounts payable and accruals 350 Less, long term liabilities 580 Total identifiable net assets 6,106 Goodwill 3,046 Net assets acquired $ 9,152 The values assigned in the acquisitions described above to finite lived intangible assets were as follows: Description Amount Useful Life (yrs) Developed technologies $ 6,131 7.6 Non-compete agreements 575 5 Developed technologies were valued using the discounted cash flow method. Under this method, the after-tax direct cash flows expected to be generated by the technologies were discounted over their remaining useful lives, net of contributions of other assets to those cash flows. The discount rates used were commensurate with the inherent risks associated with each type of asset and the level and timing of cash flows appropriately reflect market participant assumptions. We valued base product technology that generates cash flows from sales of the existing products using the income approach, specifically the multi-period excess earnings method which calculates the value based on the risk-adjusted present value of the cash flows specific to the products, allowing for a reasonable return. Non-compete agreements were valued using the comparative income differential method based on the estimated negative impact that could occur in the absence of the restrictions enforced by the agreements. The weighted average useful life at the dates of acquisition of total amortizable intangible assets acquired was approximately 7.5 years. Transaction costs of $ 588 were recognized during the nine months ended July 1, 2016 . |
BASIS OF PRESENTATION (Policy)
BASIS OF PRESENTATION (Policy) | 9 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | The condensed consolidated financial statements included herein are unaudited. In the opinion of management, these statements contain all adjustments (consisting of only normal recurring items) necessary to present fairly the financial position of Johnson Outdoors Inc. and subsidiaries (collectively, the “Company”) as of June 30, 2017 and July 1, 2016 , and their results of operations for the three and nine month periods then ended and cash flows for the nine month periods then ended. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2016 which was filed with the Securities and Exchange Commission on December 13, 2016. Effective with the first fiscal quarter of 2017, the Company has renamed its business segments to better reflect the outdoor lifestyle focus of the Company’s brands. The Company’s segments are now referred to as Fishing (formerly Marine Electronics), Camping (formerly Outdoor Equipment), Watercraft Recreation (formerly Watercraft) and Diving (unchanged). There is no change in the composition of the Company’s segments. Due to seasonal variations and other factors, the results of operations for the three and nine months ended June 30, 2017 are not necessarily indicative of the results to be expected for the Company’s full 2017 fiscal year. See “Seasonality” in the Management’s Discussion and Analysis of Financial Condition and Results of Operations included elsewhere herein for additional information. The Company considers all short-term investments in interest-bearing accounts and all securities and other instruments with an original maturity of three months or less, to be equivalent to cash. Cash equivalents are stated at cost which approximates market value. Short-term investments consist of certificates of deposit with original maturities greater than three months but less than one year. All monetary amounts, other than share and per share amounts, are stated in thousands. |
STOCK-BASED COMPENSATION AND 26
STOCK-BASED COMPENSATION AND STOCK OWNERSHIP PLANS (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Non-Vested Stock Activity | A summary of non-vested stock activity for the nine months ended June 30, 2017 related to the Company’s stock ownership plans is as follows: Shares Weighted Average Grant Price Non-vested stock at September 30, 2016 162,472 $ 24.49 Non-vested stock grants 8,846 43.12 Restricted stock vested (76,250 ) 20.54 Non-vested stock at June 30, 2017 95,068 27.68 |
Schedule of RSU Activity | A summary of RSU activity for the nine months ended June 30, 2017 follows: Number of RSUs Weighted Average Grant Price RSUs at September 30, 2016 46,411 $ 23.62 RSUs granted 28,301 40.64 RSUs vested (14,070 ) 22.39 RSUs at June 30, 2017 60,642 31.85 |
PENSION PLANS (Tables)
PENSION PLANS (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Compensation and Retirement Disclosure [Abstract] | |
Components of Net Periodic Benefit Cost | The components of net periodic benefit cost related to Company sponsored defined benefit plans for the three and nine month periods ended June 30, 2017 and July 1, 2016 were as follows: Three Months Ended Nine Months Ended June 30, 2017 July 1, 2016 June 30, 2017 July 1, 2016 Components of net periodic benefit cost: Service cost $ — $ — $ — $ — Interest on projected benefit obligation 215 299 783 853 Less estimated return on plan assets 347 351 895 949 Amortization of unrecognized losses 265 114 548 424 Net periodic benefit cost $ 133 $ 62 $ 436 $ 328 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Summary of Earnings Before Income Taxes, Income Tax Expense and Effective Income Tax Rate | For the three and nine months ended June 30, 2017 and July 1, 2016 , the Company’s earnings before income taxes, income tax expense and effective income tax rate were as follows: Three Months Ended Nine Months Ended (thousands, except tax rate data) June 30, 2017 July 1, 2016 June 30, 2017 July 1, 2016 Profit before income taxes $ 25,560 $ 13,865 $ 47,352 $ 28,015 Income tax expense 9,007 7,024 12,784 12,387 Effective income tax rate 35.2 % 50.7 % 27.0 % 44.2 % |
Summary of Tax Jurisdictions of Entities with Valuation Allowances | The tax jurisdictions that have a valuation allowance for the periods ended June 30, 2017 and July 1, 2016 were: June 30, 2017 July 1, 2016 Australia Australia Austria France France Indonesia Japan Japan Netherlands Netherlands New Zealand New Zealand Spain Spain Switzerland Switzerland |
Summary of Income Tax Examinations | As of the date of this report, the following tax years remain open to examination by the respective tax jurisdictions: Jurisdiction Fiscal Years United States 2014-2016 Canada 2013-2016 France 2012-2016 Germany 2013-2016 Italy 2011-2016 Japan 2016 Switzerland 2006-2016 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories at the end of the respective periods consisted of the following: June 30, September 30, 2016 July 1, Raw materials $ 26,250 $ 26,379 $ 24,529 Work in process 168 34 85 Finished goods 41,821 41,984 46,513 $ 68,239 $ 68,397 $ 71,127 |
GOODWILL (Tables)
GOODWILL (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The changes in goodwill during the nine months ended June 30, 2017 and July 1, 2016 were as follows: June 30, 2017 July 1, 2016 Balance at beginning of period $ 11,196 $ 14,292 Acquisitions — 3,400 Impairment — (6,197 ) Amount attributable to movements in foreign currency rates 5 13 Balance at end of period $ 11,201 $ 11,508 |
WARRANTIES (Tables)
WARRANTIES (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Product Warranties Disclosures [Abstract] | |
Summary of Warranty Activity | The following table summarizes the Company’s warranty activity for the nine months ended June 30, 2017 and July 1, 2016 . June 30, 2017 July 1, 2016 Balance at beginning of period $ 4,326 $ 4,301 Expense accruals for warranties issued during the period 5,386 3,489 Less current period warranty claims paid 3,461 3,206 Balance at end of period $ 6,251 $ 4,584 |
INDEBTEDNESS (Tables)
INDEBTEDNESS (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Debt was comprised of the following at June 30, 2017 , September 30, 2016 , and July 1, 2016 : June 30, 2017 September 30, 2016 July 1, 2016 Term loans $ — $ 7,098 $ 7,159 Revolvers — — — Other — 291 288 Total debt — 7,389 7,447 Less current portion of long term debt — 381 378 Less short term debt — — — Total long-term debt $ — $ 7,008 $ 7,069 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets Measured at Fair Value | The following table summarizes the Company’s financial assets measured at fair value as of June 30, 2017 : Level 1 Level 2 Level 3 Total Assets: Rabbi trust assets $ 14,071 $ — $ — $ 14,071 The following table summarizes the Company’s financial assets measured at fair value as of September 30, 2016 : Level 1 Level 2 Level 3 Total Assets: Rabbi trust assets $ 12,637 $ — $ — $ 12,637 The following table summarizes the Company’s financial assets measured at fair value as of July 1, 2016 : Level 1 Level 2 Level 3 Total Assets: Rabbi trust assets $ 12,004 $ — $ — $ 12,004 |
Effect of Changes in the Fair Value of Financial Instruments | The effect of changes in the fair value of financial instruments on the Condensed Consolidated Statements of Operations for the three month periods ended June 30, 2017 and July 1, 2016 was: Three Months Ended Location of (income) loss June 30, 2017 July 1, 2016 Rabbi trust assets Other (income) expense, net $ (499 ) $ (259 ) The effect of changes in the fair value of financial instruments on the Condensed Consolidated Statements of Operations for the nine month periods ended June 30, 2017 and July 1, 2016 was: Nine Months Ended Location of (income) loss June 30, 2017 July 1, 2016 Rabbi trust assets Other (income) expense, net $ (1,050 ) $ (204 ) |
Fair Value Measurements, Nonrecurring | The following table summarizes the Company's assets measured at fair value on a non-recurring basis as of July 1, 2016 and the losses recognized as a result of this measurement in the three and nine month periods then ended: Level 1 Level 2 Level 3 Total Goodwill $ — $ — $ 6,197 $ 6,197 |
SEGMENTS OF BUSINESS (Tables)
SEGMENTS OF BUSINESS (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Summary of Operations by Business Unit | A summary of the Company’s operations by business segment is presented below: Three Months Ended Nine Months Ended June 30, 2017 July 1, 2016 June 30, 2017 July 1, 2016 September 30, 2016 Net sales: Fishing (f.k.a. Marine Electronics): Unaffiliated customers $ 103,808 $ 87,928 $ 276,187 $ 237,351 Interunit transfers 166 135 282 305 Camping (f.k.a. Outdoor Equipment): Unaffiliated customers 12,115 13,202 29,213 31,117 Interunit transfers 14 15 26 30 Watercraft Recreation (f.k.a. Watercraft): Unaffiliated customers 17,199 19,167 38,477 40,270 Interunit transfers 91 97 117 123 Diving Unaffiliated customers 21,814 18,709 54,411 49,554 Interunit transfers 170 136 492 643 Other / Corporate 338 294 522 498 Eliminations (441 ) (383 ) (917 ) (1,101 ) Total $ 155,274 $ 139,300 $ 398,810 $ 358,790 Operating profit (loss): Fishing $ 24,293 $ 19,970 $ 54,324 $ 42,948 Camping 1,452 1,168 1,691 1,965 Watercraft Recreation 2,417 2,894 2,466 3,190 Diving 1,218 (6,204 ) 468 (8,782 ) Other / Corporate (4,643 ) (4,245 ) (13,282 ) (11,500 ) $ 24,737 $ 13,583 $ 45,667 $ 27,821 Total assets (end of period): Fishing $ 137,259 $ 128,299 $ 118,357 Camping 29,777 31,979 28,249 Watercraft Recreation 26,551 29,589 19,693 Diving 55,410 73,930 77,195 Other / Corporate 105,960 62,364 66,785 $ 354,957 $ 326,161 $ 310,279 |
ACCUMULATED OTHER COMPREHENSI35
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Stockholders' Equity Note [Abstract] | |
Changes in AOCI by Component, Net of Tax | The changes in Accumulated Other Comprehensive Income (“AOCI”) by component, net of tax, for the three months ended June 30, 2017 were as follows: Foreign Currency Translation Adjustment Unamortized Loss on Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at March 31, 2017 $ 7,652 $ (7,996 ) $ (344 ) Other comprehensive income before reclassifications 2,350 — 2,350 Amounts reclassified from accumulated other comprehensive income — 265 265 Tax effects — (100 ) (100 ) Balance at June 30, 2017 $ 10,002 $ (7,831 ) $ 2,171 The changes in AOCI by component, net of tax, for the three months ended July 1, 2016 were as follows: Foreign Currency Translation Adjustment Unamortized Loss on Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at April 1, 2016 $ 11,524 $ (6,423 ) $ 5,101 Other comprehensive loss before reclassifications (873 ) — (873 ) Amounts reclassified from accumulated other comprehensive income — 114 114 Tax effects — (44 ) (44 ) Balance at July 1, 2016 $ 10,651 $ (6,353 ) $ 4,298 The changes in AOCI by component, net of tax, for the nine months ended June 30, 2017 were as follows: Foreign Currency Translation Adjustment Unamortized Loss on Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at September 30, 2016 $ 10,525 $ (8,171 ) $ 2,354 Other comprehensive loss before reclassifications (523 ) — (523 ) Amounts reclassified from accumulated other comprehensive income — 548 548 Tax effects — (208 ) (208 ) Balance at June 30, 2017 $ 10,002 $ (7,831 ) $ 2,171 The changes in AOCI by component, net of tax, for the nine months ended July 1, 2016 were as follows: Foreign Currency Translation Adjustment Unamortized Loss on Defined Benefit Pension Plans Accumulated Other Comprehensive Income (Loss) Balance at October 2, 2015 $ 10,253 $ (6,616 ) $ 3,637 Other comprehensive income before reclassifications 398 — 398 Amounts reclassified from accumulated other comprehensive income — 425 425 Tax effects — (162 ) (162 ) Balance at July 1, 2016 $ 10,651 $ (6,353 ) $ 4,298 |
Reclassifications Out of AOCI | The reclassifications out of AOCI for the three months ended June 30, 2017 were as follows: Statement of Operations Presentation Unamortized loss on defined benefit pension plans Amortization of loss $ 265 Cost of sales / Operating expense Tax effects (100 ) Income tax expense Total reclassifications for the period $ 165 The reclassifications out of AOCI for the three months ended July 1, 2016 were as follows: Statement of Operations Presentation Unamortized loss on defined benefit pension plans: Amortization of loss $ 114 Cost of sales / Operating expense Tax effects (44 ) Income tax expense Total reclassifications for the period $ 70 The reclassifications out of AOCI for the nine months ended June 30, 2017 were as follows: Statement of Operations Presentation Unamortized loss on defined benefit pension plans: Amortization of loss $ 548 Cost of sales / Operating expense Tax effects (208 ) Income tax expense Total reclassifications for the period $ 340 The reclassifications out of AOCI for the nine months ended July 1, 2016 were as follows: Statement of Operations Presentation Unamortized loss on defined benefit pension plans: Amortization of loss $ 425 Cost of sales / Operating expense Tax effects (162 ) Income tax expense Total reclassifications for the period $ 263 |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 9 Months Ended |
Jun. 30, 2017 | |
Business Combinations [Abstract] | |
Provisional Fair Values Of The Assets Acquired, Liabilities Assumed And Goodwill Acquired | The following table presents the aggregate purchase price allocation for the Company’s acquisitions described above: Recognized amounts of identifiable assets acquired and liabilities assumed Accounts receivable $ 66 Inventories 197 Other current assets 40 Property, plant and equipment 27 Identifiable intangible assets 6,706 Less, accounts payable and accruals 350 Less, long term liabilities 580 Total identifiable net assets 6,106 Goodwill 3,046 Net assets acquired $ 9,152 |
Provisional Values Assigned in the Acquisitions to Finite Lived Intangible Assets | The values assigned in the acquisitions described above to finite lived intangible assets were as follows: Description Amount Useful Life (yrs) Developed technologies $ 6,131 7.6 Non-compete agreements 575 5 |
ACCOUNTS RECEIVABLE (Details)
ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 | Jul. 01, 2016 |
Receivables [Abstract] | |||
Allowances for doubtful accounts receivable | $ 1,931 | $ 2,182 | $ 2,204 |
Accounts receivable, net | $ 79,292 | $ 41,522 | $ 70,658 |
EARNINGS PER SHARE (_EPS_) (Det
EARNINGS PER SHARE (“EPS”) (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jul. 01, 2016 | Jun. 30, 2017 | Jul. 01, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Percentage of cash dividends on Class A common stock relative to Class B common stock (shares) | 110.00% | |||
Non-Vested Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (shares) | 95,068 | 170,357 | 111,061 | 175,742 |
Restricted Stock Units (RSUs) | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share (shares) | 32,357 | 40,004 | 34,746 | 38,087 |
STOCK-BASED COMPENSATION AND 39
STOCK-BASED COMPENSATION AND STOCK OWNERSHIP PLANS (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jul. 01, 2016 | Jun. 30, 2017 | Jul. 01, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares available for grant | 612,570,000 | 612,570,000 | ||
Class A | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Employee stock purchase plan shares issued (shares) | 0 | 7,732 | 0 | 7,732 |
Income in connection with Employee' Stock Purchase Plan | $ (10) | |||
ESPP compensation expense | $ 33 | $ 15 | $ 33 | |
Non-Vested Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares tendered for tax withholding (shares) | 17,832,000 | 19,973,000 | ||
Stock-based compensation expense, net of forfeitures | 219 | 332 | $ 722 | $ 1,013 |
Unrecognized stock-based compensation expense | 952 | 952 | ||
Fair value of vested restricted stock | 3,219 | 2,349 | ||
Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense, net of forfeitures | 213 | $ 148 | 640 | $ 415 |
Unrecognized stock-based compensation expense | $ 1,162 | $ 1,162 | ||
Restricted Stock Units (RSUs) | Vesting Period 1 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 1 year | |||
Restricted Stock Units (RSUs) | Vesting Period 2 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 3 years | |||
Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Employee stock purchase plan, purchase price | 85.00% | |||
Minimum | Non-Vested Stock | Employees | Class A | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 2 years | |||
Maximum | Non-Vested Stock | Employees | Class A | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 5 years |
STOCK-BASED COMPENSATION AND 40
STOCK-BASED COMPENSATION AND STOCK OWNERSHIP PLANS (Schedule of Non-Vested Stock Activity) (Details) - Non-Vested Stock | 9 Months Ended |
Jun. 30, 2017$ / sharesshares | |
Shares | |
Beginning Balance, shares (shares) | shares | 162,472 |
Stock Grants, shares (shares) | shares | 8,846 |
Vested, shares (shares) | shares | (76,250) |
Ending Balance, shares (shares) | shares | 95,068 |
Weighted Average Grant Price | |
Beginning Balance, Weighted Average Grant Price (USD per share) | $ / shares | $ 24.49 |
Stock Grants, Weighted Average Grant Price (USD per share) | $ / shares | 43.12 |
Stock Vested, Weighted Average Grant Price (USD per share) | $ / shares | 20.54 |
Ending Balance, Weighted Average Grant Price (USD per share) | $ / shares | $ 27.68 |
STOCK-BASED COMPENSATION AND 41
STOCK-BASED COMPENSATION AND STOCK OWNERSHIP PLANS (Schedule of RSU Activity) (Details) - Restricted Stock Units (RSUs) | 9 Months Ended |
Jun. 30, 2017$ / sharesshares | |
Number of RSUs | |
Beginning Balance, shares (shares) | shares | 46,411 |
Stock Grants, shares (shares) | shares | 28,301 |
Vested, shares (shares) | shares | (14,070) |
Ending Balance, shares (shares) | shares | 60,642 |
Weighted Average Grant Price | |
Beginning Balance, Weighted Average Grant Price (USD per share) | $ / shares | $ 23.62 |
Stock Grants, Weighted Average Grant Price (USD per share) | $ / shares | 40.64 |
Stock Vested, Weighted Average Grant Price (USD per share) | $ / shares | 22.39 |
Ending Balance, Weighted Average Grant Price (USD per share) | $ / shares | $ 31.85 |
PENSION PLANS (Details)
PENSION PLANS (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jul. 01, 2016 | Jun. 30, 2017 | Jul. 01, 2016 | |
Components of net periodic benefit cost: | ||||
Service cost | $ 0 | $ 0 | $ 0 | $ 0 |
Interest on projected benefit obligation | 215 | 299 | 783 | 853 |
Less estimated return on plan assets | 347 | 351 | 895 | 949 |
Amortization of unrecognized losses | 265 | 114 | 548 | 424 |
Net periodic benefit cost | $ 133 | $ 62 | $ 436 | $ 328 |
INCOME TAXES (Summary of Earnin
INCOME TAXES (Summary of Earnings Before Income Taxes, Income Tax Expense and Effective Income Tax Rate) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jul. 01, 2016 | Jun. 30, 2017 | Jul. 01, 2016 | |
Income Tax Disclosure [Abstract] | ||||
Profit before income taxes | $ 25,560 | $ 13,865 | $ 47,352 | $ 28,015 |
Income tax expense | $ 9,007 | $ 7,024 | $ 12,784 | $ 12,387 |
Effective income tax rate | 35.20% | 50.70% | 27.00% | 44.20% |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Jun. 30, 2017 | Sep. 29, 2017 | |
Foreign tax credit net tax benefit | $ (4,200) | |
Repatriation | $ 22,000 | |
Projected | ||
Tax expense related to uncertain income tax positions | $ 500 | |
Accrued interest related to uncertain income tax positions | $ 250 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 | Jul. 01, 2016 |
Inventory Disclosure [Abstract] | |||
Raw materials | $ 26,250 | $ 26,379 | $ 24,529 |
Work in process | 168 | 34 | 85 |
Finished goods | 41,821 | 41,984 | 46,513 |
Inventories | $ 68,239 | $ 68,397 | $ 71,127 |
GOODWILL (Details)
GOODWILL (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jul. 01, 2016 | Jun. 30, 2017 | Jul. 01, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill | $ 6,197,000 | $ 6,197,000 | ||
Goodwill [Roll Forward] | ||||
Balance at beginning of period | $ 11,196,000 | 14,292,000 | ||
Acquisitions | 0 | 3,400,000 | ||
Impairment | $ 0 | (6,197,000) | 0 | (6,197,000) |
Amount attributable to movements in foreign currency rates | 5,000 | 13,000 | ||
Balance at end of period | 11,201,000 | 11,508,000 | 11,201,000 | 11,508,000 |
Diving | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill | $ 0 | $ 0 | ||
Goodwill [Roll Forward] | ||||
Impairment | (6,197,000) | |||
Balance at end of period | $ 0 | $ 0 |
WARRANTIES (Details)
WARRANTIES (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2017 | Jul. 01, 2016 | |
Movement in Standard and Extended Product Warranty Accrual, Increase (Decrease) [Roll Forward] | ||
Balance at beginning of period | $ 4,326 | $ 4,301 |
Expense accruals for warranties issued during the period | 5,386 | 3,489 |
Less current period warranty claims paid | 3,461 | 3,206 |
Balance at end of period | $ 6,251 | $ 4,584 |
INDEBTEDNESS (Narrative) (Detai
INDEBTEDNESS (Narrative) (Details) - USD ($) | Oct. 24, 2016 | Jun. 30, 2017 | Jul. 01, 2016 |
Revolvers Borrowing Capacity Standard | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 90,000,000 | ||
Revolvers Borrowing Capacity Seasonal | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 60,000,000 | ||
Revolvers | |||
Debt Instrument [Line Items] | |||
Interest rate | 2.50% | 1.70% | |
Maximum amount of asset or stock acquisition | $ 20,000,000 | ||
Ratio of indebtedness to net capital | 2.5 | ||
Debt covenant, minimum remaining borrowing availability | $ 10,000,000 | ||
Maximum amount of dividends paid or stock repurchases | $ 10,000,000 | ||
Revolvers | Maximum | LIBOR | |||
Debt Instrument [Line Items] | |||
Margin percentage | 2.00% | ||
Revolvers | Minimum | LIBOR | |||
Debt Instrument [Line Items] | |||
Margin percentage | 1.25% | ||
Unsecured Line Of Credit | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 0 | $ 0 | |
Term Loans | |||
Debt Instrument [Line Items] | |||
Repayment of term loans | $ 7,068,000 | ||
Pre-payment penalty percentage | 3.00% | ||
Interest rate | 5.50% | ||
Financial Standby Letter of Credit | |||
Debt Instrument [Line Items] | |||
Letters of credit outstanding | $ 279,000 | $ 451,000 |
INDEBTEDNESS (Schedule of Debt)
INDEBTEDNESS (Schedule of Debt) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 | Jul. 01, 2016 |
Debt Disclosure [Abstract] | |||
Term loans | $ 0 | $ 7,098 | $ 7,159 |
Revolvers | 0 | 0 | 0 |
Other | 0 | 291 | 288 |
Total debt | 0 | 7,389 | 7,447 |
Less current portion of long term debt | 0 | 381 | 378 |
Less short term debt | 0 | 0 | 0 |
Total long-term debt | $ 0 | $ 7,008 | $ 7,069 |
DERIVATIVE INSTRUMENTS AND HE50
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Details) - contract | 9 Months Ended | |
Jun. 30, 2017 | Jul. 01, 2016 | |
Derivative [Line Items] | ||
Number of foreign currency forward contracts | 0 | 0 |
Revenue Other Than U.S. Dollar | ||
Derivative [Line Items] | ||
Percent of revenues in foreign currency | 16.00% | |
Other Currency | Revenue Other Than U.S. Dollar | ||
Derivative [Line Items] | ||
Percent of revenues in foreign currency | 1.00% | |
Euro | Revenue Other Than U.S. Dollar | ||
Derivative [Line Items] | ||
Percent of revenues in foreign currency | 6.00% | |
Canadian Dollars | Revenue Other Than U.S. Dollar | ||
Derivative [Line Items] | ||
Percent of revenues in foreign currency | 7.00% | |
Hong Kong, Dollars | Revenue Other Than U.S. Dollar | ||
Derivative [Line Items] | ||
Percent of revenues in foreign currency | 2.00% |
FAIR VALUE MEASUREMENTS (Narrat
FAIR VALUE MEASUREMENTS (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jul. 01, 2016 | Jun. 30, 2017 | Jul. 01, 2016 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Goodwill impairment loss | $ 0 | $ 6,197,000 | $ 0 | $ 6,197,000 |
Goodwill | 6,197,000 | $ 6,197,000 | ||
Assets at fair value, nonrecurring | 0 | 0 | ||
Liabilities at fair value, nonrecurring | 0 | 0 | ||
Diving | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Goodwill impairment loss | $ 6,197,000 | |||
Goodwill | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS (Summar
FAIR VALUE MEASUREMENTS (Summary of Financial Assets) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 | Jul. 01, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Rabbi trust assets | $ 14,071 | $ 12,637 | $ 12,004 |
Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Rabbi trust assets | 14,071 | 12,637 | 12,004 |
Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Rabbi trust assets | 0 | 0 | 0 |
Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Rabbi trust assets | $ 0 | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS (Effect
FAIR VALUE MEASUREMENTS (Effect of Changes in Financial Instruments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jul. 01, 2016 | Jun. 30, 2017 | Jul. 01, 2016 | |
Rabbi trust assets | ||||
Fair Value, Option, Quantitative Disclosures [Line Items] | ||||
Changes in fair value, loss (income) | $ (499) | $ (259) | $ (1,050) | $ (204) |
FAIR VALUE MEASUREMENTS (Assets
FAIR VALUE MEASUREMENTS (Assets Measured on a Nonrecurring Basis) (Details) $ in Thousands | Jul. 01, 2016USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Goodwill | $ 6,197 |
Level 1 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Goodwill | 0 |
Level 2 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Goodwill | 0 |
Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Goodwill | $ 6,197 |
SEGMENTS OF BUSINESS (Details)
SEGMENTS OF BUSINESS (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2017 | Jul. 01, 2016 | Jun. 30, 2017 | Jul. 01, 2016 | Sep. 30, 2016 | |
Segment Reporting Information [Line Items] | |||||
Net sales: | $ 155,274 | $ 139,300 | $ 398,810 | $ 358,790 | |
Operating profit (loss): | 24,737 | 13,583 | 45,667 | 27,821 | |
Total assets (end of period): | 354,957 | 326,161 | 354,957 | 326,161 | $ 310,279 |
Operating Segments | Fishing | |||||
Segment Reporting Information [Line Items] | |||||
Net sales: | 103,808 | 87,928 | 276,187 | 237,351 | |
Operating profit (loss): | 24,293 | 19,970 | 54,324 | 42,948 | |
Total assets (end of period): | 137,259 | 128,299 | 137,259 | 128,299 | 118,357 |
Operating Segments | Camping | |||||
Segment Reporting Information [Line Items] | |||||
Net sales: | 12,115 | 13,202 | 29,213 | 31,117 | |
Operating profit (loss): | 1,452 | 1,168 | 1,691 | 1,965 | |
Total assets (end of period): | 29,777 | 31,979 | 29,777 | 31,979 | 28,249 |
Operating Segments | Watercraft Recreation | |||||
Segment Reporting Information [Line Items] | |||||
Net sales: | 17,199 | 19,167 | 38,477 | 40,270 | |
Operating profit (loss): | 2,417 | 2,894 | 2,466 | 3,190 | |
Total assets (end of period): | 26,551 | 29,589 | 26,551 | 29,589 | 19,693 |
Operating Segments | Diving | |||||
Segment Reporting Information [Line Items] | |||||
Net sales: | 21,814 | 18,709 | 54,411 | 49,554 | |
Operating profit (loss): | 1,218 | (6,204) | 468 | (8,782) | |
Total assets (end of period): | 55,410 | 73,930 | 55,410 | 73,930 | 77,195 |
Eliminations | |||||
Segment Reporting Information [Line Items] | |||||
Net sales: | (441) | (383) | (917) | (1,101) | |
Eliminations | Fishing | |||||
Segment Reporting Information [Line Items] | |||||
Net sales: | 166 | 135 | 282 | 305 | |
Eliminations | Camping | |||||
Segment Reporting Information [Line Items] | |||||
Net sales: | 14 | 15 | 26 | 30 | |
Eliminations | Watercraft Recreation | |||||
Segment Reporting Information [Line Items] | |||||
Net sales: | 91 | 97 | 117 | 123 | |
Eliminations | Diving | |||||
Segment Reporting Information [Line Items] | |||||
Net sales: | 170 | 136 | 492 | 643 | |
Other / Corporate | |||||
Segment Reporting Information [Line Items] | |||||
Net sales: | 338 | 294 | 522 | 498 | |
Operating profit (loss): | (4,643) | (4,245) | (13,282) | (11,500) | |
Total assets (end of period): | $ 105,960 | $ 62,364 | $ 105,960 | $ 62,364 | $ 66,785 |
ACCUMULATED OTHER COMPREHENSI56
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Changes by Component) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jul. 01, 2016 | Jun. 30, 2017 | Jul. 01, 2016 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | $ 207,496 | |||
Other comprehensive income (loss) before reclassifications | $ 2,350 | $ (873) | (523) | $ 398 |
Amounts reclassified from accumulated other comprehensive income | 265 | 114 | 548 | 425 |
Tax effects | (100) | (44) | (208) | (162) |
Ending balance | 239,924 | 213,099 | 239,924 | 213,099 |
Foreign Currency Translation Adjustment | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | 7,652 | 11,524 | 10,525 | 10,253 |
Other comprehensive income (loss) before reclassifications | 2,350 | (873) | (523) | 398 |
Amounts reclassified from accumulated other comprehensive income | 0 | 0 | 0 | 0 |
Tax effects | 0 | 0 | 0 | 0 |
Ending balance | 10,002 | 10,651 | 10,002 | 10,651 |
Unamortized Loss on Defined Benefit Pension Plans | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (7,996) | (6,423) | (8,171) | (6,616) |
Other comprehensive income (loss) before reclassifications | 0 | 0 | 0 | 0 |
Amounts reclassified from accumulated other comprehensive income | 265 | 114 | 548 | 425 |
Tax effects | (100) | (44) | (208) | (162) |
Ending balance | (7,831) | (6,353) | (7,831) | (6,353) |
Accumulated Other Comprehensive Income (Loss) | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (344) | 5,101 | 2,354 | 3,637 |
Ending balance | $ 2,171 | $ 4,298 | $ 2,171 | $ 4,298 |
ACCUMULATED OTHER COMPREHENSI57
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Reclassifications) (Details) - Unamortized Loss on Defined Benefit Pension Plans - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2017 | Jul. 01, 2016 | Jun. 30, 2017 | Jul. 01, 2016 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Amortization of loss | $ 265 | $ 114 | $ 548 | $ 425 |
Income tax expense | (100) | (44) | (208) | (162) |
Total reclassifications for the period | $ 165 | $ 70 | $ 340 | $ 263 |
ACQUISITIONS (Narrative) (Detai
ACQUISITIONS (Narrative) (Details) - USD ($) | Apr. 04, 2016 | Jun. 30, 2017 | Jul. 01, 2016 | Jun. 30, 2017 | Jul. 01, 2016 | Sep. 30, 2016 | Oct. 02, 2015 |
Business Acquisition [Line Items] | |||||||
Goodwill | $ 11,201,000 | $ 11,508,000 | $ 11,201,000 | $ 11,508,000 | $ 11,196,000 | $ 14,292,000 | |
Goodwill impairment loss | 0 | 6,197,000 | $ 0 | 6,197,000 | |||
Weighted average useful life | 7 years 6 months | ||||||
Transaction costs | 588,000 | ||||||
SeaBear | |||||||
Business Acquisition [Line Items] | |||||||
Business acquisition date | Oct. 27, 2015 | ||||||
Goodwill | 2,219,000 | $ 2,219,000 | |||||
Northport | |||||||
Business Acquisition [Line Items] | |||||||
Business acquisition date | Apr. 4, 2016 | ||||||
Segregated indemnification escrow amount | $ 500,000 | ||||||
Period of time from acquisition date for indemnity claims | 24 months | ||||||
Goodwill | 827,000 | ||||||
Business combination, contingent consideration, liability | $ 250,000 | ||||||
SeaBear And Northport | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | $ 3,046,000 | $ 3,046,000 | |||||
Diving | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | 0 | $ 0 | |||||
Goodwill impairment loss | $ 6,197,000 |
ACQUISITIONS (Provisional Fair
ACQUISITIONS (Provisional Fair Values) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Sep. 30, 2016 | Jul. 01, 2016 | Oct. 02, 2015 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 11,201 | $ 11,196 | $ 11,508 | $ 14,292 |
SeaBear And Northport | ||||
Business Acquisition [Line Items] | ||||
Accounts receivable | 66 | |||
Inventories | 197 | |||
Other current assets | 40 | |||
Property, plant and equipment | 27 | |||
Identifiable intangible assets | 6,706 | |||
Less, accounts payable and accruals | 350 | |||
Less, long term liabilities | 580 | |||
Total identifiable net assets | 6,106 | |||
Goodwill | 3,046 | |||
Net assets acquired | $ 9,152 |
ACQUISITIONS (Provisional Value
ACQUISITIONS (Provisional Values Assigned to Intangible Assets) (Details) $ in Thousands | 9 Months Ended |
Jun. 30, 2017USD ($) | |
Developed Technologies | |
Business Acquisition [Line Items] | |
Amount | $ 6,131 |
Useful Life (years) | 7 years 7 months 6 days |
Non-compete Agreements | |
Business Acquisition [Line Items] | |
Amount | $ 575 |
Useful Life (years) | 5 years |