Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 26, 2023 | Apr. 23, 2023 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 26, 2023 | |
Entity File Number | 001-11499 | |
Entity Registrant Name | WATTS WATER TECHNOLOGIES INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 04-2916536 | |
Entity Address, Address Line One | 815 Chestnut Street | |
Entity Address, City or Town | North Andover | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 01845 | |
City Area Code | 978 | |
Local Phone Number | 688-1811 | |
Title of 12(b) Security | Class A common stock, par value $0.10 per share | |
Trading Symbol | WTS | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0000795403 | |
Amendment Flag | false | |
Class A | ||
Entity Common Stock, Shares Outstanding | 27,407,791 | |
Class B | ||
Entity Common Stock, Shares Outstanding | 5,958,290 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Mar. 26, 2023 | Dec. 31, 2022 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 311.8 | $ 310.8 |
Trade accounts receivable, less reserve allowances of $11.7 million at March 26, 2023 and $10.7 million at December 31, 2022 | 269.8 | 233.8 |
Raw materials | 151.6 | 138 |
Work in process | 24.4 | 21 |
Finished goods | 225.2 | 216.6 |
Total Inventories | 401.2 | 375.6 |
Prepaid expenses and other current assets | 31 | 30.4 |
Total Current Assets | 1,013.8 | 950.6 |
PROPERTY, PLANT AND EQUIPMENT | ||
Property, plant and equipment, at cost | 603.2 | 595.6 |
Accumulated depreciation | (407.3) | (398.8) |
Property, plant and equipment, net | 195.9 | 196.8 |
OTHER ASSETS: | ||
Goodwill | 593.6 | 592.4 |
Intangible assets, net | 110.8 | 113.7 |
Deferred income taxes | 18.1 | 17.8 |
Other, net | 57.8 | 59.6 |
TOTAL ASSETS | 1,990 | 1,930.9 |
CURRENT LIABILITIES: | ||
Accounts payable | 151.3 | 134.3 |
Accrued expenses and other liabilities | 183 | 174.6 |
Accrued compensation and benefits | 61.9 | 69.8 |
Total Current Liabilities | 396.2 | 378.7 |
LONG-TERM DEBT | 147.8 | 147.6 |
DEFERRED INCOME TAXES | 25.7 | 26.2 |
OTHER NONCURRENT LIABILITIES | 74.5 | 77.8 |
STOCKHOLDERS' EQUITY: | ||
Preferred Stock, $0.10 par value; 5,000,000 shares authorized; no shares issued or outstanding | ||
Additional paid-in capital | 658.1 | 651.9 |
Retained earnings | 831.6 | 795.3 |
Accumulated other comprehensive loss | (147.2) | (149.9) |
Total Stockholders' Equity | 1,345.8 | 1,300.6 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 1,990 | 1,930.9 |
Class A | ||
STOCKHOLDERS' EQUITY: | ||
Common Stock | 2.7 | 2.7 |
Class B | ||
STOCKHOLDERS' EQUITY: | ||
Common Stock | $ 0.6 | $ 0.6 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) $ in Millions | Mar. 26, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares |
Trade accounts receivable, reserve allowances | $ | $ 11.7 | $ 10.7 |
Preferred Stock, par value (in dollars per share) | $ / shares | $ 0.10 | $ 0.10 |
Preferred Stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred Stock, shares issued | 0 | 0 |
Preferred Stock, shares outstanding | 0 | 0 |
Class A | ||
Common Stock, par value (in dollars per share) | $ / shares | $ 0.10 | $ 0.10 |
Common Stock, shares authorized | 120,000,000 | 120,000,000 |
Common Stock, votes per share (Number of votes) | 1 | 1 |
Common Stock, issued shares | 27,414,400 | 27,314,679 |
Common Stock, outstanding shares | 27,414,400 | 27,314,679 |
Class B | ||
Common Stock, par value (in dollars per share) | $ / shares | $ 0.10 | $ 0.10 |
Common Stock, shares authorized | 25,000,000 | 25,000,000 |
Common Stock, votes per share (Number of votes) | 10 | 10 |
Common Stock, issued shares | 5,958,290 | 5,958,290 |
Common Stock, outstanding shares | 5,958,290 | 5,958,290 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 26, 2023 | Mar. 27, 2022 | |
Consolidated Statements of Operations | ||
Net sales | $ 471.7 | $ 463.2 |
Cost of goods sold | 253.6 | 264.6 |
GROSS PROFIT | 218.1 | 198.6 |
Selling, general and administrative expenses | 133.7 | 126.1 |
Restructuring | (0.3) | 1 |
OPERATING INCOME | 84.7 | 71.5 |
Other (income) expense: | ||
Interest income | (0.4) | (0.1) |
Interest expense | 1.5 | 1.4 |
Other expense (income), net | 0.1 | 0.3 |
Total other expense | 1.2 | 1.6 |
INCOME BEFORE INCOME TAXES | 83.5 | 69.9 |
Provision for income taxes | 18.8 | 15.4 |
NET INCOME | $ 64.7 | $ 54.5 |
Basic EPS | ||
NET INCOME PER SHARE | $ 1.94 | $ 1.62 |
Weighted average number of shares | 33.4 | 33.7 |
Diluted EPS | ||
NET INCOME PER SHARE | $ 1.93 | $ 1.61 |
Weighted average number of shares | 33.5 | 33.8 |
Dividends declared per share | $ 0.30 | $ 0.26 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | |
Mar. 26, 2023 | Mar. 27, 2022 | |
Consolidated Statements of Comprehensive Income | ||
Net income | $ 64.7 | $ 54.5 |
Other comprehensive (loss) income net of tax: | ||
Foreign currency translation adjustments | 4.4 | (9.4) |
Cash flow hedges | (1.7) | 3.5 |
Other comprehensive income (loss) | 2.7 | (5.9) |
Comprehensive income | $ 67.4 | $ 48.6 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders Equity - USD ($) $ in Millions | Class A Common Stock | Class B Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Loss. | Total |
Balance at the beginning of the period at Dec. 31, 2021 | $ 2.8 | $ 0.6 | $ 631.2 | $ 665.9 | $ (127.3) | $ 1,173.2 |
Balance (in shares) at Dec. 31, 2021 | 27,584,525 | 6,024,290 | ||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net income | 54.5 | 54.5 | ||||
Other comprehensive income | (5.9) | (5.9) | ||||
Comprehensive income | 48.6 | |||||
Shares of Class A common stock issued upon the exercise of stock options (in shares) | 2,325 | |||||
Stock-based compensation | 3.3 | 3.3 | ||||
Stock repurchase | $ (0.1) | (42.9) | (43) | |||
Stock repurchase (in shares) | (293,390) | |||||
Net change in restricted and performance stock units | 2 | (12.6) | (10.6) | |||
Net change in restricted and performance stock units (in shares) | 143,666 | |||||
Common stock dividends | (9) | (9) | ||||
Balance at the end of the period at Mar. 27, 2022 | $ 2.7 | $ 0.6 | 636.5 | 655.9 | (133.2) | 1,162.5 |
Balance (in shares) at Mar. 27, 2022 | 27,437,126 | 6,024,290 | ||||
Balance at the beginning of the period at Dec. 31, 2022 | $ 2.7 | $ 0.6 | 651.9 | 795.3 | (149.9) | 1,300.6 |
Balance (in shares) at Dec. 31, 2022 | 27,314,679 | 5,958,290 | ||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net income | 64.7 | 64.7 | ||||
Other comprehensive income | 2.7 | 2.7 | ||||
Comprehensive income | 67.4 | |||||
Shares of Class A common stock issued upon the exercise of stock options | 0.1 | 0.1 | ||||
Shares of Class A common stock issued upon the exercise of stock options (in shares) | 547 | |||||
Stock-based compensation | 4 | 4 | ||||
Stock repurchase | (3.7) | (3.7) | ||||
Stock repurchase (in shares) | (22,473) | |||||
Net change in restricted and performance stock units | 2.1 | (14.6) | (12.5) | |||
Net change in restricted and performance stock units (in shares) | 121,647 | |||||
Common stock dividends | (10.1) | (10.1) | ||||
Balance at the end of the period at Mar. 26, 2023 | $ 2.7 | $ 0.6 | $ 658.1 | $ 831.6 | $ (147.2) | $ 1,345.8 |
Balance (in shares) at Mar. 26, 2023 | 27,414,400 | 5,958,290 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | |
Mar. 26, 2023 | Mar. 27, 2022 | |
OPERATING ACTIVITIES | ||
Net income | $ 64.7 | $ 54.5 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 7 | 7.2 |
Amortization of intangibles | 3 | 3.1 |
Loss on disposal and impairment of long-lived asset | 0.2 | 1.3 |
Stock-based compensation | 4 | 3.3 |
Deferred income tax | (0.7) | 5.8 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (34.8) | (43.2) |
Inventories | (23.9) | (34.7) |
Prepaid expenses and other assets | (1.9) | |
Accounts payable, accrued expenses and other liabilities | 15.8 | 0.7 |
Net cash provided by (used in) operating activities | 33.4 | (2) |
INVESTING ACTIVITIES | ||
Additions to property, plant and equipment | (5.1) | (5.6) |
Net cash used in investing activities | (5.1) | (5.6) |
FINANCING ACTIVITIES | ||
Proceeds from long-term borrowings | 30 | 60 |
Payments of long-term debt | (30) | |
Payments for withholding taxes on vested awards | (14.6) | (12.6) |
Payments for finance leases and other | (0.7) | (0.2) |
Proceeds from share transactions under employee stock plans | 0.1 | |
Payments to repurchase common stock | (3.7) | (42.9) |
Dividends | (10.1) | (9) |
Net cash used in financing activities | (29) | (4.7) |
Effect of exchange rate changes on cash and cash equivalents | 1.7 | (2.9) |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 1 | (15.2) |
Cash and cash equivalents at beginning of year | 310.8 | 242 |
CASH AND CASH EQUIVALENTS AT END OF YEAR | 311.8 | 226.8 |
SUPPLEMENTAL CASH FLOW DISCLOSURE: | ||
Issuance of stock under management stock purchase plan | 0.4 | 0.3 |
CASH PAID FOR: | ||
Interest | 1.2 | 0.7 |
Income taxes | $ 7.7 | $ 6 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 26, 2023 | |
Basis of Presentation | |
Basis of Presentation | 1. Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included in the Watts Water Technologies, Inc. (the “Company”) Consolidated Balance Sheet as of March 26, 2023, the Consolidated Statements of Operations for the First Quarters ended March 26, 2023 and March 27, 2022, the Consolidated Statements of Comprehensive Income for the First Quarters ended March 26, 2023 and March 27, 2022, the Consolidated Statements of Stockholders’ Equity for the First Quarters ended March 26, 2023 and March 27, 2022, and the Consolidated Statements of Cash Flows for the First Quarters ended March 26, 2023 and March 27, 2022. The consolidated balance sheet at December 31, 2022 has been derived from the audited consolidated financial statements at that date. The accounting policies followed by the Company are described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The financial statements included in this report should be read in conjunction with the consolidated financial statements and notes included in the Annual Report on Form 10-K for the year ended December 31, 2022. Operating results for the interim periods presented are not necessarily indicative of the results to be expected for the year ending December 31, 2023. The Company operates on a 52 13 Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We are not aware of any specific event or circumstance that would require updates to the Company’s estimates or judgments or require the Company to revise the carrying value of the Company’s assets or liabilities as of the date of issuance of this Quarterly Report on Form 10-Q. These estimates may change as new events occur and additional information is obtained. Actual results could differ from those estimates. |
Accounting Policies
Accounting Policies | 3 Months Ended |
Mar. 26, 2023 | |
Accounting Policies | |
Accounting Policies | 2. Accounting Policies The significant accounting policies used in preparation of these consolidated financial statements for the first quarter ended March 26, 2023, are consistent with those discussed in Note 2 of the Notes to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. Shipping and Handling Shipping and handling costs included in selling, general and administrative expenses amounted to $16.6 million and $17.7 million for the first quarters of 2023 and 2022, respectively. Research and Development Research and development costs included in selling, general and administrative expenses amounted to $16.1 million and $11.9 million for the first quarters of 2023 and 2022, respectively. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 26, 2023 | |
Revenue Recognition | |
Revenue Recognition | 3. Revenue Recognition The Company is a leading supplier of products and solutions that manage and conserve the flow of fluids and energy into, through and out of buildings in the commercial, industrial and residential markets. For nearly 150 years, the Company has designed and produced valve systems that safeguard and regulate water systems, energy efficient heating and hydronic systems, drainage systems and water filtration technology that helps purify and conserve water. The Company distributes products through four primary distribution channels: wholesale, original equipment manufacturers (OEMs), specialty, and do-it-yourself (DIY). The Company operates in three geographic segments: Americas, Europe, and Asia-Pacific, Middle East and Africa (“APMEA”). Each of these segments sells similar products, which consist of the following principal product lines: ● Residential & commercial flow control and protection products—includes products typically sold into plumbing and hot water applications such as backflow preventers, water pressure regulators, temperature and pressure relief valves, thermostatic mixing valves and leak detection and protection products. Many of our flow control and protection products are now smart and connected, warning of leaks and floods with alerts to Building Management Systems (BMS) and/or personal devices giving our customers greater insight into their water management and the ability to shut off the water supply to avoid waste and mitigate damage. ● HVAC & gas products—includes commercial high-efficiency boilers, water heaters and custom heat and hot water solutions, hydronic and electric heating systems for under-floor radiant applications, hydronic pump groups for boiler manufacturers and alternative energy control packages, and flexible stainless steel connectors for natural and liquid propane gas in commercial food service and residential applications. Most of our HVAC products feature advanced controls enabling customers to easily connect to the BMS for better monitoring, control and operation. HVAC is an acronym for heating, ventilation and air conditioning. ● Drainage & water re - use products—includes drainage products and engineered rain water harvesting solutions for commercial, industrial, marine and residential applications, including connected roof drain systems. ● Water quality products—includes point-of-use and point-of-entry water filtration, monitoring, conditioning and scale prevention systems for commercial, marine and residential applications. The following table disaggregates revenue, which is presented as net sales in the financial statements, for each reportable segment, by distribution channel and principal product category: For the first quarter ended March 26, 2023 (in millions) Distribution Channel Americas Europe APMEA Consolidated Wholesale $ 188.8 $ 81.1 $ 18.5 $ 288.4 OEM 23.1 46.5 1.7 71.3 Specialty 90.5 — — 90.5 DIY 20.8 0.7 — 21.5 Total $ 323.2 $ 128.3 $ 20.2 $ 471.7 For the first quarter ended March 26, 2023 (in millions) Principal Product Category Americas Europe APMEA Consolidated Residential & Commercial Flow Control $ 194.5 $ 45.5 $ 15.9 $ 255.9 HVAC and Gas Products 78.2 62.3 3.4 143.9 Drainage and Water Re-use Products 22.8 19.6 0.7 43.1 Water Quality Products 27.7 0.9 0.2 28.8 Total $ 323.2 $ 128.3 $ 20.2 $ 471.7 For the first quarter ended March 27, 2022 (in millions) Distribution Channel Americas Europe APMEA Consolidated Wholesale $ 174.8 $ 84.0 $ 18.0 $ 276.8 OEM 25.6 45.4 1.4 72.4 Specialty 93.8 — — 93.8 DIY 19.7 0.5 — 20.2 Total $ 313.9 $ 129.9 $ 19.4 $ 463.2 For the first quarter ended March 27, 2022 (in millions) Principal Product Category Americas Europe APMEA Consolidated Residential & Commercial Flow Control $ 178.1 $ 46.1 $ 15.8 $ 240.0 HVAC and Gas Products 84.3 60.0 2.5 146.8 Drainage and Water Re-use Products 22.8 22.8 0.8 46.4 Water Quality Products 28.7 1.0 0.3 30.0 Total $ 313.9 $ 129.9 $ 19.4 $ 463.2 The Company generally considers customer purchase orders, which in some cases are governed by master sales agreements, to represent the contract with a customer. The Company’s contracts with customers are generally for products only and typically do not include other performance obligations such as professional services, extended warranties, or other material rights. In situations where sales are to a distributor, the Company has concluded that its contracts are with the distributor as the Company holds a contract bearing enforceable rights and obligations only with the distributor. As part of its consideration of the contract, the Company evaluates certain factors, including the customer’s ability to pay (or credit risk). For each contract, the Company considers the promise to transfer products, each of which is distinct, to be the identified performance obligation. In determining the transaction price, the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which the Company expects to be entitled. As the Company’s standard payment terms are less than one year, the Company has elected not to assess whether a contract has a significant financing component. The Company allocates the transaction price to each distinct product based on its relative standalone selling price. The product price as specified on the purchase order is considered the standalone selling price as it is an observable input which depicts the price as if sold to a similar customer in similar circumstances. Revenue is recognized when control of the product is transferred to the customer (i.e., when the Company’s performance obligation is satisfied), which typically occurs at shipment from the Company’s manufacturing site or distribution center, or delivery to the customer’s named location. In determining whether control has transferred, the Company considers if there is a present right to payment, physical possession and legal title, along with risks and rewards of ownership having transferred to the customer. In certain circumstances, the Company manufactures customized product without alternative use for its customers. However, as these arrangements do not entitle the Company to a right to payment of cost plus a profit for work completed, the Company has concluded that control transfers at the point in time and not over time. At times, the Company receives orders for products to be delivered over multiple dates that may extend across reporting periods. The Company invoices for each delivery upon shipment and recognizes revenues for each distinct product delivered, assuming transfer of control has occurred. As scheduled delivery dates are within one year, under the optional exemption as provided for under ASC 606 ( Revenue from Contracts with Customers The Company generally provides an assurance warranty that its products will substantially conform to their published specifications. The Company’s liability is limited to either a credit equal to the purchase price or replacement of the defective part. Returns under warranty have historically been immaterial. The Company does not consider activities related to such warranty, if any, to be a separate performance obligation. For certain of its products, the Company will separately sell extended warranty and service policies to its customers. The Company considers the sale of these policies as separate performance obligations. These policies typically are for periods ranging from one The timing of revenue recognition, billings and cash collections from the Company’s contracts with customers can vary based on the payment terms and conditions in the customer contracts. In limited cases, customers will partially prepay for their goods. In addition, there are constraints which cause variability in the ultimate consideration to be recognized. These constraints typically include early payment discounts, volume rebates, rights of return, cooperative advertising, and market development funds. The Company includes these constraints in the estimated transaction price when there is a basis to reasonably estimate the amount of variable consideration. These estimates are based on historical experience, anticipated future performance and the Company’s best judgment at the time. The Company did not recognize any material revenue from obligations satisfied in prior periods. When the timing of the Company’s recognition of revenue is different from the timing of payments made by the customer, the Company recognizes a contract liability (customer payment precedes performance). For all periods presented, the recognized contract liabilities and the associated revenue deferred are not material to the consolidated financial statements. The Company incurs costs to obtain and fulfill a contract; however, the Company has elected to recognize all incremental costs to obtain a contract as an expense when incurred if the amortization period is one year or less. The Company has elected to treat shipping and handling activities performed after the customer has obtained control of the related goods as a fulfillment cost, and the related cost is accrued for in conjunction with the recording of revenue for the goods. |
Goodwill & Intangibles
Goodwill & Intangibles | 3 Months Ended |
Mar. 26, 2023 | |
Goodwill & Intangibles | |
Goodwill & Intangibles | 4. Goodwill & Intangibles The Company operates in three geographic segments: Americas, Europe, and APMEA. The changes in the carrying amount of goodwill by geographic segment are as follows: Gross Balance Accumulated Impairment Losses Foreign Currency Translation Net Goodwill Acquired January 1, Balance During Balance Balance Impairment Balance 2023 - January 1, the March 26, January 1, Loss During March 26, March 26, March 26, 2023 Period 2023 2023 the Period 2023 2023 2023 (in millions) Americas $ 490.3 $ — $ 490.3 $ (24.5) $ — $ (24.5) $ (0.1) $ 465.7 Europe 236.7 — 236.7 (129.7) — (129.7) 1.5 108.5 APMEA 32.5 — 32.5 (12.9) — (12.9) (0.2) 19.4 Total $ 759.5 $ — $ 759.5 $ (167.1) $ — $ (167.1) $ 1.2 $ 593.6 Goodwill and indefinite-lived intangible assets are tested for impairment at least annually or more frequently if events or circumstances indicate that it is “more likely than not” that they might be impaired, such as from a change in business conditions. The Company performs its annual goodwill and indefinite-lived intangible assets impairment assessment in the fourth quarter of each year. At the most recent annual impairment test which occurred in the fourth quarter of 2022, the Company performed qualitative fair value assessments, including an evaluation of certain key assumptions for all seven of its reporting units. The Company concluded that the fair value of all seven reporting units exceeded their carrying values at that time. Intangible assets include the following: March 26, 2023 December 31, 2022 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount (in millions) Patents $ 5.0 $ (5.0) $ — $ 5.0 $ (5.0) $ — Customer relationships 175.1 (120.4) 54.7 175.1 (118.6) 56.5 Technology 53.2 (41.4) 11.8 53.2 (40.5) 12.7 Trade names 19.8 (11.1) 8.7 19.8 (10.8) 9.0 Other 1.1 (0.7) 0.4 1.1 (0.6) 0.5 Total amortizable intangibles 254.2 (178.6) 75.6 254.2 (175.5) 78.7 Indefinite-lived intangible assets 35.2 — 35.2 35.0 — 35.0 $ 289.4 $ (178.6) $ 110.8 $ 289.2 $ (175.5) $ 113.7 Aggregate amortization expense for amortized intangible assets for the first quarters ended March 26, 2023 and March 27, 2022 was $3.0 million and $3.1 million, respectively. |
Restructuring and Other Charges
Restructuring and Other Charges, Net | 3 Months Ended |
Mar. 26, 2023 | |
Restructuring and Other Charges, Net | |
Restructuring and Other Charges, Net | 5. Restructuring and Other Charges, Net The Company’s Board of Directors approves all major restructuring programs that may involve the discontinuance of significant product lines or the shutdown of significant facilities. From time to time, the Company takes additional restructuring actions, including involuntary terminations that are not part of a major program. The Company accounts for these costs in the period in which the liability is incurred. These costs are included in restructuring charges in the Company’s consolidated statements of operations. A summary of the pre-tax cost by restructuring program is as follows: First Quarter Ended March 26, March 27, 2023 2022 (in millions) Restructuring costs: 2021 France Actions $ — $ 1.0 Other Actions (0.3) — Total restructuring charges $ (0.3) $ 1.0 The Company recorded pre-tax restructuring costs in its business segments as follows: First Quarter Ended March 26, March 27, 2023 2022 (in millions) Americas $ 0.1 $ 0.1 Europe (0.4) 1.0 APMEA — (0.1) Total $ (0.3) $ 1.0 2021 France Actions On June 25, 2021, the Board of Directors approved a restructuring program with respect to the Company’s operating facilities in France, within its Europe operating segment. The restructuring program included the shutdown of the Company’s manufacturing facility in Méry, France and the consolidation of that facility’s operations primarily into the Company’s facilities in Virey-le-Grand and Hautvillers, France. As of December 31, 2022, the Company had incurred all pre-tax restructuring charges related to the program, resulting in total program charges of $24.8 million. Total net after-tax charges for this restructuring program were approximately $18.4 million. Annual cash savings, net of tax, approximated $3.0 million, and were fully realize by 2023. Details of the restructuring reserve activity for the Company’s 2021 France Actions for the period ended March 26, 2023 are as follows: Facility Legal and Asset exit Severance consultancy write-downs and other Total (in millions) Balance at December 31, 2022 $ 1.9 $ — $ — $ — $ 1.9 Net pre-tax restructuring charges — — — — — Utilization and foreign currency impact (0.6) — — — (0.6) Balance at March 26, 2023 $ 1.3 $ — $ — $ — $ 1.3 Other Actions The Company periodically initiates other actions which are not part of a major program. Included in “Other Actions” for the period ended March 26, 2023, were immaterial adjustments to reduce the previously estimated restructuring charges recognized for the cost saving actions in Europe and related to severance and other costs; and $0.1 million of facility exit charges were recognized associated with the decommissioning of machinery at one of the Company’s facilities in the Americas. |
Earnings per Share and Stock Re
Earnings per Share and Stock Repurchase Program | 3 Months Ended |
Mar. 26, 2023 | |
Earnings per Share and Stock Repurchase Program | |
Earnings per Share and Stock Repurchase Program | 6. Earnings per Share and Stock Repurchase Program The following table sets forth the reconciliation of the calculation of earnings per share: For the First Quarter Ended March 26, 2023 For the First Quarter Ended March 27, 2022 Income Shares Per Share Income Shares Per Share (Numerator) (Denominator) Amount (Numerator) (Denominator) Amount (Amounts in millions, except per share information) Basic EPS: Net income $ 64.7 33.4 $ 1.94 $ 54.5 33.7 $ 1.62 Effect of dilutive securities: Common stock equivalents 0.1 (0.01) 0.1 (0.01) Diluted EPS: Net income $ 64.7 33.5 $ 1.93 $ 54.5 33.8 $ 1.61 There were no options to purchase Class A common stock outstanding during the first quarters ended March 26, 2023 or March 27, 2022 that would have been anti-dilutive. On February 6, 2019, the Company’s Board of Directors authorized the repurchase of up to $150 million of the Company’s Class A common stock, to be purchased from time to time on the open market or in privately negotiated transactions. For the stock repurchase program, the Company has entered into Rule 10b5-1 plans, which permit shares to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. The repurchase program may be suspended or discontinued at any time, subject to the terms of the Rule 10b5-1 plans the Company entered into with respect to the repurchase program. As of March 26, 2023, there was $24.3 million remaining authorized for share repurchases under the $150 million program. For the first quarters ended March 26, 2023 and March 27, 2022, the Company repurchased 22,473 shares for $3.7 million and 293,390 shares for $42.9 million, respectively. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 26, 2023 | |
Stock-Based Compensation | |
Stock-Based Compensation | 7. Stock-Based Compensation The Company granted 41,096 and 45,121 units of deferred stock awards during the first quarters of 2023 and 2022, respectively. The Company grants shares of deferred stock awards to key employees and stock awards to non-employee members of the Company’s Board of Directors under the Third Amended and Restated 2004 Stock Incentive Plan (“2004 Stock Incentive Plan”). Deferred stock awards to employees typically vest over a three-year period, and stock awards to non-employee members of the Company’s Board of Directors vest immediately. The Company also grants performance stock units to key employees under the 2004 Stock Incentive Plan. Performance stock units cliff vest at the end of a performance period set by the Compensation Committee of the Board of Directors at the time of grant, which is currently three years. Upon vesting, the number of shares of the Company’s Class A common stock awarded to each performance stock unit recipient will be determined based on the Company’s performance relative to certain performance goals set at the time the performance stock units were granted. The recipient of a performance stock unit award may earn from zero shares to twice Under the Management Stock Purchase Plan (“MSPP”), the Company granted 26,645 and 28,711 restricted stock units (“RSUs”) during the first quarters of 2023 and 2022, respectively. The MSPP allows for the granting of RSUs to key employees. On an annual basis, key employees may elect to receive a portion of their annual incentive compensation in RSUs instead of cash. Participating employees may use up to 50% of their annual incentive bonus to purchase RSUs for a purchase price equal to 80% of the fair market value of the Company’s Class A common stock as of the date of grant. RSUs vest either annually over a three-year period from the grant date or upon the third anniversary of the grant date. Receipt of the shares underlying RSUs is deferred for a minimum of three years, or such greater number of years from the date of the grant as is chosen by the employee. The fair value of the discount of each purchased RSU is estimated on the date of grant, using the Black-Scholes-Merton Model, based on the following weighted average assumptions: 2023 2022 Expected life (years) 3.0 3.0 Expected stock price volatility 33.7 % 33.7 % Expected dividend yield 0.80 % 0.80 % Risk-free interest rate 4.1 % 2.0 % The risk-free interest rate is based upon the U.S. Treasury yield curve at the time of grant for the respective expected life of the RSUs. The expected life (estimated period of time outstanding) of RSUs and volatility were calculated using historical data. The expected dividend yield of stock is the Company’s best estimate of the expected future dividend yield. The above assumptions were used to determine the weighted average grant-date fair value of the discount on RSUs granted in 2023 and 2022 of $57.50 and $47.26, respectively. A more detailed description of each of these plans can be found in Note 13 of the Notes to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 26, 2023 | |
Segment Information | |
Segment Information | 8. Segment Information The Company operates in three geographic segments: Americas, Europe, and APMEA. Each of these segments sells similar products and has separate financial results that are reviewed by the Company’s chief operating decision-maker. Each segment earns revenue and income almost exclusively from the sale of the Company’s products. The Company sells its products into various end markets around the world, with sales by region based upon location of the entity recording the sale. See Note 3 for further detail on the product lines sold into by region. All intercompany sales transactions have been eliminated. The accounting policies for each segment are the same as those described in Note 2 above and in Note 2 of the Notes to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The following is a summary of the Company’s significant accounts and balances by segment, reconciled to its consolidated totals: First Quarter Ended March 26, March 27, 2023 2022 (in millions) Net sales Americas $ 323.2 $ 313.9 Europe 128.3 129.9 APMEA 20.2 19.4 Consolidated net sales $ 471.7 $ 463.2 Operating income (loss) Americas $ 72.5 $ 57.9 Europe 19.2 21.1 APMEA 4.0 3.0 Subtotal reportable segments 95.7 82.0 Corporate(*) (11.0) (10.5) Consolidated operating income 84.7 71.5 Interest income (0.4) (0.1) Interest expense 1.5 1.4 Other (income) expense, net 0.1 0.3 Income before income taxes $ 83.5 $ 69.9 Capital expenditures Americas $ 3.2 $ 3.5 Europe 1.8 2.1 APMEA 0.1 — Consolidated capital expenditures $ 5.1 $ 5.6 Depreciation and amortization Americas $ 7.1 $ 7.0 Europe 2.4 2.7 APMEA 0.5 0.6 Consolidated depreciation and amortization $ 10.0 $ 10.3 Identifiable assets (at end of period) Americas $ 1,257.2 $ 1,174.5 Europe 592.0 581.8 APMEA 140.8 147.0 Consolidated identifiable assets $ 1,990.0 $ 1,903.3 Property, plant and equipment, net (at end of period) Americas $ 122.7 $ 120.5 Europe 69.0 71.4 APMEA 4.2 4.7 Consolidated property, plant and equipment, net $ 195.9 $ 196.6 * Corporate expenses are primarily for administrative compensation expense, compliance costs, professional fees, including corporate-related legal and audit expenses, shareholder services and benefit administration costs. The above operating segments are presented on a basis consistent with the presentation included in the Company’s December 31, 2022 consolidated financial statements included in its Annual Report on Form 10-K. The property, plant and equipment in the U.S. of the Company’s Americas segment was $118.3 million and $115.5 million as of March 26, 2023 and March 27, 2022, respectively. The following includes U.S. net sales of the Company’s Americas segment: First Quarter Ended March 26, March 27, 2023 2022 (in millions) U.S. net sales $ 304.3 $ 294.2 The following includes intersegment sales for Americas, Europe and APMEA: First Quarter Ended March 26, March 27, 2023 2022 (in millions) Intersegment Sales Americas $ 2.0 $ 3.0 Europe 5.6 7.1 APMEA 22.1 23.5 Intersegment sales $ 29.7 $ 33.6 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Mar. 26, 2023 | |
Accumulated Other Comprehensive Loss | |
Accumulated Other Comprehensive Loss | 9. Accumulated Other Comprehensive Loss Accumulated other comprehensive loss consists of the following: Accumulated Foreign Other Currency Cash Flow Comprehensive Translation Hedges (1) Loss (in millions) Balance December 31, 2022 $ (157.0) $ 7.1 $ (149.9) Change in period 4.4 (1.7) 2.7 Balance March 26, 2023 $ (152.6) $ 5.4 $ (147.2) Balance December 31, 2021 $ (127.9) $ 0.6 $ (127.3) Change in period (9.4) 3.5 (5.9) Balance March 27, 2022 $ (137.3) $ 4.1 $ (133.2) (1) Cash flow hedges include interest rate swaps and designated foreign currency hedges. See Note 11 for further details. |
Debt
Debt | 3 Months Ended |
Mar. 26, 2023 | |
Financing Arrangements | |
Debt | 10. Debt On March 30, 2021, the Company entered into the Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent (the “Credit Agreement”). The Credit Agreement amended the Company’s borrowings under the Amended and Restated Credit Agreement entered into on April 24, 2020 (the “Prior Credit Agreement”), to extend the maturity date of the $800 million senior unsecured revolving credit facility from February 12, 2022 to March 30, 2026 (the "Revolving Credit Facility"). Among other changes from the Prior Credit Agreement, the Credit Agreement increased the Company’s maximum consolidated leverage ratio (including both the base ratio and the ratio permitted during temporary step-ups following certain acquisitions), adjusted certain fees to reflect market conditions and reduced the 1.00% floor on the adjusted London interbank offered rate (LIBOR) rate to 0.00%. On August 2, 2022, the Company entered into Amendment No. 1 to the Credit Agreement (as so amended, the “Amended Credit Agreement”) to replace LIBOR as a reference rate for borrowings with the term secured overnight financing rate (“Term SOFR”), and to provide for a fixed adjustment of 10 basis points added to Term SOFR (“Term Benchmark”) for all Term SOFR borrowings, subject to a 0.00% floor. The Company elected the optional expedient under Accounting Standards Update (“ASC”) No. 2020-04, Reference Rate Reform The Revolving Credit Facility also includes sub-limits of $100 million for letters of credit and $15 million for swing line loans. As of March 26, 2023, the Company had drawn down $150.0 million on this line of credit and had $12.4 million in letters of credit outstanding, which resulted in $637.6 million of unused and available credit under the Revolving Credit Facility. Borrowings outstanding bear interest at a fluctuating rate per annum equal to an applicable percentage defined as (i) in the case of Term Benchmark loans, the Term Benchmark plus an applicable percentage, ranging from 1.075% to 1.325%, determined by reference to the Company's consolidated leverage ratio, or (ii) in the case of alternate base rate loans and swing line loans, interest (which at all times will not be less than 1.00%) at the greatest of (a) the Prime Rate in effect on such day, (b) the FRBNY Rate in effect on such day plus 0.50% and (c) the Term Benchmark rate plus 1.00% for a one-month interest period. The weighted average interest rate on debt outstanding under the Revolving Credit Facility as of March 26, 2023 was 5.88%. The weighted average interest rate on debt outstanding inclusive of the interest rate swap discussed in Note 11 of the Notes to Consolidated Financial Statements and interest rates under the Revolving Credit Facility as of March 26, 2023 was 3.40%. As of March 26, 2023, the Company was in compliance with all covenants related to the Amended Credit Agreement. In addition to paying interest under the Amended Credit Agreement, the Company is also required to pay certain fees in connection with the Revolving Credit Facility, including, but not limited to, an unused facility fee and letter of credit fees. The Amended Credit Agreement matures on March 30, 2026, subject to extension under certain circumstances and subject to the terms of the Amended Credit Agreement. The Company may repay loans outstanding under the Amended Credit Agreement from time to time without premium or penalty, other than customary breakage costs, if any, and subject to the terms of the Amended Credit Agreement. The Amended Credit Agreement imposes various restrictions on the Company and its subsidiaries, including restrictions pertaining to: (i) the incurrence of additional indebtedness, (ii) limitations on liens, (iii) making distributions, dividends and other payments, (iv) mergers, consolidations and acquisitions, (v) dispositions of assets, (vi) certain consolidated leverage ratios and consolidated interest coverage ratios, (vii) transactions with affiliates, (viii) changes to governing documents, and (ix) changes in control. The Company maintains letters of credit that guarantee its performance or payment to third parties in accordance with specified terms and conditions. Amounts outstanding were $12.4 million as of March 26, 2023. The Company’s letters of credit are primarily associated with insurance coverage. The Company’s letters of credit generally expire within one year of issuance. These instruments may exist or expire without being drawn down. Therefore, they do not necessarily represent future cash flow obligations. |
Financial Instruments and Deriv
Financial Instruments and Derivative Instruments | 3 Months Ended |
Mar. 26, 2023 | |
Financial Instruments and Derivative Instruments | |
Financial Instruments and Derivative Instruments | 11. Financial Instruments and Derivative Instruments Fair Value The carrying amounts of cash and cash equivalents, trade receivables and trade payables approximate fair value because of the short maturity of these financial instruments. The fair value of the Company’s variable rate debt under the Revolving Credit Facility approximates its carrying value. Financial Instruments The Company measures certain financial assets and liabilities at fair value on a recurring basis, including deferred compensation plan assets and related liabilities, contingent consideration and derivatives. The fair values of these financial assets and liabilities were determined using the following inputs as of March 26, 2023 and December 31, 2022: Fair Value Measurement at March 26, 2023 Using: Quoted Prices in Active Significant Other Significant Markets for Identical Observable Unobservable Assets Inputs Inputs Total (Level 1) (Level 2) (Level 3) (in millions) Assets Plan asset for deferred compensation(1) $ 2.0 $ 2.0 $ — $ — Interest rate swap(2) $ 7.2 $ — $ 7.2 $ — Designated foreign currency hedges(4) $ 0.1 $ — $ 0.1 $ — Total assets $ 9.3 $ 2.0 $ 7.3 $ — Liabilities Plan liability for deferred compensation(3) $ 2.0 $ 2.0 $ — $ — Contingent consideration(5) $ 2.5 $ — $ — $ 2.5 Total liabilities $ 4.5 $ 2.0 $ — $ 2.5 Fair Value Measurements at December 31, 2022 Using: Quoted Prices in Active Significant Other Significant Markets for Identical Observable Unobservable Assets Inputs Inputs Total (Level 1) (Level 2) (Level 3) (in millions) Assets Plan asset for deferred compensation(1) $ 1.9 $ 1.9 $ — $ — Interest rate swap(2) $ 9.3 $ — $ 9.3 $ — Designated foreign currency hedges(4) $ 0.2 $ — $ 0.2 $ Total assets $ 11.4 $ 1.9 $ 9.5 $ — Liabilities Plan liability for deferred compensation(3) $ 1.9 $ 1.9 $ — $ — Contingent consideration(5) $ 2.5 $ — $ — $ 2.5 Total liabilities $ 4.4 $ 1.9 $ — $ 2.5 (1) Included on the Company’s consolidated balance sheet in other assets (other, net). (2) As of March 26, 2023, $3.1 million classified in prepaid expenses and other current assets on the Company’s consolidated balance sheet and $4.1 million classified in other assets (other, net). As of December 31, 2022, $3.5 million classified in prepaid expenses and other current assets on the Company’s consolidated balance sheet and $5.8 million classified in other assets (other, net). (3) Included on the Company’s consolidated balance sheet in accrued compensation and benefits. (4) (5) In connection with the immaterial acquisition of Sentinel Hydrosolutions, LLC (“Sentinel”), completed during the fourth quarter of 2021, contingent liability of $2.5 million was recognized as the estimate of the acquisition date fair value of the contingent consideration. This liability was classified as Level 3 under the fair value hierarchy as it was based on the probability of achievement of future performance metrics as of the date of acquisition, which was not observable in the market. Failure to meet the performance metrics would reduce this liability to zero, while complete achievement would increase the liability to a maximum contingent consideration of approximately $4.5 million. Cash equivalents consist of instruments with remaining maturities of three months or less at the date of purchase and consist primarily of money market funds, for which the carrying amount is a reasonable estimate of fair value. The Company uses financial instruments from time to time to enhance its ability to manage risk, including foreign currency and commodity pricing exposures, which exist as part of its ongoing business operations. The use of derivatives exposes the Company to counterparty credit risk for nonperformance and to market risk related to changes in currency exchange rates and commodity prices. The Company manages its exposure to counterparty credit risk through diversification of counterparties. The Company’s counterparties in derivative transactions are substantial commercial banks with significant experience using such derivative instruments. The impact of market risk on the fair value and cash flows of the Company’s derivative instruments is monitored and the Company restricts the use of derivative financial instruments to hedging activities. The Company does not enter into contracts for trading purposes nor does the Company enter into any contracts for speculative purposes. The use of derivative instruments is approved by senior management under written guidelines. Interest Rate Swaps On March 30, 2021, the Company entered into the Credit Agreement which extended the maturity date of the $800 million senior unsecured revolving credit facility from February 12, 2022 to March 30, 2026. On August 2, 2022, the Company entered into Amendment No. 1 to the Credit Agreement to replace the LIBOR as a reference rate for borrowings with Term SOFR and to provide for a fixed adjustment of 10 basis points added to Term SOFR for all Term SOFR borrowings, subject to a 0.00% floor. Borrowings outstanding under the Revolving Credit Facility bear interest at a fluctuating rate per annum as further detailed in Note 10. In order to manage the Company’s exposure to changes in cash flows attributable to fluctuations in interest payments related to the Company’s floating rate debt, the Company entered into an interest rate swap on March 30, 2021. Under the interest rate swap agreement, the Company received the one-month USD-LIBOR subject to a 0.00% floor and paid a fixed rate of 1.02975% on a notional amount of $100.0 million. On August 2, 2022, the Company amended the interest rate swap to replace LIBOR as a reference rate for borrowings with Term SOFR. Under the amended interest rate swap agreement, the Company receives the one-month Term SOFR subject to a -0.1 floor and pays a fixed rate of 0.942% on a notional amount of $100.0 million. The swap matures on March 30, 2026. The Company elected the optional expedient in connection with amending its interest rate swap to replace the reference rate from LIBOR to Term SOFR to consider the amendment as a continuation of the existing contract without having to perform an assessment that would otherwise be required under U.S. GAAP. The Company formally documents the hedge relationships at hedge inception to ensure that its interest rate swaps qualify for hedge accounting. On a quarterly basis, the Company assesses whether the interest rate swap is highly effective in offsetting changes in the cash flow of the hedged item. The Company does not hold or issue interest rate swaps for trading purposes. The swaps are designated as cash flow hedges. For the first quarter ended March 26, 2023, a net loss of $1.5 million was recorded in Accumulated Other Comprehensive Loss to recognize the effective portion of the fair value of the interest rate swap that qualifies as a cash flow hedge. Designated Foreign Currency Hedges The Company’s foreign subsidiaries transact most business, including certain intercompany transactions, in foreign currencies. Such transactions are principally purchases or sales of materials. The Company has exposure to a number of foreign currencies, including the Canadian dollar, the euro, and the Chinese yuan. The Company uses a layering methodology, whereby at the end of each quarter, the Company enters into forward exchange contracts hedging Canadian dollar to U.S. dollar, which hedge up to 85% of the forecasted intercompany purchase transactions between one of the Company’s Canadian subsidiaries and the Company’s U.S. operating subsidiaries for the next twelve months. The Company uses a similar layering methodology when entering into forward exchange contracts hedging U.S. dollar to the Chinese yuan, which hedge up to 60% of the forecasted intercompany sales transactions between one of the Company’s Chinese subsidiaries and one of the Company’s U.S. operating subsidiaries for the next twelve months. As of March 26, 2023, all designated foreign exchange hedge contracts were cash flow hedges under ASC 815, Derivatives and Hedging The notional amounts outstanding as of March 26, 2023 for the Canadian dollar to U.S. dollar contracts was $11.0 million. The fair value of the Company’s designated foreign hedge contracts outstanding as of March 26, 2023 was an asset of $0.1 million. As of March 26, 2023, the amount expected to be reclassified into cost of goods sold from other comprehensive income in the next twelve months is a gain of $0.1 million. |
Contingencies and Environmental
Contingencies and Environmental Remediation | 3 Months Ended |
Mar. 26, 2023 | |
Contingencies and Environmental Remediation | |
Contingencies and Environmental Remediation | 12. Contingencies and Environmental Remediation In the ordinary course of business, the Company is involved in disputes, litigation, and governmental or regulatory inquiries and investigations, both pending and threatened, including those involving product liability, environmental matters, and commercial disputes. Other than the items described below, significant commitments and contingencies at March 26, 2023 are consistent with those discussed in Note 15 of the Notes to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. As of March 26, 2023, the Company estimates that the aggregate amount of reasonably possible loss in excess of the amount accrued for its contingencies is approximately $3.6 million. With respect to the estimate of reasonably possible loss, management has estimated the upper end of the range of reasonably possible loss based on (i) the amount of money damages claimed, where applicable, (ii) the allegations and factual development to date, (iii) available defenses based on the allegations, and/or (iv) other potentially liable parties. This estimate is based upon currently available information and is subject to significant judgment and a variety of assumptions and known and unknown uncertainties. The matters underlying the estimate will change from time to time, and actual results may vary significantly from the current estimate. In the event of an unfavorable outcome in one or more of the matters, the ultimate liability may be in excess of amounts currently accrued, if any, and may be material to the Company’s operating results or cash flows for a particular quarterly or annual period. However, based on information currently known to it, management believes that the ultimate outcome of all matters, as they are resolved over time, is not likely to have a material adverse effect on the financial condition of the Company. Chemetco, Inc. Superfund Site, Hartford, Illinois In August 2017, Watts Regulator Co. (a wholly-owned subsidiary of the Company) received a “Notice of Environmental Liability” from the Chemetco Site Group (“Group”) alleging that it is a potentially responsible party for the Chemetco, Inc. Superfund Site in Hartford, Illinois (the “Site”) because it arranged for the disposal or treatment of hazardous substances that were contained in materials sent to the Site and that resulted in the release or threat of release of hazardous substances at the Site. The letter offered Watts Regulator Co. the opportunity to join the Group and participate in the Remedial Investigation and Feasibility Study (“RI/FS”) for a portion of the Site. Watts Regulator Co. joined the Group in September 2017 and was added in March 2018 as a signatory to the Administrative Settlement Agreement and Order on Consent with the United States Environmental Protection Agency (“USEPA”) and the Illinois Environmental Protection Agency (“IEPA”) governing completion of the RI/FS. The Remedial Investigation (“RI”) report has been completed for the first portion of the site. For that same portion of the site, the draft Feasibility Study (“FS”) report was submitted to USEPA and IEPA for review and comment in September 2021. USEPA and IEPA, respectively, have now issued comments on the draft FS. There is not yet a date for submission of a revised draft responding to those comments. Comments and final approval from the EPA are required to complete the FS process. Based on information currently known to it, management believes that Watts Regulator Co.’s share of the costs of the RI/FS is not likely to have a material adverse effect on the financial condition of the Company, or have a material adverse effect on the Company’s operating results for any particular period. The Company is unable to estimate a range of reasonably possible loss for the above matter in which damages have not been specified because: (i) the FS process for the first portion of the Site has not been completed, and the RI/FS process for the remainder of the Site has not yet been initiated, to determine what remediation plans will be implemented and the costs of such plans; (ii) the total amount of material sent to the Site, and the total number of potentially responsible parties who may or may not agree to fund or perform any remediation, have not been determined; (iii) the share contribution for potentially responsible parties to any remediation has not been determined; and (iv) the number of years required to implement a remediation plan acceptable to USEPA and IEPA is uncertain. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 26, 2023 | |
Subsequent Events | |
Subsequent Events | 13. Subsequent Events On May 2, 2023, the Company declared a quarterly dividend of thirty-six cents ($0.36) per share on each outstanding share of Class A common stock and Class B common stock payable on June 15, 2023 to stockholders of record on June 1, 2023. On March 31, 2023, the Company completed the acquisition of the primary business assets of Enware Australia Pty Ltd (“Enware”) in an all-cash transaction. Enware is based near Sydney, Australia, and has been a leading supplier for specialty plumbing and safety equipment used in the Australian institutional and commercial end markets since 1937. The acquisition of Enware aligns with the Company’s strategy to expand geographically into countries with mature and enforced plumbing codes. Enware will enhance the Company’s product offering and channel access into the Australian marketplace. The acquisition of Enware was deemed not to be material. |
Accounting Policies (Policies)
Accounting Policies (Policies) | 3 Months Ended |
Mar. 26, 2023 | |
Accounting Policies | |
Shipping and Handling | Shipping and Handling Shipping and handling costs included in selling, general and administrative expenses amounted to $16.6 million and $17.7 million for the first quarters of 2023 and 2022, respectively. |
Research and Development | Research and Development Research and development costs included in selling, general and administrative expenses amounted to $16.1 million and $11.9 million for the first quarters of 2023 and 2022, respectively. |
Basis of Presentation | The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included in the Watts Water Technologies, Inc. (the “Company”) Consolidated Balance Sheet as of March 26, 2023, the Consolidated Statements of Operations for the First Quarters ended March 26, 2023 and March 27, 2022, the Consolidated Statements of Comprehensive Income for the First Quarters ended March 26, 2023 and March 27, 2022, the Consolidated Statements of Stockholders’ Equity for the First Quarters ended March 26, 2023 and March 27, 2022, and the Consolidated Statements of Cash Flows for the First Quarters ended March 26, 2023 and March 27, 2022. The consolidated balance sheet at December 31, 2022 has been derived from the audited consolidated financial statements at that date. The accounting policies followed by the Company are described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The financial statements included in this report should be read in conjunction with the consolidated financial statements and notes included in the Annual Report on Form 10-K for the year ended December 31, 2022. Operating results for the interim periods presented are not necessarily indicative of the results to be expected for the year ending December 31, 2023. The Company operates on a 52 13 |
Estimates | Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We are not aware of any specific event or circumstance that would require updates to the Company’s estimates or judgments or require the Company to revise the carrying value of the Company’s assets or liabilities as of the date of issuance of this Quarterly Report on Form 10-Q. These estimates may change as new events occur and additional information is obtained. Actual results could differ from those estimates. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 26, 2023 | |
Revenue Recognition | |
Schedule of disaggregation of revenue | For the first quarter ended March 26, 2023 (in millions) Distribution Channel Americas Europe APMEA Consolidated Wholesale $ 188.8 $ 81.1 $ 18.5 $ 288.4 OEM 23.1 46.5 1.7 71.3 Specialty 90.5 — — 90.5 DIY 20.8 0.7 — 21.5 Total $ 323.2 $ 128.3 $ 20.2 $ 471.7 For the first quarter ended March 26, 2023 (in millions) Principal Product Category Americas Europe APMEA Consolidated Residential & Commercial Flow Control $ 194.5 $ 45.5 $ 15.9 $ 255.9 HVAC and Gas Products 78.2 62.3 3.4 143.9 Drainage and Water Re-use Products 22.8 19.6 0.7 43.1 Water Quality Products 27.7 0.9 0.2 28.8 Total $ 323.2 $ 128.3 $ 20.2 $ 471.7 For the first quarter ended March 27, 2022 (in millions) Distribution Channel Americas Europe APMEA Consolidated Wholesale $ 174.8 $ 84.0 $ 18.0 $ 276.8 OEM 25.6 45.4 1.4 72.4 Specialty 93.8 — — 93.8 DIY 19.7 0.5 — 20.2 Total $ 313.9 $ 129.9 $ 19.4 $ 463.2 For the first quarter ended March 27, 2022 (in millions) Principal Product Category Americas Europe APMEA Consolidated Residential & Commercial Flow Control $ 178.1 $ 46.1 $ 15.8 $ 240.0 HVAC and Gas Products 84.3 60.0 2.5 146.8 Drainage and Water Re-use Products 22.8 22.8 0.8 46.4 Water Quality Products 28.7 1.0 0.3 30.0 Total $ 313.9 $ 129.9 $ 19.4 $ 463.2 |
Goodwill & Intangibles (Tables)
Goodwill & Intangibles (Tables) | 3 Months Ended |
Mar. 26, 2023 | |
Goodwill & Intangibles | |
Changes in the carrying amount of goodwill by geographic segment | Gross Balance Accumulated Impairment Losses Foreign Currency Translation Net Goodwill Acquired January 1, Balance During Balance Balance Impairment Balance 2023 - January 1, the March 26, January 1, Loss During March 26, March 26, March 26, 2023 Period 2023 2023 the Period 2023 2023 2023 (in millions) Americas $ 490.3 $ — $ 490.3 $ (24.5) $ — $ (24.5) $ (0.1) $ 465.7 Europe 236.7 — 236.7 (129.7) — (129.7) 1.5 108.5 APMEA 32.5 — 32.5 (12.9) — (12.9) (0.2) 19.4 Total $ 759.5 $ — $ 759.5 $ (167.1) $ — $ (167.1) $ 1.2 $ 593.6 |
Schedule of Intangible assets | March 26, 2023 December 31, 2022 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount (in millions) Patents $ 5.0 $ (5.0) $ — $ 5.0 $ (5.0) $ — Customer relationships 175.1 (120.4) 54.7 175.1 (118.6) 56.5 Technology 53.2 (41.4) 11.8 53.2 (40.5) 12.7 Trade names 19.8 (11.1) 8.7 19.8 (10.8) 9.0 Other 1.1 (0.7) 0.4 1.1 (0.6) 0.5 Total amortizable intangibles 254.2 (178.6) 75.6 254.2 (175.5) 78.7 Indefinite-lived intangible assets 35.2 — 35.2 35.0 — 35.0 $ 289.4 $ (178.6) $ 110.8 $ 289.2 $ (175.5) $ 113.7 |
Restructuring and Other Charg_2
Restructuring and Other Charges, Net (Tables) | 3 Months Ended |
Mar. 26, 2023 | |
Restructuring and Other Charges, Net | |
Summary of the pre-tax cost by restructuring programs | First Quarter Ended March 26, March 27, 2023 2022 (in millions) Restructuring costs: 2021 France Actions $ — $ 1.0 Other Actions (0.3) — Total restructuring charges $ (0.3) $ 1.0 |
Summary of recorded pre-tax restructuring costs by business segment | First Quarter Ended March 26, March 27, 2023 2022 (in millions) Americas $ 0.1 $ 0.1 Europe (0.4) 1.0 APMEA — (0.1) Total $ (0.3) $ 1.0 |
Summary of restructuring reserve activity | Facility Legal and Asset exit Severance consultancy write-downs and other Total (in millions) Balance at December 31, 2022 $ 1.9 $ — $ — $ — $ 1.9 Net pre-tax restructuring charges — — — — — Utilization and foreign currency impact (0.6) — — — (0.6) Balance at March 26, 2023 $ 1.3 $ — $ — $ — $ 1.3 |
Earnings per Share and Stock _2
Earnings per Share and Stock Repurchase Program (Tables) | 3 Months Ended |
Mar. 26, 2023 | |
Earnings per Share and Stock Repurchase Program | |
Summary of reconciliation of the calculation of earnings per share | For the First Quarter Ended March 26, 2023 For the First Quarter Ended March 27, 2022 Income Shares Per Share Income Shares Per Share (Numerator) (Denominator) Amount (Numerator) (Denominator) Amount (Amounts in millions, except per share information) Basic EPS: Net income $ 64.7 33.4 $ 1.94 $ 54.5 33.7 $ 1.62 Effect of dilutive securities: Common stock equivalents 0.1 (0.01) 0.1 (0.01) Diluted EPS: Net income $ 64.7 33.5 $ 1.93 $ 54.5 33.8 $ 1.61 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 26, 2023 | |
Stock-Based Compensation | |
Schedule of stock-based compensation fair value assumptions | 2023 2022 Expected life (years) 3.0 3.0 Expected stock price volatility 33.7 % 33.7 % Expected dividend yield 0.80 % 0.80 % Risk-free interest rate 4.1 % 2.0 % |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 26, 2023 | |
Segment Information | |
Summary of the Company's significant accounts and balances by segment, reconciled to the consolidated totals | First Quarter Ended March 26, March 27, 2023 2022 (in millions) Net sales Americas $ 323.2 $ 313.9 Europe 128.3 129.9 APMEA 20.2 19.4 Consolidated net sales $ 471.7 $ 463.2 Operating income (loss) Americas $ 72.5 $ 57.9 Europe 19.2 21.1 APMEA 4.0 3.0 Subtotal reportable segments 95.7 82.0 Corporate(*) (11.0) (10.5) Consolidated operating income 84.7 71.5 Interest income (0.4) (0.1) Interest expense 1.5 1.4 Other (income) expense, net 0.1 0.3 Income before income taxes $ 83.5 $ 69.9 Capital expenditures Americas $ 3.2 $ 3.5 Europe 1.8 2.1 APMEA 0.1 — Consolidated capital expenditures $ 5.1 $ 5.6 Depreciation and amortization Americas $ 7.1 $ 7.0 Europe 2.4 2.7 APMEA 0.5 0.6 Consolidated depreciation and amortization $ 10.0 $ 10.3 Identifiable assets (at end of period) Americas $ 1,257.2 $ 1,174.5 Europe 592.0 581.8 APMEA 140.8 147.0 Consolidated identifiable assets $ 1,990.0 $ 1,903.3 Property, plant and equipment, net (at end of period) Americas $ 122.7 $ 120.5 Europe 69.0 71.4 APMEA 4.2 4.7 Consolidated property, plant and equipment, net $ 195.9 $ 196.6 * Corporate expenses are primarily for administrative compensation expense, compliance costs, professional fees, including corporate-related legal and audit expenses, shareholder services and benefit administration costs. |
Schedule of U.S. net sales of the Company's Americas segment | First Quarter Ended March 26, March 27, 2023 2022 (in millions) U.S. net sales $ 304.3 $ 294.2 |
Schedule of intersegment sales for Americas, EMEA and Asia-Pacific | First Quarter Ended March 26, March 27, 2023 2022 (in millions) Intersegment Sales Americas $ 2.0 $ 3.0 Europe 5.6 7.1 APMEA 22.1 23.5 Intersegment sales $ 29.7 $ 33.6 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Mar. 26, 2023 | |
Accumulated Other Comprehensive Loss | |
Schedule of amounts recognized in accumulated other comprehensive income (loss) | Accumulated Foreign Other Currency Cash Flow Comprehensive Translation Hedges (1) Loss (in millions) Balance December 31, 2022 $ (157.0) $ 7.1 $ (149.9) Change in period 4.4 (1.7) 2.7 Balance March 26, 2023 $ (152.6) $ 5.4 $ (147.2) Balance December 31, 2021 $ (127.9) $ 0.6 $ (127.3) Change in period (9.4) 3.5 (5.9) Balance March 27, 2022 $ (137.3) $ 4.1 $ (133.2) (1) Cash flow hedges include interest rate swaps and designated foreign currency hedges. See Note 11 for further details. |
Financial Instruments and Der_2
Financial Instruments and Derivative Instruments (Tables) | 3 Months Ended |
Mar. 26, 2023 | |
Financial Instruments and Derivative Instruments | |
Schedule of fair value of financial assets and liabilities | Fair Value Measurement at March 26, 2023 Using: Quoted Prices in Active Significant Other Significant Markets for Identical Observable Unobservable Assets Inputs Inputs Total (Level 1) (Level 2) (Level 3) (in millions) Assets Plan asset for deferred compensation(1) $ 2.0 $ 2.0 $ — $ — Interest rate swap(2) $ 7.2 $ — $ 7.2 $ — Designated foreign currency hedges(4) $ 0.1 $ — $ 0.1 $ — Total assets $ 9.3 $ 2.0 $ 7.3 $ — Liabilities Plan liability for deferred compensation(3) $ 2.0 $ 2.0 $ — $ — Contingent consideration(5) $ 2.5 $ — $ — $ 2.5 Total liabilities $ 4.5 $ 2.0 $ — $ 2.5 Fair Value Measurements at December 31, 2022 Using: Quoted Prices in Active Significant Other Significant Markets for Identical Observable Unobservable Assets Inputs Inputs Total (Level 1) (Level 2) (Level 3) (in millions) Assets Plan asset for deferred compensation(1) $ 1.9 $ 1.9 $ — $ — Interest rate swap(2) $ 9.3 $ — $ 9.3 $ — Designated foreign currency hedges(4) $ 0.2 $ — $ 0.2 $ Total assets $ 11.4 $ 1.9 $ 9.5 $ — Liabilities Plan liability for deferred compensation(3) $ 1.9 $ 1.9 $ — $ — Contingent consideration(5) $ 2.5 $ — $ — $ 2.5 Total liabilities $ 4.4 $ 1.9 $ — $ 2.5 (1) Included on the Company’s consolidated balance sheet in other assets (other, net). (2) As of March 26, 2023, $3.1 million classified in prepaid expenses and other current assets on the Company’s consolidated balance sheet and $4.1 million classified in other assets (other, net). As of December 31, 2022, $3.5 million classified in prepaid expenses and other current assets on the Company’s consolidated balance sheet and $5.8 million classified in other assets (other, net). (3) Included on the Company’s consolidated balance sheet in accrued compensation and benefits. (4) (5) |
Basis of Presentation (Details)
Basis of Presentation (Details) | 3 Months Ended |
Mar. 26, 2023 | |
Basis of Presentation | |
Length of fiscal year | 365 days |
Length of fiscal quarter | 91 days |
Accounting Policies - Shipping
Accounting Policies - Shipping and Handling, and Research and Development (Details) - USD ($) | 3 Months Ended | |
Mar. 26, 2023 | Mar. 27, 2022 | |
Shipping and Handling | ||
Shipping and handling | $ 16,600,000 | $ 17,700,000 |
Research and Development | ||
Research and development costs included in selling, general, and administrative expense | $ 16,100,000 | $ 11,900,000 |
Revenue Recognition (Details)
Revenue Recognition (Details) $ in Millions | 3 Months Ended | |
Mar. 26, 2023 USD ($) item segment | Mar. 27, 2022 USD ($) | |
Disaggregation of Revenue | ||
Number of distribution channels | item | 4 | |
Number of geographic segments | segment | 3 | |
Revenue | $ 471.7 | $ 463.2 |
Minimum | ||
Disaggregation of Revenue | ||
Period of Business Operations | 150 years | |
Wholesale | ||
Disaggregation of Revenue | ||
Revenue | $ 288.4 | 276.8 |
OEM | ||
Disaggregation of Revenue | ||
Revenue | 71.3 | 72.4 |
Specialty | ||
Disaggregation of Revenue | ||
Revenue | 90.5 | 93.8 |
DIY | ||
Disaggregation of Revenue | ||
Revenue | 21.5 | 20.2 |
Residential & commercial flow control | ||
Disaggregation of Revenue | ||
Revenue | 255.9 | 240 |
HVAC & gas | ||
Disaggregation of Revenue | ||
Revenue | 143.9 | 146.8 |
Drains & water re-use | ||
Disaggregation of Revenue | ||
Revenue | 43.1 | 46.4 |
Water quality | ||
Disaggregation of Revenue | ||
Revenue | 28.8 | 30 |
Americas | ||
Disaggregation of Revenue | ||
Revenue | 323.2 | 313.9 |
Americas | Wholesale | ||
Disaggregation of Revenue | ||
Revenue | 188.8 | 174.8 |
Americas | OEM | ||
Disaggregation of Revenue | ||
Revenue | 23.1 | 25.6 |
Americas | Specialty | ||
Disaggregation of Revenue | ||
Revenue | 90.5 | 93.8 |
Americas | DIY | ||
Disaggregation of Revenue | ||
Revenue | 20.8 | 19.7 |
Americas | Residential & commercial flow control | ||
Disaggregation of Revenue | ||
Revenue | 194.5 | 178.1 |
Americas | HVAC & gas | ||
Disaggregation of Revenue | ||
Revenue | 78.2 | 84.3 |
Americas | Drains & water re-use | ||
Disaggregation of Revenue | ||
Revenue | 22.8 | 22.8 |
Americas | Water quality | ||
Disaggregation of Revenue | ||
Revenue | 27.7 | 28.7 |
Europe | ||
Disaggregation of Revenue | ||
Revenue | 128.3 | 129.9 |
Europe | Wholesale | ||
Disaggregation of Revenue | ||
Revenue | 81.1 | 84 |
Europe | OEM | ||
Disaggregation of Revenue | ||
Revenue | 46.5 | 45.4 |
Europe | DIY | ||
Disaggregation of Revenue | ||
Revenue | 0.7 | 0.5 |
Europe | Residential & commercial flow control | ||
Disaggregation of Revenue | ||
Revenue | 45.5 | 46.1 |
Europe | HVAC & gas | ||
Disaggregation of Revenue | ||
Revenue | 62.3 | 60 |
Europe | Drains & water re-use | ||
Disaggregation of Revenue | ||
Revenue | 19.6 | 22.8 |
Europe | Water quality | ||
Disaggregation of Revenue | ||
Revenue | 0.9 | 1 |
APMEA | ||
Disaggregation of Revenue | ||
Revenue | 20.2 | 19.4 |
APMEA | Wholesale | ||
Disaggregation of Revenue | ||
Revenue | 18.5 | 18 |
APMEA | OEM | ||
Disaggregation of Revenue | ||
Revenue | 1.7 | 1.4 |
APMEA | Residential & commercial flow control | ||
Disaggregation of Revenue | ||
Revenue | 15.9 | 15.8 |
APMEA | HVAC & gas | ||
Disaggregation of Revenue | ||
Revenue | 3.4 | 2.5 |
APMEA | Drains & water re-use | ||
Disaggregation of Revenue | ||
Revenue | 0.7 | 0.8 |
APMEA | Water quality | ||
Disaggregation of Revenue | ||
Revenue | $ 0.2 | $ 0.3 |
Revenue Recognition - Performan
Revenue Recognition - Performance obligation (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-03-27 | Mar. 26, 2023 |
Minimum | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Maximum | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 3 years |
Goodwill and Intangibles - Good
Goodwill and Intangibles - Goodwill (Details) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 26, 2023 USD ($) item | Dec. 31, 2022 USD ($) item | |
Gross Balance | ||
Balance at the beginning of the period | $ 759.5 | |
Balance at the end of the period | 759.5 | $ 759.5 |
Accumulated Impairment Losses | ||
Balance at the beginning of the period | (167.1) | |
Balance at the end of the period | (167.1) | (167.1) |
Foreign Currency Translation and Other | 1.2 | |
Net Goodwill | $ 593.6 | $ 592.4 |
Number of reporting units | item | 7 | 7 |
Americas | ||
Gross Balance | ||
Balance at the beginning of the period | $ 490.3 | |
Balance at the end of the period | 490.3 | $ 490.3 |
Accumulated Impairment Losses | ||
Balance at the beginning of the period | (24.5) | |
Balance at the end of the period | (24.5) | (24.5) |
Foreign Currency Translation and Other | (0.1) | |
Net Goodwill | 465.7 | |
Europe | ||
Gross Balance | ||
Balance at the beginning of the period | 236.7 | |
Balance at the end of the period | 236.7 | 236.7 |
Accumulated Impairment Losses | ||
Balance at the beginning of the period | (129.7) | |
Balance at the end of the period | (129.7) | (129.7) |
Foreign Currency Translation and Other | 1.5 | |
Net Goodwill | 108.5 | |
APMEA | ||
Gross Balance | ||
Balance at the beginning of the period | 32.5 | |
Balance at the end of the period | 32.5 | 32.5 |
Accumulated Impairment Losses | ||
Balance at the beginning of the period | (12.9) | |
Balance at the end of the period | (12.9) | $ (12.9) |
Foreign Currency Translation and Other | (0.2) | |
Net Goodwill | $ 19.4 |
Goodwill and Intangibles - Inta
Goodwill and Intangibles - Intangibles (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 26, 2023 | Mar. 27, 2022 | Dec. 31, 2022 | |
Intangible assets subject to amortization | |||
Gross Carrying Amount | $ 254.2 | $ 254.2 | |
Accumulated Amortization | (178.6) | (175.5) | |
Net Carrying Amount | 75.6 | 78.7 | |
Indefinite-lived intangible assets | |||
Indefinite-lived intangible assets | 35.2 | 35 | |
Intangible assets | |||
Gross Carrying Amount | 289.4 | 289.2 | |
Net Carrying Amount | 110.8 | 113.7 | |
Aggregate amortization expense for amortized intangible assets | 3 | $ 3.1 | |
Patents | |||
Intangible assets subject to amortization | |||
Gross Carrying Amount | 5 | 5 | |
Accumulated Amortization | (5) | (5) | |
Customer relationships | |||
Intangible assets subject to amortization | |||
Gross Carrying Amount | 175.1 | 175.1 | |
Accumulated Amortization | (120.4) | (118.6) | |
Net Carrying Amount | 54.7 | 56.5 | |
Technology | |||
Intangible assets subject to amortization | |||
Gross Carrying Amount | 53.2 | 53.2 | |
Accumulated Amortization | (41.4) | (40.5) | |
Net Carrying Amount | 11.8 | 12.7 | |
Trade names | |||
Intangible assets subject to amortization | |||
Gross Carrying Amount | 19.8 | 19.8 | |
Accumulated Amortization | (11.1) | (10.8) | |
Net Carrying Amount | 8.7 | 9 | |
Other | |||
Intangible assets subject to amortization | |||
Gross Carrying Amount | 1.1 | 1.1 | |
Accumulated Amortization | (0.7) | (0.6) | |
Net Carrying Amount | $ 0.4 | $ 0.5 |
Restructuring and Other Charg_3
Restructuring and Other Charges, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 21 Months Ended | ||
Mar. 26, 2023 | Mar. 27, 2022 | Mar. 31, 2023 | Dec. 31, 2022 | |
Restructuring | ||||
Total restructuring charges | $ (0.3) | $ 1 | ||
Americas | ||||
Restructuring | ||||
Pre-tax restructuring charges, net | 0.1 | 0.1 | ||
Europe | ||||
Restructuring | ||||
Pre-tax restructuring charges, net | $ (0.4) | 1 | ||
APMEA | ||||
Restructuring | ||||
Pre-tax restructuring charges, net | (0.1) | |||
2021 France Actions | ||||
Restructuring | ||||
Restructuring cost, pre-tax | $ 1 | |||
Restructuring, Incurred Cost, Statement of Income or Comprehensive Income [Extensible Enumeration] | Total restructuring charges | Total restructuring charges | ||
Pre-tax restructuring charges, net | $ 18.4 | |||
Total restructuring charges | 24.8 | |||
Expected annual cash savings | $ 3 | |||
Restructuring reserve | $ 1.3 | $ 1.9 | ||
Utilization and foreign currency impact | (0.6) | |||
2021 France Actions | Severance | ||||
Restructuring | ||||
Restructuring reserve | 1.3 | $ 1.9 | ||
Utilization and foreign currency impact | $ (0.6) | |||
Other Actions | ||||
Restructuring | ||||
Pre-tax restructuring charges, net | $ (0.3) | |||
Other Actions | Americas | Facility exit and other | ||||
Restructuring | ||||
Total restructuring charges | $ 0.1 |
Restructuring and Other Charg_4
Restructuring and Other Charges, Net - Pre-tax Restructuring (Details) - USD ($) $ in Millions | 3 Months Ended | 21 Months Ended | |
Mar. 26, 2023 | Mar. 27, 2022 | Mar. 31, 2023 | |
Restructuring | |||
Total restructuring charges | $ (0.3) | $ 1 | |
Net sales | 471.7 | 463.2 | |
Europe | |||
Restructuring | |||
Pre-tax restructuring charges, net | (0.4) | 1 | |
Net sales | 128.3 | 129.9 | |
Americas | |||
Restructuring | |||
Pre-tax restructuring charges, net | 0.1 | 0.1 | |
Net sales | 323.2 | 313.9 | |
2021 France Actions | |||
Restructuring | |||
Total restructuring charges | $ 24.8 | ||
Pre-tax restructuring charges, net | $ 18.4 | ||
Restructuring cost, pre-tax | $ 1 | ||
Other Actions | |||
Restructuring | |||
Pre-tax restructuring charges, net | $ (0.3) |
Restructuring and Other Charg_5
Restructuring and Other Charges, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 21 Months Ended | |
Mar. 26, 2023 | Mar. 27, 2022 | Mar. 31, 2023 | |
Summary of total expected, incurred and remaining pre-tax costs | |||
Total restructuring charges | $ (0.3) | $ 1 | |
2021 France Actions | |||
Summary of total expected, incurred and remaining pre-tax costs | |||
Total restructuring charges | $ 24.8 | ||
Restructuring reserve | |||
Balance at the beginning of the period | 1.9 | ||
Restructuring cost, pre-tax | 1 | ||
Utilization and foreign currency impact | (0.6) | ||
Balance at the end of the period | 1.3 | ||
2021 France Actions | Severance | |||
Restructuring reserve | |||
Balance at the beginning of the period | 1.9 | ||
Utilization and foreign currency impact | (0.6) | ||
Balance at the end of the period | $ 1.3 | ||
Other Actions | Americas | Facility exit and other | |||
Summary of total expected, incurred and remaining pre-tax costs | |||
Total restructuring charges | $ 0.1 |
Earnings per Share and Stock _3
Earnings per Share and Stock Repurchase Program (Details) $ / shares in Units, $ in Millions | 3 Months Ended | |||
Mar. 26, 2023 USD ($) $ / shares shares | Mar. 27, 2022 USD ($) $ / shares shares | Dec. 31, 2022 | Feb. 06, 2019 USD ($) | |
Net (loss) income | ||||
Net income | $ | $ 64.7 | $ 54.5 | ||
Shares | ||||
Shares (in shares) | shares | 33,400,000 | 33,700,000 | ||
Per Share Amount | ||||
Net income (in dollars per share) | $ / shares | $ 1.94 | $ 1.62 | ||
Dilutive securities, principally common stock options | ||||
Common stock equivalents (in shares) | shares | 100,000 | 100,000 | ||
Common stock equivalents (in dollars per share) | $ / shares | $ (0.01) | $ (0.01) | ||
Net (loss) income | ||||
Net income | $ | $ 64.7 | $ 54.5 | ||
Weighted average number of shares: | ||||
Shares (in shares) | shares | 33,500,000 | 33,800,000 | ||
Securities not included in the computation of diluted EPS | ||||
Net income (in dollars per share) | $ / shares | $ 1.93 | $ 1.61 | ||
Dilutive securities, principally common stock options | ||||
Options to purchase shares of Class A common stock, anti-dilutive | shares | 0 | 0 | ||
Shares repurchased | ||||
Number of shares repurchased | shares | 22,473 | 293,390 | ||
Stock Repurchased During Period, Value | $ | $ 3.7 | $ 42.9 | ||
Class A | ||||
Common Stock | ||||
Common Stock, votes per share (Number of votes) | 1 | 1 | ||
Class B | ||||
Common Stock | ||||
Common Stock, votes per share (Number of votes) | 10 | 10 | ||
February 6, 2019 | Class A | ||||
Shares repurchased | ||||
Value of shares of the entity's Class A common stock authorized to be repurchased | $ | $ 150 | |||
Remaining authorized repurchase amount | $ | $ 24.3 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) | 3 Months Ended | 12 Months Ended | |
Mar. 26, 2023 $ / shares shares | Mar. 27, 2022 $ / shares shares | Dec. 31, 2022 | |
Second Amended and Restated 2004 Stock Incentive Plan | |||
Stock-based compensation | |||
Vesting period | 3 years | ||
Second Amended and Restated 2004 Stock Incentive Plan | Deferred shares | |||
Stock-based compensation | |||
Granted (in shares) | 41,096 | 45,121 | |
Second Amended and Restated 2004 Stock Incentive Plan | Performance stock units | |||
Stock-based compensation | |||
Vesting period | 3 years | ||
Period of time used to calculate the compound annual growth rate | 3 years | ||
Granted (in shares) | 35,948 | 40,014 | |
Second Amended and Restated 2004 Stock Incentive Plan | Performance stock units | Minimum | |||
Stock-based compensation | |||
Percent of target shares a recipient may earn | 0 | ||
Second Amended and Restated 2004 Stock Incentive Plan | Performance stock units | Maximum | |||
Stock-based compensation | |||
Percent of target shares a recipient may earn | 2 | ||
Management Stock Purchase Plan | Maximum | |||
Stock-based compensation | |||
Percentage of annual incentive bonus that may be used to purchase RSU's | 50% | ||
Management Stock Purchase Plan | Class A | |||
Stock-based compensation | |||
Purchase price as percentage of fair market value of common stock on grant date | 80% | ||
Management Stock Purchase Plan | Restricted stock units (RSUs) | |||
Stock-based compensation | |||
Minimum deferral period | 3 years | ||
Granted (in shares) | 26,645 | 28,711 | |
Fair value assumptions | |||
Expected life (years) | 3 years | 3 years | |
Expected stock price volatility (as a percent) | 33.70% | 33.70% | |
Expected dividend yield (as a percent) | 0.80% | 0.80% | |
Risk-free interest rate (as a percent) | 4.10% | 2% | |
Weighted average grant-date fair value (in dollars per share) | $ / shares | $ 57.50 | $ 47.26 | |
Management Stock Purchase Plan | Restricted stock units (RSUs) | Minimum | |||
Stock-based compensation | |||
Vesting period | 3 years |
Segment Information (Details)
Segment Information (Details) $ in Millions | 3 Months Ended | ||
Mar. 26, 2023 USD ($) segment | Mar. 27, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Segment information | |||
Number of geographic segments | segment | 3 | ||
Net sales | $ 471.7 | $ 463.2 | |
Operating income | 84.7 | 71.5 | |
Interest income | (0.4) | (0.1) | |
Interest expense | 1.5 | 1.4 | |
Other expense (income), net | 0.1 | 0.3 | |
INCOME BEFORE INCOME TAXES | 83.5 | 69.9 | |
Capital expenditures | 5.1 | 5.6 | |
Depreciation and amortization | 10 | 10.3 | |
Identifiable assets (at end of period) | 1,990 | 1,903.3 | $ 1,930.9 |
Property, plant and equipment, net (at end of period) | 195.9 | 196.6 | $ 196.8 |
Residential & commercial flow control | |||
Segment information | |||
Net sales | 255.9 | 240 | |
HVAC & gas | |||
Segment information | |||
Net sales | 143.9 | 146.8 | |
Drains & water re-use | |||
Segment information | |||
Net sales | 43.1 | 46.4 | |
Water quality | |||
Segment information | |||
Net sales | 28.8 | 30 | |
U.S. | |||
Segment information | |||
Net sales | 304.3 | 294.2 | |
Reportable segments | |||
Segment information | |||
Operating income | 95.7 | 82 | |
Corporate | |||
Segment information | |||
Operating income | (11) | (10.5) | |
Intersegment sales | |||
Segment information | |||
Net sales | 29.7 | 33.6 | |
Americas | |||
Segment information | |||
Net sales | 323.2 | 313.9 | |
Capital expenditures | 3.2 | 3.5 | |
Depreciation and amortization | 7.1 | 7 | |
Identifiable assets (at end of period) | 1,257.2 | 1,174.5 | |
Property, plant and equipment, net (at end of period) | 122.7 | 120.5 | |
Americas | Residential & commercial flow control | |||
Segment information | |||
Net sales | 194.5 | 178.1 | |
Americas | HVAC & gas | |||
Segment information | |||
Net sales | 78.2 | 84.3 | |
Americas | Drains & water re-use | |||
Segment information | |||
Net sales | 22.8 | 22.8 | |
Americas | Water quality | |||
Segment information | |||
Net sales | 27.7 | 28.7 | |
Americas | U.S. | |||
Segment information | |||
Property, plant and equipment, net (at end of period) | 118.3 | 115.5 | |
Americas | Reportable segments | |||
Segment information | |||
Operating income | 72.5 | 57.9 | |
Americas | Intersegment sales | |||
Segment information | |||
Net sales | 2 | 3 | |
Europe | |||
Segment information | |||
Net sales | 128.3 | 129.9 | |
Capital expenditures | 1.8 | 2.1 | |
Depreciation and amortization | 2.4 | 2.7 | |
Identifiable assets (at end of period) | 592 | 581.8 | |
Property, plant and equipment, net (at end of period) | 69 | 71.4 | |
Europe | Residential & commercial flow control | |||
Segment information | |||
Net sales | 45.5 | 46.1 | |
Europe | HVAC & gas | |||
Segment information | |||
Net sales | 62.3 | 60 | |
Europe | Drains & water re-use | |||
Segment information | |||
Net sales | 19.6 | 22.8 | |
Europe | Water quality | |||
Segment information | |||
Net sales | 0.9 | 1 | |
Europe | Reportable segments | |||
Segment information | |||
Operating income | 19.2 | 21.1 | |
Europe | Intersegment sales | |||
Segment information | |||
Net sales | 5.6 | 7.1 | |
APMEA | |||
Segment information | |||
Net sales | 20.2 | 19.4 | |
Capital expenditures | 0.1 | ||
Depreciation and amortization | 0.5 | 0.6 | |
Identifiable assets (at end of period) | 140.8 | 147 | |
Property, plant and equipment, net (at end of period) | 4.2 | 4.7 | |
APMEA | Residential & commercial flow control | |||
Segment information | |||
Net sales | 15.9 | 15.8 | |
APMEA | HVAC & gas | |||
Segment information | |||
Net sales | 3.4 | 2.5 | |
APMEA | Drains & water re-use | |||
Segment information | |||
Net sales | 0.7 | 0.8 | |
APMEA | Water quality | |||
Segment information | |||
Net sales | 0.2 | 0.3 | |
APMEA | Reportable segments | |||
Segment information | |||
Operating income | 4 | 3 | |
APMEA | Intersegment sales | |||
Segment information | |||
Net sales | $ 22.1 | $ 23.5 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 26, 2023 | Mar. 27, 2022 | |
Changes in accumulated other comprehensive income (loss) | ||
Balance at the beginning of the period | $ (149.9) | |
Balance at the end of the period | (147.2) | |
Foreign Currency Translation | ||
Changes in accumulated other comprehensive income (loss) | ||
Balance at the beginning of the period | (157) | $ (127.9) |
Change in period | 4.4 | (9.4) |
Balance at the end of the period | (152.6) | (137.3) |
Cash Flow Hedges | ||
Changes in accumulated other comprehensive income (loss) | ||
Balance at the beginning of the period | 7.1 | 0.6 |
Change in period | (1.7) | 3.5 |
Balance at the end of the period | 5.4 | 4.1 |
Accumulated Other Comprehensive Loss. | ||
Changes in accumulated other comprehensive income (loss) | ||
Balance at the beginning of the period | (149.9) | (127.3) |
Change in period | 2.7 | (5.9) |
Balance at the end of the period | $ (147.2) | $ (133.2) |
Debt (Details)
Debt (Details) $ in Millions | 3 Months Ended | ||||
Aug. 02, 2022 | Mar. 30, 2021 USD ($) | Mar. 26, 2023 USD ($) | Mar. 29, 2021 | Apr. 24, 2020 USD ($) | |
Letters of credit | |||||
Credit Agreement | |||||
Term of letters of credit from the date of issuance | 1 year | ||||
Letters of credit outstanding | $ 12.4 | ||||
LIBOR | |||||
Credit Agreement | |||||
Derivative, Floor Interest Rate | 0% | 1% | |||
SOFR | |||||
Credit Agreement | |||||
Adjustment to interest rate | 0.10 | ||||
Floor rate | 0% | ||||
SOFR | Minimum | |||||
Credit Agreement | |||||
Interest rate added to base rate (as a percent) | 1.075% | ||||
SOFR | Maximum | |||||
Credit Agreement | |||||
Interest rate added to base rate (as a percent) | 1.325% | ||||
Credit Agreement | |||||
Credit Agreement | |||||
Unused and available credit under the credit agreement | 637.6 | ||||
Credit Agreement | Letters of credit | |||||
Credit Agreement | |||||
Multi-currency borrowing capacity | $ 100 | ||||
Letters of credit outstanding | $ 12.4 | ||||
Base rate loans and swing line loans | |||||
Credit Agreement | |||||
Minimum base rate (as a percent) | 1 | ||||
Base rate loans and swing line loans | SOFR | |||||
Credit Agreement | |||||
Interest rate (as a percent) | 1% | ||||
Base rate loans and swing line loans | Prime Rate | |||||
Credit Agreement | |||||
Interest rate (as a percent) | 0.50% | ||||
Revolving credit facility | |||||
Credit Agreement | |||||
Multi-currency borrowing capacity | $ 800 | $ 800 | |||
Interest rate (as a percent) | 3.40% | ||||
Weighted average interest rate (as a percent) | 5.88% | ||||
Line of credit | $ 150 | ||||
Revolving credit facility | SOFR | |||||
Credit Agreement | |||||
Adjustment to interest rate | 0.10 | ||||
Floor rate | 0% | ||||
Swing Line Loans | |||||
Credit Agreement | |||||
Multi-currency borrowing capacity | $ 15 |
Financial Instruments - Fair Va
Financial Instruments - Fair Value on a Recurring Basis (Details) - USD ($) $ in Millions | Mar. 26, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Individually Immaterial Business Acquisition | |||
Liabilities | |||
Contingent consideration | $ 2.5 | $ 2.5 | |
Interest Rate Swap | Prepaid Expenses and Other Current Assets | |||
Assets | |||
Derivative assets | 3.1 | 3.5 | |
Interest Rate Swap | Other Noncurrent Assets | |||
Assets | |||
Derivative assets | 4.1 | 5.8 | |
Significant Unobservable Inputs (Level 3) | Sentinel Hydrosolutions [Member] | |||
Liabilities | |||
Contingent consideration | $ 2.5 | ||
Minimum | Significant Unobservable Inputs (Level 3) | AVG | |||
Liabilities | |||
Contingent consideration | 0 | ||
Maximum | Significant Unobservable Inputs (Level 3) | Sentinel Hydrosolutions [Member] | |||
Liabilities | |||
Contingent consideration | 4.5 | ||
Fair value measured on a recurring basis | |||
Assets | |||
Plan asset for deferred compensation | 2 | 1.9 | |
Total assets | 9.3 | 11.4 | |
Liabilities | |||
Plan liability for deferred compensation | 2 | 1.9 | |
Contingent consideration | 2.5 | 2.5 | |
Total liabilities | 4.5 | 4.4 | |
Fair value measured on a recurring basis | Interest Rate Swap | |||
Assets | |||
Derivative assets | 7.2 | 9.3 | |
Fair value measured on a recurring basis | Forward exchange contracts | |||
Assets | |||
Derivative assets | 0.1 | 0.2 | |
Fair value measured on a recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Assets | |||
Plan asset for deferred compensation | 2 | 1.9 | |
Total assets | 2 | 1.9 | |
Liabilities | |||
Plan liability for deferred compensation | 2 | 1.9 | |
Total liabilities | 2 | 1.9 | |
Fair value measured on a recurring basis | Significant Other Observable Inputs (Level 2) | |||
Assets | |||
Total assets | 7.3 | 9.5 | |
Fair value measured on a recurring basis | Significant Other Observable Inputs (Level 2) | Interest Rate Swap | |||
Assets | |||
Derivative assets | 7.2 | 9.3 | |
Fair value measured on a recurring basis | Significant Other Observable Inputs (Level 2) | Forward exchange contracts | |||
Assets | |||
Derivative assets | 0.1 | 0.2 | |
Fair value measured on a recurring basis | Significant Unobservable Inputs (Level 3) | |||
Liabilities | |||
Contingent consideration | 2.5 | 2.5 | |
Total liabilities | $ 2.5 | $ 2.5 |
Financial Instruments - Interes
Financial Instruments - Interest Rate Swaps and Non-Designated Cash Flow Hedge (Details) | 3 Months Ended | 12 Months Ended | ||||
Aug. 02, 2022 USD ($) | Mar. 26, 2023 USD ($) | Dec. 31, 2022 | Mar. 30, 2021 USD ($) | Mar. 29, 2021 | Apr. 24, 2020 USD ($) | |
Derivative instruments | ||||||
Percentage of projected intercompany purchases hedged by forward exchange contracts | 60% | |||||
Period of projected intercompany purchase transactions | 12 months | 12 months | ||||
Maximum | ||||||
Derivative instruments | ||||||
Percentage of projected intercompany purchases hedged by forward exchange contracts | 85% | |||||
LIBOR | ||||||
Interest Rate Swaps | ||||||
Derivative, floor interest rate | 0% | 1% | ||||
SOFR | ||||||
Interest Rate Swaps | ||||||
Adjustment to interest rate | 0.10 | |||||
Floor rate | 0% | |||||
Revolving credit facility | ||||||
Interest Rate Swaps | ||||||
Borrowing capacity | $ 800,000,000 | $ 800,000,000 | ||||
Revolving credit facility | SOFR | ||||||
Interest Rate Swaps | ||||||
Adjustment to interest rate | 0.10 | |||||
Floor rate | 0% | |||||
Swing Line Loans | ||||||
Interest Rate Swaps | ||||||
Borrowing capacity | $ 15,000,000 | |||||
Forward exchange contracts | Cash Flow Hedging | ||||||
Derivative instruments | ||||||
Designated foreign currency hedges | $ (100,000) | |||||
Forward exchange contracts | Designated | ||||||
Amount of Gain or (Loss) Recognized in Income on Derivatives | ||||||
Period of time for expected reclassification | 12 months | |||||
Amount expected to be reclassified | $ 100,000 | |||||
Canadian Dollar to US Dollar Contracts | ||||||
Interest Rate Swaps | ||||||
Derivative notional amount | 11,000,000 | |||||
Interest Rate Swap | Designated | Cash Flow Hedging | ||||||
Interest Rate Swaps | ||||||
Derivative fixed interest rate | 0.942% | 1.02975% | ||||
Derivative notional amount | $ 100,000,000 | $ 100,000,000 | ||||
Gain recognized in Accumulated Other Comprehensive Loss, effective portion | $ 1,500,000 | |||||
Interest Rate Swap | Designated | Cash Flow Hedging | LIBOR | ||||||
Interest Rate Swaps | ||||||
Derivative, floor interest rate | 0% | |||||
Interest Rate Swap | Designated | Cash Flow Hedging | SOFR | ||||||
Interest Rate Swaps | ||||||
Derivative, floor interest rate | 0.10% |
Contingencies and Environment_2
Contingencies and Environmental Remediation (Details) $ in Millions | Mar. 26, 2023 USD ($) |
Contingencies and Environmental Remediation | |
Possible loss | $ 3.6 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent event | May 02, 2023 $ / shares |
Class A | |
Subsequent events | |
Quarterly dividend payable (in dollars per share) | $ 0.36 |
Class B | |
Subsequent events | |
Quarterly dividend payable (in dollars per share) | $ 0.36 |