Cover
Cover - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Mar. 02, 2022 | Jul. 03, 2021 | |
Document Information | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Current Fiscal Year End Date | --12-31 | ||
Document Period End Date | Dec. 31, 2021 | ||
Entity File Number | 0-7087 | ||
Entity Registrant Name | Astronics Corporation | ||
Entity Incorporation, State or Country Code | NY | ||
Entity Tax Identification Number | 16-0959303 | ||
Entity Address, Address Line One | 130 Commerce Way | ||
Entity Address, City or Town | East Aurora | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 14052 | ||
City Area Code | 716 | ||
Local Phone Number | 805-1599 | ||
Title of 12(b) Security | Common Stock, $.01 par value per share | ||
Trading Symbol | ATRO | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 494 | ||
Documents Incorporated by Reference | Portions of the Company’s Proxy Statement for the 2022 Annual Meeting of Shareholders to be held May 23, 2022 are incorporated by reference into Part III of this Report. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Entity Emerging Growth Company | false | ||
Entity Central Index Key | 0000008063 | ||
Common Stock | |||
Document Information | |||
Entity Common Stock, Shares Outstanding | 25,145,029 | ||
Convertible Class B Stock | |||
Document Information | |||
Entity Common Stock, Shares Outstanding | 6,376,777 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2021 | |
Audit Information [Abstract] | |
Auditor Firm ID | 42 |
Auditor Name | Ernst & Young LLP |
Auditor Location | Buffalo, New York |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | |||
Sales | $ 444,908 | $ 502,587 | $ 772,702 |
Cost of Products Sold | 379,545 | 405,744 | 616,560 |
Gross Profit | 65,363 | 96,843 | 156,142 |
Selling, General and Administrative Expenses | 99,051 | 110,528 | 143,358 |
Net Gain on Sale of Facility | 5,014 | 0 | 0 |
Impairment Loss | 0 | 87,016 | 11,083 |
(Loss) Income from Operations | (28,674) | (100,701) | 1,701 |
Net Gain on Sale of Businesses | 10,677 | 0 | 78,801 |
Other Expense, Net of Other Income | 2,159 | 4,968 | 6,058 |
Interest Expense, Net of Interest Income | 6,804 | 6,741 | 6,141 |
(Loss) Income Before Income Taxes | (26,960) | (112,410) | 68,303 |
(Benefit from) Provision for Income Taxes | (1,382) | 3,371 | 16,286 |
Net (Loss) Income | $ (25,578) | $ (115,781) | $ 52,017 |
Basic Earnings (Loss) Per Share (in usd per share) | $ (0.82) | $ (3.76) | $ 1.62 |
Diluted Earnings (Loss) Per Share (in usd per share) | $ (0.82) | $ (3.76) | $ 1.60 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | |||
Net (Loss) Income | $ (25,578) | $ (115,781) | $ 52,017 |
Other Comprehensive Income (Loss): | |||
Foreign Currency Translation Adjustments | (939) | 2,574 | 114 |
Retirement Liability Adjustment – Net of Tax | 2,894 | (3,396) | (2,413) |
Other Comprehensive Income (Loss) | 1,955 | (822) | (2,299) |
Comprehensive (Loss) Income | $ (23,623) | $ (116,603) | $ 49,718 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash and Cash Equivalents | $ 29,757 | $ 40,412 |
Accounts Receivable, Net of Allowance for Estimated Credit Losses | 107,439 | 93,056 |
Inventories | 157,576 | 157,059 |
Prepaid Expenses and Other Current Assets | 45,089 | 26,420 |
Total Current Assets | 339,861 | 316,947 |
Property, Plant and Equipment, Net of Accumulated Depreciation | 95,236 | 106,678 |
Operating Right-of-Use Assets, Net | 16,169 | 18,953 |
Other Assets | 5,270 | 8,999 |
Intangible Assets, Net of Accumulated Amortization | 94,320 | 109,886 |
Goodwill | 58,282 | 58,282 |
Total Assets | 609,138 | 619,745 |
Current Liabilities: | ||
Accounts Payable | 34,860 | 26,446 |
Accrued Payroll and Employee Benefits | 19,607 | 16,285 |
Accrued Income Taxes | 2,621 | 1,017 |
Current Operating Lease Liabilities | 6,778 | 4,998 |
Other Accrued Expenses | 27,391 | 20,419 |
Customer Advanced Payments and Deferred Revenue | 27,356 | 24,571 |
Total Current Liabilities | 118,613 | 93,736 |
Long-term Debt | 163,000 | 173,000 |
Supplemental Retirement Plan and Other Liabilities for Pension Benefits | 31,199 | 32,437 |
Long-term Operating Lease Liabilities | 12,018 | 16,637 |
Other Liabilities | 26,283 | 30,655 |
Deferred Income Taxes | 1,421 | 2,909 |
Total Liabilities | 352,534 | 349,374 |
Shareholders’ Equity: | ||
Additional Paid-in Capital | 92,037 | 82,187 |
Accumulated Other Comprehensive Loss | (14,495) | (16,450) |
Retained Earnings | 287,225 | 312,803 |
Treasury Stock, 3,808,060 Shares at December 31, 2021 and 2020 | (108,516) | (108,516) |
Total Shareholders’ Equity | 256,604 | 270,371 |
Total Liabilities and Shareholders’ Equity | 609,138 | 619,745 |
Common Stock | ||
Shareholders’ Equity: | ||
Common Stock | 289 | 278 |
Convertible Class B Stock | ||
Shareholders’ Equity: | ||
Common Stock | $ 64 | $ 69 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Treasury Stock, Shares (in shares) | 3,808,060 | 3,808,060 |
Common Stock | ||
Common Stock, Par value (in usd per share) | $ 0.01 | $ 0.01 |
Common Stock, Shares authorized (in shares) | 40,000,000 | 40,000,000 |
Common Stock, Shares issued (in shares) | 28,910,605 | 27,824,766 |
Common Stock, Shares outstanding (in shares) | 25,102,545 | 24,016,706 |
Convertible Class B Stock | ||
Common Stock, Par value (in usd per share) | $ 0.01 | $ 0.01 |
Common Stock, Shares authorized (in shares) | 15,000,000 | 15,000,000 |
Common Stock, Shares issued (in shares) | 6,375,392 | 6,877,437 |
Common Stock, Shares outstanding (in shares) | 6,375,392 | 6,877,437 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash Flows from Operating Activities | |||
Net (Loss) Income | $ (25,578) | $ (115,781) | $ 52,017 |
Adjustments to Reconcile Net (Loss) Income to Cash from Operating Activities, Excluding the Effects of Acquisitions and Divestitures: | |||
Depreciation and Amortization | 29,005 | 31,854 | 33,049 |
Provision for Losses on Inventory and Receivables | 3,942 | 6,079 | 16,947 |
Equity-based Compensation Expense | 6,460 | 5,184 | 3,843 |
Deferred Tax (Benefit) Expense | (441) | 15,553 | (14,385) |
Operating Lease Non-cash Expense | 5,198 | 4,500 | 4,208 |
Net Gain on Sales of Assets | (5,083) | 0 | 0 |
Contingent Consideration Liability Fair Value Adjustment | (2,200) | 0 | 0 |
Non-cash 401K Contribution | 4,199 | 0 | 0 |
Net Gain on Sale of Businesses, Before Taxes | (10,677) | 0 | (78,801) |
Impairment Loss | 0 | 87,016 | 11,083 |
Accrued Litigation Claim | 8,374 | 0 | 19,619 |
Equity Investment Other Than Temporary Impairment | 0 | 3,493 | 5,000 |
Restructuring Activities | 267 | 1,173 | 6,539 |
Deferral of Federal Payroll Taxes | 0 | 5,877 | 0 |
Other | 3,912 | 2,157 | 1,610 |
Cash Flows from Changes in Operating Assets and Liabilities: | |||
Accounts Receivable | (14,832) | 53,928 | 34,083 |
Inventories | (5,150) | (13,614) | (12,711) |
Prepaid Expenses and Other Current Assets | 20 | (45) | (1,160) |
Accounts Payable | 8,610 | (9,930) | (16,617) |
Accrued Expenses | (5,037) | (17,667) | (10,737) |
Income Taxes Payable/Receivable | 156 | (10,440) | 3,371 |
Customer Advanced Payments and Deferred Revenue | (235) | (7,043) | (11,919) |
Operating Lease Liabilities | (6,036) | (4,556) | (3,840) |
Supplemental Retirement Plan and Other Liabilities | (404) | (403) | 1,490 |
Cash Flows from Operating Activities | (5,530) | 37,335 | 42,689 |
Cash Flows from Investing Activities | |||
Acquisitions of Businesses, Net of Cash Acquired | 0 | 0 | (28,907) |
Proceeds from Sale of Businesses and Assets | 9,213 | 0 | 106,946 |
Capital Expenditures | (6,034) | (7,459) | (12,083) |
Other Investing Activities | 0 | 1,662 | (1,326) |
Cash Flows from Investing Activities | 3,179 | (5,797) | 64,630 |
Cash Flows from Financing Activities | |||
Proceeds from Long-term Debt | 20,000 | 155,000 | 117,000 |
Principal Payments on Long-term Debt | (30,000) | (170,228) | (156,107) |
Purchase of Outstanding Shares for Treasury | 0 | (7,732) | (50,784) |
Debt Acquisition Costs | 0 | (360) | 0 |
Stock Award and Employee Stock Purchase Plan (“ESPP”) activity | 3,396 | 666 | (545) |
Finance Lease Principal Payments | (901) | (1,922) | (1,746) |
Cash Flows From Financing Activities | (7,505) | (24,576) | (92,182) |
Effect of Exchange Rates on Cash | (799) | 1,544 | 147 |
(Decrease) Increase in Cash and Cash Equivalents | (10,655) | 8,506 | 15,284 |
Cash and Cash Equivalents at Beginning of Year | 40,412 | 31,906 | 16,622 |
Cash and Cash Equivalents at End of Year | 29,757 | 40,412 | 31,906 |
Supplemental Cash Flow Information: | |||
Interest Paid | 5,951 | 5,829 | 5,707 |
Income Taxes (Refunded) Paid, Net of Refunds | $ (1,250) | $ (1,536) | $ 27,343 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common StockCommon Stock | Common StockConvertible Class B Stock | Additional Paid in Capital | Accumulated Other Comprehensive Loss | Retained Earnings | Treasury Stock |
Beginning of Year at Dec. 31, 2018 | $ 260 | $ 83 | $ 73,044 | $ (13,329) | $ 376,567 | $ (50,000) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net Exercise of Stock Options, including ESPP | 1 | 1 | 3,296 | ||||
Net Issuance of Common Stock for Restricted Stock Units (“RSU’s”) | 0 | 0 | |||||
Class B Stock Converted to Common Stock | 8 | (8) | |||||
Foreign Currency Translation Adjustments | $ 114 | 114 | |||||
Retirement Liability Adjustment – Net of Taxes | (2,413) | ||||||
Net (Loss) Income | 52,017 | 52,017 | |||||
Purchase of Shares | (50,784) | ||||||
End of Year at Dec. 31, 2019 | 388,857 | $ 269 | $ 76 | 76,340 | (15,628) | 428,584 | $ (100,784) |
Beginning of Year (in shares) at Dec. 31, 2018 | 25,978 | 8,290 | 1,675 | ||||
Increase (Decrease) in Stockholders' Equity (in shares) | |||||||
Net Issuance of Common Stock for Restricted Stock Units (in shares) | 18 | 0 | |||||
Net Issuance from Exercise of Stock Options, including ESPP (in shares) | 63 | 175 | |||||
Class B Stock Converted to Common Stock (in shares) | 815 | (815) | |||||
Purchase of Shares (in shares) | 1,851 | ||||||
End of Year (in shares) at Dec. 31, 2019 | 26,874 | 7,650 | 3,526 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net Exercise of Stock Options, including ESPP | $ 1 | $ 1 | 5,847 | ||||
Net Issuance of Common Stock for Restricted Stock Units (“RSU’s”) | 0 | 0 | |||||
Class B Stock Converted to Common Stock | 8 | (8) | |||||
Foreign Currency Translation Adjustments | 2,574 | 2,574 | |||||
Retirement Liability Adjustment – Net of Taxes | (3,396) | ||||||
Net (Loss) Income | (115,781) | (115,781) | |||||
Purchase of Shares | $ (7,732) | ||||||
End of Year at Dec. 31, 2020 | 270,371 | $ 278 | $ 69 | 82,187 | (16,450) | 312,803 | $ (108,516) |
Increase (Decrease) in Stockholders' Equity (in shares) | |||||||
Net Issuance of Common Stock for Restricted Stock Units (in shares) | 45 | 0 | |||||
Net Issuance from Exercise of Stock Options, including ESPP (in shares) | 48 | 85 | |||||
Class B Stock Converted to Common Stock (in shares) | 858 | (858) | |||||
Purchase of Shares (in shares) | 282 | ||||||
End of Year (in shares) at Dec. 31, 2020 | 27,825 | 6,877 | 3,808 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net Exercise of Stock Options, including ESPP | $ 5 | $ 0 | 10,029 | ||||
Net Issuance of Common Stock for Restricted Stock Units (“RSU’s”) | 1 | (179) | |||||
Class B Stock Converted to Common Stock | 5 | (5) | |||||
Foreign Currency Translation Adjustments | (939) | (939) | |||||
Retirement Liability Adjustment – Net of Taxes | 2,894 | ||||||
Net (Loss) Income | (25,578) | (25,578) | |||||
Purchase of Shares | $ 0 | ||||||
End of Year at Dec. 31, 2021 | $ 256,604 | $ 289 | $ 64 | $ 92,037 | $ (14,495) | $ 287,225 | $ (108,516) |
Increase (Decrease) in Stockholders' Equity (in shares) | |||||||
Net Issuance of Common Stock for Restricted Stock Units (in shares) | 70 | 4 | |||||
Net Issuance from Exercise of Stock Options, including ESPP (in shares) | 485 | 25 | |||||
Class B Stock Converted to Common Stock (in shares) | 531 | (531) | |||||
Purchase of Shares (in shares) | 0 | ||||||
End of Year (in shares) at Dec. 31, 2021 | 28,911 | 6,375 | 3,808 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES AND PRACTICES | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES AND PRACTICES | SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES AND PRACTICES Description of the Business Astronics Corporation (“Astronics” or the “Company”) is a leading provider of advanced technologies to the global aerospace, defense and electronics industries. Our products and services include advanced, high-performance electrical power generation, distribution and motion systems, lighting and safety systems, avionics products, systems and certification, aircraft structures and automated test systems. We have principal operations in the United States (“U.S.”), Canada, France and England, as well as engineering offices in the Ukraine and India. The Company has two reportable segments, Aerospace and Test Systems. The Aerospace segment designs and manufactures products for the global aerospace and defense industry. Our Test Systems segment designs, develops, manufactures and maintains automated test systems that support the aerospace and defense, communications and mass transit industries as well as training and simulation devices for both commercial and military applications. See Notes 21 and 22 for details of our acquisition and divestiture activities in 2021, 2020 and 2019. Impact of the COVID-19 Pandemic In December 2019, a novel strain of coronavirus (“COVID-19”) surfaced in Wuhan, China, and has since spread to other countries, including the United States. On March 11, 2020, the World Health Organization classified the COVID-19 outbreak as a pandemic. The COVID-19 pandemic had a sudden and significant impact on the global economy, and particularly in the aerospace industry, resulting in the grounding of the majority of the global commercial transportation fleet and significant cost cutting and cash preservation actions by the global airlines. This in turn has resulted in a significant reduction in airlines spending for both new aircraft and on upgrading their existing fleet with the Company’s products. This low level of investment by the airlines has continued through 2021, and while the industry is seeing some improvement on rising vaccination rates and easing travel restrictions, the ultimate impact of COVID-19 on our business results of operations, financial condition and cash flows is dependent on future developments, including the duration of the pandemic, vaccination rates and efficacy and the related length of impact on the global economy and the aerospace industry, which are uncertain and cannot be predicted at this time. In response to the global COVID-19 pandemic, we took immediate and aggressive action early in 2020 to minimize the spread of COVID-19 in our workplaces and reduce costs. Since the early days of the pandemic, we have been following guidance from the World Health Organization and the U.S. Center for Disease Control to protect employees and prevent the spread of the virus within all of our facilities globally. Some of the actions implemented include: social distancing; appropriate personal protective equipment; facility deep cleaning; flexible work-from-home scheduling; pre-shift temperature screenings, where allowed by law; and restrictions on facility visitors and unnecessary travel. Material actions to reduce costs included: (1) reducing our workforce to align operations with customer demand; (2) suspension of certain benefit programs; and (3) delaying non-essential capital projects and minimizing discretionary spending. At the same time, we addressed the ongoing needs of our business to continue to serve our customers. In addition to these measures, we amended our revolving credit facility in May 2020, as further described in Note 8. We are also monitoring the impacts of COVID-19 on the fair value of assets. Refer to Note 7 for a discussion of goodwill impairment charges recorded in 2020. No goodwill impairment charges were required in 2021. Should future changes in sales, earnings and cash flows differ significantly from our expectations, long-lived assets to be held and used and goodwill could become impaired in the future. The Company qualified for government subsidies from the Canadian and French governments as a result of the COVID-19 pandemic’s impact on our foreign operations. The Canadian and French subsidies are income-based grants intended to reimburse the Company for certain employee wages. The grants are recognized as income over the periods in which the Company recognizes as expenses the costs the grants are intended to defray. In September 2021 the Company also entered into an agreement with the U.S. Department of Transportation (“USDOT”) under the Aviation Manufacturing Jobs Protection Program (“AMJP”) for a grant of up to $14.7 million. The Company received $7.4 million in cash under the grant in 2021. The remaining balance due to be received of $7.3 million has been classified within Prepaid Expenses and Other Current Assets on the Consolidated Condensed Balance Sheets as of December 31, 2021. The Company expects to receive a second installment of approximately $5.2 million in the first quarter of 2022, and a final installment in the second or third quarter of 2022 upon final confirmation from the USDOT of the Company meeting its grant commitments. The receipt of the full award is primarily conditioned upon the Company committing to not furlough, lay off or reduce the compensation levels of a defined group of employees during the six-month period of performance between September 2021 and March 2022. We account for the proceeds from the grant by analogy to International Accounting Standard (“IAS 20”), Accounting for Government Grants and Disclosure of Government Assistance and its principles surrounding the recognition of grants related to income. The grant benefit will be recognized ratably over the six-month performance period as a reduction to cost of products sold in proportion to the compensation expense that the award is intended to defray. During the year ended December 31, 2021, the Company recognized $8.7 million of the award. The unearned portion of the AMJP award of $6.0 million has been reported within Accrued Expenses and Other Current Liabilities in the Consolidated Balance Sheet at December 31, 2021. The following table presents the COVID-19 related government assistance, including AMJP, recorded during the years ended December 31, 2021 and 2020: Year Ended December 31, (In thousands) 2021 2020 Cost of Products Sold $ 10,682 $ 2,383 Selling, General and Administrative Expenses 228 278 Total $ 10,910 $ 2,661 Restructuring Activities The COVID-19 pandemic has significantly impacted the global economy, and particularly the aerospace industry, resulting in reduced expectations of the Company’s future operating results. As a result, the Company executed restructuring activities in the form of workforce reduction, primarily in the second quarter of 2020, to align capacity with expected demand. In the fourth quarter of 2019, in an effort to reduce the significant operating losses at our AeroSat business, we initiated a restructuring plan to reduce costs and minimize losses of our AeroSat antenna business. The plan narrows the initiatives for the AeroSat business to focus primarily on near-term opportunities pertaining to business jet connectivity. The plan has a downsized manufacturing operation remaining in New Hampshire, with significantly reduced personnel and operating expenses. For more information regarding these restructuring plans see Note 23. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated. Acquisitions are accounted for under the acquisition method and, accordingly, the operating results for the acquired companies are included in the Consolidated Statements of Operations from the respective dates of acquisition. For additional information on the acquired businesses, see Note 21. Cost of Products Sold, Engineering and Development and Selling, General and Administrative Expenses Cost of products sold includes the costs to manufacture products such as direct materials and labor and manufacturing overhead as well as all engineering and developmental costs. The Company is engaged in a variety of engineering and design activities as well as basic research and development activities directed to the substantial improvement or new application of the Company’s existing technologies. These costs are expensed when incurred and included in cost of products sold. Research and development, design and related engineering expenses amounted to $85.3 million in 2021, $86.8 million in 2020 and $108.9 million in 2019. SG&A expenses include costs primarily related to our sales, marketing and administrative departments. Interest expense is shown net of interest income. Interest income was insignificant for the years ended December 31, 2021, 2020 and 2019. Shipping and Handling Shipping and handling costs are included in costs of products sold. Equity-Based Compensation The Company accounts for its stock options following Accounting Standards Codification (“ASC”) Topic 718, Compensation – Stock Compensation (“ASC Topic 718”). This Topic requires all equity-based payments to employees, including grants of employee stock options and restricted stock units (“RSU's”), to be recognized in the statement of earnings based on the grant date fair value of the award. For awards with graded vesting, the Company uses a straight-line method of attributing the value of stock-based compensation expense, subject to minimum levels of expense, based on vesting. The Company accounts for forfeitures as they occur. Under ASC Topic 718, stock compensation expense recognized during the period is based on the value of the portion of share-based payment awards that is ultimately expected to vest during the period. Equity-based compensation expense is included in SG&A expenses. Cash and Cash Equivalents All highly liquid instruments with a maturity of three months or less at the time of purchase are considered cash equivalents. Accounts Receivable and Allowance for Estimated Credit Losses Accounts receivable are composed of trade and contract receivables recorded at either the invoiced amount or costs in excess of billings, are expected to be collected within one year, and do not bear interest. The Company records a valuation allowance to account for estimated credit losses. The estimate for credit losses is based on the Company’s assessment of the collectability of customer accounts. The Company regularly reviews the allowance by considering factors such as the age of the receivable balances, historical experience, credit quality, current economic conditions, and reasonable and supportable forecasts of future economic conditions that may affect a customer’s ability to pay. Balances are written off when determined to be uncollectible. The Company's exposure to credit losses may increase if its customers are adversely affected by global economic recessions, disruption associated with the current COVID-19 pandemic, industry conditions, or other customer-specific factors. Although the Company has historically not experienced significant credit losses, it is possible that there could be a material adverse impact from potential adjustments of the carrying amount of trade receivables and contract assets as airlines and other aerospace company’s cash flows are impacted by the COVID-19 pandemic. Inventories We record our inventories at the lower of cost or net realizable value. We determine the cost basis of our inventory on a first-in, first-out or weighted average basis using a standard cost methodology that approximates actual cost. The Company records reserves to provide for excess, slow moving or obsolete inventory. In determining the appropriate reserve, the Company considers the age of inventory on hand, the overall inventory levels in relation to forecasted demands as well as reserving for specifically identified inventory that the Company believes is no longer salable or whose value has diminished. Property, Plant and Equipment Property, plant and equipment are recorded at cost less accumulated depreciation. Depreciation of property, plant and equipment (“PP&E”) is computed using the straight-line method for financial reporting purposes and using accelerated methods for income tax purposes. Estimated useful lives of the assets are as follows: buildings, 25-40 years; machinery and equipment, 4-10 years. Leased buildings and associated leasehold improvements are amortized over the shorter of the terms of the lease or the estimated useful lives of the assets, with the amortization of such assets included within depreciation expense. The cost of properties sold or otherwise disposed of and the accumulated depreciation thereon are eliminated from the accounts and the resulting gain or loss, as well as maintenance and repair expenses, is reflected within operating income. Replacements and improvements are capitalized. Depreciation expense was approximately $12.7 million, $13.3 million and $13.7 million in 2021, 2020 and 2019, respectively. Long-Lived Assets Long-lived assets to be held and used are initially recorded at cost. The carrying value of these assets is evaluated for recoverability whenever adverse effects or changes in circumstances indicate that the carrying amount may not be recoverable. Impairments are recognized if future undiscounted cash flows from operations are not expected to be sufficient to recover long-lived assets. The carrying amounts are then reduced to fair value, which is typically determined by using a discounted cash flow model. In conjunction with the deteriorating economic conditions associated with the COVID-19 pandemic, we recorded an impairment charge to right-of-use assets of approximately $0.7 million incurred in one reporting unit in the Aerospace segment within the Impairment Loss line in the Consolidated Statements of Operations in 2020. Additionally, we recorded a long-lived asset impairment charge of approximately $9.5 million in 2019 related to PP&E, intangible assets and right-of-use assets in conjunction with the AeroSat restructuring. See Note 23 for further information regarding the restructuring and impairment charges. Assets held for sale are to be reported at lower of its carrying amount or fair value less cost to sell. Judgment is required in estimating the sales price of assets held for sale and the time required to sell the assets. These estimates are based upon available market data and operating cash flows of the assets held for sale. During the fourth quarter of 2021, we sold a facility resulting in a gain of $5.0 million. Refer to Note 22. Goodwill The Company tests goodwill at the reporting unit level on an annual basis or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. We may elect to perform a qualitative assessment that considers economic, industry and company-specific factors for all or selected reporting units. If, after completing the assessment, it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, we proceed to a quantitative test. We may also elect to perform a quantitative test instead of a qualitative test for any or all of our reporting units. Quantitative testing requires a comparison of the fair value of each reporting unit to its carrying value. We use the discounted cash flow method to estimate the fair value of our reporting units. The discounted cash flow method incorporates various assumptions, the most significant being projected sales growth rates, operating margins and cash flows, the terminal growth rate and the weighted average cost of capital. If the carrying value of the reporting unit exceeds its fair value, the shortfall up to the carrying value of the goodwill represents the amount of goodwill impairment. The 2021 assessment indicated no impairment to the carrying value of goodwill in any of the Company’s reporting units and no impairment charge was recognized. See Note 7 for further information regarding the goodwill impairment charges in 2020 and 2019. Intangible Assets The estimated fair values of acquired intangibles are generally determined based upon future economic benefits such as earnings and cash flows. Acquired identifiable intangible assets are recorded at fair value and are amortized over their estimated useful lives. Acquired intangible assets with an indefinite life are not amortized, but are reviewed for impairment at least annually or more frequently whenever events or changes in circumstances indicate that the carrying amounts of those assets are below their estimated fair values. Impairment is tested under ASC Topic 350, Intangibles - Goodwill and Other, as amended by Accounting Standards Update (“ASU”) 2012-2. In 2019, the undiscounted cash flows of the AeroSat reporting unit were determined to be insufficient to recover the carrying value of the long-lived assets. The Company recorded a full impairment charge of approximately $6.2 million in the December 31, 2019 Consolidated Statements of Operations associated with intangible assets of the AeroSat reporting unit in conjunction with restructuring activities. Financial Instruments The Company’s financial instruments consist primarily of cash and cash equivalents, accounts receivable, accounts payable and long-term debt. The Company performs periodic credit evaluations of its customers’ financial condition and generally does not require collateral. The Company does not hold or issue financial instruments for trading purposes. Due to their short-term nature, the carrying values of cash and equivalents, accounts receivable and accounts payable approximate fair value. The carrying value of the Company’s variable rate long-term debt instruments also approximates fair value due to the variable rate feature of these instruments. From time to time, the Company makes long-term, strategic equity investments in companies to promote business and strategic objectives. These investments as classified within Other Assets in the Consolidated Balance Sheets. For investments requiring equity method accounting, we recognize our share of the investee’s earnings or losses within Other Expense, Net of Other Income in the Consolidated Statements of Operations. Such amounts were immaterial in 2021, 2020 and 2019. For investments not requiring equity method accounting, if the investment has no readily determinable fair value, we have elected the practicability exception of ASU 2016-01, under which the investment is measured at cost, less impairment, plus or minus observable price changes from orderly transactions of an identical or similar investment of the same issuer. In 2020, the Company determined there were indicators of impairment over one of its investments as a result of the investee’s deteriorating operating performance and limited access to capital. We determined that the fair value of this investment was de minimis and a full impairment charge of $3.5 million was recorded within Other Expense, Net of Other Income in the accompanying Consolidated Statement Operations for the year ended December 31, 2020. A full impairment charge of $5.0 million for an additional investment was recorded in 2019. Deferred Tax Asset Valuation Allowance As a result of the COVID-19 pandemic and its adverse effects on the global economy and aerospace industry that began to take shape in the first quarter of fiscal 2020, the Company generated a significant taxable loss for the year ended December 31, 2020, which can be carried back under the CARES Act to recover previously paid income taxes. The Company records a valuation allowance against the deferred tax assets if and to the extent it is more likely than not that the Company will not recover the deferred tax assets. In evaluating the need for a valuation allowance, the Company weights all relevant positive and negative evidence, and considers among other factors, historical financial performance, projected future taxable income, scheduled reversals of deferred tax liabilities, the overall business environment, and tax planning strategies. Losses in recent periods and cumulative pre-tax losses in the three-year period ending with the current year, combined with the significant uncertainty brought about by the COVID-19 pandemic, is collectively considered significant negative evidence under ASC 740 when assessing whether an entity can use projected income as a basis for concluding that deferred tax assets are realizable on a more-likely-than-not basis. For purposes of assessing the recoverability of deferred tax assets, the Company determined that it could not include future projected earnings in the analysis due to recent history of losses and therefore had insufficient objective positive evidence that the Company will generate sufficient future taxable income to overcome the negative evidence of cumulative losses. Accordingly, during the years ended December 31, 2021 and 2020, the Company determined that a portion of its deferred tax assets are not expected to be realizable in the future. As a result, the Company recorded a valuation allowance against its U.S. federal deferred tax assets of approximately $6.0 million and $23.3 million during the years ended December 31, 2021 and 2020 respectively. In addition, during the year ended December 31, 2021, the Company recorded a valuation allowance against certain foreign deferred tax assets of approximately $1.3 million. Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities and the reported amounts of sales and expenses during the reporting periods in the financial statements and accompanying notes. Actual results could differ from those estimates. Foreign Currency Translation The Company accounts for its foreign currency translation in accordance with ASC Topic 830, Foreign Currency Translation . The aggregate transaction gains and losses included in operations were insignificant in 2021, 2020, and 2019. Dividends The Company has not paid any cash dividends in the three-year period ended December 31, 2021. Loss Contingencies Loss contingencies may from time to time arise from situations such as claims and other legal actions. Loss contingencies are recorded as liabilities when it is probable that a liability has been incurred and the amount of the loss is reasonably estimable. In all other instances, legal fees are expensed as incurred. Disclosure is required when there is a reasonable possibility that the ultimate loss will exceed the recorded provision. Contingent liabilities are often resolved over long time periods. In recording liabilities for probable losses, management is required to make estimates and judgments regarding the amount or range of the probable loss. Management continually assesses the adequacy of estimated loss contingencies and, if necessary, adjusts the amounts recorded as better information becomes known. Acquisitions The Company accounts for its acquisitions under ASC Topic 805, Business Combinations and Reorganizations (“ASC Topic 805”). ASC Topic 805 provides guidance on how the acquirer recognizes and measures the consideration transferred, identifiable assets acquired, liabilities assumed, non-controlling interests, and goodwill acquired in a business combination. ASC Topic 805 also expands required disclosures surrounding the nature and financial effects of business combinations. See Note 21 regarding the acquisitions in 2019. Newly Adopted and Recent Accounting Pronouncements Recent Accounting Pronouncements Adopted Standard Description Financial Statement Effect or Other Significant Matters ASU No. 2018-14 Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20) The standard includes updates to the disclosure requirements for defined benefit plans including several additions, deletions and modifications to the disclosure requirements. The provisions of this ASU are effective for years beginning after December 15, 2020, with early adoption permitted. This ASU did not have a significant impact on our consolidated financial statements, as it only includes changes to disclosure requirements. Date of adoption: Q1 2021 ASU No. 2019-12 Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes The amendments in this update simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and improve consistent application by clarifying and amending existing guidance. The amendments of this standard are effective for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. Early adoption is permitted, including adoption in any interim period for which financial statements have not been issued, with the amendments to be applied on a respective, modified retrospective or prospective basis, depending on the specific amendment. This ASU simplified the accounting for income taxes by, among other things, eliminating certain existing exceptions related to the general approach in ASC 740 relating to franchise taxes, reducing complexity in the interim-period accounting for year-to-date loss limitations and changes in tax laws, and clarifying the accounting for transactions outside of business combination that result in a step-up in the tax basis of goodwill. As we do not have material activity associated with items such as franchise taxes or the types of transactions described above, we did not have any significant impact from relevant loss limitations and are not currently addressing enacted tax law changes for which this ASU applies. This ASU did not have a material impact on its consolidated results of operations and financial condition. Date of adoption: Q1 2021 ASU No. 2021-10 Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance This ASU is a new topic issued to increase the transparency for government assistance transactions and disclosures due to a lack of specific authoritative guidance in GAAP. This ASU requires disclosures about government assistance in the notes to the financial statements that will provide comparable and transparent information to investors and other financial statement users to enable them to understand an entity’s financial results and prospects of future cash flows. This ASU is effective for annual periods beginning after December 15, 2021, with early adoption permitted. This ASU did not have a significant impact on our consolidated financial statements, as it only includes changes to disclosure requirements. Date of adoption: Q4 2021 Recent Accounting Pronouncements Not Yet Adopted Standard Description Financial Statement Effect or Other Significant Matters ASU No. 2021-08 Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers This amendment requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with Topic 606, Revenue from Contracts with Customers , as if it had originated the contracts. Under the current business combinations guidance, such assets and liabilities are recognized by the acquirer at fair value on the acquisition date. The standard will not impact acquired contract assets or liabilities from business combinations occurring prior to the adoption date. This ASU is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The impact of adoption on the Company's consolidated financial statements will be prospective only and depend on the magnitude of future business acquisitions. Planned date of adoption: Q1 2023 We consider the applicability and impact of all ASUs. ASUs not listed above were assessed and determined to be either not applicable, or had and are expected to have minimal impact on our financial statements an d related disclosures. |
REVENUE
REVENUE | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE Revenue is recognized when, or as, the Company transfers control of promised products or services to a customer in an amount that reflects the consideration the Company expects to be entitled in exchange for transferring those products or services. Sales shown on the Company's Consolidated Statements of Operations are from contracts with customers. Payment terms and conditions vary by contract, although terms generally include a requirement of payment within a range from 30 to 90 days after the performance obligation has been satisfied; or in certain cases, up-front deposits. In circumstances where the timing of revenue recognition differs from the timing of invoicing, the Company has determined that the Company's contracts generally do not include a significant financing component. Taxes collected from customers, which are subsequently remitted to governmental authorities, are excluded from sales. The Company recognizes an asset for the incremental, material costs of obtaining a contract with a customer if the Company expects the benefit of those costs to be longer than one year and the costs are expected to be recovered. These incremental costs include, but are not limited to, sales commissions incurred to obtain a contract with a customer. As of December 31, 2021, the Company does not have material incremental costs on any open contracts with an original expected duration of greater than one year. The Company recognizes an asset for certain, material costs to fulfill a contract if it is determined that the costs relate directly to a contract or an anticipated contract that can be specifically identified, generate or enhance resources that will be used in satisfying performance obligations in the future, and are expected to be recovered. Such costs are amortized on a systematic basis that is consistent with the transfer to the customer of the goods to which the asset relates. Start-up costs are expensed as incurred. Capitalized fulfillment costs are included in Inventories in the accompanying Consolidated Balance Sheets. Should future orders not materialize or it is determined the costs are no longer probable of recovery, the capitalized costs are written off. As of December 31, 2021 and 2020, the Company did not have material capitalized fulfillment costs. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer, and is the unit of account. The majority of our contracts have a single performance obligation as the promise to transfer the individual goods or services is not separately identifiable from other promises in the contracts which are, therefore, not distinct. Thus, the contract's transaction price is the revenue recognized when or as that performance obligation is satisfied. Promised goods or services that are immaterial in the context of the contract are not separately assessed as performance obligations. Some of our contracts have multiple performance obligations, most commonly due to the contract covering multiple phases of the product lifecycle (development, production, maintenance and support). For contracts with multiple performance obligations, the contract’s transaction price is allocated to each performance obligation using our best estimate of the standalone selling price of each distinct good or service in the contract. The primary method used to estimate standalone selling price is the expected cost plus margin approach, under which expected costs are forecast to satisfy a performance obligation and then an appropriate margin is added for that distinct good or service. Shipping and handling activities that occur after the customer has obtained control of the good are considered fulfillment activities, not performance obligations. Some of our contracts offer price discounts or free units after a specified volume has been purchased. The Company evaluates these options to determine whether they provide a material right to the customer, representing a separate performance obligation. If the option provides a material right to the customer, revenue is allocated to these rights and recognized when those future goods or services are transferred, or when the option expires. Contract modifications are routine in the performance of our contracts. Contracts are often modified to account for changes in contract specifications or requirements. In most instances, contract modifications are for goods or services that are distinct, and, therefore, are accounted for as new contracts. The effect of modifications has been reflected when identifying the satisfied and unsatisfied performance obligations, determining the transaction price and allocating the transaction price. The majority of the Company’s revenue from contracts with customers is recognized at a point in time, when the customer obtains control of the promised product, which is generally upon delivery and acceptance by the customer. These contracts may provide credits or incentives, which may be accounted for as variable consideration. Variable consideration is estimated at the most likely amount to predict the consideration to which the Company will be entitled, and only to the extent it is probable that a subsequent change in estimate will not result in a significant revenue reversal when estimating the amount of revenue to recognize. Variable consideration is treated as a change to the sales transaction price and based on an assessment of all information (i.e., historical, current and forecasted) that is reasonably available to the Company, and estimated at contract inception and updated at the end of each reporting period as additional information becomes available. Most of our contracts do not contain rights to return product; where this right does exist, it is evaluated as possible variable consideration. For contracts that are subject to the requirement to accrue anticipated losses, the Company recognizes the entire anticipated loss in the period that the loss becomes probable. For contracts with customers in which the Company promises to provide a product to the customer that has no alternative use to the Company and the Company has enforceable rights to payment for progress completed to date inclusive of profit, the Company satisfies the performance obligation and recognizes revenue over time, using costs incurred to date relative to total estimated costs at completion to measure progress toward satisfying our performance obligations. Incurred cost represents work performed, which corresponds with, and thereby best depicts, the transfer of control to the customer. Contract costs include labor, material and overhead. The Company also recognizes revenue from service contracts (including service-type warranties) over time. The Company recognizes revenue over time during the term of the agreement as the customer is simultaneously receiving and consuming the benefits provided throughout the Company’s performance. The Company typically recognizes revenue on a straight-line basis throughout the contract period. On December 31, 2021, we had $415.7 million of remaining performance obligations, which we refer to as total backlog. We expect to recognize approximately $339.9 million of our remaining performance obligations as revenue in 2022. Costs in excess of billings includes unbilled amounts resulting from revenues under contracts with customers that are satisfied over time and when the cost-to-cost measurement method of revenue recognition is utilized and revenue recognized exceeds the amount billed to the customer, and right to payment is not just subject to the passage of time. Amounts may not exceed their net realizable value. Costs in excess of billings are classified as current assets, within Accounts Receivable, Net of Allowance for Estimated Credit Losses on our Consolidated Balance Sheets. Billings in excess of cost includes billings in excess of revenue recognized as well as other elements of deferred revenue, which includes advanced payments, up-front payments, and progress billing payments. Billings in excess of cost are reported in our Consolidated Balance Sheets classified as current liabilities, within Customer Advance Payments and Deferred Revenue, and non-current liabilities, within Other Liabilities. To determine the revenue recognized in the period from the beginning balance of billings in excess of cost, the contract liability as of the beginning of the period is recognized as revenue on a contract-by-contract basis when the Company satisfies the performance obligation related to the individual contract. Once the beginning contract liability balance for an individual contract has been fully recognized as revenue, any additional payments received in the period are recognized as revenue once the related costs have been incurred. We recognized $18.2 million and $23.5 million during the year ended December 31, 2021 and 2020, respectively, in revenues that were included in the contract liability balance at the beginning of the period. The Company's contract assets and contract liabilities consist of costs and profits in excess of billings and billings in excess of cost and profits, respectively. The following table presents the beginning and ending balances of contract assets and contract liabilities: (In thousands) Contract Assets Contract Liabilities Beginning Balance, January 1, 2021 $ 17,697 $ 28,641 Ending Balance, December 31, 2021 $ 25,941 $ 28,495 The increase in contract assets reflects the net impact of new revenue recognized in excess of billings exceeding billing of previously unbilled revenue during the period. The decrease in contract liabilities reflects the net impact of revenue recognized in excess of additional customer advances or deferred revenues recorded. The following table presents our revenue disaggregated by Market Segments as of December 31 as follows: (In thousands) 2021 2020 2019 Aerospace Segment Commercial Transport $ 201,990 $ 262,636 $ 523,921 Military 70,312 67,944 76,542 Business Jet 56,673 60,437 67,541 Other 36,263 26,971 24,605 Aerospace Total 365,238 417,988 692,609 Test Systems Segment Semiconductor — 3,483 9,692 Aerospace & Defense 79,670 81,116 70,401 Test Systems Total 79,670 84,599 80,093 Total $ 444,908 $ 502,587 $ 772,702 The following table presents our revenue disaggregated by Product Lines as of December 31 as follows: (In thousands) 2021 2020 2019 Aerospace Segment Electrical Power & Motion $ 141,746 $ 179,245 $ 338,237 Lighting & Safety 103,749 118,928 185,462 Avionics 64,901 76,113 106,787 Systems Certification 13,050 6,899 14,401 Structures 5,529 9,832 23,117 Other 36,263 26,971 24,605 Aerospace Total 365,238 417,988 692,609 Test Systems 79,670 84,599 80,093 Total $ 444,908 $ 502,587 $ 772,702 |
ACCOUNTS RECEIVABLE
ACCOUNTS RECEIVABLE | 12 Months Ended |
Dec. 31, 2021 | |
Receivables [Abstract] | |
ACCOUNTS RECEIVABLE | ACCOUNTS RECEIVABLE Accounts receivable at December 31 consists of: (In thousands) 2021 2020 Trade Accounts Receivable $ 84,681 $ 78,577 Unbilled Recoverable Costs and Accrued Profits 25,941 17,697 Total Receivables, Gross 110,622 96,274 Less Allowance for Estimated Credit Losses (3,183) (3,218) Total Receivables, Net $ 107,439 $ 93,056 The following table provides a roll-forward of the allowance for estimated credit losses that is deducted from accounts receivable to present the net amount expected to be collected at December 31: (In thousands) Balance at December 31, 2019 $ 3,559 Bad Debt Expense, Net of Recoveries 1,913 Write-off Charges Against the Allowance and Other Adjustments (2,254) Balance at December 31, 2020 $ 3,218 Bad Debt Expense, Net of Recoveries 90 Write-off Charges Against the Allowance and Other Adjustments (125) Balance at December 31, 2021 $ 3,183 |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories at December 31 are as follows: (In thousands) 2021 2020 Finished Goods $ 28,579 $ 26,964 Work in Progress 22,954 21,987 Raw Material 106,043 108,108 Total Inventories $ 157,576 $ 157,059 At December 31, 2021, the Company’s reserve for inventory valuation was $33.8 million, or 17.7% of gross inventory. At December 31, 2020, the Company’s reserve for inventory valuation was $33.4 million, or 17.5% of gross inventory. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT Property, Plant and Equipment at December 31 are as follows: (In thousands) 2021 2020 Land $ 8,632 $ 9,891 Building and Improvements 70,566 75,493 Machinery and Equipment 121,960 119,444 Construction in Progress 5,680 5,843 Total Property, Plant and Equipment, Gross $ 206,838 $ 210,671 Less Accumulated Depreciation 111,602 103,993 Total Property, Plant and Equipment, Net $ 95,236 $ 106,678 There was a $2.3 million impairment of property, plant and equipment in the year ended December 31, 2019, classified within Impairment Loss in the Consolidated Statement of Operations, as more fully discussed in Note 23. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | INTANGIBLE ASSETS The following table summarizes acquired intangible assets at December 31 as follows: 2021 2020 (In thousands) Weighted Average Life Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Patents 11 years $ 2,146 $ 1,979 $ 2,146 $ 1,891 Non-compete Agreement 4 years 11,082 10,592 11,082 10,085 Trade Names 10 years 11,447 8,518 11,512 7,537 Completed and Unpatented Technology 9 years 47,932 30,441 48,043 25,766 Customer Relationships 15 years 142,276 69,033 142,478 60,096 Total Intangible Assets 12 years $ 214,883 $ 120,563 $ 215,261 $ 105,375 Amortization is computed on the straight line method for financial reporting purposes. Amortization expense for intangibles was $15.4 million, $17.1 million and $17.6 million for 2021, 2020 and 2019, respectively. During 2019 there was a $6.2 million impairment of intangible assets in conjunction with the AeroSat restructuring. The amount is classified within Impairment Loss in the Consolidated Statements of Operations. Based upon acquired intangible assets at December 31, 2021, amortization expense for each of the next five years is estimated to be: (In thousands) 2022 $ 14,911 2023 $ 13,878 2024 $ 12,856 2025 $ 10,935 2026 $ 9,533 |
GOODWILL
GOODWILL | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL | GOODWILL The following table summarizes the changes in the carrying amount of goodwill at December 31 as follows: (In thousands) Aerospace Test Systems Total Balance at December 31, 2019 $ 123,038 $ 21,932 $ 144,970 Acquisitions and Divestitures — (298) (298) Impairment Charge (86,312) — (86,312) Foreign Currency Translations and Other (78) — (78) Balance at December 31, 2020 $ 36,648 $ 21,634 $ 58,282 Foreign Currency Translations and Other — — — Balance at December 31, 2021 $ 36,648 $ 21,634 $ 58,282 Goodwill, Gross $ 157,349 $ 21,634 $ 178,983 Accumulated Impairment Losses (120,701) — (120,701) Goodwill, Net $ 36,648 $ 21,634 $ 58,282 The Company’s four reporting units with goodwill as of the first day of our fourth quarter of 2021 were subject to the annual goodwill impairment test. Based on our quantitative assessments of our reporting units performed during our annual goodwill impairment test, the Company concluded that no impairment to the carrying value of goodwill in any of the Company’s reporting units was indicated and no impairment charge was recognized. Beginning in the first quarter of 2020, the COVID-19 pandemic negatively impacted the global economy and aerospace industry. Management considered these qualitative factors and the impact to each reporting unit’s revenue and earnings, and determined that it was more likely than not that the fair value of several reporting units was less than its carrying value. Therefore, we performed a quantitative test for all eight reporting units with goodwill as of March 28, 2020. We determined that the estimated fair value of four of the eight reporting units with goodwill significantly exceeded their respective carrying values and did not result in a goodwill impairment for these four reporting units as of March 28, 2020. For the remaining four reporting units with goodwill, we determined that the estimated fair value was less than their respective carrying values. We recognized full impairments of the goodwill of our Astronics Connectivity Systems and Certification (“ACSC”), PGA and Custom Control Concepts (“CCC”) reporting units, and a partial impairment of the goodwill of our PECO reporting unit as of March 28, 2020. During the second quarter of 2020, further commercial aircraft order reductions, delays and cancellations at a major customer of our PECO reporting unit resulted in revisions to PECO’s forecast. We therefore performed a quantitative test for the PECO reporting unit as of June 27, 2020. As a result of this quantitative test, we determined that the estimated fair value was less than the respective carrying value as of June 27, 2020. As a result of our interim goodwill impairment tests, we recorded non-cash goodwill impairment charges in the Aerospace segment of approximately $86.3 million within the Impairment Loss line of the December 31, 2020 Consolidated Statements of Operations. In the year ending December 31, 2019, we performed quantitative assessments for the reporting units which had goodwill as of the first day of the fourth quarter, prior to the initiation of the antenna business restructuring activities. Based on our quantitative assessment, the Company recorded a full impairment charge of approximately $1.6 million associated with the AeroSat reporting unit. The impairment loss was incurred in the Aerospace segment and is reported within the Impairment Loss line of the December 31, 2019 Consolidated Statements of Operations. |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | LONG-TERM DEBT The Company's long-term debt at December 31, 2021 and 2020 consists of borrowings under its Fifth Amended and Restated Credit Agreement (the “Agreement”), which provides for a $500 million revolving credit line with the option to increase the line by up to $150 million. The maximum leverage ratio of funded debt, net of cash to Adjusted EBITDA (as defined in the Agreement) was 3.75 to 1, increasing to 4.50 to 1 for up to four fiscal quarters following the closing of an acquisition permitted under the Agreement, subject to limitations. The Company paid interest on the unpaid principal amount of the facility at a rate equal to one-, three- or six-month LIBOR plus between 1.00% and 1.50% based upon the Company’s leverage ratio. The Company also paid a commitment fee to the Lenders in an amount equal to between 0.10% and 0.20% on the undrawn portion of the credit facility, based upon the Company’s leverage ratio. In May 2020, the Company executed an amendment to the Agreement (the “Amended Facility”), which reduced the revolving credit line from $500 million to $375 million. The Amended Facility suspended the application of the leverage ratio up through and including the second quarter of 2021 (the “suspension period”). The maximum net leverage ratio is set at 6.00 to 1 for the third quarter of 2021, 5.50 to 1 for the fourth quarter of 2021, 4.50 to 1 for the first quarter of 2022, and return to 3.75 to 1 for each quarter thereafter. At December 31, 2020, there was $173.0 million outstanding under the revolving credit facility, none of which is due prior to the expiration date. At December 31, 2021, there was $163.0 million outstanding on the revolving credit facility and there remained $210.9 million available subject to the minimum liquidity covenant discussed below, net of outstanding letters of credit. The credit facility allocates up to $20 million of the $375 million revolving credit line for the issuance of letters of credit, including certain existing letters of credit. At December 31, 2021, outstanding letters of credit totaled $1.1 million. Through the third quarter of 2021, the Amended Facility required the Company to maintain minimum liquidity, defined as unrestricted cash plus the unused revolving credit commitments, of $180.0 million at all times. Through the second quarter of 2021, the Company was required to maintain a minimum interest coverage ratio of 1.75x on a quarterly basis, except for the first quarter of 2021, which was set at 1.50x. The Company was in compliance with its financial covenants at December 31, 2021. During the suspension period, the Company paid interest on the unpaid principal amount of the Amended Facility at a rate equal to one-, three- or six-month LIBOR (which shall be at least 1.00%) plus 2.25%. The Company paid a commitment fee to the lenders in an amount equal to 0.35% on the undrawn portion of the Amended Facility. After the suspension period, the Company pays interest on the unpaid principal amount of the Amended Facility at a rate equal to one-, three- or six-month LIBOR (which shall be at least 1.00%) plus between 1.00% to 2.25% based upon the Company’s leverage ratio. The Company’s interest rate under the Amended Facility is 3.25% at December 31, 2021. The Company also pays a commitment fee to the lenders in an amount equal to 0.10% to 0.35% on the undrawn portion of the Amended Facility, based upon the Company’s leverage ratio. The Amended Facility provided for the payment of a consent fee of 15 basis points of the commitment for each consenting lender. The Amended Facility required mandatory prepayments during the suspension period when the Company’s cash balance exceeded $100 million. During the year ended December 31, 2020, subsequent to the execution of the Amended Facility, the Company made prepayments approximating $165.0 million. On March 1, 2022, the Company executed an amendment to the Amended Facility, which reduced the revolving credit line from $375 million to $225 million and extended the maturity date of the loans under the facility from February 16, 2023 to May 30, 2023. Interest will be payable on the unpaid principal amount of the facility at a rate equal to the Secured Overnight Financing Rate (“SOFR”, which shall be at least 1.00%), plus between 1.50% to 3.25% based upon the Company’s leverage ratio. The Company will also pay a commitment fee to the lenders in an amount equal to 0.10% to 0.40% on the undrawn portion of the Amended Facility, based upon the Company’s leverage ratio. The amendment provided for the payment of a consent fee of 10 basis points of the commitment for each consenting lender. The amendment will require the Company to maintain minimum liquidity, defined as unrestricted cash plus the unused revolving credit commitments, of $35 million. The maximum net leverage ratio is set at 4.75 to 1 for the first and second quarters of 2022 and 3.75 to 1 thereafter, and the definition of Adjusted EBITDA has been modified to exclude income from earnout payments and asset sales. The Amended Facility also temporarily restricts certain activities, including dividend payments, acquisitions and share repurchases, through the third quarter of 2022. The Company’s obligations under the Amended Facility are jointly and severally guaranteed by each domestic subsidiary of the Company other than non-material subsidiaries. The obligations are secured by a first priority lien on substantially all of the Company’s and the guarantors’ assets. In the event of voluntary or involuntary bankruptcy of the Company or any subsidiary, all unpaid principal and other amounts owing under the Amended Facility automatically become due and payable. Other events of default, such as failure to make payments as they become due and breach of financial and other covenants, change of control, judgments over a certain amount, and cross default under other agreements give the agent the option to declare all such amounts immediately due and payable. While we expect to be able to refinance, replace or extend the maturity date of our credit facility before it matures, we cannot be sure that we will be able to obtain such debt refinancing on commercially reasonable terms or at all. The extent to which we will be able to effect such refinancing, replacement or maturity extension on terms that are favorable to us or at all is dependent on a number of highly uncertain factors, including then-prevailing credit and other market conditions, economic conditions, particularly in the aerospace and defense markets, disruptions or volatility caused by factors such as COVID-19, regional conflicts, inflation, and supply chain disruptions. In addition, rising interest rates could limit our ability to refinance our existing credit facility when it matures or cause us to pay higher interest rates upon refinancing. As the Company’s long-term debt approaches maturity, if the Company is unable to refinance, replace or extend the maturity on its credit facility, the Company’s liquidity, results of operations, and financial condition could be materially adversely impacted. |
WARRANTY
WARRANTY | 12 Months Ended |
Dec. 31, 2021 | |
Guarantees [Abstract] | |
WARRANTY | WARRANTY In the ordinary course of business, the Company warrants its products against defects in design, materials and workmanship typically over periods ranging from twelve (In thousands) 2021 2020 2019 Balance at Beginning of the Year $ 7,018 $ 7,660 $ 5,027 Warranty Liabilities Divested or Acquired — — (80) Warranties Issued 6,083 1,725 3,781 Reassessed Warranty Exposure (1,474) (1,029) 1,451 Warranties Settled (3,444) (1,338) (2,519) Balance at End of the Year $ 8,183 $ 7,018 $ 7,660 |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
LEASES | LEASES The Company has operating and finance leases for leased office and manufacturing facilities and equipment leases. We have concluded that when an agreement grants us the right to substantially all of the economic benefits associated with an identified asset, and we are able to direct the use of that asset throughout the term of the agreement, we have a lease. We lease certain office equipment under finance leases, and we lease certain production facilities, office equipment and vehicles under operating leases. Some of our leases include options to extend or terminate the leases and these options have been included in the relevant lease term to the extent that they are reasonably certain to be exercised. If the lease arrangement also contains non-lease components, the Company elected the practical expedient not to separate any combined lease and non-lease components for all lease contracts. For our real estate leases, the remaining fixed minimum rental payments used in the calculation of the new lease liability, include fixed payments and variable payments (if the variable payments are based on an index), over the remaining lease term. Variable lease payments based on indices have been included in the related right-of-use assets and lease liabilities on our Consolidated Balance Sheets, while variable lease payments based on usage of the underlying asset have been excluded, as they do not represent present rights or obligations. Variable lease components for leases relate primarily to common area maintenance charges and other separately billed lessor services, sales and real estate taxes. Variable lease costs are expensed in the period they are incurred. We have also elected to adopt the practical expedient under ASC 842 to not separate lease and non-lease components in contracts where the base lease payment contains both. In this situation, these lease agreements are accounted for as a single lease component for all classes of underlying assets. While we do have real estate leases with options to purchase the facility at a market value at the date of exercise, these are not included in the calculation of the lease liability, as these options are not expected to be exercised. Any new additional operating and financing lease liabilities and corresponding right-of-use (“ROU”) assets are based on the present value of the remaining minimum rental payments. In determining the incremental borrowing rate, we have considered borrowing data for secured debt obtained from our lending institution. The following is a summary of the Company's ROU assets and liabilities at December 31: (In thousands) 2021 2020 Operating Leases: Operating Right-of-Use Assets, Gross $ 30,318 $ 28,678 Less Accumulated Right-of-Use Asset Impairment 1,710 1,710 Less Accumulated Amortization 12,439 8,015 Operating Right-of-Use Assets, Net $ 16,169 $ 18,953 Short-term Operating Lease Liabilities $ 6,778 $ 4,998 Long-term Operating Lease Liabilities 12,018 16,637 Operating Lease Liabilities $ 18,796 $ 21,635 Finance Leases: Finance Right-of-Use Assets, Gross $ 177 $ 3,484 Less Accumulated Amortization 106 2,039 Finance Right-of-Use Assets, Net — Included in Other Assets $ 71 $ 1,445 Short-term Finance Lease Liabilities — Included in Other Accrued Expenses $ 72 $ 2,081 Long-term Finance Lease Liabilities — Included in Other Liabilities — 734 Finance Lease Liabilities $ 72 $ 2,815 The following is a summary of the Company's total lease costs as of December 31: (In thousands) 2021 2020 Finance Lease Cost: Amortization of ROU Assets $ 573 $ 1,020 Interest on Lease Liabilities 78 214 Total Finance Lease Cost 651 1,234 Operating Lease Cost 5,881 5,292 Impairment Charge of Operating Lease ROU Asset — 691 Variable Lease Cost 1,546 1,358 Short-term Lease Cost (excluding month-to-month) 271 175 Less Sublease and Rental Income (1,265) (1,437) Total Operating Lease Cost 6,433 6,079 Total Net Lease Cost $ 7,084 $ 7,313 The following is a summary of cash paid for amounts included in the measurement of lease liabilities as of December 31: (In thousands) 2021 2020 Operating Cash Flow for Finance Leases $ 78 $ 214 Operating Cash Flow for Operating Leases $ 6,711 $ 5,334 Financing Cash Flow for Finance Leases $ 901 $ 1,922 As permitted by ASC 842, leases with expected durations of less than 12 months from inception (i.e. short-term leases) were excluded from the Company’s calculation of its lease liability and ROU asset. Furthermore, as permitted by ASC 842, the Company elected to apply the package of practical expedients, which allows companies not to reassess: (a) whether its expired or existing contracts are or contain leases, (b) the lease classification for any expired or existing leases, and (c) initial direct costs for any existing leases. The weighted-average remaining term for the Company's operating and financing leases are approximately 5 years and less than 1 year, respectively. The weighted-average discount rates for the Company's operating and financing leases are approximately 3.3% and 1.3%, respectively. The following is a summary of the Company's maturity of lease liabilities: (In thousands) Operating Leases Financing Leases 2022 $ 7,296 $ 72 2023 3,879 — 2024 2,886 — 2025 2,808 — 2026 1,210 — Thereafter 2,151 — Total Lease Payments $ 20,230 $ 72 Less: Interest 1,434 — Total Lease Liability $ 18,796 $ 72 These amounts exclude annual operating lease payments of $1.5 million per year through 2031, which represents legal binding lease payments for leases signed, but not yet commenced. |
LEASES | LEASES The Company has operating and finance leases for leased office and manufacturing facilities and equipment leases. We have concluded that when an agreement grants us the right to substantially all of the economic benefits associated with an identified asset, and we are able to direct the use of that asset throughout the term of the agreement, we have a lease. We lease certain office equipment under finance leases, and we lease certain production facilities, office equipment and vehicles under operating leases. Some of our leases include options to extend or terminate the leases and these options have been included in the relevant lease term to the extent that they are reasonably certain to be exercised. If the lease arrangement also contains non-lease components, the Company elected the practical expedient not to separate any combined lease and non-lease components for all lease contracts. For our real estate leases, the remaining fixed minimum rental payments used in the calculation of the new lease liability, include fixed payments and variable payments (if the variable payments are based on an index), over the remaining lease term. Variable lease payments based on indices have been included in the related right-of-use assets and lease liabilities on our Consolidated Balance Sheets, while variable lease payments based on usage of the underlying asset have been excluded, as they do not represent present rights or obligations. Variable lease components for leases relate primarily to common area maintenance charges and other separately billed lessor services, sales and real estate taxes. Variable lease costs are expensed in the period they are incurred. We have also elected to adopt the practical expedient under ASC 842 to not separate lease and non-lease components in contracts where the base lease payment contains both. In this situation, these lease agreements are accounted for as a single lease component for all classes of underlying assets. While we do have real estate leases with options to purchase the facility at a market value at the date of exercise, these are not included in the calculation of the lease liability, as these options are not expected to be exercised. Any new additional operating and financing lease liabilities and corresponding right-of-use (“ROU”) assets are based on the present value of the remaining minimum rental payments. In determining the incremental borrowing rate, we have considered borrowing data for secured debt obtained from our lending institution. The following is a summary of the Company's ROU assets and liabilities at December 31: (In thousands) 2021 2020 Operating Leases: Operating Right-of-Use Assets, Gross $ 30,318 $ 28,678 Less Accumulated Right-of-Use Asset Impairment 1,710 1,710 Less Accumulated Amortization 12,439 8,015 Operating Right-of-Use Assets, Net $ 16,169 $ 18,953 Short-term Operating Lease Liabilities $ 6,778 $ 4,998 Long-term Operating Lease Liabilities 12,018 16,637 Operating Lease Liabilities $ 18,796 $ 21,635 Finance Leases: Finance Right-of-Use Assets, Gross $ 177 $ 3,484 Less Accumulated Amortization 106 2,039 Finance Right-of-Use Assets, Net — Included in Other Assets $ 71 $ 1,445 Short-term Finance Lease Liabilities — Included in Other Accrued Expenses $ 72 $ 2,081 Long-term Finance Lease Liabilities — Included in Other Liabilities — 734 Finance Lease Liabilities $ 72 $ 2,815 The following is a summary of the Company's total lease costs as of December 31: (In thousands) 2021 2020 Finance Lease Cost: Amortization of ROU Assets $ 573 $ 1,020 Interest on Lease Liabilities 78 214 Total Finance Lease Cost 651 1,234 Operating Lease Cost 5,881 5,292 Impairment Charge of Operating Lease ROU Asset — 691 Variable Lease Cost 1,546 1,358 Short-term Lease Cost (excluding month-to-month) 271 175 Less Sublease and Rental Income (1,265) (1,437) Total Operating Lease Cost 6,433 6,079 Total Net Lease Cost $ 7,084 $ 7,313 The following is a summary of cash paid for amounts included in the measurement of lease liabilities as of December 31: (In thousands) 2021 2020 Operating Cash Flow for Finance Leases $ 78 $ 214 Operating Cash Flow for Operating Leases $ 6,711 $ 5,334 Financing Cash Flow for Finance Leases $ 901 $ 1,922 As permitted by ASC 842, leases with expected durations of less than 12 months from inception (i.e. short-term leases) were excluded from the Company’s calculation of its lease liability and ROU asset. Furthermore, as permitted by ASC 842, the Company elected to apply the package of practical expedients, which allows companies not to reassess: (a) whether its expired or existing contracts are or contain leases, (b) the lease classification for any expired or existing leases, and (c) initial direct costs for any existing leases. The weighted-average remaining term for the Company's operating and financing leases are approximately 5 years and less than 1 year, respectively. The weighted-average discount rates for the Company's operating and financing leases are approximately 3.3% and 1.3%, respectively. The following is a summary of the Company's maturity of lease liabilities: (In thousands) Operating Leases Financing Leases 2022 $ 7,296 $ 72 2023 3,879 — 2024 2,886 — 2025 2,808 — 2026 1,210 — Thereafter 2,151 — Total Lease Payments $ 20,230 $ 72 Less: Interest 1,434 — Total Lease Liability $ 18,796 $ 72 These amounts exclude annual operating lease payments of $1.5 million per year through 2031, which represents legal binding lease payments for leases signed, but not yet commenced. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities. Deferred tax assets are reduced, if deemed necessary, by a valuation allowance for the amount of tax benefits which are not more likely than not to be realized. Investment tax credits are recognized on the flow through method. The provision for (benefit from) income taxes at December 31 consists of the following: (In thousands) 2021 2020 2019 Current U.S. Federal $ (1,713) $ (8,679) $ 23,798 State (667) (4,539) 4,471 Foreign 1,439 1,036 2,402 Current (941) (12,182) 30,671 Deferred U.S. Federal (237) 17,044 (16,250) State (87) (92) 727 Foreign (117) (1,399) 1,138 Deferred (441) 15,553 (14,385) Total $ (1,382) $ 3,371 $ 16,286 The effective tax rates differ from the statutory federal income tax rate as follows: 2021 2020 2019 Statutory Federal Income Tax Rate 21.0 % 21.0 % 21.0 % Permanent Items Stock Compensation Expense (2.1) % (0.3) % (0.5) % Non Deductible Goodwill Impairment — % (10.2) % — % Contingent Consideration Liability Fair Value Adjustment 1.7 % — % — % Other (0.7) % — % 0.5 % Foreign Tax Rate Differential (2.7) % (1.0) % 1.4 % State Income Tax, Net of Federal Income Tax Effect 2.2 % 3.3 % 6.0 % Research and Development Tax Credits 12.8 % 2.2 % (4.6) % Change in Valuation Allowance (29.8) % (19.2) % 1.1 % Net GILTI and FDII Tax Benefit — % — % (1.2) % Foreign Tax Credit for Dividend Withholding 1.7 % — % — % Tax Rate Change on 2020 Federal Net Operating Loss Carryback 0.9 % 1.3 % — % Other 0.1 % (0.1) % 0.1 % Effective Tax Rate 5.1 % (3.0) % 23.8 % Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes as well as tax attributes. Significant components of the Company’s deferred tax assets and liabilities at December 31, are as follows: (In thousands) 2021 2020 Deferred Tax Assets: Asset Reserves $ 17,462 $ 18,189 Deferred Compensation 7,424 7,564 Section 163(j) - Interest Expense Limitation 891 — State Investment and Research and Development Tax Credit Carryforwards, Net of Federal Tax 4,674 866 Customer Advanced Payments and Deferred Revenue 1,301 2,216 Net Operating Loss Carryforwards and Other 15,617 11,244 Goodwill and Intangible Assets 1,082 2,069 ASC 606 Revenue Recognition 1,817 2,311 Lease Liabilities 4,178 5,545 Other 5,540 2,300 Total Gross Deferred Tax Assets 59,986 52,304 Valuation Allowance for Federal and State Deferred Tax Assets and Tax Credit Carryforwards, Net of Federal Tax (43,519) (37,168) Deferred Tax Assets 16,467 15,136 Deferred Tax Liabilities: Depreciation 9,393 10,166 ASC 606 Revenue Recognition - Section 481(a) Adjustment 1,030 928 Lease Assets 3,539 4,506 Earnout Income Accrual 2,603 — Other 1,050 1,186 Deferred Tax Liabilities 17,615 16,786 Net Deferred Tax Liabilities $ (1,148) $ (1,650) The net deferred tax assets and liabilities presented in the Consolidated Balance Sheets are as follows at December 31: (In thousands) 2021 2020 Other Assets — Long-term $ 273 $ 1,259 Deferred Tax Liabilities — Long-term (1,421) (2,909) Net Deferred Tax Liabilities $ (1,148) $ (1,650) At December 31, 2021, gross federal net operating losses, amounted to approximately $22.1 million. In the current year, the Company generated approximately $15.8 million of net operating losses, which can be carried forward indefinitely, limited annually to 80% of taxable income. The remaining prior year carry forward net operating losses of approximately $6.3 million can be carried forward and are subject to annual limitations under Internal Revenue Code Section 382. Of these net operating losses, $5.9 million expire in 2037 and 2038 and the remaining $0.4 million will carryforward indefinitely. Given that the Company does not have a source of future taxable income to realize these net operating losses, a valuation allowance has been recorded on them. At December 31, 2021, gross state net operating loss carryforwards amounted to approximately $137.2 million. These state net operating loss carryforwards begin to expire at various dates from 2021 through 2041. Due to the uncertainty as to the Company’s ability to generate sufficient taxable income in certain states in the future and to utilize certain of the Company’s state operating loss carryforwards before they expire, the Company has recorded a valuation allowance on $134.6 million of them. The remaining $2.6 million of net operating loss carryforwards are more likely than not to be realized. At December 31, 2021, state income tax credit carryforwards amounted to approximately $1.8 million and begin to expire at various dates from 2021 to 2036. Due to the uncertainty as to the Company’s ability to generate sufficient taxable income in certain states in the future, the Company has recorded a valuation allowance on these credits. At December 31, 2021, the estimated federal R&D tax credit for the current year amounted to approximately $2.6 million which the Company can carry forward through 2041. In addition, the Company has approximately $0.7 million of foreign tax credits that it can carry forward through 2031. Given that the Company does not have a source of future taxable income to realize these tax attributes, a valuation allowance has been recorded on these credits. During the year ended December 31, 2020, the Company determined that a revised state filing position could be taken which would reduce the taxable income apportioned for state income tax purposes and recorded a state income tax receivable of approximately $3.0 million as a component of Prepaid Expenses and Other Current Assets. The Company has filed amended state income tax returns for tax years 2015 and 2016 and intends to file amended state income tax returns for tax years 2017 through 2019 in order to claim these refunds. During the year ended December 31, 2018, the Company determined that a revised state filing position could be taken which would reduce the taxable income apportioned for state income tax purposes and amended state income tax returns were filed for the open tax years of 2014 through 2017 to reflect this revised tax position. The Company is also claiming the benefit of the revised filing position for 2018 and subsequent tax years. The statute of limitations expired on various dates in 2020 and 2021 for the amended returns for tax years 2014 through 2016, and approximately $0.8 million and approximately $0.5 million of the unrecognized tax benefit was recognized during 2020 and 2021, respectively. Absent a state tax audit notice related to the refund claim, the statute of limitations will expire in December 2022 for the amended return for tax year 2017, at which time approximately $0.5 million of the unrecognized tax benefit is expected to be recognized. The statute of limitations will expire in years 2022 through 2025 for tax years 2018 through 2021, respectively. The Company has analyzed its filing positions in all of the federal and state jurisdictions where it is required to file income tax returns, as well as all open tax years in these jurisdictions. Should the Company need to accrue a liability for uncertain tax benefits, any interest associated with that liability would be recorded as interest expense. Penalties, if any, would be recorded as operating expenses. During the year ended December 31, 2020, reserves for uncertain tax positions were recorded in association with a revised state income tax filing positions pursuant to ASC Topic 740-10. A reconciliation of the total amounts of unrecognized tax benefits, excluding interest and penalties that, if recognized, would impact the effective tax rate, is as follows: (in thousands) 2021 2020 2019 Balance at Beginning of the Year $ 1,890 $ 2,565 $ 2,197 Decreases as a Result of Tax Positions Taken in Prior Years (478) (775) — Increases as a Result of Tax Positions Taken in the Current Year — 100 368 Balance at End of the Year $ 1,412 $ 1,890 $ 2,565 There are no material penalties or interest liabilities accrued as of December 31, 2021, 2020, or 2019, nor are any material penalties or interest costs included in expense for each of the years ended December 31, 2021, 2020 and 2019. The years under which we conducted our evaluation coincided with the tax years currently still subject to examination by major federal and state tax jurisdictions, those being 2017 through 2021 for federal purposes and 2017 through 2021 for state purposes. Pretax (loss) income from the Company’s foreign subsidiaries amounted to $(3.3) million, $(7.0) million and $12.2 million for 2021, 2020 and 2019, respectively. The balance of pretax earnings or loss for each of those years were domestic. On December 29, 2021, Luminescent Systems Canada, Inc. (“LSI Canada”) declared a one-time dividend in the amount of $16.5 million to its U.S. parent. LSI Canada remitted non-resident Canadian withholding tax on this dividend in the amount of approximately $0.8 million. No additional provision for U.S. federal or foreign taxes has been made as the remaining foreign subsidiaries’ undistributed earnings (approximately $3.0 million at December 31, 2021) are considered to be permanently reinvested. It is not practicable to determine the amount of outside basis differences related to the investment in foreign subsidiaries and other taxes that would be payable if these amounts were repatriated to the U.S. While the Tax Cuts and Jobs Act provides for a territorial tax system, beginning in 2018, it includes the foreign-derived intangible income (“FDII”) and global intangible low taxed income (“GILTI”) provisions. The Company elected to account for GILTI tax in the period in which it is incurred, and includes in its U.S. income tax return foreign subsidiary earnings from its Controlled Foreign Corporations (“CFCs”) in excess of an allowable return on the foreign subsidiary’s tangible assets. The Company does not expect to incur any GILTI tax expense during the year ended December, 31, 2021 as the Company is in a net tested loss position. The FDII provisions allow for a deduction equal to a percentage of the foreign-derived intangible income of a domestic corporation. As a result of these provisions, net, the Company recorded no tax benefit during the year ended December 31, 2021, a tax benefit of less than $0.1 million during the year ended December 31, 2020, and a tax benefit of approximately $0.8 million during the year ended December 31, 2019. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was enacted in response to the economic uncertainty resulting from the COVID-19 pandemic. The CARES Act includes many measures to assist companies, including temporary changes to income and non-income based laws, some of which were enacted as part of the Tax Cuts and Jobs Act of 2017 (“TCJA”). Some of the key changes include eliminating the 80% of taxable income limitation by allowing corporate entities to fully utilize NOLs to offset taxable income in 2018, 2019 and 2020, allowing NOLs originating in 2018, 2019 and 2020 to be carried back five years, enhanced interest deductibility, and retroactively clarifying the immediate recovery of qualified improvement property costs rather than over a 39-year recovery period. During the years ended December 31, 2021 and 2020, the Company recorded a tax benefit relating to the NOL carryback provisions and the technical correction for qualified improvement property provided for in the CARES Act of approximately $0.3 million and $1.5 million respectively. As a result of the on-going COVID-19 pandemic, the Company generated a significant tax loss for the year ended December 31, 2020, which was carried back under the CARES Act to recover previously paid income taxes. The Company records a valuation allowance against the deferred tax assets if and to the extent it is more likely than not that the Company will not recover the deferred tax assets. In evaluating the need for a valuation allowance, the Company weights all relevant positive and negative evidence, and considers among other factors, historical financial performance, projected future taxable income, scheduled reversals of deferred tax liabilities, the overall business environment, and tax planning strategies. Losses in recent periods and cumulative pre-tax losses in the three years period ending with the current year, combined with the significant uncertainty brought about by the COVID-19 pandemic, is collectively considered significant negative evidence under ASC 740 when assessing whether an entity can use projected income as a basis for concluding that deferred tax assets are realizable on a more-likely than not basis. For purposes of assessing the recoverability of deferred tax assets, the Company determined that it could not include future projected earnings in the analysis due to recent history of losses and therefore had insufficient objective positive evidence that the Company will generate sufficient future taxable income to overcome the negative evidence of cumulative losses. Accordingly, during the years ended December 31, 2021 and 2020, the Company determined that a portion of its deferred tax assets are not expected to be realizable in the future. As a result, the Company recorded a provision for valuation allowances against its U.S. federal deferred tax assets of approximately $6.0 million and $23.3 million during the years ended December 31, 2021 and 2020 respectively. In addition, during the year ended December 31, 2021, the Company recorded a valuation allowance against certain foreign deferred tax assets of approximately $1.3 million. |
PROFIT SHARING_401K PLAN
PROFIT SHARING/401K PLAN | 12 Months Ended |
Dec. 31, 2021 | |
Postemployment Benefits [Abstract] | |
PROFIT SHARING/401K PLAN | PROFIT SHARING/401K PLANThe Company offers eligible domestic full-time employees participation in certain profit sharing/401K plans. The plans provide for a discretionary annual company contribution. In addition, employees may contribute a portion of their salary to the plans which, under certain of the profit sharing/401K plans, is partially matched by the Company. In response to the impact of the COVID-19 pandemic, both the discretionary Company contribution and the match were temporarily suspended beginning in the second quarter of 2020. The discretionary Company contribution and, where applicable, the matching contribution, were reinstated in the fourth quarter of 2021. The plans may be amended or terminated at any time.Total charges to income before income taxes for these plans were approximately $4.3 million, $3.3 million and $10.0 million in 2021, 2020 and 2019, respectively. The Company expects to fund substantially all of the 2021 401K contributions with treasury stock in lieu of cash in the first quarter of 2022. |
RETIREMENT PLANS AND RELATED PO
RETIREMENT PLANS AND RELATED POST RETIREMENT BENEFITS | 12 Months Ended |
Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |
RETIREMENT PLANS AND RELATED POST RETIREMENT BENEFITS | RETIREMENT PLANS AND RELATED POST RETIREMENT BENEFITS The Company has two non-qualified supplemental retirement defined benefit plans (“SERP” and “SERP II”) for certain current and retired executive officers. The accumulated benefit obligation of the plans as of December 31, 2021 and 2020 amounts to $28.5 million and $29.4 million, respectively. The Plans provide for benefits based upon average annual compensation and years of service and in the case of SERP, there are offsets for social security and profit sharing benefits. It is the Company’s intent to fund the plans as plan benefits become payable, since no assets exist at December 31, 2021 or 2020 for either of the plans. The Company accounts for the funded status (i.e., the difference between the fair value of plan assets and the projected benefit obligations) of its pension plans in accordance with the recognition and disclosure provisions of ASC Topic 715, Compensation, Retirement Benefits , which requires the Company to recognize the funded status in its balance sheet, with a corresponding adjustment to Accumulated Other Comprehensive Income (“AOCI”), net of tax. These amounts will be subsequently recognized as net periodic pension cost pursuant to the Company’s historical policy for amortizing such amounts. Further, actuarial gains and losses that arise in subsequent periods and are not recognized as net periodic pension cost in the same periods will be recognized as a component of AOCI. Those amounts will be subsequently recognized as a component of net periodic pension cost on the same basis as the amounts recognized in AOCI. Unrecognized prior service costs of $1.4 million ($2.0 million net of $0.6 million in taxes) and unrecognized actuarial losses of $6.7 million ($8.3 million net of $1.6 million in taxes) are included in AOCI at December 31, 2021 and have not yet been recognized in net periodic pension cost. The reconciliation of the beginning and ending balances of the projected benefit obligation of the plans for the years ended December 31 is as follows: (In thousands) 2021 2020 Funded Status Projected Benefit Obligation Beginning of the Year — January 1 $ 31,730 $ 26,547 Service Cost 195 223 Interest Cost 764 836 Actuarial (Gain) Loss (1,838) 4,472 Benefits Paid (348) (348) End of the Year — December 31 $ 30,503 $ 31,730 In 2021, the net actuarial gain of $1.8 million is due principally to the increase of 33 basis points in the discount rate used to measure the benefit obligation as of December 31, 2021 compared to the prior year. The assumptions used to calculate the projected benefit obligation as of December 31 are as follows: 2021 2020 Discount Rate 2.75% 2.42% Future Average Compensation Increases 2.00% - 3.00% 0.00% - 2.00% The plans are unfunded at December 31, 2021 and are recognized in the accompanying Consolidated Balance Sheets as a current accrued pension liability of $0.3 million and a long-term accrued pension liability of $30.2 million. This also is the expected future contribution to the plan, since the plan is unfunded. The service cost component of net periodic benefit cost is included in SG&A expenses, and all other net periodic benefit costs components (such as interest cost, prior service cost amortization and actuarial gain/loss amortization) are reported outside of operating income, within Other Expense, Net of Other Income in the accompanying Consolidated Statements of Operations. The following table summarizes the components of the net periodic cost for the years ended December 31: (In thousands) 2021 2020 2019 Net Periodic Cost Service Cost — Benefits Earned During Period $ 195 $ 223 $ 181 Interest Cost 764 836 916 Amortization of Prior Service Cost 386 386 386 Amortization of Losses 1,292 648 300 Net Periodic Cost $ 2,637 $ 2,093 $ 1,783 The assumptions used to determine the net periodic cost are as follows: 2021 2020 2019 Discount Rate 2.42% 3.17% 4.20% Future Average Compensation Increases 2.00% - 3.00% 2.00% 2.00% The Company expects the benefits to be paid in each of the next two years to be $0.3 million, $0.6 million in each of the following three years, and $7.9 million in the aggregate for the next five years after that. This also is the expected Company contribution to the plans. Participants in SERP are entitled to paid medical, dental and long-term care insurance benefits upon retirement under the plan. The measurement date for determining the plan obligation and cost is December 31. The accumulated postretirement benefit obligation is $1.1 million for the years ended December 31, 2021 and 2020. The plan is recognized in the accompanying Consolidated Balance Sheets as a current accrued pension liability of $0.1 million and a long-term accrued pension liability of $1.0 million. The net periodic cost for the years ended December 31, 2021, 2020 and 2019 is immaterial. The Company also has a defined benefit plan related to its subsidiary in France. The measurement date for determining the plan obligation and cost is December 31. The unfunded liability is $0.3 million for the years ended December 31, 2021 and 2020. The plan is recognized in the accompanying Consolidated Balance Sheets as a long-term liability. The net periodic cost for the years ended December 31, 2021, 2020 and 2019 is immaterial. The Company is a participating employer in a trustee-managed multiemployer defined benefit pension plan for employees who participate in collective bargaining agreements. The plan generally provides retirement benefits to employees based on years of service to the Company. Contributions are based on the hours worked and are expensed on a current basis. The Plan is 93.7% funded as of January 1, 2021. The Company’s contributions to the plan were $0.4 million in 2021, $0.5 million in 2020 and $1.1 million in 2019. These contributions represent less than 1% of total contributions to the plan. |
SHAREHOLDERS_ EQUITY
SHAREHOLDERS’ EQUITY | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
SHAREHOLDERS’ EQUITY | SHAREHOLDERS’ EQUITY Share Buyback Program The Company’s Board of Directors from time to time authorizes the repurchase of common stock, which allows the Company to purchase shares of its common stock in accordance with applicable securities laws on the open market or through privately negotiated transactions. In the years ended 2019 and 2020, the Company repurchased 1,851,000 and 282,000 shares, at an aggregate cost of $50.8 million and $7.7 million, respectively. The Company has the capacity under the currently authorized program to repurchase an additional $41.5 million. The 10b5-1 plan associated with the program was terminated on February 3, 2020. Under its current credit agreement, and as described further in Note 8, the Company is currently restricted from further stock repurchases. Reserved Common Stock At December 31, 2021, approximately 11.1 million shares of common stock were reserved for issuance upon conversion of the Class B stock, exercise of stock options, issuance of restricted stock and purchases under the Employee Stock Purchase Plan. Class B Stock is identical to Common Stock, except Class B Stock has ten votes per share, is automatically converted to Common Stock on a one-for-one basis when sold or transferred other than via gift, devise or bequest and cannot receive dividends unless an equal or greater amount of dividends is declared on Common Stock. Comprehensive (Loss) Income and Accumulated Other Comprehensive Loss Comprehensive income or loss consists of net income or loss and the after-tax impact of retirement liability adjustments. No income tax effect is recorded for currency translation adjustments. The components of accumulated other comprehensive loss are as follows: (In thousands) 2021 2020 Foreign Currency Translation Adjustments $ (5,407) $ (4,468) Retirement Liability Adjustment – Before Tax (11,370) (14,264) Tax Benefit 2,282 2,282 Retirement Liability Adjustment – After Tax (9,088) (11,982) Accumulated Other Comprehensive Loss $ (14,495) $ (16,450) The components of other comprehensive income (loss) are as follows: (In thousands) 2021 2020 2019 Foreign Currency Translation Adjustments $ (939) $ 2,574 $ 114 Retirement Liability Adjustment 2,894 (3,396) (3,054) Tax Benefit — — 641 Retirement Liability Adjustment 2,894 (3,396) (2,413) Other Comprehensive Income (Loss) $ 1,955 $ (822) $ (2,299) In 2021 and 2020, no tax benefit was recognized as the Company had recorded a full valuation allowance. |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
EARNINGS (LOSS) PER SHARE | EARNINGS (LOSS) PER SHARE Earnings (loss) per share computations are based upon the following table: (In thousands, except per share data) 2021 2020 2019 Net (Loss) Income $ (25,578) $ (115,781) $ 52,017 Basic Earnings Weighted Average Shares 31,061 30,795 32,028 Net Effect of Dilutive Stock Options — — 431 Diluted Earnings Weighted Average Shares 31,061 30,795 32,459 Basic (Loss) Earnings Per Share $ (0.82) $ (3.76) $ 1.62 Diluted (Loss) Earnings Per Share $ (0.82) $ (3.76) $ 1.60 Stock options with exercise prices greater than the average market price of the underlying common shares are excluded from the computation of diluted earnings per share because they are out-of-the-money and the effect of their inclusion would be anti-dilutive. The number of common shares excluded from the computation was approximately 1.2 million for the year ended December 31, 2021, 0.8 million for the year ended December 31, 2020, and 0.5 million for the year ended December 31, 2019. The Company expects to fund substantially all of the 2021 401K contributions with treasury stock in lieu of cash in the first quarter of 2022. The earnings per share computation for the year ended December 31, 2021 is inclusive of approximately 0.4 million in shares outstanding for the equivalent shares needed to fulfill the 401K obligation using the closing share price as of December 31, 2021. Actual shares issued may differ based on the share price on the settlement date. |
EQUITY COMPENSATION
EQUITY COMPENSATION | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
EQUITY COMPENSATION | EQUITY COMPENSATION The Company has equity compensation plans that authorize the issuance of restricted stock units or options for shares of Common Stock to directors, officers and key employees. Equity-based compensation is designed to reward long-term contributions to the Company and provide incentives for recipients to join and to remain with the Company. The exercise price of stock options, determined by a committee of the Board of Directors, is equal to the fair market value of the Common Stock on the grant date. Options become exercisable over periods not exceeding ten years, and must be exercised within 10 years from the grant date. The Company’s practice has been to issue new shares upon the exercise of the options. The Company established Incentive Stock Option Plans for the purpose of attracting and retaining executive officers and key employees, and to align management’s interest with those of the shareholders. At December 31, 2021, the Company had options outstanding for 390,466 shares under the plans. The Company established the Directors Stock Option Plans for the purpose of attracting and retaining the services of experienced and knowledgeable outside directors, and to align their interest with those of the shareholders. At December 31, 2021, the Company had options outstanding for 78,261 shares under the plans. During 2017, the Company established the Long Term Incentive Plan for the purpose of attracting and retaining directors, executive officers and key employees, and to align management's interest with those of the shareholders. The Plan contemplates the use of a mix of equity award types. For stock options, the exercise price is equal to the share price on the date of grant. Upon inception, the remaining options available for future grant under the 2011 Incentive Stock Option Plan and the Directors Stock Option Plans were rolled in the Long Term Incentive Plan, and no further grants may be made out of those plans. At December 31, 2021, the Company had stock options and RSU's outstanding of 1,211,283 shares under the Long Term Incentive Plan, and there were 1,790,581 shares available for future grant under this plan. Stock compensation expense recognized during the period is based on the value of the portion of share-based payment awards that is ultimately expected to vest during the period. Vesting requirements vary for directors, officers and key employees. In general, options or RSU’s granted to outside directors vest six months from the date of grant and options granted to officers and key employees straight line vest over a three The following table provides compensation expense information based on the fair value of stock options and RSU's for the years ended December 31 as follows: (In thousands) 2021 2020 2019 Equity-based Compensation Expense $ 6,460 $ 5,184 $ 3,843 Tax Benefit (924) (709) (452) Equity-based Compensation Expense, Net of Tax $ 5,536 $ 4,475 $ 3,391 Tax benefit excludes the impact of valuation allowances recorded against deferred tax assets. Stock Options No options were granted during the year ending December 31, 2020. 2021 2020 2019 Weighted Average Fair Value of the Options Granted $ 7.05 $ — $ 11.93 The weighted average fair value for these options was estimated at the date of grant using a Black-Scholes option pricing model with the following assumptions: 2021 2020 2019 Risk-free Interest Rate 0.45% – 1.52% —% 1.67% – 1.78% Dividend Yield —% —% —% Volatility Factor 0.58 — 0.39 Expected Life in Years 5 – 10 years — 5 – 7 years To determine expected volatility, the Company uses historical volatility based on weekly closing prices of its Common Stock and considers currently available information to determine if future volatility is expected to differ over the expected terms of the options granted. The risk-free rate is based on the U.S. Treasury yield curve at the time of grant for the appropriate term of the options granted. Expected dividends are based on the Company’s history and expectation of dividend payouts. The expected term of stock options is based on vesting schedules, expected exercise patterns and contractual terms. A summary of the Company’s stock option activity and related information for the years ended December 31 is as follows: 2021 (Aggregate intrinsic value in thousands) Options Weighted Average Exercise Price Aggregate Intrinsic Value Outstanding at January 1 912,923 $ 25.50 $ — Options Granted 468,350 $ 12.64 $ — Options Exercised (30,853) $ 10.87 $ — Options Forfeited (86,762) $ 17.41 $ — Outstanding at December 31 1,263,658 $ 21.64 $ — Exercisable at December 31 662,576 $ 26.11 $ — The aggregate intrinsic value in the preceding table represents the total pretax option holder’s intrinsic value, based on the Company’s closing stock price of Common Stock which would have been received by the option holders had all option holders exercised their options as of that date. The Company’s closing stock price of Common Stock was $12.00, $13.23 and $27.95 as of December 31, 2021, 2020 and 2019, respectively. The weighted average fair value of options vested during 2021, 2020 and 2019 was $14.58, $14.77 and $15.91, respectively. The total fair value of options that vested during the year amounted to $1.2 million, $1.4 million and $1.6 million for the years ended December 31, 2021, 2020 and 2019, respectively. At December 31, 2021, total compensation costs related to non-vested option awards not yet recognized amounts to $5.7 million and will be recognized over a weighted average period of approximately 2 years. The following is a summary of weighted average exercise prices and contractual lives for outstanding and exercisable stock options as of December 31, 2021: Outstanding Exercisable Exercise Price Range Shares Weighted Average Remaining Life in Years Weighted Average Exercise Price Shares Weighted Average Remaining Life in Years Weighted Average Exercise Price $3.19 – $14.45 624,885 7.4 $ 11.96 156,534 0.9 $ 9.92 $22.69 – $35.82 629,646 5.4 $ 30.90 496,915 4.9 $ 30.85 $45.89 – $45.89 9,127 3.2 $ 45.89 9,127 3.2 $ 45.89 1,263,658 6.4 $ 21.64 662,576 3.9 $ 26.11 Restricted Stock Units The fair value of each RSU granted is equal to the fair market value of the Company’s Common Stock on the date of grant. The RSU’s granted to employees generally cliff vest three years from the date of grant, while RSU’s granted to directors cliff vest six months from the date of grant. There were 292,091 RSU’s granted in 2021 at a weighted-average price of $16.30, of which 82,813 awards were vested and issued during 2021. Forfeitures during the year were 30,797. Included in total equity-based compensation expense for the year ended December 31, 2021 was $3.3 million related to RSU’s. At December 31, 2021, total compensation costs related to non-vested awards not yet recognized amounts to $3.5 million and will be recognized over a weighted average period of approximately 1.9 years. Employee Stock Purchase Plan In addition to the stock options and RSU's discussed above, the Company has established the Employee Stock Purchase Plan to encourage employees to invest in Astronics Corporation. The plan provides employees the opportunity to invest up to the IRS annual maximum of approximately $25,000 in Astronics common stock at a price equal to 85% of the fair market value of the Astronics common stock, determined each October 1. Employees are allowed to enroll annually. Employees indicate the number of shares they wish to obtain through the program and their intention to pay for the shares through payroll deductions over the annual cycle of October 1 through September 30. Employees can withdraw anytime during the annual cycle, and all money withheld from the employees’ pay is returned. If an employee remains enrolled in the program, enough money will have been withheld from the employees’ pay during the year to pay for all the shares that the employee opted for under the program. At December 31, 2021, employees had subscribed to purchase 274,956 shares at $12.63 per share. The weighted average fair value of the options was approximately $5.00, $3.43 and $8.26 for options granted during the year ended December 31, 2021, 2020 and 2019, respectively. The fair value for the options granted under the Employee Stock Purchase Plan was estimated at the date of grant using a Black-Scholes option pricing model with the following assumptions: 2021 2020 2019 Risk-free Interest Rate 0.09 % 0.12 % 1.73 % Dividend Yield — % — % — % Volatility Factor 0.71 1.00 0.53 Expected Life in Years 1.0 1.0 1.0 |
FAIR VALUE
FAIR VALUE | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE | FAIR VALUE ASC Topic 820, Fair Value Measurements and Disclosures , (“ASC Topic 820”) defines fair value, establishes a framework for measuring fair value and expands the related disclosure requirements. This statement applies under other accounting pronouncements that require or permit fair value measurements. The statement indicates, among other things, that a fair value measurement assumes that the transaction to sell an asset or transfer a liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. ASC Topic 820 defines fair value based upon an exit price model. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and involves consideration of factors specific to the asset or liability. ASC Topic 820 establishes a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows: Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 inputs are unobservable inputs based on our own assumptions used to measure assets and liabilities at fair value. On a Recurring Basis: A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. On October 4, 2019, the Company acquired the stock of the primary operating subsidiaries as well as certain other assets from mass transit and defense market test solution provider, Diagnosys Test Systems Limited for $7.0 million in cash, plus an earnout estimated at a fair value of $2.5 million at the time of acquisition. The terms of the Diagnosys acquisition allow for a potential earnout of up to an additional $13.0 million over the three years post-acquisition based on achievement of new order levels of over $72.0 million during that period. The fair value of this contingent consideration was estimated at $2.2 million at December 31, 2020. The fair value assigned to the earnout was determined using the real options method, which requires Level 3 inputs such as new order forecasts, discount rate, volatility factors, and other market variables to assess the probability of Diagnosys achieving certain order levels over the period. Based on actual and forecasted new orders, the fair value was zero as of December 31, 2021, with the contingent consideration liability fair value adjustment of $2.2 million recorded within the Selling, General and Administrative line in the Consolidated Condensed Statements of Operations in the year ended December 31, 2021. There were no other financial assets or liabilities carried at fair value measured on a recurring basis at December 31, 2021 or 2020. On a Non-recurring Basis: In accordance with the provisions of ASC Topic 350, Intangibles – Goodwill and Other, the Company estimates the fair value of reporting units, utilizing unobservable Level 3 inputs. Level 3 inputs require significant management judgment due to the absence of quoted market prices or observable inputs for assets of a similar nature. The Company utilizes a discounted cash flow method to estimate the fair value of reporting units utilizing unobservable inputs. The fair value measurement of the reporting unit under the step-one analysis of the quantitative goodwill impairment test are classified as Level 3 inputs. There were no impairment charges to goodwill in any of the Company’s reporting units in 2021. As further discussed in Note 7, we performed interim quantitative assessments for the reporting units which had goodwill as of March 28, 2020. Based on our quantitative assessments, the Company recorded non-cash goodwill impairment charges associated with four Aerospace reporting units, totaling approximately $86.3 million within the Impairment Loss line in the Consolidated Statements of Operations in the year ended December 31, 2020. The impairment loss was calculated as the difference between the fair value of the reporting unit (which was calculated using level 3 inputs) and the carrying value of the reporting unit. In 2019, we performed quantitative assessments for the reporting units which had goodwill as of the first day of the fourth quarter, prior to the initiation of the AeroSat restructuring activities. Based on our quantitative assessment, the Company recorded a full impairment charge of approximately $1.6 million within the Impairment Loss line in the Consolidated Statements of Operations in the year ended December 31, 2019. Long-lived assets are evaluated for recoverability whenever adverse effects or changes in circumstances indicate that the carrying value may not be recoverable. The recoverability test consists of comparing the undiscounted projected cash flows of the asset or asset group (which are Level 3 inputs) with the asset of asset group’s carrying amount. Should the carrying amount exceed undiscounted projected cash flows, an impairment loss would be recognized to the extent the carrying amount exceeds fair value. As of December 31, 2021, the Company concluded that no indicators of impairment relating to long-lived assets existed. In conjunction with the deteriorating economic conditions associated with the COVID-19 pandemic, we recorded an impairment charge to ROU assets of approximately $0.7 million incurred in the Aerospace segment within the Impairment Loss line in the Consolidated Statements of Operations for the year ended December 31, 2020. In conjunction with the restructuring of AeroSat in 2019, the Company recorded impairment charges to long-lived assets including intangible assets, property, plant and equipment and ROU assets of approximately $9.5 million in the Consolidated Statements of Operations for the year ended December 31, 2019. From time to time, the Company makes long-term, strategic equity investments in companies to promote business and strategic objectives. These investments are included in Other Assets on the Consolidated Balance Sheets. One of the investments incurred a full impairment charge which accounts for $3.5 million recorded within the Other Expense, Net of Other Income line in the accompanying Consolidated Statements of Operations for the year ended December 31, 2020. A full impairment charge of $5.0 million for an additional investment was recorded in 2019. No such impairment was recorded in 2021. These are Level 3 measurements as there were no observable price changes during the year. The Freedom and Diagnosys intangible assets acquired in 2019 were valued using a discounted cash flow methodology, as of their respective acquisitions dates, and are classified as Level 3 inputs. Of the severance charges recorded, $0.6 million, $2.6 million and $2.8 million in 2021, 2020 and 2019, respectively, qualify as one-time termination benefit arrangements and were initially measured at fair value using level 3 inputs. Due to their short-term nature, the carrying value of cash and equivalents, accounts receivable and accounts payable approximate fair value. The carrying value of the Company’s variable rate long-term debt instruments also approximates fair value due to the variable rate feature of these instruments. |
SELECTED QUARTERLY FINANCIAL IN
SELECTED QUARTERLY FINANCIAL INFORMATION | 12 Months Ended |
Dec. 31, 2021 | |
Quarterly Financial Information Disclosure [Abstract] | |
SELECTED QUARTERLY FINANCIAL INFORMATION | SELECTED QUARTERLY FINANCIAL INFORMATION The following table summarizes selected quarterly financial information for 2021 and 2020: Quarter Ended (Unaudited) December 31, December 31, (In thousands, except for per share data) 2021 2020 Sales $ 116,052 $ 114,803 Gross Profit (Sales Less Cost of Products Sold) $ 18,464 $ 19,118 Net Gain on Sale of Facility $ 5,014 $ — Earnout on Previous Sale of Business $ 10,677 $ — Loss Before Income Taxes $ (151) $ (7,541) Net Income (Loss) $ 1,604 $ (19,985) Basic Earnings (Loss) Per Share $ 0.05 $ (0.65) Diluted Earnings (Loss) Per Share $ 0.05 $ (0.65) In the fourth quarter of 2021, a portion of the AMJP grant received of $7.6 million was recognized as an offset to cost of products sold. This benefit was offset by a legal accrual recorded of $8.4 million relating to an adverse ruling of an on-going patent infringement case. In addition, the Company agreed to an earnout, shown above, with the buyer of the former semiconductor test business as more fully described in Note 22 and sold one of its Aerospace facilities, resulting in $5.0 million gain on sale discussed in Note 23. The Company also reinstituted its 401K employer contribution in the fourth quarter of 2021, and recorded expense of $4.3 million in that period. In the fourth quarter of 2021, after completion of the tax returns for the year ended December 31, 2020, the Company recorded a current federal tax benefit of approximately $1.7 million related to additional net operating loss and R&D tax credits that will be carried back to prior tax years in order to claim a refund. |
LEGAL PROCEEDINGS
LEGAL PROCEEDINGS | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
LEGAL PROCEEDINGS | LEGAL PROCEEDINGS Lufthansa On December 29, 2010, Lufthansa Technik AG (“Lufthansa”) filed a Statement of Claim in the Regional State Court of Mannheim, Germany. Lufthansa’s claim asserted that a subsidiary of the Company, AES, sold, marketed, and brought into use in Germany a power supply system that infringes upon a German patent held by Lufthansa. Lufthansa sought an order requiring AES to stop selling and marketing the allegedly infringing power supply system, a recall of allegedly infringing products sold to commercial customers in Germany since November 26, 2003, and compensation for damages related to direct sales of the allegedly infringing power supply system in Germany (referred to as “direct sales”). In February 2015, the Regional State Court of Mannheim, Germany held that the patent was infringed. The judgment did not require AES to recall products that are already installed in aircraft or had been sold to other end users. The Company appealed to the Higher Regional Court of Karlsruhe. On November 15, 2016, the Higher Regional Court of Karlsruhe upheld the lower court’s decision. The Company sought permission to appeal to the German Federal Supreme Court. By judgment of March 26, 2019, the German Federal Supreme Court dismissed AES's appeal. With this decision, the above mentioned proceedings are complete. In July 2017, Lufthansa filed an action in the Regional State Court of Mannheim for payment of damages caused by the AES’s direct sales of the product into Germany. A first instance decision in this matter was handed down on December 6, 2019. According to this ruling, Lufthansa was awarded damages in the amount of approximately $3.2 million plus interest. Prior to 2019, the Company had accrued $1.0 million related to this matter. As a result of the judgment on direct sales into Germany, the Company recognized an incremental reserve of $3.5 million in its December 31, 2019 financial statements related to this matter. In 2020, AES made payment of $4.7 million, inclusive of interest, in satisfaction of the first instance judgment. AES has appealed this decision and the appeal is currently pending before the Higher Regional Court of Karlsruhe. If the first instance judgment is later reversed on appeal, the Company could reclaim any amounts that were previously paid to Lufthansa that are in excess of the amount awarded by the appellate court, but there can be no assurances that we will be successful on such appeal. On December 29, 2017, Lufthansa filed another infringement action against AES in the Regional State Court of Mannheim claiming that sales by AES to its international customers have infringed Lufthansa's patent if AES's customers later shipped the products to Germany (referred to as “indirect sales”). This action, therefore, addresses sales other than those covered by the action filed on December 29, 2010, discussed above. No amount of claimed damages has been specified by Lufthansa. A first instance decision in this matter was issued on December 6, 2019. The Court found that indirect sales (as defined above) by AES to international customers infringe the patent under the conditions specified in the judgment and that the sale of components of the EmPower system to Germany constitutes an indirect patent infringement. The Court rejected Lufthansa's claim that AES is also liable for damages for the sale of modified products. This means that AES is not liable for damages based on the sale of modified outlet units that removed the infringing feature. AES and Lufthansa both appealed this decision and the appeal is currently pending before the Higher Regional Court of Karlsruhe. In its appeal, Lufthansa requested an additional finding that AES shall be held liable for all damages (in an unspecified amount) caused by AES’s alleged incorrect accounting of its past sales. On April 28, 2020, Lufthansa asked AES to provide the accounting on indirect sales (as defined above) and the sale of individual parts and an affidavit confirming the accuracy of the September 2015 accounting of direct sales. AES completed and delivered the final accounting on January 29, 2021. If the December 6, 2019 decision of the Regional State Court of Mannheim is confirmed on appeal, AES would be responsible for payment of damages for indirect sales of patent-infringing EmPower in-seat power supply systems in the period from December 29, 2007 to May 22, 2018. AES modified the outlet units at the end of 2014 and substantially all of the modified outlet units sold from 2015 do not infringe the patent of Lufthansa. As a result, the period for which AES is liable for damages in connection with indirect sales into Germany substantially finished at the end of 2014. After the accounting, Lufthansa is expected to enforce its claim for damages in separate court proceedings. These proceedings would most likely be tried before the Mannheim Court again, which makes it probable that the Mannheim court will determine the damages for the indirect sales on the basis of the same principles as in the direct sales proceedings (unless the latter ruling of the Mannheim court is reversed on appeal). Based on the information available and the determination of the damages in the direct sales claim discussed above, we estimated that the Company’s total exposure related to these matters that was probable and that could be reasonably estimated at December 31, 2019 was approximately $11.6 million plus approximately $4.5 million of accrued interest, for a total of approximately $16.1 million. Interest will accrue at a rate of 5% above the European Central Bank rate until final payment to Lufthansa. Approximately $0.6 million was recorded within Selling, General and Administrative Expenses in the Company’s Consolidated Statements of Operations in both 2020 and 2021 for additional interest accrued during such periods. In connection with the indirect sales claims, we currently believe it is unlikely that the appeals process will be completed and the damages and related interest will be paid before December 31, 2022. Therefore, the liability related to this matter, totaling $17.3 million and $16.7 million, is classified within Other Liabilities (non-current) in the Consolidated Balance Sheets at December 31, 2021 and 2020, respectively. In December 2017, Lufthansa filed patent infringement cases in the United Kingdom (“UK”) and in France. The Lufthansa patent expired in May 2018. In those cases, Lufthansa accuses AES and certain of its customers of having manufactured, used, sold and offered for sale a power supply system, and offered and supplied parts for a power supply system that infringed upon a Lufthansa patent in those respective countries. In the normal course of its supply arrangements, AES has indemnified its customers from liability arising from such matters, and as such will bear responsibility for any monetary damages arising from such claims. In the French matter, there was a hearing on the validity of the patent in October 2020. On December 4, 2020, the Court held the French patent invalid for all asserted claims. There can consequently be no finding of infringement on first instance. Lufthansa has appealed this judgment. The appeal hearing is scheduled for December 8, 2022. As loss exposure is not probable and estimable at this time, the Company has not recorded any liability with respect to the French matter as of December 31, 2021 or 2020. In the UK matter, a trial took place in June 2020 to address the issues of infringement and validity of the patent. On June 22, 2020, the Court held the UK patent valid and 3 out of 4 asserted claims infringed. In contrast to the decisions in Germany, the UK Court found that the modified components infringed a valid claim of the patent, and accordingly, the period for which AES or its customers would be liable for damages in connection with direct sales into the UK extends until the expiration of the patent in May 2018. AES appealed the ruling, and the appeal hearing took place on November 2, 2021. On January 14, 2022, the Court dismissed the appeal on all grounds. Lufthansa has yet to plead its case for monetary compensation, which would be determined at a separate trial, expected to be held in the latter half of 2023. The case for damages will require extensive data gathering and analysis which has not yet been completed. This analysis will include evaluating whether any units sold into the UK were subsequently shipped into Germany, where they would be subject to the indirect sales claim discussed above. If this is the case, damages may be assessed in either the UK, or in the indirect sales matter in Germany, but not in both matters. Under English law, Lufthansa has the option of pursuing a claim in relation to the defendants’ profits from their infringing activities or pursuing a claim in relation to Lufthansa's own lost profits. That election has not yet been made by Lufthansa and there is currently no date set for it to make this election. However, as we have concluded a loss is probable and reasonably estimable based upon the information currently available to AES, we have estimated damages of approximately $6.2 million, plus accrued interest of approximately $1.1 million, for AES and its indemnified customers. Interest will accrue until final payment to Lufthansa. Approximately $7.3 million is reflected for this matter as a liability in the Consolidated Balance Sheet as of December 31, 2021, and has been recorded within Selling, General & Administrative Expenses in the accompanying Consolidated Statement of Operations for the year then ended. This amount is subject to change as additional data is received and evaluated, and as additional information regarding the damages methodology is claimed by Lufthansa in advance of the damages trial. We currently believe it is unlikely that the UK damages claim will be completed and the damages and related interest will be paid before December 31, 2022. Therefore, the liability related to this matter, totaling $7.3 million, is classified within Other Liabilities (non-current) in the Consolidated Balance Sheets at December 31, 2021. Separate from any such damages Lufthansa may seek in connection with the UK infringement decision discussed above, as a result of the first instance judgement in their favor, Lufthansa was entitled to reimbursement from AES of a proportion of its legal expenditures in the UK case. An interim reimbursement of approximately $1.3 million was paid to Lufthansa in August 2020. The associated expense was recorded in the Consolidated Statements of Operations in the year ended December 31, 2020 within Selling, General & Administrative Expenses. As a result of the appeal decision, Lufthansa will be entitled to reimbursement from AES of a larger proportion of its first instance legal expenditures, as well as a portion of its legal expenditures associated with the appeal. We have recorded an estimated liability of approximately $1.0 million in our Consolidated Balance Sheet at December 31, 2021. The associated expense is recorded within Selling, General & Administrative Expenses in the Consolidated Statement of Operations for the year then ended. It is likely that such amount will be payable within the next twelve months, and as such, the liability has been classified as a current liability in the accompanying Consolidated Balance Sheets within Other Accrued Expenses at December 31, 2021. Each of the German, France and UK claims are separate and distinct. Validity and infringement of the Lufthansa patent in each country is a matter for the courts in each of these countries, whose laws differ from each other. In addition, the principles of calculating damages in each jurisdiction differ substantially. Therefore, the Company has assessed each matter separately and cannot apply the same calculation methodology as in the German direct and indirect matters. However, it is reasonably possible that additional damages and interest could be incurred if the appellate court in France was to rule in favor of Lufthansa, or if damages in the UK matter are calculated on a different basis than our estimate or using information not currently available. Other On March 23, 2020, Teradyne, Inc. filed a complaint against the Company and its subsidiary, Astronics Test Systems (“ATS”) (together, “the Defendants”) in the United States District Court for the Central District of California alleging patent and copyright infringement, and certain other related claims. The Defendants moved to dismiss certain claims from the case. On November 6, 2020, the Court dismissed the Company from the case, and also dismissed a number of claims, though the patent and copyright infringement claims remain. The case is currently in discovery. In addition, on December 21, 2020, ATS filed a petition for inter partes review (“IPR”) with the US Patent Trial and Appeal Board (“PTAB”), seeking to invalidate the subject patent, and on July 21, 2021, the PTAB instituted IPR. ATS requested and, on August 26, 2021, the District Court granted, a stay of litigation during the IPR proceeding. The parties are currently engaged in IPR briefing before the PTAB and oral argument before the PTAB is scheduled for April 21, 2022. A decision on the IPR is expected in July 2022. The parties are waiting to learn whether the PTAB will institute the proceeding. No amounts have been accrued for this matter in the December 31, 2021 or 2020 financial statements, as loss exposure was neither probable nor estimable at such times. Other than these proceedings, we are not party to any significant pending legal proceedings that management believes will result in a material adverse effect on our financial condition or results of operations. |
SEGMENTS
SEGMENTS | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
SEGMENTS | SEGMENTS Segment information and reconciliations to consolidated amounts for the years ended December 31 are as follows: (In thousands) 2021 2020 2019 Sales: Aerospace $ 365,261 $ 418,079 $ 692,614 Less Inter-segment Sales (23) (91) (5) Total Aerospace Sales 365,238 417,988 692,609 Test Systems 80,027 85,589 80,495 Less Inter-segment Sales (357) (990) (402) Test Systems 79,670 84,599 80,093 Total Consolidated Sales $ 444,908 $ 502,587 $ 772,702 Operating (Loss) Profit and Margins: Aerospace $ (8,614) $ (89,833) $ 16,657 (2.4) % (21.5) % 2.4 % Test Systems (3,765) 5,549 4,494 (4.7) % 6.6 % 5.6 % Total Operating (Loss) Profit $ (12,379) $ (84,284) $ 21,151 (2.8) % (16.8) % 2.7 % Additions to (Deductions from) Operating Profit: Net Gain on Sale of Businesses $ 10,677 $ — $ 78,801 Interest Expense, Net of Interest Income (6,804) (6,741) (6,141) Corporate and Other Expenses, Net (18,454) (21,385) (25,508) (Loss) Income before Income Taxes $ (26,960) $ (112,410) $ 68,303 Depreciation and Amortization: Aerospace $ 23,349 $ 25,624 $ 27,879 Test Systems 5,022 5,577 4,534 Corporate 634 653 636 Total Depreciation and Amortization $ 29,005 $ 31,854 $ 33,049 Assets: Aerospace $ 458,334 $ 484,885 Test Systems 105,335 105,079 Corporate 45,469 29,781 Total Assets $ 609,138 $ 619,745 Capital Expenditures: Aerospace $ 4,932 $ 6,494 $ 11,552 Test Systems 1,082 952 380 Corporate 20 13 151 Total Capital Expenditures $ 6,034 $ 7,459 $ 12,083 Operating (loss) profit is sales less cost of products sold and other operating expenses, excluding interest expense and other corporate expenses. Cost of products sold and other operating expenses are directly identifiable to the respective segment. Operating (loss) profit in the Aerospace segment in 2020 and 2019 included goodwill impairment and restructuring charges, discussed in Note 7 and Note 23, respectively. The following table summarizes the Company’s sales into the following geographic regions for the years ended December 31: (In thousands) 2021 2020 2019 United States $ 350,428 $ 377,218 $ 583,589 North America (excluding United States) 6,990 7,656 12,585 Asia 21,089 27,579 40,764 Europe 62,138 85,306 130,227 South America 1,082 1,788 862 Other 3,181 3,040 4,675 Total $ 444,908 $ 502,587 $ 772,702 The following table summarizes the Company’s property, plant and equipment by country for the years ended December 31: (In thousands) 2021 2020 United States $ 85,681 $ 95,281 France 7,688 9,109 India 936 1,223 Canada 931 1,065 Total $ 95,236 $ 106,678 Sales recorded by the Company’s foreign operations were $36.6 million, $52.3 million and $85.9 million in 2021, 2020 and 2019, respectively. Net loss from these locations was $3.8 million and $6.6 million in 2021 and 2020, respectively, and net income was $8.6 million in 2019. Net assets held outside of the U.S. total $40.5 million and $63.3 million at December 31, 2021 and 2020, respectively. The exchange gain included in determining net income was insignificant in 2021 and 2020, and the exchange loss was insignificant in 2019. Cumulative translation adjustments amounted to $5.4 million and $4.5 million at December 31, 2021 and 2020, respectively. The Company had a significant concentration of business in 2021 with The Boeing Company (“Boeing”), and had a significant concentration with both Boeing and Panasonic Aviation Corporation (“Panasonic”) in prior years. Sales to Boeing and Panasonic are primarily in the Aerospace segment. The following is information relating to the activity with those customers: 2021 2020 2019 Percent of Consolidated Sales Boeing 10.0% 9.5% 13.6% Panasonic * 11.1% 13.0% (In thousands) 2021 2020 Accounts Receivable at December 31, Boeing $ 14,545 $ 6,490 Panasonic * $ 4,083 * Sales to Panasonic represented less than 10% of total consolidated sales in 2021. |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
ACQUISITIONS | ACQUISITIONS Diagnosys Inc. and its affiliates On October 4, 2019, the Company acquired the stock of the primary operating subsidiaries as well as certain other assets from mass transit and defense market test solution provider, Diagnosys Test Systems Limited for $7.0 million in cash, plus an earnout estimated at a fair value of $2.5 million at acquisition. The terms of the acquisition allow for a potential earnout of up to an additional $13.0 million over the next three years based on achievement of new order levels of over $72.0 million during that period. No earnout is expected to be payable based on actual and expected order levels. The acquired business has operations in Westford, Massachusetts as well as Ferndown, England, and an engineering center of excellence in Bangalore, India. Diagnosys is included in our Test Systems segment. Diagnosys is a developer and manufacturer of comprehensive automated test equipment providing test, support, and repair of high value electronics, electro-mechanical, pneumatic and printed circuit boards focused on the global mass transit and defense markets. The purchase price allocation for this acquisition has been finalized. Purchased intangible assets and goodwill are not deductible for tax purposes. This transaction was not considered material to the Company’s financial position or results of operations. Freedom Communication Technologies, Inc. On July 1, 2019, the Company acquired all of the issued and outstanding capital stock of Freedom Communication Technologies, Inc. Freedom, located in Kilgore, Texas, is a leader in wireless communication testing, primarily for the civil land mobile radio market. Freedom is included in our Test Systems segment. The total consideration for the transaction was $21.8 million, net of $0.6 million in cash acquired. The purchase price allocation for this acquisition has been finalized. Purchased intangible assets and goodwill are not deductible for tax purposes. This transaction was not considered material to the Company’s financial position or results of operations. |
DIVESTITURE ACTIVITIES
DIVESTITURE ACTIVITIES | 12 Months Ended |
Dec. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DIVESTITURE ACTIVITIES | DIVESTITURE ACTIVITIES Semiconductor Test Business On February 13, 2019, the Company completed the divestiture of its semiconductor business within the Test Systems segment. The business was not core to the future of the Test Systems segment. The total proceeds received for the sale amounted to $103.8 million. The Company recorded a pre-tax gain on the sale of approximately $80.1 million in the first quarter of 2019. The income tax expense relating to the gain was $19.7 million. The transaction also includes two elements of contingent earnouts. The “First Earnout” is calculated based on a multiple of all future sales of existing and certain future derivative products to existing and future customers in each annual period from 2019 through 2022. The First Earnout may not exceed $35.0 million in total. The “Second Earnout” is calculated based on a multiple of future sales related to an existing product and program with an existing customer exceeding an annual threshold for each annual period from 2019 through 2022. The Second Earnout is not capped. For the Second Earnout, if the applicable sales in an annual period do not exceed the annual threshold, no amounts will be paid relative to such annual period; the sales in such annual period do not carry over to the next annual period. Due to the degree of uncertainty associated with estimating the future sales levels of the divested business and its underlying programs, and the lack of reliable predictive market information, the Company has elected an accounting policy to recognize such earnout proceeds, if received, as additional gain on sale when such proceeds are realized or realizable. We consider the proceeds realizable when we have received communication from the purchaser of its calculation of the earnout and the parties reach agreement on the calculation. No amounts were payable to the Company under either earnout for the calendar 2019 earnout. The Company agreed to an earnout payment of $10.7 million for the calendar 2020 earnout, which was recorded in the fourth quarter of 2021 as Other Income and was paid to the Company in early January 2022. On February 14, 2022, the Company was notified by the purchaser that they have calculated $11.2 million as being payable for the calendar 2021 earnout. We are in the process of reviewing the calculation, and expect to record the additional gain on the sale, and receive the payment, in the first quarter of 2022. Airfield Lighting Product Line On July 12, 2019, the Company sold intellectual property and certain assets associated with its Airfield Lighting product line for $1.0 million in cash. The Airfield Lighting product line, part of the Aerospace segment, was not core to the business and represented less than 1% of revenue. The Company recorded a pre-tax loss on the sale of approximately $1.3 million. This amount is reported in the Consolidated Statements of Operations in Net Gain on Sales of Businesses in the year ended December 31, 2019. Other Disposal Activity On October 6, 2021, as part of a planned consolidation effort, the Company sold one of its Aerospace facilities for $9.2 million. Net cash proceeds were approximately $8.8 million. A gain on sale of approximately $5.0 million was recorded in the Consolidated Statements of Operations in Net Gain on Sale of Facility in the year ended December 31, 2021. In 2020 the Company sold certain facilities within the Aerospace segment for $1.5 million in cash. The net gain on the sale was insignificant. |
IMPAIRMENTS, RESTRUCTURING AND
IMPAIRMENTS, RESTRUCTURING AND OTHER CHARGES | 12 Months Ended |
Dec. 31, 2021 | |
Restructuring and Related Activities [Abstract] | |
IMPAIRMENTS, RESTRUCTURING AND OTHER CHARGES | IMPAIRMENTS, RESTRUCTURING AND OTHER CHARGES Goodwill Impairment The 2021 goodwill impairment test resulted in no impairment to the carrying value of goodwill in any of the Company’s reporting units and no impairment charge was recognized in 2021. See Note 7 for discussion of the $86.3 million and $1.6 million of goodwill impairments charges in 2020 and 2019, respectively, within the Aerospace segment. Such amounts are reported within the Impairment Loss line of the Consolidated Statements of Operations in the respective year. Restructuring Activities In the fourth quarter of 2019, in an effort to reduce the significant operating losses at our AeroSat business, we initiated a restructuring plan to reduce costs and minimize losses of our AeroSat antenna business. The plan narrows the initiatives for the AeroSat business to focus primarily on near-term opportunities pertaining to business jet connectivity. The plan has a downsized manufacturing operation remaining in New Hampshire, with significantly reduced personnel and operating expenses. As a result of the restructuring plan, the Company’s total non-cash asset write-downs and impairment charges recorded in the fourth quarter of 2019 (including the goodwill impairment described above and a $9.5 million impairment of long-lived assets) amounted to $23.6 million. Restructuring charges of $5.2 million comprised of employee termination benefits and non-cancelable inventory purchase commitments in the future for inventory which is not expected to be purchased prior to the expiration date of such agreements as a result of the restructuring plan were also recorded in 2019. The Company incurred an impairment charge to ROU assets of approximately $0.7 million during 2020. Additional charges of $0.2 million and $0.4 million associated with restructuring at AeroSat were recorded during 2021 and 2020, respectively. All such charges were included in the Aerospace segment. The COVID-19 pandemic has significantly impacted the global economy, and particularly the aerospace industry, resulting in reduced expectations of the Company’s anticipated future operating results. As a result, the Company executed restructuring activities in the form of workforce reduction, primarily in the second quarter of 2020, to align capacity with expected demand. Accordingly, restructuring charges of $4.9 million in severance expense associated primarily with the Aerospace segment were recorded in 2020. Additional restructuring charges of $0.6 million occurred during 2021 to align the workforce to expected activities and to consolidate certain facilities. $0.3 million of current year severance expense was related with the Aerospace segment and $0.3 million was related with the Test Systems segment. Any future restructuring actions will depend upon market conditions, customer actions and other factors. The above restructuring and impairment charges are presented in the Consolidated Statements of Operations for the years ended December 31 as follows: (In thousands) 2021 2020 2019 Cost of Products Sold $ 221 $ 280 $ 15,397 Selling, General and Administrative Expenses 577 5,047 2,356 Impairment Loss — 87,016 11,083 Total Restructuring and Impairment Charges $ 798 $ 92,343 $ 28,836 The following table reconciles the beginning and ending liability for restructuring charges: (In thousands) 2021 2020 2019 Balance as of January 1 $ 5,631 $ 5,190 $ — Restructuring Charges Recognized 798 5,327 5,190 Cash Paid (4,029) (4,886) — Balance as of December 31 $ 2,400 $ 5,631 $ 5,190 Financial Instrument Impairment |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2021 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | SCHEDULE II Valuation and Qualifying Accounts Year Description Balance at the Beginning of Period Additions Charged to Cost and Expense Write-Offs/Other Balance at End of Period (In thousands) 2021 Allowance for Estimated Credit Losses $ 3,218 $ 90 $ (125) $ 3,183 Reserve for Excess and Obsolete Inventories $ 33,410 $ 3,852 $ (3,487) $ 33,775 Deferred Tax Valuation Allowance $ 37,168 $ 7,100 $ (749) $ 43,519 2020 Allowance for Estimated Credit Losses $ 3,559 $ 1,913 $ (2,254) $ 3,218 Reserve for Excess and Obsolete Inventories $ 33,606 $ 4,166 $ (4,362) $ 33,410 Deferred Tax Valuation Allowance $ 13,303 $ 23,152 $ 713 $ 37,168 2019 Allowance for Estimated Credit Losses $ 1,486 $ 2,144 $ (71) $ 3,559 Reserve for Excess and Obsolete Inventories $ 20,826 $ 14,803 $ (2,023) $ 33,606 Deferred Tax Valuation Allowance $ 8,098 $ 5,205 $ — $ 13,303 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES AND PRACTICES (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Description of Business | Description of the Business Astronics Corporation (“Astronics” or the “Company”) is a leading provider of advanced technologies to the global aerospace, defense and electronics industries. Our products and services include advanced, high-performance electrical power generation, distribution and motion systems, lighting and safety systems, avionics products, systems and certification, aircraft structures and automated test systems. We have principal operations in the United States (“U.S.”), Canada, France and England, as well as engineering offices in the Ukraine and India. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated. Acquisitions are accounted for under the acquisition method and, accordingly, the operating results for the acquired companies are included in the Consolidated Statements of Operations from the respective dates of acquisition. |
Cost of Products Sold, Engineering and Development and Selling, General and Administrative Expenses | Cost of Products Sold, Engineering and Development and Selling, General and Administrative ExpensesCost of products sold includes the costs to manufacture products such as direct materials and labor and manufacturing overhead as well as all engineering and developmental costs. The Company is engaged in a variety of engineering and design activities as well as basic research and development activities directed to the substantial improvement or new application of the Company’s existing technologies. These costs are expensed when incurred and included in cost of products sold. Research and development, design and related engineering expenses amounted to $85.3 million in 2021, $86.8 million in 2020 and $108.9 million in 2019. SG&A expenses include costs primarily related to our sales, marketing and administrative departments. Shipping and Handling Shipping and handling costs are included in costs of products sold. |
Equity-Based Compensation | Equity-Based Compensation The Company accounts for its stock options following Accounting Standards Codification (“ASC”) Topic 718, Compensation – Stock Compensation (“ASC Topic 718”). This Topic requires all equity-based payments to employees, including grants of employee stock options and restricted stock units (“RSU's”), to be recognized in the statement of earnings based on the grant date fair value of the award. For awards with graded vesting, the Company uses a straight-line method of attributing the value of stock-based compensation expense, subject to minimum levels of expense, based on vesting. The Company accounts for forfeitures as they occur. Under ASC Topic 718, stock compensation expense recognized during the period is based on the value of the portion of share-based payment awards that is ultimately expected to vest during the period. Equity-based compensation expense is included in SG&A expenses. |
Cash and Cash Equivalents | Cash and Cash Equivalents All highly liquid instruments with a maturity of three months or less at the time of purchase are considered cash equivalents. |
Accounts Receivable and Allowance for Estimated Credit Losses | Accounts Receivable and Allowance for Estimated Credit Losses Accounts receivable are composed of trade and contract receivables recorded at either the invoiced amount or costs in excess of billings, are expected to be collected within one year, and do not bear interest. The Company records a valuation allowance to account for estimated credit losses. The estimate for credit losses is based on the Company’s assessment of the collectability of customer accounts. The Company regularly reviews the allowance by considering factors such as the age of the receivable balances, historical experience, credit quality, current economic conditions, and reasonable and supportable forecasts of future economic conditions that may affect a customer’s ability to pay. Balances are written off when determined to be uncollectible. The Company's exposure to credit losses may increase if its customers are adversely affected by global economic recessions, disruption associated with the current COVID-19 pandemic, industry conditions, or other customer-specific factors. Although the Company has historically not experienced significant credit losses, it is possible that there could be a material adverse impact from potential adjustments of the carrying amount of trade receivables and contract assets as airlines and other aerospace company’s cash flows are impacted by the COVID-19 pandemic. |
Inventories | Inventories We record our inventories at the lower of cost or net realizable value. We determine the cost basis of our inventory on a first-in, first-out or weighted average basis using a standard cost methodology that approximates actual cost. The Company records reserves to provide for excess, slow moving or obsolete inventory. In determining the appropriate reserve, the Company considers the age of inventory on hand, the overall inventory levels in relation to forecasted demands as well as reserving for specifically identified inventory that the Company believes is no longer salable or whose value has diminished. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are recorded at cost less accumulated depreciation. Depreciation of property, plant and equipment (“PP&E”) is computed using the straight-line method for financial reporting purposes and using accelerated methods for income tax purposes. Estimated useful lives of the assets are as follows: buildings, 25-40 years; machinery and equipment, 4-10 years. Leased buildings and associated leasehold improvements are amortized over the shorter of the terms of the lease or the estimated useful lives of the assets, with the amortization of such assets included within depreciation expense. The cost of properties sold or otherwise disposed of and the accumulated depreciation thereon are eliminated from the accounts and the resulting gain or loss, as well as maintenance and repair expenses, is reflected within operating income. Replacements and improvements are capitalized. |
Long-Lived Assets | Long-Lived Assets Long-lived assets to be held and used are initially recorded at cost. The carrying value of these assets is evaluated for recoverability whenever adverse effects or changes in circumstances indicate that the carrying amount may not be recoverable. Impairments are recognized if future undiscounted cash flows from operations are not expected to be sufficient to recover long-lived assets. The carrying amounts are then reduced to fair value, which is typically determined by using a discounted cash flow model. In conjunction with the deteriorating economic conditions associated with the COVID-19 pandemic, we recorded an impairment charge to right-of-use assets of approximately $0.7 million incurred in one reporting unit in the Aerospace segment within the Impairment Loss line in the Consolidated Statements of Operations in 2020. Additionally, we recorded a long-lived asset impairment charge of approximately $9.5 million in 2019 related to PP&E, intangible assets and right-of-use assets in conjunction with the AeroSat restructuring. See Note 23 for further information regarding the restructuring and impairment charges. Assets held for sale are to be reported at lower of its carrying amount or fair value less cost to sell. Judgment is required in estimating the sales price of assets held for sale and the time required to sell the assets. These estimates are based upon available market data and operating cash flows of the assets held for sale. During the fourth quarter of 2021, we sold a facility resulting in a gain of $5.0 million. Refer to Note 22. |
Goodwill | Goodwill The Company tests goodwill at the reporting unit level on an annual basis or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. We may elect to perform a qualitative assessment that considers economic, industry and company-specific factors for all or selected reporting units. If, after completing the assessment, it is determined that it is more likely than not that the fair value of a reporting unit is less than its carrying value, we proceed to a quantitative test. We may also elect to perform a quantitative test instead of a qualitative test for any or all of our reporting units. Quantitative testing requires a comparison of the fair value of each reporting unit to its carrying value. We use the discounted cash flow method to estimate the fair value of our reporting units. The discounted cash flow method incorporates various assumptions, the most significant being projected sales growth rates, operating margins and cash flows, the terminal growth rate and the weighted average cost of capital. If the carrying value of the reporting unit exceeds its fair value, the shortfall up to the carrying value of the goodwill represents the amount of goodwill impairment. |
Intangible Assets | Intangible Assets The estimated fair values of acquired intangibles are generally determined based upon future economic benefits such as earnings and cash flows. Acquired identifiable intangible assets are recorded at fair value and are amortized over their estimated useful lives. Acquired intangible assets with an indefinite life are not amortized, but are reviewed for impairment at least annually or more frequently whenever events or changes in circumstances indicate that the carrying amounts of those assets are below their estimated fair values. Impairment is tested under ASC Topic 350, Intangibles - Goodwill and Other, |
Financial Instruments | Financial Instruments The Company’s financial instruments consist primarily of cash and cash equivalents, accounts receivable, accounts payable and long-term debt. The Company performs periodic credit evaluations of its customers’ financial condition and generally does not require collateral. The Company does not hold or issue financial instruments for trading purposes. Due to their short-term nature, the carrying values of cash and equivalents, accounts receivable and accounts payable approximate fair value. The carrying value of the Company’s variable rate long-term debt instruments also approximates fair value due to the variable rate feature of these instruments. From time to time, the Company makes long-term, strategic equity investments in companies to promote business and strategic objectives. These investments as classified within Other Assets in the Consolidated Balance Sheets. For investments requiring equity method accounting, we recognize our share of the investee’s earnings or losses within Other Expense, Net of Other Income in the Consolidated Statements of Operations. Such amounts were immaterial in 2021, 2020 and 2019. For investments not requiring equity method accounting, if the investment has no readily determinable fair value, we have elected the practicability exception of ASU 2016-01, under which the investment is measured at cost, less impairment, plus or minus observable price changes from orderly transactions of an identical or similar investment of the same issuer. In 2020, the Company determined there were indicators of impairment over one of its investments as a result of the investee’s deteriorating operating performance and limited access to capital. We determined that the fair value of this investment was de minimis and a full impairment charge of $3.5 million was recorded within Other Expense, Net of Other Income in the |
Deferred Tax Asset Valuation Allowance | Deferred Tax Asset Valuation Allowance As a result of the COVID-19 pandemic and its adverse effects on the global economy and aerospace industry that began to take shape in the first quarter of fiscal 2020, the Company generated a significant taxable loss for the year ended December 31, 2020, which can be carried back under the CARES Act to recover previously paid income taxes. The Company records a valuation allowance against the deferred tax assets if and to the extent it is more likely than not that the Company will not recover the deferred tax assets. In evaluating the need for a valuation allowance, the Company weights all relevant positive and negative evidence, and considers among other factors, historical financial performance, projected future taxable income, scheduled reversals of deferred tax liabilities, the overall business environment, and tax planning strategies. Losses in recent periods and cumulative pre-tax losses in the three-year period ending with the current year, combined with the significant uncertainty brought about by the COVID-19 pandemic, is collectively considered significant negative evidence under ASC 740 when assessing whether an entity can use projected income as a basis for concluding that deferred tax assets are realizable on a more-likely-than-not basis. For purposes of assessing the recoverability of deferred tax assets, the Company determined that it could not include future projected earnings in the analysis due to recent history of losses and therefore had insufficient objective positive evidence that the Company will generate sufficient future taxable income to overcome the negative evidence of cumulative losses. Accordingly, during the years ended December 31, 2021 and 2020, the Company determined that a portion of its deferred tax assets are not expected to be realizable in the future. As a result, the Company recorded a valuation allowance against its U.S. federal deferred tax assets of approximately $6.0 million and $23.3 million during the years ended December 31, 2021 and 2020 respectively. In addition, during the year ended December 31, 2021, the Company recorded a valuation allowance against certain foreign deferred tax assets of approximately $1.3 million. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities and the reported amounts of sales and expenses during the reporting periods in the financial statements and accompanying notes. Actual results could differ from those estimates. |
Foreign Currency Translation | Foreign Currency Translation The Company accounts for its foreign currency translation in accordance with ASC Topic 830, Foreign Currency Translation |
Dividends | Dividends The Company has not paid any cash dividends in the three-year period ended December 31, 2021. |
Loss Contingencies | Loss ContingenciesLoss contingencies may from time to time arise from situations such as claims and other legal actions. Loss contingencies are recorded as liabilities when it is probable that a liability has been incurred and the amount of the loss is reasonably estimable. In all other instances, legal fees are expensed as incurred. Disclosure is required when there is a reasonable possibility that the ultimate loss will exceed the recorded provision. Contingent liabilities are often resolved over long time periods. In recording liabilities for probable losses, management is required to make estimates and judgments regarding the amount or range of the probable loss. Management continually assesses the adequacy of estimated loss contingencies and, if necessary, adjusts the amounts recorded as better information becomes known. |
Acquisitions | Acquisitions The Company accounts for its acquisitions under ASC Topic 805, Business Combinations and Reorganizations |
Newly Adopted and Recent Accounting Pronouncements | Newly Adopted and Recent Accounting Pronouncements Recent Accounting Pronouncements Adopted Standard Description Financial Statement Effect or Other Significant Matters ASU No. 2018-14 Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20) The standard includes updates to the disclosure requirements for defined benefit plans including several additions, deletions and modifications to the disclosure requirements. The provisions of this ASU are effective for years beginning after December 15, 2020, with early adoption permitted. This ASU did not have a significant impact on our consolidated financial statements, as it only includes changes to disclosure requirements. Date of adoption: Q1 2021 ASU No. 2019-12 Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes The amendments in this update simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and improve consistent application by clarifying and amending existing guidance. The amendments of this standard are effective for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. Early adoption is permitted, including adoption in any interim period for which financial statements have not been issued, with the amendments to be applied on a respective, modified retrospective or prospective basis, depending on the specific amendment. This ASU simplified the accounting for income taxes by, among other things, eliminating certain existing exceptions related to the general approach in ASC 740 relating to franchise taxes, reducing complexity in the interim-period accounting for year-to-date loss limitations and changes in tax laws, and clarifying the accounting for transactions outside of business combination that result in a step-up in the tax basis of goodwill. As we do not have material activity associated with items such as franchise taxes or the types of transactions described above, we did not have any significant impact from relevant loss limitations and are not currently addressing enacted tax law changes for which this ASU applies. This ASU did not have a material impact on its consolidated results of operations and financial condition. Date of adoption: Q1 2021 ASU No. 2021-10 Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance This ASU is a new topic issued to increase the transparency for government assistance transactions and disclosures due to a lack of specific authoritative guidance in GAAP. This ASU requires disclosures about government assistance in the notes to the financial statements that will provide comparable and transparent information to investors and other financial statement users to enable them to understand an entity’s financial results and prospects of future cash flows. This ASU is effective for annual periods beginning after December 15, 2021, with early adoption permitted. This ASU did not have a significant impact on our consolidated financial statements, as it only includes changes to disclosure requirements. Date of adoption: Q4 2021 Recent Accounting Pronouncements Not Yet Adopted Standard Description Financial Statement Effect or Other Significant Matters ASU No. 2021-08 Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers This amendment requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with Topic 606, Revenue from Contracts with Customers , as if it had originated the contracts. Under the current business combinations guidance, such assets and liabilities are recognized by the acquirer at fair value on the acquisition date. The standard will not impact acquired contract assets or liabilities from business combinations occurring prior to the adoption date. This ASU is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The impact of adoption on the Company's consolidated financial statements will be prospective only and depend on the magnitude of future business acquisitions. Planned date of adoption: Q1 2023 We consider the applicability and impact of all ASUs. ASUs not listed above were assessed and determined to be either not applicable, or had and are expected to have minimal impact on our financial statements an d related disclosures. |
IMPAIRMENTS, RESTRUCTURING AN_2
IMPAIRMENTS, RESTRUCTURING AND OTHER CHARGES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Impairment Charges | The above restructuring and impairment charges are presented in the Consolidated Statements of Operations for the years ended December 31 as follows: (In thousands) 2021 2020 2019 Cost of Products Sold $ 221 $ 280 $ 15,397 Selling, General and Administrative Expenses 577 5,047 2,356 Impairment Loss — 87,016 11,083 Total Restructuring and Impairment Charges $ 798 $ 92,343 $ 28,836 The following table reconciles the beginning and ending liability for restructuring charges: (In thousands) 2021 2020 2019 Balance as of January 1 $ 5,631 $ 5,190 $ — Restructuring Charges Recognized 798 5,327 5,190 Cash Paid (4,029) (4,886) — Balance as of December 31 $ 2,400 $ 5,631 $ 5,190 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES AND PRACTICES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
COVID-19 Related Government Assistance | The following table presents the COVID-19 related government assistance, including AMJP, recorded during the years ended December 31, 2021 and 2020: Year Ended December 31, (In thousands) 2021 2020 Cost of Products Sold $ 10,682 $ 2,383 Selling, General and Administrative Expenses 228 278 Total $ 10,910 $ 2,661 |
Summary of Recent Accounting Pronouncements | Recent Accounting Pronouncements Adopted Standard Description Financial Statement Effect or Other Significant Matters ASU No. 2018-14 Compensation - Retirement Benefits - Defined Benefit Plans - General (Subtopic 715-20) The standard includes updates to the disclosure requirements for defined benefit plans including several additions, deletions and modifications to the disclosure requirements. The provisions of this ASU are effective for years beginning after December 15, 2020, with early adoption permitted. This ASU did not have a significant impact on our consolidated financial statements, as it only includes changes to disclosure requirements. Date of adoption: Q1 2021 ASU No. 2019-12 Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes The amendments in this update simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and improve consistent application by clarifying and amending existing guidance. The amendments of this standard are effective for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. Early adoption is permitted, including adoption in any interim period for which financial statements have not been issued, with the amendments to be applied on a respective, modified retrospective or prospective basis, depending on the specific amendment. This ASU simplified the accounting for income taxes by, among other things, eliminating certain existing exceptions related to the general approach in ASC 740 relating to franchise taxes, reducing complexity in the interim-period accounting for year-to-date loss limitations and changes in tax laws, and clarifying the accounting for transactions outside of business combination that result in a step-up in the tax basis of goodwill. As we do not have material activity associated with items such as franchise taxes or the types of transactions described above, we did not have any significant impact from relevant loss limitations and are not currently addressing enacted tax law changes for which this ASU applies. This ASU did not have a material impact on its consolidated results of operations and financial condition. Date of adoption: Q1 2021 ASU No. 2021-10 Government Assistance (Topic 832): Disclosures by Business Entities about Government Assistance This ASU is a new topic issued to increase the transparency for government assistance transactions and disclosures due to a lack of specific authoritative guidance in GAAP. This ASU requires disclosures about government assistance in the notes to the financial statements that will provide comparable and transparent information to investors and other financial statement users to enable them to understand an entity’s financial results and prospects of future cash flows. This ASU is effective for annual periods beginning after December 15, 2021, with early adoption permitted. This ASU did not have a significant impact on our consolidated financial statements, as it only includes changes to disclosure requirements. Date of adoption: Q4 2021 Recent Accounting Pronouncements Not Yet Adopted Standard Description Financial Statement Effect or Other Significant Matters ASU No. 2021-08 Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers This amendment requires contract assets and contract liabilities acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with Topic 606, Revenue from Contracts with Customers , as if it had originated the contracts. Under the current business combinations guidance, such assets and liabilities are recognized by the acquirer at fair value on the acquisition date. The standard will not impact acquired contract assets or liabilities from business combinations occurring prior to the adoption date. This ASU is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The impact of adoption on the Company's consolidated financial statements will be prospective only and depend on the magnitude of future business acquisitions. Planned date of adoption: Q1 2023 |
REVENUE (Tables)
REVENUE (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Contract Assets and Liabilities | The following table presents the beginning and ending balances of contract assets and contract liabilities: (In thousands) Contract Assets Contract Liabilities Beginning Balance, January 1, 2021 $ 17,697 $ 28,641 Ending Balance, December 31, 2021 $ 25,941 $ 28,495 |
Disaggregation of Revenue | The following table presents our revenue disaggregated by Market Segments as of December 31 as follows: (In thousands) 2021 2020 2019 Aerospace Segment Commercial Transport $ 201,990 $ 262,636 $ 523,921 Military 70,312 67,944 76,542 Business Jet 56,673 60,437 67,541 Other 36,263 26,971 24,605 Aerospace Total 365,238 417,988 692,609 Test Systems Segment Semiconductor — 3,483 9,692 Aerospace & Defense 79,670 81,116 70,401 Test Systems Total 79,670 84,599 80,093 Total $ 444,908 $ 502,587 $ 772,702 The following table presents our revenue disaggregated by Product Lines as of December 31 as follows: (In thousands) 2021 2020 2019 Aerospace Segment Electrical Power & Motion $ 141,746 $ 179,245 $ 338,237 Lighting & Safety 103,749 118,928 185,462 Avionics 64,901 76,113 106,787 Systems Certification 13,050 6,899 14,401 Structures 5,529 9,832 23,117 Other 36,263 26,971 24,605 Aerospace Total 365,238 417,988 692,609 Test Systems 79,670 84,599 80,093 Total $ 444,908 $ 502,587 $ 772,702 |
ACCOUNTS RECEIVABLE (Tables)
ACCOUNTS RECEIVABLE (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Receivables [Abstract] | |
Summary of Accounts Receivable | Accounts receivable at December 31 consists of: (In thousands) 2021 2020 Trade Accounts Receivable $ 84,681 $ 78,577 Unbilled Recoverable Costs and Accrued Profits 25,941 17,697 Total Receivables, Gross 110,622 96,274 Less Allowance for Estimated Credit Losses (3,183) (3,218) Total Receivables, Net $ 107,439 $ 93,056 |
Summary of Allowance for Estimated Credit Losses Deducted from Accounts Receivable | The following table provides a roll-forward of the allowance for estimated credit losses that is deducted from accounts receivable to present the net amount expected to be collected at December 31: (In thousands) Balance at December 31, 2019 $ 3,559 Bad Debt Expense, Net of Recoveries 1,913 Write-off Charges Against the Allowance and Other Adjustments (2,254) Balance at December 31, 2020 $ 3,218 Bad Debt Expense, Net of Recoveries 90 Write-off Charges Against the Allowance and Other Adjustments (125) Balance at December 31, 2021 $ 3,183 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Summary of Inventories | Inventories at December 31 are as follows: (In thousands) 2021 2020 Finished Goods $ 28,579 $ 26,964 Work in Progress 22,954 21,987 Raw Material 106,043 108,108 Total Inventories $ 157,576 $ 157,059 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property, Plant and Equipment | Property, Plant and Equipment at December 31 are as follows: (In thousands) 2021 2020 Land $ 8,632 $ 9,891 Building and Improvements 70,566 75,493 Machinery and Equipment 121,960 119,444 Construction in Progress 5,680 5,843 Total Property, Plant and Equipment, Gross $ 206,838 $ 210,671 Less Accumulated Depreciation 111,602 103,993 Total Property, Plant and Equipment, Net $ 95,236 $ 106,678 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Acquired Intangible Assets | The following table summarizes acquired intangible assets at December 31 as follows: 2021 2020 (In thousands) Weighted Average Life Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Patents 11 years $ 2,146 $ 1,979 $ 2,146 $ 1,891 Non-compete Agreement 4 years 11,082 10,592 11,082 10,085 Trade Names 10 years 11,447 8,518 11,512 7,537 Completed and Unpatented Technology 9 years 47,932 30,441 48,043 25,766 Customer Relationships 15 years 142,276 69,033 142,478 60,096 Total Intangible Assets 12 years $ 214,883 $ 120,563 $ 215,261 $ 105,375 |
Summary of Future Amortization Expense for Intangible Assets | Based upon acquired intangible assets at December 31, 2021, amortization expense for each of the next five years is estimated to be: (In thousands) 2022 $ 14,911 2023 $ 13,878 2024 $ 12,856 2025 $ 10,935 2026 $ 9,533 |
GOODWILL (Tables)
GOODWILL (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Carrying Amount of Goodwill | The following table summarizes the changes in the carrying amount of goodwill at December 31 as follows: (In thousands) Aerospace Test Systems Total Balance at December 31, 2019 $ 123,038 $ 21,932 $ 144,970 Acquisitions and Divestitures — (298) (298) Impairment Charge (86,312) — (86,312) Foreign Currency Translations and Other (78) — (78) Balance at December 31, 2020 $ 36,648 $ 21,634 $ 58,282 Foreign Currency Translations and Other — — — Balance at December 31, 2021 $ 36,648 $ 21,634 $ 58,282 Goodwill, Gross $ 157,349 $ 21,634 $ 178,983 Accumulated Impairment Losses (120,701) — (120,701) Goodwill, Net $ 36,648 $ 21,634 $ 58,282 |
WARRANTY (Tables)
WARRANTY (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Guarantees [Abstract] | |
Summary of Activity in Warranty Accrual | Activity in the warranty accrual, which is included in other accrued expenses on the Consolidated Balance Sheets, is summarized as follows: (In thousands) 2021 2020 2019 Balance at Beginning of the Year $ 7,018 $ 7,660 $ 5,027 Warranty Liabilities Divested or Acquired — — (80) Warranties Issued 6,083 1,725 3,781 Reassessed Warranty Exposure (1,474) (1,029) 1,451 Warranties Settled (3,444) (1,338) (2,519) Balance at End of the Year $ 8,183 $ 7,018 $ 7,660 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Schedule of ROU Assets and Liabilities | The following is a summary of the Company's ROU assets and liabilities at December 31: (In thousands) 2021 2020 Operating Leases: Operating Right-of-Use Assets, Gross $ 30,318 $ 28,678 Less Accumulated Right-of-Use Asset Impairment 1,710 1,710 Less Accumulated Amortization 12,439 8,015 Operating Right-of-Use Assets, Net $ 16,169 $ 18,953 Short-term Operating Lease Liabilities $ 6,778 $ 4,998 Long-term Operating Lease Liabilities 12,018 16,637 Operating Lease Liabilities $ 18,796 $ 21,635 Finance Leases: Finance Right-of-Use Assets, Gross $ 177 $ 3,484 Less Accumulated Amortization 106 2,039 Finance Right-of-Use Assets, Net — Included in Other Assets $ 71 $ 1,445 Short-term Finance Lease Liabilities — Included in Other Accrued Expenses $ 72 $ 2,081 Long-term Finance Lease Liabilities — Included in Other Liabilities — 734 Finance Lease Liabilities $ 72 $ 2,815 |
Summary of Lease Costs and Cash Paid | The following is a summary of the Company's total lease costs as of December 31: (In thousands) 2021 2020 Finance Lease Cost: Amortization of ROU Assets $ 573 $ 1,020 Interest on Lease Liabilities 78 214 Total Finance Lease Cost 651 1,234 Operating Lease Cost 5,881 5,292 Impairment Charge of Operating Lease ROU Asset — 691 Variable Lease Cost 1,546 1,358 Short-term Lease Cost (excluding month-to-month) 271 175 Less Sublease and Rental Income (1,265) (1,437) Total Operating Lease Cost 6,433 6,079 Total Net Lease Cost $ 7,084 $ 7,313 The following is a summary of cash paid for amounts included in the measurement of lease liabilities as of December 31: (In thousands) 2021 2020 Operating Cash Flow for Finance Leases $ 78 $ 214 Operating Cash Flow for Operating Leases $ 6,711 $ 5,334 Financing Cash Flow for Finance Leases $ 901 $ 1,922 |
Summary of Maturity of Lease Liabilities, Operating Leases | The following is a summary of the Company's maturity of lease liabilities: (In thousands) Operating Leases Financing Leases 2022 $ 7,296 $ 72 2023 3,879 — 2024 2,886 — 2025 2,808 — 2026 1,210 — Thereafter 2,151 — Total Lease Payments $ 20,230 $ 72 Less: Interest 1,434 — Total Lease Liability $ 18,796 $ 72 |
Summary of Maturity of Lease Liabilities, Financing Leases | The following is a summary of the Company's maturity of lease liabilities: (In thousands) Operating Leases Financing Leases 2022 $ 7,296 $ 72 2023 3,879 — 2024 2,886 — 2025 2,808 — 2026 1,210 — Thereafter 2,151 — Total Lease Payments $ 20,230 $ 72 Less: Interest 1,434 — Total Lease Liability $ 18,796 $ 72 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Provision (Benefit) for Income Taxes | The provision for (benefit from) income taxes at December 31 consists of the following: (In thousands) 2021 2020 2019 Current U.S. Federal $ (1,713) $ (8,679) $ 23,798 State (667) (4,539) 4,471 Foreign 1,439 1,036 2,402 Current (941) (12,182) 30,671 Deferred U.S. Federal (237) 17,044 (16,250) State (87) (92) 727 Foreign (117) (1,399) 1,138 Deferred (441) 15,553 (14,385) Total $ (1,382) $ 3,371 $ 16,286 |
Effective Tax Rates Differ From Statutory Federal Income Tax Rate | The effective tax rates differ from the statutory federal income tax rate as follows: 2021 2020 2019 Statutory Federal Income Tax Rate 21.0 % 21.0 % 21.0 % Permanent Items Stock Compensation Expense (2.1) % (0.3) % (0.5) % Non Deductible Goodwill Impairment — % (10.2) % — % Contingent Consideration Liability Fair Value Adjustment 1.7 % — % — % Other (0.7) % — % 0.5 % Foreign Tax Rate Differential (2.7) % (1.0) % 1.4 % State Income Tax, Net of Federal Income Tax Effect 2.2 % 3.3 % 6.0 % Research and Development Tax Credits 12.8 % 2.2 % (4.6) % Change in Valuation Allowance (29.8) % (19.2) % 1.1 % Net GILTI and FDII Tax Benefit — % — % (1.2) % Foreign Tax Credit for Dividend Withholding 1.7 % — % — % Tax Rate Change on 2020 Federal Net Operating Loss Carryback 0.9 % 1.3 % — % Other 0.1 % (0.1) % 0.1 % Effective Tax Rate 5.1 % (3.0) % 23.8 % |
Significant Components of Company's Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities at December 31, are as follows: (In thousands) 2021 2020 Deferred Tax Assets: Asset Reserves $ 17,462 $ 18,189 Deferred Compensation 7,424 7,564 Section 163(j) - Interest Expense Limitation 891 — State Investment and Research and Development Tax Credit Carryforwards, Net of Federal Tax 4,674 866 Customer Advanced Payments and Deferred Revenue 1,301 2,216 Net Operating Loss Carryforwards and Other 15,617 11,244 Goodwill and Intangible Assets 1,082 2,069 ASC 606 Revenue Recognition 1,817 2,311 Lease Liabilities 4,178 5,545 Other 5,540 2,300 Total Gross Deferred Tax Assets 59,986 52,304 Valuation Allowance for Federal and State Deferred Tax Assets and Tax Credit Carryforwards, Net of Federal Tax (43,519) (37,168) Deferred Tax Assets 16,467 15,136 Deferred Tax Liabilities: Depreciation 9,393 10,166 ASC 606 Revenue Recognition - Section 481(a) Adjustment 1,030 928 Lease Assets 3,539 4,506 Earnout Income Accrual 2,603 — Other 1,050 1,186 Deferred Tax Liabilities 17,615 16,786 Net Deferred Tax Liabilities $ (1,148) $ (1,650) |
Components of Net Deferred Tax Assets and Liabilities | The net deferred tax assets and liabilities presented in the Consolidated Balance Sheets are as follows at December 31: (In thousands) 2021 2020 Other Assets — Long-term $ 273 $ 1,259 Deferred Tax Liabilities — Long-term (1,421) (2,909) Net Deferred Tax Liabilities $ (1,148) $ (1,650) |
Reconciliation of Total Amounts of Unrecognized Tax Benefits Excluding Interest and Penalties | A reconciliation of the total amounts of unrecognized tax benefits, excluding interest and penalties that, if recognized, would impact the effective tax rate, is as follows: (in thousands) 2021 2020 2019 Balance at Beginning of the Year $ 1,890 $ 2,565 $ 2,197 Decreases as a Result of Tax Positions Taken in Prior Years (478) (775) — Increases as a Result of Tax Positions Taken in the Current Year — 100 368 Balance at End of the Year $ 1,412 $ 1,890 $ 2,565 |
RETIREMENT PLANS AND RELATED _2
RETIREMENT PLANS AND RELATED POST RETIREMENT BENEFITS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |
Reconciliation of Beginning and Ending Balances of Projected Benefit Obligation | The reconciliation of the beginning and ending balances of the projected benefit obligation of the plans for the years ended December 31 is as follows: (In thousands) 2021 2020 Funded Status Projected Benefit Obligation Beginning of the Year — January 1 $ 31,730 $ 26,547 Service Cost 195 223 Interest Cost 764 836 Actuarial (Gain) Loss (1,838) 4,472 Benefits Paid (348) (348) End of the Year — December 31 $ 30,503 $ 31,730 |
Assumptions Used to Calculate the Post Retirement Benefit Obligation | The assumptions used to calculate the projected benefit obligation as of December 31 are as follows: 2021 2020 Discount Rate 2.75% 2.42% Future Average Compensation Increases 2.00% - 3.00% 0.00% - 2.00% |
Summary of the Components of Net Periodic Cost | The following table summarizes the components of the net periodic cost for the years ended December 31: (In thousands) 2021 2020 2019 Net Periodic Cost Service Cost — Benefits Earned During Period $ 195 $ 223 $ 181 Interest Cost 764 836 916 Amortization of Prior Service Cost 386 386 386 Amortization of Losses 1,292 648 300 Net Periodic Cost $ 2,637 $ 2,093 $ 1,783 |
Assumptions Used to Determine the Net Periodic Cost | The assumptions used to determine the net periodic cost are as follows: 2021 2020 2019 Discount Rate 2.42% 3.17% 4.20% Future Average Compensation Increases 2.00% - 3.00% 2.00% 2.00% |
SHAREHOLDERS_ EQUITY (Tables)
SHAREHOLDERS’ EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Components of Accumulated Other Comprehensive Loss | The components of accumulated other comprehensive loss are as follows: (In thousands) 2021 2020 Foreign Currency Translation Adjustments $ (5,407) $ (4,468) Retirement Liability Adjustment – Before Tax (11,370) (14,264) Tax Benefit 2,282 2,282 Retirement Liability Adjustment – After Tax (9,088) (11,982) Accumulated Other Comprehensive Loss $ (14,495) $ (16,450) |
Components of Other Comprehensive (Loss) Income | The components of other comprehensive income (loss) are as follows: (In thousands) 2021 2020 2019 Foreign Currency Translation Adjustments $ (939) $ 2,574 $ 114 Retirement Liability Adjustment 2,894 (3,396) (3,054) Tax Benefit — — 641 Retirement Liability Adjustment 2,894 (3,396) (2,413) Other Comprehensive Income (Loss) $ 1,955 $ (822) $ (2,299) |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share Computations | Earnings (loss) per share computations are based upon the following table: (In thousands, except per share data) 2021 2020 2019 Net (Loss) Income $ (25,578) $ (115,781) $ 52,017 Basic Earnings Weighted Average Shares 31,061 30,795 32,028 Net Effect of Dilutive Stock Options — — 431 Diluted Earnings Weighted Average Shares 31,061 30,795 32,459 Basic (Loss) Earnings Per Share $ (0.82) $ (3.76) $ 1.62 Diluted (Loss) Earnings Per Share $ (0.82) $ (3.76) $ 1.60 |
EQUITY COMPENSATION (Tables)
EQUITY COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Compensation Expense Information Based on Fair Value of Stock Options and RSUs | The following table provides compensation expense information based on the fair value of stock options and RSU's for the years ended December 31 as follows: (In thousands) 2021 2020 2019 Equity-based Compensation Expense $ 6,460 $ 5,184 $ 3,843 Tax Benefit (924) (709) (452) Equity-based Compensation Expense, Net of Tax $ 5,536 $ 4,475 $ 3,391 |
Summary of Weighted Average Fair Value of Options Granted | 2021 2020 2019 Weighted Average Fair Value of the Options Granted $ 7.05 $ — $ 11.93 |
Summary of Weighted-Average Assumptions | The weighted average fair value for these options was estimated at the date of grant using a Black-Scholes option pricing model with the following assumptions: 2021 2020 2019 Risk-free Interest Rate 0.45% – 1.52% —% 1.67% – 1.78% Dividend Yield —% —% —% Volatility Factor 0.58 — 0.39 Expected Life in Years 5 – 10 years — 5 – 7 years |
Summary of Company's Stock Option Activity and Related Information | A summary of the Company’s stock option activity and related information for the years ended December 31 is as follows: 2021 (Aggregate intrinsic value in thousands) Options Weighted Average Exercise Price Aggregate Intrinsic Value Outstanding at January 1 912,923 $ 25.50 $ — Options Granted 468,350 $ 12.64 $ — Options Exercised (30,853) $ 10.87 $ — Options Forfeited (86,762) $ 17.41 $ — Outstanding at December 31 1,263,658 $ 21.64 $ — Exercisable at December 31 662,576 $ 26.11 $ — |
Summary of Weighted Average Exercise Prices and Contractual Lives for Outstanding and Exercisable Stock Options | The following is a summary of weighted average exercise prices and contractual lives for outstanding and exercisable stock options as of December 31, 2021: Outstanding Exercisable Exercise Price Range Shares Weighted Average Remaining Life in Years Weighted Average Exercise Price Shares Weighted Average Remaining Life in Years Weighted Average Exercise Price $3.19 – $14.45 624,885 7.4 $ 11.96 156,534 0.9 $ 9.92 $22.69 – $35.82 629,646 5.4 $ 30.90 496,915 4.9 $ 30.85 $45.89 – $45.89 9,127 3.2 $ 45.89 9,127 3.2 $ 45.89 1,263,658 6.4 $ 21.64 662,576 3.9 $ 26.11 |
Fair Value for Options Granted under Employee Stock Purchase Plan | The fair value for the options granted under the Employee Stock Purchase Plan was estimated at the date of grant using a Black-Scholes option pricing model with the following assumptions: 2021 2020 2019 Risk-free Interest Rate 0.09 % 0.12 % 1.73 % Dividend Yield — % — % — % Volatility Factor 0.71 1.00 0.53 Expected Life in Years 1.0 1.0 1.0 |
SELECTED QUARTERLY FINANCIAL _2
SELECTED QUARTERLY FINANCIAL INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summarizes Selected Quarterly Financial Information | The following table summarizes selected quarterly financial information for 2021 and 2020: Quarter Ended (Unaudited) December 31, December 31, (In thousands, except for per share data) 2021 2020 Sales $ 116,052 $ 114,803 Gross Profit (Sales Less Cost of Products Sold) $ 18,464 $ 19,118 Net Gain on Sale of Facility $ 5,014 $ — Earnout on Previous Sale of Business $ 10,677 $ — Loss Before Income Taxes $ (151) $ (7,541) Net Income (Loss) $ 1,604 $ (19,985) Basic Earnings (Loss) Per Share $ 0.05 $ (0.65) Diluted Earnings (Loss) Per Share $ 0.05 $ (0.65) |
SEGMENTS (Tables)
SEGMENTS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Summary of Segment Reporting Information | Segment information and reconciliations to consolidated amounts for the years ended December 31 are as follows: (In thousands) 2021 2020 2019 Sales: Aerospace $ 365,261 $ 418,079 $ 692,614 Less Inter-segment Sales (23) (91) (5) Total Aerospace Sales 365,238 417,988 692,609 Test Systems 80,027 85,589 80,495 Less Inter-segment Sales (357) (990) (402) Test Systems 79,670 84,599 80,093 Total Consolidated Sales $ 444,908 $ 502,587 $ 772,702 Operating (Loss) Profit and Margins: Aerospace $ (8,614) $ (89,833) $ 16,657 (2.4) % (21.5) % 2.4 % Test Systems (3,765) 5,549 4,494 (4.7) % 6.6 % 5.6 % Total Operating (Loss) Profit $ (12,379) $ (84,284) $ 21,151 (2.8) % (16.8) % 2.7 % Additions to (Deductions from) Operating Profit: Net Gain on Sale of Businesses $ 10,677 $ — $ 78,801 Interest Expense, Net of Interest Income (6,804) (6,741) (6,141) Corporate and Other Expenses, Net (18,454) (21,385) (25,508) (Loss) Income before Income Taxes $ (26,960) $ (112,410) $ 68,303 Depreciation and Amortization: Aerospace $ 23,349 $ 25,624 $ 27,879 Test Systems 5,022 5,577 4,534 Corporate 634 653 636 Total Depreciation and Amortization $ 29,005 $ 31,854 $ 33,049 Assets: Aerospace $ 458,334 $ 484,885 Test Systems 105,335 105,079 Corporate 45,469 29,781 Total Assets $ 609,138 $ 619,745 Capital Expenditures: Aerospace $ 4,932 $ 6,494 $ 11,552 Test Systems 1,082 952 380 Corporate 20 13 151 Total Capital Expenditures $ 6,034 $ 7,459 $ 12,083 |
Summarizes the Company's Sales and Long-Lived Assets by Geographic Region | The following table summarizes the Company’s sales into the following geographic regions for the years ended December 31: (In thousands) 2021 2020 2019 United States $ 350,428 $ 377,218 $ 583,589 North America (excluding United States) 6,990 7,656 12,585 Asia 21,089 27,579 40,764 Europe 62,138 85,306 130,227 South America 1,082 1,788 862 Other 3,181 3,040 4,675 Total $ 444,908 $ 502,587 $ 772,702 The following table summarizes the Company’s property, plant and equipment by country for the years ended December 31: (In thousands) 2021 2020 United States $ 85,681 $ 95,281 France 7,688 9,109 India 936 1,223 Canada 931 1,065 Total $ 95,236 $ 106,678 |
Schedule of Activities with Major Customers | The following is information relating to the activity with those customers: 2021 2020 2019 Percent of Consolidated Sales Boeing 10.0% 9.5% 13.6% Panasonic * 11.1% 13.0% (In thousands) 2021 2020 Accounts Receivable at December 31, Boeing $ 14,545 $ 6,490 Panasonic * $ 4,083 * Sales to Panasonic represented less than 10% of total consolidated sales in 2021. |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES AND PRACTICES - Narrative (Details) | Feb. 14, 2022USD ($) | Oct. 03, 2021USD ($) | Feb. 13, 2021USD ($) | Oct. 04, 2019USD ($) | Jul. 12, 2019USD ($) | Jul. 01, 2019USD ($) | Sep. 30, 2021USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Mar. 28, 2020USD ($) | Dec. 31, 2021USD ($)segment | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Number of reportable segments | segment | 2 | ||||||||||||
Business acquisition purchase price paid in cash | $ 0 | $ 0 | $ 28,907,000 | ||||||||||
Net cash provided by (used in) operating activities | (5,530,000) | 37,335,000 | 42,689,000 | ||||||||||
Net Gain on Sale of Businesses | $ 10,677,000 | $ 0 | 10,677,000 | 0 | 78,801,000 | ||||||||
Impairment charge | $ 0 | 0 | 86,312,000 | 1,600,000 | |||||||||
Research and development, design and related engineering | $ 85,300,000 | 86,800,000 | 108,900,000 | ||||||||||
Cash and cash equivalents maturity period (in months) | 3 months | ||||||||||||
Depreciation expense | $ 12,700,000 | 13,300,000 | 13,700,000 | ||||||||||
Impairment charge to right-of-use | 0 | 691,000 | |||||||||||
Long-lived asset impairment charge | 9,500,000 | ||||||||||||
Equity investment impairment | $ 0 | 3,493,000 | 5,000,000 | ||||||||||
Cumulative pretax loss position period | 3 years | ||||||||||||
Cash dividends paid | $ 0 | 0 | 0 | ||||||||||
United States Department Of Transportation | Grant | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
USDOT grant receivable amount | $ 14,700,000 | 7,300,000 | 7,300,000 | ||||||||||
Second installment to be received | 5,200,000 | 5,200,000 | |||||||||||
Portion of grant received | $ 7,400,000 | ||||||||||||
Revenue recognized included in contract liability balance | 8,700,000 | ||||||||||||
Unearned portion of the AMPJ award | 6,000,000 | 6,000,000 | |||||||||||
Federal | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Valuation allowance, deferred tax asset, increase (decrease) | 14,100,000 | 6,000,000 | 23,300,000 | ||||||||||
Foreign Tax Authority | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Valuation allowance, deferred tax asset, increase (decrease) | $ 1,300,000 | ||||||||||||
Disposed of by Sale | Airfield Lighting Product Line | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Proceeds from sale | $ 1,000,000 | ||||||||||||
Percentage of revenue (as a percentage) | 1.00% | ||||||||||||
Pre-tax loss on sale | $ 1,300,000 | ||||||||||||
Test Systems | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Impairment charge | 0 | ||||||||||||
Test Systems | Held for Sale | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Contingent earn-outs | $ 10,700,000 | ||||||||||||
Test Systems | Held for Sale | Subsequent Event | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Contingent earn-outs | $ 11,200,000 | ||||||||||||
Aerospace | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Impairment charge | $ 86,300,000 | 86,312,000 | |||||||||||
Intangible asset impairment charge | $ 6,200,000 | ||||||||||||
Building | Minimum | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Property, plant and equipment, useful life (in years) | 25 years | ||||||||||||
Building | Maximum | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Property, plant and equipment, useful life (in years) | 40 years | ||||||||||||
Machinery and Equipment | Minimum | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Property, plant and equipment, useful life (in years) | 4 years | ||||||||||||
Machinery and Equipment | Maximum | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Property, plant and equipment, useful life (in years) | 10 years | ||||||||||||
Freedom Communication Technologies, Inc. | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Business acquisition purchase price paid in cash | $ 21,800,000 | ||||||||||||
Cash acquired | $ 600,000 | ||||||||||||
Diagnosys Test Systems Limited | |||||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||||||||
Cash purchase price | $ 7,000,000 | ||||||||||||
Financial liabilities carried at fair value | $ 2,500,000 | $ 0 | $ 2,200,000 | $ 0 | $ 2,200,000 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES AND PRACTICES - COVID-19 Related Government Assistance (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
COVID-19 Related Government Assistance [Line Items] | ||
COVID-19 related government assistance amount | $ 10,910 | $ 2,661 |
Cost of Products Sold | ||
COVID-19 Related Government Assistance [Line Items] | ||
COVID-19 related government assistance amount | 10,682 | 2,383 |
Selling, General and Administrative Expenses | ||
COVID-19 Related Government Assistance [Line Items] | ||
COVID-19 related government assistance amount | $ 228 | $ 278 |
REVENUE - Narrative (Details)
REVENUE - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining performance obligation | $ 415.7 | |
Revenue recognized included in contract liability balance | 18.2 | $ 23.5 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||
Remaining performance obligation | $ 339.9 | |
Period of recognition | 12 months |
REVENUE - Summary of Contract A
REVENUE - Summary of Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jan. 01, 2021 |
Revenue from Contract with Customer [Abstract] | ||
Contract Assets | $ 25,941 | $ 17,697 |
Contract Liabilities | $ 28,495 | $ 28,641 |
REVENUE - Revenue Disaggregated
REVENUE - Revenue Disaggregated by Market (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | |||||
Sales | $ 116,052 | $ 114,803 | $ 444,908 | $ 502,587 | $ 772,702 |
Commercial Transport | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | 201,990 | 262,636 | 523,921 | ||
Military | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | 70,312 | 67,944 | 76,542 | ||
Business Jet | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | 56,673 | 60,437 | 67,541 | ||
Other | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | 36,263 | 26,971 | 24,605 | ||
Aerospace | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | 365,238 | 417,988 | 692,609 | ||
Semiconductor | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | 0 | 3,483 | 9,692 | ||
Aerospace & Defense | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | 79,670 | 81,116 | 70,401 | ||
Test Systems | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | $ 79,670 | $ 84,599 | $ 80,093 |
REVENUE - Disaggregated by Prod
REVENUE - Disaggregated by Product Lines (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | |||||
Sales | $ 116,052 | $ 114,803 | $ 444,908 | $ 502,587 | $ 772,702 |
Aerospace | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | 365,238 | 417,988 | 692,609 | ||
Test Systems | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | 79,670 | 84,599 | 80,093 | ||
Electrical Power & Motion | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | 141,746 | 179,245 | 338,237 | ||
Lighting & Safety | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | 103,749 | 118,928 | 185,462 | ||
Avionics | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | 64,901 | 76,113 | 106,787 | ||
Systems Certification | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | 13,050 | 6,899 | 14,401 | ||
Structures | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | 5,529 | 9,832 | 23,117 | ||
Other | |||||
Disaggregation of Revenue [Line Items] | |||||
Sales | $ 36,263 | $ 26,971 | $ 24,605 |
ACCOUNTS RECEIVABLE - Summary o
ACCOUNTS RECEIVABLE - Summary of Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Receivables [Abstract] | ||
Trade Accounts Receivable | $ 84,681 | $ 78,577 |
Unbilled Recoverable Costs and Accrued Profits | 25,941 | 17,697 |
Total Receivables, Gross | 110,622 | 96,274 |
Less Allowance for Estimated Credit Losses | (3,183) | (3,218) |
Total Receivables, Net | $ 107,439 | $ 93,056 |
ACCOUNTS RECEIVABLE (Details)
ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Beginning balance | $ 3,218 | $ 3,559 |
Bad Debt Expense, Net of Recoveries | 90 | 1,913 |
Write-off Charges Against the Allowance and Other Adjustments | (125) | (2,254) |
Ending balance | $ 3,183 | $ 3,218 |
INVENTORIES - Summary of Invent
INVENTORIES - Summary of Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Finished Goods | $ 28,579 | $ 26,964 |
Work in Progress | 22,954 | 21,987 |
Raw Material | 106,043 | 108,108 |
Total Inventories | $ 157,576 | $ 157,059 |
INVENTORIES - Narrative (Detail
INVENTORIES - Narrative (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Reserve for inventory valuation | $ 33.8 | $ 33.4 |
Percentage of reserve for inventory valuation | 17.70% | 17.50% |
PROPERTY, PLANT AND EQUIPMENT -
PROPERTY, PLANT AND EQUIPMENT - Summary of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | $ 206,838 | $ 210,671 |
Less Accumulated Depreciation | 111,602 | 103,993 |
Total Property, Plant and Equipment, Net | 95,236 | 106,678 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 8,632 | 9,891 |
Building and Improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 70,566 | 75,493 |
Machinery and Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | 121,960 | 119,444 |
Construction in Progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment gross | $ 5,680 | $ 5,843 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Dec. 31, 2019 | Dec. 31, 2019 | |
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of long-lived assets held-for-use | $ 9,500 | |
Aerospace | ||
Impaired Long-Lived Assets Held and Used [Line Items] | ||
Impairment of long-lived assets held-for-use | $ 2,300 |
INTANGIBLE ASSETS - Summary of
INTANGIBLE ASSETS - Summary of Acquired Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets | ||
Weighted Average Life | 12 years | |
Gross Carrying Amount | $ 214,883 | $ 215,261 |
Accumulated Amortization | $ 120,563 | 105,375 |
Patents | ||
Finite-Lived Intangible Assets | ||
Weighted Average Life | 11 years | |
Gross Carrying Amount | $ 2,146 | 2,146 |
Accumulated Amortization | $ 1,979 | 1,891 |
Non-compete Agreement | ||
Finite-Lived Intangible Assets | ||
Weighted Average Life | 4 years | |
Gross Carrying Amount | $ 11,082 | 11,082 |
Accumulated Amortization | $ 10,592 | 10,085 |
Trade Names | ||
Finite-Lived Intangible Assets | ||
Weighted Average Life | 10 years | |
Gross Carrying Amount | $ 11,447 | 11,512 |
Accumulated Amortization | $ 8,518 | 7,537 |
Completed and Unpatented Technology | ||
Finite-Lived Intangible Assets | ||
Weighted Average Life | 9 years | |
Gross Carrying Amount | $ 47,932 | 48,043 |
Accumulated Amortization | $ 30,441 | 25,766 |
Customer Relationships | ||
Finite-Lived Intangible Assets | ||
Weighted Average Life | 15 years | |
Gross Carrying Amount | $ 142,276 | 142,478 |
Accumulated Amortization | $ 69,033 | $ 60,096 |
INTANGIBLE ASSETS - Narrative (
INTANGIBLE ASSETS - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets | |||
Amortization expense for intangibles | $ 15.4 | $ 17.1 | $ 17.6 |
Aerospace | |||
Finite-Lived Intangible Assets | |||
Intangible asset impairment charge | $ 6.2 |
INTANGIBLE ASSETS - Summary o_2
INTANGIBLE ASSETS - Summary of Future Amortization Expense for Intangible Assets (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2022 | $ 14,911 |
2023 | 13,878 |
2024 | 12,856 |
2025 | 10,935 |
2026 | $ 9,533 |
GOODWILL - Summary of Changes i
GOODWILL - Summary of Changes in Carrying Amount of Goodwill (Details) - USD ($) | Oct. 03, 2021 | Mar. 28, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Goodwill | |||||
Goodwill, Beginning Balance | $ 144,970,000 | $ 58,282,000 | $ 144,970,000 | ||
Acquisitions and Divestitures | (298,000) | ||||
Impairment Charge | $ 0 | 0 | (86,312,000) | $ (1,600,000) | |
Foreign Currency Translations and Other | 0 | (78,000) | |||
Goodwill, Ending Balance | 58,282,000 | 58,282,000 | 144,970,000 | ||
Goodwill, Gross | 178,983,000 | ||||
Accumulated Impairment Losses | (120,701,000) | ||||
Goodwill, Net | 58,282,000 | 58,282,000 | 144,970,000 | ||
Aerospace | |||||
Goodwill | |||||
Goodwill, Beginning Balance | 123,038,000 | 36,648,000 | 123,038,000 | ||
Acquisitions and Divestitures | 0 | ||||
Impairment Charge | (86,300,000) | (86,312,000) | |||
Foreign Currency Translations and Other | 0 | (78,000) | |||
Goodwill, Ending Balance | 36,648,000 | 36,648,000 | 123,038,000 | ||
Goodwill, Gross | 157,349,000 | ||||
Accumulated Impairment Losses | (120,701,000) | ||||
Goodwill, Net | 36,648,000 | 36,648,000 | 123,038,000 | ||
Test Systems | |||||
Goodwill | |||||
Goodwill, Beginning Balance | $ 21,932,000 | 21,634,000 | 21,932,000 | ||
Acquisitions and Divestitures | (298,000) | ||||
Impairment Charge | 0 | ||||
Foreign Currency Translations and Other | 0 | 0 | |||
Goodwill, Ending Balance | 21,634,000 | 21,634,000 | 21,932,000 | ||
Goodwill, Gross | 21,634,000 | ||||
Accumulated Impairment Losses | 0 | ||||
Goodwill, Net | $ 21,634,000 | $ 21,634,000 | $ 21,932,000 |
GOODWILL - Narrative (Details)
GOODWILL - Narrative (Details) | Oct. 03, 2021USD ($) | Mar. 28, 2020USD ($)reportingUnit | Dec. 31, 2021USD ($)reportingUnit | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Goodwill [Line Items] | |||||
Number of reporting units have goodwill and subject to goodwill impairment test | reportingUnit | 4 | ||||
Impairment charge | $ 0 | $ 0 | $ 86,312,000 | $ 1,600,000 | |
Number of reporting units | reportingUnit | 8 | ||||
Number of reporting units impaired | reportingUnit | 4 | 4 | |||
Goodwill | $ 58,282,000 | 58,282,000 | 144,970,000 | ||
Aerospace | |||||
Goodwill [Line Items] | |||||
Impairment charge | $ 86,300,000 | 86,312,000 | |||
Goodwill | $ 36,648,000 | $ 36,648,000 | $ 123,038,000 |
LONG-TERM DEBT - Narrative (Det
LONG-TERM DEBT - Narrative (Details) | Mar. 01, 2022USD ($) | Dec. 31, 2021USD ($) | Oct. 02, 2021USD ($) | Dec. 31, 2021USD ($)qtr | Dec. 31, 2020USD ($) | Dec. 31, 2022 | Oct. 01, 2022 | Jul. 02, 2022 | Apr. 02, 2022 | Feb. 28, 2022USD ($) | Jul. 03, 2021 | Apr. 03, 2021 | May 31, 2020USD ($) | May 04, 2020USD ($) | Apr. 30, 2020USD ($) |
Letter of Credit | |||||||||||||||
Debt Instrument | |||||||||||||||
Covenant, leverage ratio, maximum | 5.50 | 6 | 5.50 | ||||||||||||
Letter of Credit | Subsequent Event | |||||||||||||||
Debt Instrument | |||||||||||||||
Covenant, leverage ratio, maximum | 3.75 | 3.75 | 4.75 | 4.75 | |||||||||||
Letter of Credit | Forecast | |||||||||||||||
Debt Instrument | |||||||||||||||
Covenant, leverage ratio, maximum | 3.75 | 3.75 | 3.75 | 4.50 | |||||||||||
Fifth Amended and Restated Credit Agreement | |||||||||||||||
Debt Instrument | |||||||||||||||
Leverage ratio increase, duration of permitted following acquisition (in fiscal quarters) | qtr | 4 | ||||||||||||||
Fifth Amended and Restated Credit Agreement | Maximum | |||||||||||||||
Debt Instrument | |||||||||||||||
Permitted leverage ratio | 4.50 | ||||||||||||||
Line of Credit | Revolving Credit Facility | |||||||||||||||
Debt Instrument | |||||||||||||||
Minimum liquidity | $ 180,000,000 | $ 100,000,000 | |||||||||||||
Minimum interest coverage ratio on a quarterly basis | 1.75 | 1.50 | |||||||||||||
Commitment fee percentage | 0.35% | ||||||||||||||
Line of credit facility, consent fee percentage | 0.15% | ||||||||||||||
Line of Credit | Revolving Credit Facility | Subsequent Event | |||||||||||||||
Debt Instrument | |||||||||||||||
Minimum liquidity | $ 35,000,000 | ||||||||||||||
Line of credit facility, consent fee percentage | 1000.00% | ||||||||||||||
Line of Credit | Revolving Credit Facility | Minimum | |||||||||||||||
Debt Instrument | |||||||||||||||
Commitment fee (percentage) | 0.10% | ||||||||||||||
Line of Credit | Revolving Credit Facility | Minimum | Subsequent Event | |||||||||||||||
Debt Instrument | |||||||||||||||
Commitment fee percentage | 0.10% | ||||||||||||||
Line of Credit | Revolving Credit Facility | Maximum | Subsequent Event | |||||||||||||||
Debt Instrument | |||||||||||||||
Commitment fee percentage | 0.40% | ||||||||||||||
Line of Credit | Revolving Credit Facility | LIBOR | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate on revolving credit at LIBOR rate | 3.25% | 2.25% | |||||||||||||
Line of Credit | Revolving Credit Facility | LIBOR | Minimum | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate on revolving credit at LIBOR rate | 1.00% | ||||||||||||||
Line of Credit | Revolving Credit Facility | SOFR | Subsequent Event | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate on revolving credit at LIBOR rate | 1.00% | ||||||||||||||
Line of Credit | Revolving Credit Facility | SOFR | Minimum | Subsequent Event | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate on revolving credit at LIBOR rate | 1.50% | ||||||||||||||
Line of Credit | Revolving Credit Facility | SOFR | Maximum | Subsequent Event | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate on revolving credit at LIBOR rate | 3.25% | ||||||||||||||
Line of Credit | Fifth Amended and Restated Credit Agreement | Revolving Credit Facility | |||||||||||||||
Debt Instrument | |||||||||||||||
Maximum borrowing capacity | $ 500,000,000 | $ 500,000,000 | $ 500,000,000 | $ 375,000,000 | $ 500,000,000 | ||||||||||
Optional increase in maximum borrowing capacity | 150,000,000 | 150,000,000 | 150,000,000 | ||||||||||||
Amounts outstanding under revolving line of credit | 163,000,000 | 163,000,000 | |||||||||||||
Remaining capacity under the credit facility | 210,900,000 | $ 210,900,000 | |||||||||||||
Prepayments of lines of credit | 165,000,000 | ||||||||||||||
Line of Credit | Fifth Amended and Restated Credit Agreement | Revolving Credit Facility | Subsequent Event | |||||||||||||||
Debt Instrument | |||||||||||||||
Maximum borrowing capacity | $ 225,000,000 | $ 375,000,000 | |||||||||||||
Line of Credit | Fifth Amended and Restated Credit Agreement | Revolving Credit Facility | Maximum | |||||||||||||||
Debt Instrument | |||||||||||||||
Commitment fee (percentage) | 0.20% | ||||||||||||||
Line of Credit | Fifth Amended and Restated Credit Agreement | Revolving Credit Facility | LIBOR | Minimum | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate on revolving credit at LIBOR rate | 1.00% | ||||||||||||||
Line of Credit | Fifth Amended and Restated Credit Agreement | Revolving Credit Facility | LIBOR | Maximum | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate on revolving credit at LIBOR rate | 1.50% | ||||||||||||||
Line of Credit | Fifth Amended and Restated Credit Agreement | Letter of Credit | |||||||||||||||
Debt Instrument | |||||||||||||||
Maximum borrowing capacity | 20,000,000 | $ 20,000,000 | |||||||||||||
Outstanding letters of credit | 1,100,000 | 1,100,000 | |||||||||||||
Line of Credit | Amended and Restated Credit Agreement | Revolving Credit Facility | |||||||||||||||
Debt Instrument | |||||||||||||||
Maximum borrowing capacity | $ 375,000,000 | $ 375,000,000 | $ 375,000,000 | ||||||||||||
Amounts outstanding under revolving line of credit | $ 173,000,000 |
WARRANTY - Narrative (Details)
WARRANTY - Narrative (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Minimum | |
Product Warranty Liability | |
Product warranty period | 12 months |
Maximum | |
Product Warranty Liability | |
Product warranty period | 60 months |
WARRANTY - Summary of Activity
WARRANTY - Summary of Activity in Warranty Accrual (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Movement in Standard Product Warranty Accrual | |||
Balance at Beginning of the Year | $ 7,018 | $ 7,660 | $ 5,027 |
Warranty Liabilities Divested or Acquired | 0 | 0 | (80) |
Warranties Issued | 6,083 | 1,725 | 3,781 |
Reassessed Warranty Exposure | (1,474) | (1,029) | 1,451 |
Warranties Settled | (3,444) | (1,338) | (2,519) |
Balance at End of the Year | $ 8,183 | $ 7,018 | $ 7,660 |
LEASES - Summary of ROU Assets
LEASES - Summary of ROU Assets and Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Operating Leases: | |||
Operating Right-of-Use Assets, Gross | $ 30,318 | $ 28,678 | |
Less Accumulated Right-of-Use Asset Impairment | 1,710 | 1,710 | |
Less Accumulated Amortization | 12,439 | 8,015 | |
Operating Right-of-Use Assets, Net | 16,169 | 18,953 | |
Short-term Operating Lease Liabilities | 6,778 | 4,998 | |
Long-term Operating Lease Liabilities | 12,018 | 16,637 | |
Operating Lease Liabilities | 18,796 | 21,635 | |
Finance Leases: | |||
Finance Right-of-Use Assets, Gross | 177 | 3,484 | |
Less Accumulated Amortization | $ 106 | $ 2,039 | |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other Assets | Other Assets | |
Finance Right-of-Use Assets, Net — Included in Other Assets | $ 71 | $ 1,445 | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Other Accrued Expenses | Other Accrued Expenses | |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other Liabilities | Other Liabilities | |
Short-term Finance Lease Liabilities — Included in Other Accrued Expenses | $ 72 | $ 2,081 | |
Long-term Finance Lease Liabilities — Included in Other Liabilities | 0 | 734 | |
Total Lease Liability | 72 | 2,815 | |
Operating Cash Flow for Finance Leases | 78 | 214 | |
Operating Cash Flow for Operating Leases | 6,711 | 5,334 | |
Financing Cash Flow for Finance Leases | $ 901 | $ 1,922 | $ 1,746 |
LEASES - Summary of Lease Cost
LEASES - Summary of Lease Cost and Cash Paid (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Amortization of ROU Assets | $ 573 | $ 1,020 |
Interest on Lease Liabilities | 78 | 214 |
Total Finance Lease Cost | 651 | 1,234 |
Operating Lease Cost | 5,881 | 5,292 |
Impairment Charge of Operating Lease ROU Asset | 0 | 691 |
Variable Lease Cost | 1,546 | 1,358 |
Short-term Lease Cost (excluding month-to-month) | 271 | 175 |
Less Sublease and Rental Income | (1,265) | (1,437) |
Total Operating Lease Cost | 6,433 | 6,079 |
Total Net Lease Cost | $ 7,084 | $ 7,313 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) $ in Millions | Dec. 31, 2021USD ($) |
Leases [Abstract] | |
Operating leases, weighted-average remaining term | 5 years |
Financing leases, weighted-average remaining term | 1 year |
Weighted-average operating lease discount rate (as a percentage) | 3.30% |
Weighted-average finance lease discount rate (as a percentage) | 1.30% |
Operating lease payments | $ 1.5 |
LEASES - Summary of Maturity of
LEASES - Summary of Maturity of Lease Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Operating Leases | ||
2022 | $ 7,296 | |
2023 | 3,879 | |
2024 | 2,886 | |
2025 | 2,808 | |
2026 | 1,210 | |
Thereafter | 2,151 | |
Total Lease Payments | 20,230 | |
Less: Interest | 1,434 | |
Total Lease Liability | 18,796 | $ 21,635 |
Financing Leases | ||
2022 | 72 | |
2023 | 0 | |
2024 | 0 | |
2025 | 0 | |
2026 | 0 | |
Thereafter | 0 | |
Total Lease Payments | 72 | |
Less: Interest | 0 | |
Total Lease Liability | $ 72 | $ 2,815 |
INCOME TAXES - Provision (Benef
INCOME TAXES - Provision (Benefit) for Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current | ||||
U.S. Federal | $ (1,713) | $ (8,679) | $ 23,798 | |
State | (667) | (4,539) | 4,471 | |
Foreign | 1,439 | 1,036 | 2,402 | |
Current | $ (1,700) | (941) | (12,182) | 30,671 |
Deferred | ||||
U.S. Federal | (237) | 17,044 | (16,250) | |
State | (87) | (92) | 727 | |
Foreign | (117) | (1,399) | 1,138 | |
Deferred | (441) | 15,553 | (14,385) | |
Total | $ (1,382) | $ 3,371 | $ 16,286 |
INCOME TAXES - Effective Tax Ra
INCOME TAXES - Effective Tax Rates Differ from Statutory Federal Income Tax (Details) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Statutory Federal Income Tax Rate | 21.00% | 21.00% | 21.00% |
Stock Compensation Expense | (2.10%) | (0.30%) | (0.50%) |
Non Deductible Goodwill Impairment | 0.00% | (10.20%) | 0.00% |
Contingent Consideration Liability Fair Value Adjustment | 1.70% | 0.00% | 0.00% |
Other | (0.70%) | 0.00% | 0.50% |
Foreign Tax Rate Differential | (2.70%) | (1.00%) | 1.40% |
State Income Tax, Net of Federal Income Tax Effect | 2.20% | 3.30% | 6.00% |
Research and Development Tax Credits | 12.80% | 2.20% | (4.60%) |
Change in Valuation Allowance | (29.80%) | (19.20%) | 1.10% |
Net GILTI and FDII Tax Benefit | 0 | 0 | (0.012) |
Foreign Tax Credit for Dividend Withholding | 1.70% | 0.00% | 0.00% |
Tax Rate Change on 2020 Federal Net Operating Loss Carryback | 0.90% | 1.30% | 0.00% |
Other | 0.10% | (0.10%) | 0.10% |
Effective Tax Rate | 5.10% | (3.00%) | 23.80% |
INCOME TAXES - Significant Comp
INCOME TAXES - Significant Components of Company's Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred Tax Assets: | ||
Asset Reserves | $ 17,462 | $ 18,189 |
Deferred Compensation | 7,424 | 7,564 |
Section 163(j) - Interest Expense Limitation | 891 | 0 |
State Investment and Research and Development Tax Credit Carryforwards, Net of Federal Tax | 4,674 | 866 |
Customer Advanced Payments and Deferred Revenue | 1,301 | 2,216 |
Net Operating Loss Carryforwards and Other | 15,617 | 11,244 |
Goodwill and Intangible Assets | 1,082 | 2,069 |
ASC 606 Revenue Recognition | 1,817 | 2,311 |
Lease Liabilities | 4,178 | 5,545 |
Other | 5,540 | 2,300 |
Total Gross Deferred Tax Assets | 59,986 | 52,304 |
Valuation Allowance for Federal and State Deferred Tax Assets and Tax Credit Carryforwards, Net of Federal Tax | (43,519) | (37,168) |
Deferred Tax Assets | 16,467 | 15,136 |
Deferred Tax Liabilities: | ||
Depreciation | 9,393 | 10,166 |
ASC 606 Revenue Recognition - Section 481(a) Adjustment | 1,030 | 928 |
Lease Assets | 3,539 | 4,506 |
Earnout Income Accrual | 2,603 | 0 |
Other | 1,050 | 1,186 |
Deferred Tax Liabilities | 17,615 | 16,786 |
Net Deferred Tax Liabilities | $ (1,148) | $ (1,650) |
INCOME TAXES - Components of Ne
INCOME TAXES - Components of Net Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Valuation Allowance [Line Items] | ||
Deferred Tax Liabilities | $ (1,421) | $ (2,909) |
Net Deferred Tax Liabilities | (1,148) | (1,650) |
Other Assets — Long-term | ||
Valuation Allowance [Line Items] | ||
Deferred Tax Assets | 273 | 1,259 |
Deferred Tax Liabilities — Long-term | ||
Valuation Allowance [Line Items] | ||
Deferred Tax Liabilities | $ (1,421) | $ (2,909) |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) | Dec. 29, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Income Tax | |||||
Income tax receivable | $ 3,000,000 | $ 3,000,000 | |||
Unrecognized tax benefits, reduction resulting from lapse of applicable statute of limitations | $ 500,000 | 800,000 | |||
Unrecognized tax benefits | 500,000 | ||||
Penalties or interest liabilities accrued | 0 | 0 | 0 | $ 0 | |
Pretax income | (3,300,000) | (7,000,000) | 12,200,000 | ||
Dividends declared | $ 16,500,000 | ||||
Foreign subsidiaries' undistributed earnings | 3,000,000 | ||||
Tax Cuts and Jobs Act, income tax expense (benefit) | 0 | 100,000 | $ 800,000 | ||
Tax benefit related to the NOL carryback provisions | $ 300,000 | 1,500,000 | |||
Cumulative pretax loss position period | 3 years | ||||
Federal | |||||
Income Tax | |||||
Operating loss carryforwards | $ 22,100,000 | ||||
Operating loss carryforwards expected to be utilized | 6,300,000 | ||||
Operating loss carryforwards, subject to expiration | $ 5,900,000 | ||||
Operating loss carryforwards expiration beginning year | 2037 | ||||
Operating loss carryforwards expiration ending year | 2038 | ||||
Operating loss carryforwards, not subject to expiration | $ 400,000 | ||||
Tax credit carryforwards | 2,600,000 | ||||
Valuation allowance, deferred tax asset, increase (decrease) | $ 14,100,000 | 6,000,000 | $ 23,300,000 | ||
Federal | Tax Year 2020 | |||||
Income Tax | |||||
Operating loss carryforwards | 15,800,000 | ||||
Foreign Tax Authority | |||||
Income Tax | |||||
Tax credit carryforwards | 700,000 | ||||
Taxes remitted on dividends declared | $ 800,000 | ||||
Valuation allowance, deferred tax asset, increase (decrease) | 1,300,000 | ||||
State | |||||
Income Tax | |||||
Operating loss carryforwards expected to be utilized | $ 2,600,000 | ||||
Operating loss carryforwards expiration beginning year | 2021 | ||||
Operating loss carryforwards expiration ending year | 2041 | ||||
Net operating loss carryforwards | $ 137,200,000 | ||||
Operating loss carryforwards, valuation allowance | 134,600,000 | ||||
Tax credit carryforwards | $ 1,800,000 |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Total Amounts of Unrecognized Tax Benefits Excluding Interest and Penalties (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Reconciliation of Unrecognized Tax Benefits [Roll Forward] | |||
Balance at Beginning of the Year | $ 1,890 | $ 2,565 | $ 2,197 |
Decreases as a Result of Tax Positions Taken in Prior Years | (478) | (775) | 0 |
Increases as a Result of Tax Positions Taken in the Current Year | 0 | 100 | 368 |
Balance at End of the Year | $ 1,412 | $ 1,890 | $ 2,565 |
PROFIT SHARING_401K PLAN - Narr
PROFIT SHARING/401K PLAN - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Defined contribution plan charges recognized | $ 4.3 | |||
Astronics Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Defined contribution plan charges recognized | $ 4.3 | $ 3.3 | $ 10 |
RETIREMENT PLANS AND RELATED _3
RETIREMENT PLANS AND RELATED POST RETIREMENT BENEFITS - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2021USD ($)retirement_plan | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Defined Benefit Plan Disclosure | |||
Number of non-qualified supplemental retirement defined benefit plans | retirement_plan | 2 | ||
Accumulated benefit obligation of the plans | $ 28,500,000 | $ 29,400,000 | |
Fair value of plan assets at period end | 0 | 0 | |
Unrecognized prior service costs | 1,400,000 | ||
Unrecognized prior service costs, net | 2,000,000 | ||
Unrecognized prior service costs, tax | 600,000 | ||
Unrecognized actuarial losses | 6,700,000 | ||
Unrecognized actuarial gain (losses), net | 8,300,000 | ||
Unrecognized actuarial losses, tax | 1,600,000 | ||
Unfunded liability | $ 300,000 | 300,000 | |
Percentage of fund | 93.70% | ||
Contribution of employer | $ 400,000 | 500,000 | $ 1,100,000 |
Total employer contribution | 1.00% | ||
SERP | |||
Defined Benefit Plan Disclosure | |||
Increase in the discount rate | 0.33% | ||
Current accrued pension liability | $ 300,000 | ||
Long-term accrued pension liability | 30,200,000 | ||
Expected future payments in 2021 (less than for SERP Medical) | 300,000 | ||
Expected future payments in 2022 (less than for SERP Medical) | 300,000 | ||
Expected future payments in 2023 (less than for SERP Medical) | 600,000 | ||
Expected future payments in 2024 (less than for SERP Medical) | 600,000 | ||
Expected future payments in 2025 (less than for SERP Medical) | 600,000 | ||
Benefits to be paid in the aggregate for the following five years | 7,900,000 | ||
SERP Medical | |||
Defined Benefit Plan Disclosure | |||
Current accrued pension liability | 100,000 | ||
Long-term accrued pension liability | 1,000,000 | ||
Change in retirement benefit obligation | $ 1,100,000 | $ 1,100,000 |
RETIREMENT PLANS AND RELATED _4
RETIREMENT PLANS AND RELATED POST RETIREMENT BENEFITS - Reconciliation of Beginning and Ending Balances of Projected Benefit Obligation (Details) - SERP - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Net Periodic Cost | |||
Balance at beginning of the year | $ 31,730 | $ 26,547 | |
Service Cost | 195 | 223 | $ 181 |
Interest Cost | 764 | 836 | 916 |
Actuarial (Gain) Loss | (1,838) | 4,472 | |
Benefits Paid | (348) | (348) | |
Balance at end of the year | $ 30,503 | $ 31,730 | $ 26,547 |
RETIREMENT PLANS AND RELATED _5
RETIREMENT PLANS AND RELATED POST RETIREMENT BENEFITS - Assumptions Used to Calculate the Post Retirement Benefit Obligation (Details) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SERP | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount Rate | 2.75% | 2.42% | |
SERP Medical | Minimum | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Future Average Compensation Increases | 2.00% | 0.00% | |
SERP Medical | Maximum | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Future Average Compensation Increases | 3.00% | 2.00% | 2.00% |
RETIREMENT PLANS AND RELATED _6
RETIREMENT PLANS AND RELATED POST RETIREMENT BENEFITS - Summarizes the Components of the Net Periodic Cost (Details) - SERP - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Net Periodic Cost | |||
Service Cost — Benefits Earned During Period | $ 195 | $ 223 | $ 181 |
Interest Cost | 764 | 836 | 916 |
Amortization of Prior Service Cost | 386 | 386 | 386 |
Amortization of Losses | 1,292 | 648 | 300 |
Net Periodic Cost | $ 2,637 | $ 2,093 | $ 1,783 |
RETIREMENT PLANS AND RELATED _7
RETIREMENT PLANS AND RELATED POST RETIREMENT BENEFITS - Assumptions Used to Determine the Net Periodic Cost (Details) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
SERP | |||
Defined Benefit Plan Disclosure | |||
Discount Rate | 2.42% | 3.17% | 4.20% |
SERP Medical | Minimum | |||
Defined Benefit Plan Disclosure | |||
Future Average Compensation Increases | 2.00% | 0.00% | |
SERP Medical | Maximum | |||
Defined Benefit Plan Disclosure | |||
Future Average Compensation Increases | 3.00% | 2.00% | 2.00% |
SHAREHOLDERS_ EQUITY - Narrativ
SHAREHOLDERS’ EQUITY - Narrative (Details) shares in Thousands | 12 Months Ended | ||
Dec. 31, 2021USD ($)voteshares | Dec. 31, 2020USD ($)shares | Dec. 31, 2019USD ($)shares | |
Stockholders Equity | |||
Treasury stock, value | $ 108,516,000 | $ 108,516,000 | |
Common stock reserved (in shares) | shares | 11,100 | ||
Income tax effect recorded for currency translation adjustments | $ 0 | ||
Convertible Class B Stock | |||
Stockholders Equity | |||
Class B stock voting rights per share | vote | 10 | ||
Conversion ratio for Class B stock to common stock | 1 | ||
Treasury Stock | |||
Stockholders Equity | |||
Number of shares repurchased (in shares) | shares | 0 | 282 | 1,851 |
Treasury stock, value | $ 7,700,000 | $ 50,800,000 | |
Amount authorized for stock repurchase program | $ 41,500,000 |
SHAREHOLDERS_ EQUITY - Componen
SHAREHOLDERS’ EQUITY - Components of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Stockholders' Equity | $ 256,604 | $ 270,371 | $ 388,857 | |
Foreign Currency Translation Adjustments | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Stockholders' Equity | (5,407) | (4,468) | ||
Retirement Liability Adjustment | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Stockholders' Equity | (9,088) | (11,982) | ||
Retirement Liability Adjustment – Before Tax | (11,370) | (14,264) | ||
Retirement Liability Adjustment – Before Tax | 2,282 | 2,282 | ||
Accumulated Other Comprehensive Loss | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Stockholders' Equity | $ (14,495) | $ (16,450) | $ (15,628) | $ (13,329) |
SHAREHOLDERS_ EQUITY - Compon_2
SHAREHOLDERS’ EQUITY - Components of Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other Comprehensive Income (Loss) | $ 1,955 | $ (822) | $ (2,299) |
Foreign Currency Translation Adjustments | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other Comprehensive Income (Loss) | (939) | 2,574 | 114 |
Retirement Liability Adjustment | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Other Comprehensive Income (Loss) | 2,894 | (3,396) | (2,413) |
Retirement Liability Adjustment | 2,894 | (3,396) | (3,054) |
Tax Benefit | $ 0 | $ 0 | $ 641 |
EARNINGS (LOSS) PER SHARE - Ear
EARNINGS (LOSS) PER SHARE - Earnings (Loss) Per Share Computations (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |||||
Net (Loss) Income | $ 1,604 | $ (19,985) | $ (25,578) | $ (115,781) | $ 52,017 |
Basic Earnings Weighted Average Shares (in shares) | 31,061 | 30,795 | 32,028 | ||
Net Effect of Dilutive Stock Options (in shares) | 0 | 0 | 431 | ||
Diluted Earnings Weighted Average Shares (in shares) | 31,061 | 30,795 | 32,459 | ||
Basic (Loss) Earnings Per Share (in usd per share) | $ 0.05 | $ (0.65) | $ (0.82) | $ (3.76) | $ 1.62 |
Diluted (Loss) Per Share (in usd per share) | $ 0.05 | $ (0.65) | $ (0.82) | $ (3.76) | $ 1.60 |
Number of shares out-of-the-money (in shares) | 1,200 | 800 | 500 | ||
Shares included in EPS computation for the equivalent shares needed to fulfill the 401K obligation | 400 |
EQUITY COMPENSATION - Narrative
EQUITY COMPENSATION - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Equity-based compensation expense | $ 6,460 | $ 5,184 | $ 3,843 |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total compensation costs related to non-vested awards | $ 3,500 | ||
Weighted average period (in years) | 1 year 10 months 24 days | ||
Number of awards granted in period (in shares) | 292,091 | ||
Weighted-average price of awards (in usd per share) | $ 16.30 | ||
Number of awards vested in period (in shares) | 82,813 | ||
Number of awards forfeitures in period (in shares) | 30,797 | ||
Equity-based compensation expense | $ 3,300 | ||
Stock Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options outstanding (in shares) | 1,263,658 | 912,923 | |
Share price (in usd per share) | $ 12 | $ 13.23 | $ 27.95 |
Weighted average fair value of options vested (in usd per share) | $ 14.58 | $ 14.77 | $ 15.91 |
Total fair value of options that vested during the year | $ 1,200 | $ 1,400 | $ 1,600 |
Total compensation costs related to non-vested awards | $ 5,700 | ||
Weighted average period (in years) | 2 years | ||
Weighted average fair value of options granted (in usd per share) | $ 7.05 | $ 0 | $ 11.93 |
Employee Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share price (in usd per share) | $ 12.63 | ||
Cash compensation limit | $ 25 | ||
Common stock price to market value (percentage) | 85.00% | ||
Number of shares employees had subscribed to purchase (in shares) | 274,956 | ||
Weighted average fair value of options granted (in usd per share) | $ 5 | $ 3.43 | $ 8.26 |
Director | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Period of options granted (in years) | 6 months | ||
Director | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Period of options granted (in years) | 6 months | ||
Employee | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Period of options granted (in years) | 3 years | ||
Key Employee | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Period of options granted (in years) | 3 years | ||
Stock Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock option exercisable period (not exceeding, in years) | 10 years | ||
Options outstanding (in shares) | 390,466 | ||
Directors Stock Option Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options outstanding (in shares) | 78,261 | ||
Long Term Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options outstanding (in shares) | 1,211,283 | ||
Options available for future grant (in shares) | 1,790,581 | ||
Minimum | Key Employee | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Period of options granted (in years) | 3 years | ||
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock option exercisable period (not exceeding, in years) | 10 years | ||
Maximum | Key Employee | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Period of options granted (in years) | 5 years |
EQUITY COMPENSATION - Compensat
EQUITY COMPENSATION - Compensation Expense Information Based on Fair Value of Stock Options and RSU's (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |||
Equity-based Compensation Expense | $ 6,460 | $ 5,184 | $ 3,843 |
Tax Benefit | (924) | (709) | (452) |
Equity-based Compensation Expense, Net of Tax | $ 5,536 | $ 4,475 | $ 3,391 |
EQUITY COMPENSATION - Summary o
EQUITY COMPENSATION - Summary of Weighted Average Fair Value of Options Granted (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Stock Option | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted Average Fair Value of the Options Granted (in usd per share) | $ 7.05 | $ 0 | $ 11.93 |
EQUITY COMPENSATION - Summary_2
EQUITY COMPENSATION - Summary of Weighted-Average Assumptions (Details) - Stock Option | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend Yield | 0.00% | 0.00% | 0.00% |
Volatility Factor | 58.00% | 0.00% | 39.00% |
Expected Life in Years | 0 years | ||
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free Interest Rate | 0.45% | 0.00% | 1.67% |
Expected Life in Years | 5 years | 5 years | |
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free Interest Rate | 1.52% | 1.78% | |
Expected Life in Years | 10 years | 7 years |
EQUITY COMPENSATION - Summary_3
EQUITY COMPENSATION - Summary of Company's Stock Option Activity and Related Information (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($)$ / sharesshares | |
Aggregate Intrinsic Value | |
Options exercised (in usd) | $ | $ 0 |
Stock Option | |
Options | |
Balance at beginning of the period (in shares) | shares | 912,923 |
Options granted (in shares) | shares | 468,350 |
Options exercised (in shares) | shares | (30,853) |
Options forfeited (in shares) | shares | (86,762) |
Balance at end of the period (in shares) | shares | 1,263,658 |
Exercisable at end of the period (in shares) | shares | 662,576 |
Weighted Average Exercise Price | |
Balance at beginning of the period (in usd per share) | $ / shares | $ 25.50 |
Options granted (in usd per share) | $ / shares | 12.64 |
Options exercised (in usd per share) | $ / shares | 10.87 |
Options forfeited (in usd per share) | $ / shares | 17.41 |
Balance at end of the period (in usd per share) | $ / shares | 21.64 |
Exercisable at end of the period (in usd per share) | $ / shares | $ 26.11 |
Aggregate Intrinsic Value | |
Balance at beginning of the period (in usd) | $ | $ 0 |
Balance at end of the period (in usd) | $ | 0 |
Exercisable at end of the period (in usd) | $ | $ 0 |
EQUITY COMPENSATION - Summary_4
EQUITY COMPENSATION - Summary of Weighted Average Exercise Prices and Contractual Lives for Outstanding and Exercisable Stock Options (Details) - Stock Option - $ / shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Outstanding | ||
Shares (in shares) | 1,263,658 | 912,923 |
Weighted average remaining life (in years) | 6 years 4 months 24 days | |
Weighted average exercise price (in usd per share) | $ 21.64 | $ 25.50 |
Exercisable | ||
Shares (in shares) | 662,576 | |
Weighted average remaining life (in years) | 3 years 10 months 24 days | |
Weighted average exercise price (in usd per share) | $ 26.11 | |
$3.19 – $14.45 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise price, lower range (in usd per share) | 3.19 | |
Exercise price, upper range (in usd per share) | $ 14.45 | |
Outstanding | ||
Shares (in shares) | 624,885 | |
Weighted average remaining life (in years) | 7 years 4 months 24 days | |
Weighted average exercise price (in usd per share) | $ 11.96 | |
Exercisable | ||
Shares (in shares) | 156,534 | |
Weighted average remaining life (in years) | 10 months 24 days | |
Weighted average exercise price (in usd per share) | $ 9.92 | |
$22.69 – $35.82 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise price, lower range (in usd per share) | 22.69 | |
Exercise price, upper range (in usd per share) | $ 35.82 | |
Outstanding | ||
Shares (in shares) | 629,646 | |
Weighted average remaining life (in years) | 5 years 4 months 24 days | |
Weighted average exercise price (in usd per share) | $ 30.90 | |
Exercisable | ||
Shares (in shares) | 496,915 | |
Weighted average remaining life (in years) | 4 years 10 months 24 days | |
Weighted average exercise price (in usd per share) | $ 30.85 | |
$45.89 – $45.89 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise price, lower range (in usd per share) | 45.89 | |
Exercise price, upper range (in usd per share) | $ 45.89 | |
Outstanding | ||
Shares (in shares) | 9,127 | |
Weighted average remaining life (in years) | 3 years 2 months 12 days | |
Weighted average exercise price (in usd per share) | $ 45.89 | |
Exercisable | ||
Shares (in shares) | 9,127 | |
Weighted average remaining life (in years) | 3 years 2 months 12 days | |
Weighted average exercise price (in usd per share) | $ 45.89 |
EQUITY COMPENSATION - Fair Valu
EQUITY COMPENSATION - Fair Value for Options Granted under Employee Stock Purchase Plan (Details) - Employee Stock | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Risk-free Interest Rate | 0.09% | 0.12% | 1.73% |
Dividend Yield | 0.00% | 0.00% | 0.00% |
Volatility Factor | 0.71% | 1.00% | 0.53% |
Expected Life in Years | 1 year | 1 year | 1 year |
FAIR VALUE - Narrative (Details
FAIR VALUE - Narrative (Details) | Oct. 03, 2021USD ($) | Oct. 04, 2019USD ($) | Mar. 28, 2020USD ($)reportingUnit | Dec. 31, 2021USD ($)reportingUnit | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||||||
Contingent Consideration Liability Fair Value Adjustment | $ (2,200,000) | $ 0 | $ 0 | |||
Number of reporting units impaired | reportingUnit | 4 | 4 | ||||
Impairment charge | $ 0 | $ 0 | 86,312,000 | 1,600,000 | ||
Impairment charge to right-of-use | 0 | 691,000 | ||||
Long-lived asset impairment charge | 9,500,000 | |||||
Equity investment impairment | 0 | 3,493,000 | 5,000,000 | |||
Severance costs | 600,000 | 2,600,000 | 2,800,000 | |||
Aerospace | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||||||
Impairment charge | $ 86,300,000 | 86,312,000 | ||||
Intangible asset impairment charge | $ 6,200,000 | |||||
Severance costs | 300,000 | 4,900,000 | ||||
Recurring Basis | Level 3 | Other Assets | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||||||
Financial assets carried at fair value | 0 | 0 | ||||
Recurring Basis | Level 3 | Other Liabilities | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||||||
Financial liabilities carried at fair value | 0 | 0 | ||||
Nonrecurring Basis | Level 3 | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||||||
Impairment charge | 0 | |||||
Intangible asset impairment charge | 0 | |||||
Diagnosys Test Systems Limited | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||||||
Cash purchase price | $ 7,000,000 | |||||
Financial liabilities carried at fair value | 2,500,000 | 0 | $ 2,200,000 | |||
Potential additional earn-out | $ 13,000,000 | |||||
Achievement period | 3 years | |||||
Earn-out achievement benchmark | $ 72,000,000 | |||||
Contingent Consideration Liability Fair Value Adjustment | $ 2,200,000 |
SELECTED QUARTERLY FINANCIAL _3
SELECTED QUARTERLY FINANCIAL INFORMATION - Summarizes Selected Quarterly Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |||||
Sales | $ 116,052 | $ 114,803 | $ 444,908 | $ 502,587 | $ 772,702 |
Gross Profit (Sales Less Cost of Products Sold) | 18,464 | 19,118 | 65,363 | 96,843 | 156,142 |
Net Gain on Sale of Facility | 5,014 | 0 | 5,014 | 0 | 0 |
Earnout on Previous Sale of Business | 10,677 | 0 | 10,677 | 0 | 78,801 |
Loss Before Income Taxes | (151) | (7,541) | (26,960) | (112,410) | 68,303 |
Net Income (Loss) | $ 1,604 | $ (19,985) | $ (25,578) | $ (115,781) | $ 52,017 |
Basic Earnings (Loss) Per Share (in usd per share) | $ 0.05 | $ (0.65) | $ (0.82) | $ (3.76) | $ 1.62 |
Diluted Earnings (Loss) Per Share (in usd per share) | $ 0.05 | $ (0.65) | $ (0.82) | $ (3.76) | $ 1.60 |
SELECTED QUARTERLY FINANCIAL _4
SELECTED QUARTERLY FINANCIAL INFORMATION - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Selected Quarterly Financial Information [Line Items] | |||||
Defined contribution plan charges recognized | $ 4,300 | ||||
Current income tax benefit | 1,700 | $ 941 | $ 12,182 | $ (30,671) | |
Patent Infringement | |||||
Selected Quarterly Financial Information [Line Items] | |||||
Accrual insurance related assessment premium tax offset | 8,400 | ||||
United States Department Of Transportation | Grant | |||||
Selected Quarterly Financial Information [Line Items] | |||||
Grant received | $ 7,600 | ||||
Federal | |||||
Selected Quarterly Financial Information [Line Items] | |||||
Valuation allowance, deferred tax asset, increase (decrease) | $ 14,100 | $ 6,000 | $ 23,300 |
LEGAL PROCEEDINGS - Narrative (
LEGAL PROCEEDINGS - Narrative (Details) $ in Thousands | Dec. 06, 2019USD ($) | Aug. 31, 2020USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Loss Contingencies | ||||||
Total gain (loss) on litigation settlement | $ (8,374) | $ 0 | $ (19,619) | |||
Lufthansa | ||||||
Loss Contingencies | ||||||
Loss contingency, damages paid, value | $ 1,300 | |||||
Estimated litigation liability | 1,000 | |||||
Lufthansa | Astronics Advanced Electronic Systems Corp. | Patent Infringement | Germany | ||||||
Loss Contingencies | ||||||
Litigation settlement, amount awarded to other party, excluding interest | $ 3,200 | |||||
Loss contingency accrual | 4,700 | $ 1,000 | ||||
Incremental reserve | 3,500 | |||||
Indirect Sales | Astronics Advanced Electronic Systems Corp. | Patent Infringement | Germany | ||||||
Loss Contingencies | ||||||
Loss contingency accrual | 17,300 | 16,700 | ||||
Loss contingency, estimate of possible loss, excluding interest | 11,600 | |||||
Litigation settlement interest | 1,100 | 4,500 | ||||
Total gain (loss) on litigation settlement | 7,300 | $ 16,100 | ||||
Interest rate accrued above bank rate until final payment | 0.05 | |||||
Loss contingency, estimate of possible loss | $ 6,200 | |||||
Indirect Sales | Astronics Advanced Electronic Systems Corp. | Patent Infringement | Germany | Selling, General and Administrative Expenses | ||||||
Loss Contingencies | ||||||
Litigation settlement interest | $ 600 |
SEGMENTS - Summary of Segment R
SEGMENTS - Summary of Segment Reporting Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Reporting Information | |||||
Sales | $ 116,052 | $ 114,803 | $ 444,908 | $ 502,587 | $ 772,702 |
Total Operating (Loss) Profit | (28,674) | (100,701) | 1,701 | ||
Additions to (Deductions from) Operating Profit: | |||||
Net Gain on Sale of Businesses | 10,677 | 0 | 10,677 | 0 | 78,801 |
Interest Expense, Net of Interest Income | (6,804) | (6,741) | (6,141) | ||
Loss Before Income Taxes | (151) | (7,541) | (26,960) | (112,410) | 68,303 |
Total Depreciation and Amortization | 29,005 | 31,854 | 33,049 | ||
Total Assets | 609,138 | 619,745 | 609,138 | 619,745 | |
Total Capital Expenditures | 6,034 | 7,459 | 12,083 | ||
Aerospace | |||||
Segment Reporting Information | |||||
Sales | 365,238 | 417,988 | 692,609 | ||
Test Systems | |||||
Segment Reporting Information | |||||
Sales | 79,670 | 84,599 | 80,093 | ||
Operating Segments | |||||
Segment Reporting Information | |||||
Total Operating (Loss) Profit | $ (12,379) | $ (84,284) | $ 21,151 | ||
Operating Margins | (2.80%) | (16.80%) | 2.70% | ||
Operating Segments | Aerospace | |||||
Segment Reporting Information | |||||
Sales | $ 365,261 | $ 418,079 | $ 692,614 | ||
Total Operating (Loss) Profit | $ (8,614) | $ (89,833) | $ 16,657 | ||
Operating Margins | (2.40%) | (21.50%) | 2.40% | ||
Additions to (Deductions from) Operating Profit: | |||||
Total Depreciation and Amortization | $ 23,349 | $ 25,624 | $ 27,879 | ||
Total Assets | 458,334 | 484,885 | 458,334 | 484,885 | |
Total Capital Expenditures | 4,932 | 6,494 | 11,552 | ||
Operating Segments | Test Systems | |||||
Segment Reporting Information | |||||
Sales | 80,027 | 85,589 | 80,495 | ||
Total Operating (Loss) Profit | $ (3,765) | $ 5,549 | $ 4,494 | ||
Operating Margins | (4.70%) | 6.60% | 5.60% | ||
Additions to (Deductions from) Operating Profit: | |||||
Total Depreciation and Amortization | $ 5,022 | $ 5,577 | $ 4,534 | ||
Total Assets | 105,335 | 105,079 | 105,335 | 105,079 | |
Total Capital Expenditures | 1,082 | 952 | 380 | ||
Less Inter-segment Sales | Aerospace | |||||
Segment Reporting Information | |||||
Sales | (23) | (91) | (5) | ||
Less Inter-segment Sales | Test Systems | |||||
Segment Reporting Information | |||||
Sales | (357) | (990) | (402) | ||
Corporate | |||||
Additions to (Deductions from) Operating Profit: | |||||
Corporate and Other Expenses, Net | (18,454) | (21,385) | (25,508) | ||
Total Depreciation and Amortization | 634 | 653 | 636 | ||
Total Assets | $ 45,469 | $ 29,781 | 45,469 | 29,781 | |
Total Capital Expenditures | $ 20 | $ 13 | $ 151 |
SEGMENTS - Narrative (Details)
SEGMENTS - Narrative (Details) - USD ($) | Oct. 03, 2021 | Mar. 28, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Segment Reporting Information | |||||
Goodwill impairment loss | $ 0 | $ 0 | $ 86,312,000 | $ 1,600,000 | |
Goodwill | 58,282,000 | 58,282,000 | 144,970,000 | ||
Aerospace | |||||
Segment Reporting Information | |||||
Goodwill impairment loss | $ 86,300,000 | 86,312,000 | |||
Intangible asset impairment charge | 6,200,000 | ||||
Goodwill | 36,648,000 | 36,648,000 | 123,038,000 | ||
Test Systems | |||||
Segment Reporting Information | |||||
Goodwill impairment loss | 0 | ||||
Goodwill | $ 21,634,000 | $ 21,634,000 | $ 21,932,000 |
SEGMENTS - Summarizes the Compa
SEGMENTS - Summarizes the Company's Sales and Long-Lived Assets by Geographic Regions (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues from External Customers and Long-Lived Assets | |||||
Sales | $ 116,052 | $ 114,803 | $ 444,908 | $ 502,587 | $ 772,702 |
Property, Plant and Equipment, Net of Accumulated Depreciation | 95,236 | 106,678 | 95,236 | 106,678 | |
Net Income (Loss) | 1,604 | (19,985) | (25,578) | (115,781) | 52,017 |
Cumulative translation adjustments | (5,400) | (4,500) | (5,400) | (4,500) | |
United States | |||||
Revenues from External Customers and Long-Lived Assets | |||||
Sales | 350,428 | 377,218 | 583,589 | ||
Property, Plant and Equipment, Net of Accumulated Depreciation | 85,681 | 95,281 | 85,681 | 95,281 | |
North America (excluding United States) | |||||
Revenues from External Customers and Long-Lived Assets | |||||
Sales | 6,990 | 7,656 | 12,585 | ||
Asia | |||||
Revenues from External Customers and Long-Lived Assets | |||||
Sales | 21,089 | 27,579 | 40,764 | ||
Europe | |||||
Revenues from External Customers and Long-Lived Assets | |||||
Sales | 62,138 | 85,306 | 130,227 | ||
South America | |||||
Revenues from External Customers and Long-Lived Assets | |||||
Sales | 1,082 | 1,788 | 862 | ||
Other | |||||
Revenues from External Customers and Long-Lived Assets | |||||
Sales | 3,181 | 3,040 | 4,675 | ||
France | |||||
Revenues from External Customers and Long-Lived Assets | |||||
Property, Plant and Equipment, Net of Accumulated Depreciation | 7,688 | 9,109 | 7,688 | 9,109 | |
India | |||||
Revenues from External Customers and Long-Lived Assets | |||||
Property, Plant and Equipment, Net of Accumulated Depreciation | 936 | 1,223 | 936 | 1,223 | |
Canada | |||||
Revenues from External Customers and Long-Lived Assets | |||||
Property, Plant and Equipment, Net of Accumulated Depreciation | 931 | 1,065 | 931 | 1,065 | |
Non-US | |||||
Revenues from External Customers and Long-Lived Assets | |||||
Sales | 36,600 | 52,300 | 85,900 | ||
Net Income (Loss) | (3,800) | (6,600) | $ 8,600 | ||
Net assets | $ 40,500 | $ 63,300 | $ 40,500 | $ 63,300 |
SEGMENTS - Schedule of Activiti
SEGMENTS - Schedule of Activities with Major Customers (Details) - Customer Concentration Risk - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Boeing | Consolidated Revenue | |||
Revenue, Major Customer | |||
Percent of consolidated revenue | 10.00% | 9.50% | 13.60% |
Boeing | Accounts Receivable | |||
Revenue, Major Customer | |||
Accounts receivable | $ 14,545 | $ 6,490 | |
Panasonic | Consolidated Revenue | |||
Revenue, Major Customer | |||
Percent of consolidated revenue | 11.10% | 13.00% | |
Panasonic | Accounts Receivable | |||
Revenue, Major Customer | |||
Accounts receivable | $ 4,083 |
ACQUISITIONS - Narrative (Detai
ACQUISITIONS - Narrative (Details) - USD ($) $ in Thousands | Oct. 04, 2019 | Jul. 01, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | |||||
Business acquisition purchase price paid in cash | $ 0 | $ 0 | $ 28,907 | ||
Diagnosys Inc. | |||||
Business Acquisition [Line Items] | |||||
Cash purchase price | $ 7,000 | ||||
Potential additional earn-out | $ 13,000 | ||||
Achievement period | 3 years | ||||
Earn-out achievement benchmark | $ 72,000 | ||||
Freedom Communication Technologies, Inc. | |||||
Business Acquisition [Line Items] | |||||
Business acquisition purchase price paid in cash | $ 21,800 | ||||
Cash acquired | $ 600 |
DIVESTITURE ACTIVITIES - Narrat
DIVESTITURE ACTIVITIES - Narrative (Details) - USD ($) $ in Thousands | Feb. 14, 2022 | Oct. 06, 2021 | Feb. 13, 2021 | Jul. 12, 2019 | Feb. 13, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Net Gain on Sale of Facility | $ 5,014 | $ 0 | $ 5,014 | $ 0 | $ 0 | |||||
Facilities in Aerospace Segment | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Proceeds from sale of facilities | $ 1,500 | |||||||||
Held for Sale | First Earnout | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Maximum total earnout proceeds | $ 35,000 | |||||||||
Held for Sale | Second Earnout | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Maximum total earnout proceeds | 0 | |||||||||
Held for Sale | Test Systems | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Total cash proceeds of divesture | 103,800 | |||||||||
Gain on sale, net of tax | 80,100 | |||||||||
Income taxes from divesture | $ 19,700 | |||||||||
Contingent earn-outs | $ 10,700 | |||||||||
Held for Sale | Test Systems | Subsequent Event | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Contingent earn-outs | $ 11,200 | |||||||||
Disposed of by Sale | Airfield Lighting Product Line | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Proceeds from sale | $ 1,000 | |||||||||
Percentage of revenue (as a percentage) | 1.00% | |||||||||
Pre-tax loss on sale | $ (1,300) | |||||||||
Disposal Group, Held-for-sale, Not Discontinued Operations | Facilities in Aerospace Segment | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Held for sale | $ 9,200 | |||||||||
Proceeds from sale of facilities | $ 8,800 | |||||||||
Net Gain on Sale of Facility | $ 5,000 |
IMPAIRMENTS, RESTRUCTURING AN_3
IMPAIRMENTS, RESTRUCTURING AND OTHER CHARGES - Narrative (Details) - USD ($) | Oct. 03, 2021 | Mar. 28, 2020 | Dec. 31, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Restructuring Cost and Reserve [Line Items] | ||||||
Goodwill impairment loss | $ 0 | $ 0 | $ 86,312,000 | $ 1,600,000 | ||
Impairment of long-lived assets held-for-use | $ 9,500,000 | |||||
Restructuring charges | 798,000 | 5,327,000 | 5,190,000 | |||
Impairment Charge of Operating Lease ROU Asset | 0 | 691,000 | ||||
Severance costs | 600,000 | 2,600,000 | 2,800,000 | |||
Equity investment impairment | 0 | 3,493,000 | 5,000,000 | |||
Aerospace | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Goodwill impairment loss | $ 86,300,000 | 86,312,000 | ||||
Impairment of long-lived assets held-for-use | $ 2,300,000 | |||||
Restructuring, settlement and impairment provisions | 23,600,000 | 200,000 | 400,000 | |||
Restructuring charges | $ 5,200,000 | |||||
Severance costs | 300,000 | 4,900,000 | ||||
Test Systems | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Goodwill impairment loss | $ 0 | |||||
Severance costs | $ 300,000 |
IMPAIRMENTS, RESTRUCTURING AN_4
IMPAIRMENTS, RESTRUCTURING AND OTHER CHARGES - Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 798 | $ 5,327 | $ 5,190 |
Impairment Loss | 0 | 87,016 | 11,083 |
Total Restructuring and Impairment Charges | 798 | 92,343 | 28,836 |
Cost of Products Sold | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 221 | 280 | 15,397 |
Selling, General and Administrative Expenses | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 577 | $ 5,047 | $ 2,356 |
IMPAIRMENTS, RESTRUCTURING AN_5
IMPAIRMENTS, RESTRUCTURING AND OTHER CHARGES - Beginning and Ending Liability for Restructuring Charges (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Restructuring Reserve [Roll Forward] | |||
Beginning balance | $ 5,631 | $ 5,190 | $ 0 |
Restructuring Charges Recognized | 798 | 5,327 | 5,190 |
Cash Paid | (4,029) | (4,886) | 0 |
Ending balance | $ 2,400 | $ 5,631 | $ 5,190 |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Allowance for Estimated Credit Losses | |||
Movement in Valuation Allowances and Reserves | |||
Balance at the Beginning of Period | $ 3,218 | $ 3,559 | $ 1,486 |
Additions Charged to Cost and Expense | 90 | 1,913 | 2,144 |
Write-Offs/Other | (125) | (2,254) | (71) |
Balance at End of Period | 3,183 | 3,218 | 3,559 |
Reserve for Excess and Obsolete Inventories | |||
Movement in Valuation Allowances and Reserves | |||
Balance at the Beginning of Period | 33,410 | 33,606 | 20,826 |
Additions Charged to Cost and Expense | 3,852 | 4,166 | 14,803 |
Write-Offs/Other | (3,487) | (4,362) | (2,023) |
Balance at End of Period | 33,775 | 33,410 | 33,606 |
Deferred Tax Valuation Allowance | |||
Movement in Valuation Allowances and Reserves | |||
Balance at the Beginning of Period | 37,168 | 13,303 | 8,098 |
Additions Charged to Cost and Expense | 7,100 | 23,152 | 5,205 |
Write-Offs/Other | (749) | 713 | 0 |
Balance at End of Period | $ 43,519 | $ 37,168 | $ 13,303 |