ARC Group Worldwide (ARCW) 10-Q 4 May 16 2016 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Mar. 27, 2016	Apr. 28, 2016
Document and Entity Information [Abstract]
Entity Registrant Name	ARC Group Worldwide, Inc.
Entity Central Index Key	826,326
Document Type	10-Q
Document Period End Date	Mar. 27, 2016
Amendment Flag	false
Current Fiscal Year End Date	--06-30
Entity Current Reporting Status	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		18,795,509
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q3

Unaudited Condensed Consolidate

Unaudited Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 27, 2016	Mar. 29, 2015	Mar. 27, 2016	Mar. 29, 2015
Unaudited Condensed Consolidated Statements of Operations
Sales	$ 26,501	$ 27,864	$ 76,018	$ 83,668
Cost of sales	20,789	21,582	61,201	64,016
Gross profit	5,712	6,282	14,817	19,652
Selling, general and administrative	4,927	4,549	13,452	14,967
Merger expense				187
Income from operations	785	1,733	1,365	4,498
Other (expense) income, net	(23)	128	71	117
Interest expense, net	(1,107)	(1,466)	(3,374)	(3,600)
(Loss) income before income taxes	(345)	395	(1,938)	1,015
Income tax benefit (expense)	8	39	566	(351)
Net (loss) income	(337)	434	(1,372)	664
Net income attributable to non-controlling interest	(24)	(51)	(88)	(165)
Net (loss) income attributable to ARC Group Worldwide, Inc.	$ (361)	$ 383	$ (1,460)	$ 499
Net (loss) income per common share:
Basic and diluted (in dollars per share)	$ (0.02)	$ 0.02	$ (0.08)	$ 0.03
Weighted average common shares outstanding:
Basic and diluted (in shares)	18,123,883	14,673,205	18,123,883	14,673,205

Unaudited Condensed Consolidat3

Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 27, 2016	Jun. 30, 2015
Current assets:
Cash	$ 2,917	$ 4,821
Accounts receivable, net	15,338	15,385
Inventories, net	15,829	16,386
Deferred income tax assets	741	672
Prepaid expenses and other current assets	5,064	2,330
Total current assets	39,889	39,594
Property and equipment, net	41,034	43,813
Goodwill	14,801	14,801
Intangible assets, net	23,910	26,441
Other	1,068	1,374
Total assets	120,702	126,023
Current liabilities:
Accounts payable	8,222	7,338
Accrued expenses	2,109	3,026
Deferred revenue	717	991
Bank borrowings, current portion of long-term debt	4,500	5,995
Capital lease obligations, current portion	834	857
Accrued escrow obligations, current portion	3,083	4,291
Total current liabilities	19,465	22,498
Long-term debt, net of current portion	50,234	51,971
Deferred income tax liabilities	2,460	2,029
Capital lease obligations, net of current portion	2,157	2,784
Accrued escrow obligations, net of current portion	966
Other long-term liabilities	73
Total liabilities	$ 75,355	$ 79,282
Commitments and contingencies (Note 11)
Equity:
Preferred stock, $0.001 par value, 2,000,000 shares authorized, no shares issued and outstanding
Common stock, $0.0005 par value, 250,000,000 shares authorized; 18,803,910 shares issued and 18,795,509 shares issued and outstanding at March 27, 2016, and 18,538,522 shares issued and 18,530,121 shares issued and outstanding at June 30, 2015	$ 10	$ 5
Treasury stock, at cost; 8,401 shares at March 27, 2016 and June 30, 2015	(94)	(94)
Additional paid-in capital	29,764	29,751
Retained earnings	14,470	15,931
Accumulated other comprehensive income (loss)	5	(58)
Total ARC Group Worldwide, Inc. stockholders' equity	44,155	45,535
Non-controlling interests	1,192	1,206
Total equity	45,347	46,741
Total liabilities and equity	$ 120,702	$ 126,023

Unaudited Condensed Consolidat4

Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 27, 2016	Jun. 30, 2015
Unaudited Condensed Consolidated Balance Sheets
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	2,000,000	2,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.0005	$ 0.0005
Common stock, shares authorized	250,000,000	250,000,000
Common stock, shares issued	18,803,910	18,538,522
Common stock, shares outstanding	18,795,509	18,530,121
Treasury stock, at cost, shares	8,401	8,401

Unaudited Condensed Consolidat5

Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Mar. 27, 2016	Mar. 29, 2015
Cash flows from operating activities:
Net (loss) income	$ (1,372)	$ 664
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization	7,165	7,061
Share-based compensation expense	138
Bad debt expense and other	92	(6)
Deferred income taxes	362	313
Changes in working capital:
Accounts receivable	18	(670)
Inventory	557	(1,446)
Prepaid expenses and other assets	(2,428)	(490)
Accounts payable	834	(1,835)
Accrued expenses	(1,259)	(1,901)
Deferred revenue	(274)	(188)
Net cash provided by operating activities	3,833	1,502
Cash flows from investing activities:
Purchases of property and equipment	(1,918)	(4,236)
Net cash used in investing activities	(1,918)	(4,236)
Cash flows from financing activities:
Proceeds from debt issuance	1,000	24,500
Repayments of long-term debt and capital lease obligations	(4,882)	(26,714)
Stock issuance costs		(256)
Net cash used in financing activities	(3,882)	(2,470)
Effect of exchange rates on cash	63	(137)
Net decrease in cash	(1,904)	(5,341)
Cash, beginning of period	4,821	9,384
Cash, end of period	2,917	4,043
Supplemental disclosures of cash flow information:
Cash paid for interest	2,550	2,470
Cash paid for income taxes	$ 597	$ 1,075

Nature of Operations and Basis

Nature of Operations and Basis of Presentation	9 Months Ended
	Mar. 27, 2016
Nature of Operations and Basis of Presentation
Nature of Operations and Basis of Presentation	NOTE 1 – Nature of Operations and Basis of Presentation Nature of Operations ARC Group Worldwide is a global advanced manufacturing and 3D printing service provider focused on accelerating speed to market for its customers. ARC utilizes technology to improve automation in manufacturing through robotics, software and process automation, as well as lean manufacturing to improve efficiency. ARC provides a holistic set of precision manufacturing solutions, from design and prototyping through full run production. These solutions include metal injection molding, plastic and metal 3D printing, metal stamping, plastic injection molding, clean room injection molding, rapid tooling, thixomolding, antennas, hermetic seals, flanges and forges. Basis of Presentation The Company’s fiscal year begins July 1 and ends June 30, and the quarters for interim reporting consist of thirteen weeks; therefore, the quarter end will not always coincide with the date of the calendar month-end. The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial statements and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments consisting of normal recurring adjustments necessary for a fair presentation of its financial position and results of operations. Interim results of operations are not necessarily indicative of the results that may be achieved for the full year. The consolidated balance sheet as of June 30, 2015, was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP. As such, this quarterly report should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2015. The Company follows the same accounting policies for preparing quarterly and annual reports. P rinciples of Consolidation The Consolidated Financial Statements include the amounts of ARC and its controlled subsidiaries. All material intercompany transactions have been eliminated in consolidation.

Significant Accounting Policies

Significant Accounting Policies	9 Months Ended
	Mar. 27, 2016
Significant Accounting Policies
Significant Accounting Policies	NOTE 2 – Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and reported amounts of revenue and expenses during the reporting period. Estimates are used for, among other things: allowances for doubtful accounts; inventory write-downs; valuation allowances for deferred tax assets; uncertain tax positions; valuation and useful lives of long-term assets, including property, equipment, intangible assets, and goodwill; contingencies; and the fair value of assets and liabilities obtained in business combinations. Due to the inherent uncertainties in making estimates, actual results could differ from those estimates and such differences may be material to the consolidated financial statements. Non-Controlling Interests In connection with the acquisitions of FloMet LLC and TeknaSeal LLC, the Company obtained a majority interest in the subsidiaries and control of the subsidiaries' boards of directors. During the first quarter of fiscal 2016, the Company purchased approximately 1.9% of the outstanding non-controlling membership interests of Tekna Seal LLC. On March 27, 2016, third party investors owned approximately 3.8% of the outstanding membership interests of FloMet LLC and approximately 4.4% of the outstanding membership interests of TeknaSeal LLC. On March 29, 2015, third party investors owned approximately 3.8% of the outstanding membership interests of FloMet LLC and approximately 6.2% of the outstanding membership interests of Tekna Seal LLC. Accordingly, the Consolidated Financial Statements include the financial position of these subsidiaries as of March 27, 2016 and June 30, 2015 and the results of operations of these subsidiaries since the dates of acquisitions. The Company has recognized the carrying value of the non-controlling interests as a component of stockholders’ equity. Comprehensive Income For each of the quarters ended March 27, 2016 and March 29, 2015, there were no material differences between net income (loss) and comprehensive income (loss). Share-Based Compensation The Company estimates the grant-date fair value of stock options and other equity-based compensation issued to employees and directors using the Black-Scholes valuation model. Compensation expense for equity-based awards is recognized over the requisite service period, usually the vesting period. The Company includes an estimate of forfeitures when calculating compensation expense. See Note 10, Share-Based Compensation, for further information regarding the assumptions used to calculate share-based payment expense. Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-09, Compensation - Stock Compensation Topic 718: Improvements to Employee Share-Based Payment Accounting, which is intended to simplify several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The guidance will be effective for fiscal years beginning after December 15, 2016, including interim periods within that year. The Company is in the process of evaluating the impact of adopting this guidance on its consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases: Topic 842 (“ASU 2016-02”), to supersede nearly all existing lease guidance under GAAP. ASU 2016-02 requires the recognition of lease assets and lease liabilities on the balance sheet by lessees for those leases currently classified as operating leases. ASU 2016-02 also requires qualitative disclosures along with specific quantitative disclosures and is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted. Entities are required to apply the amendments at the beginning of the earliest period presented using a modified retrospective approach. The Company is evaluating the requirements of this guidance and has not yet determined the impact of the adoption on its consolidated financial position, results of operations and cash flows. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers: Topic 606 (“ASU 2014-09”), to supersede nearly all existing revenue recognition guidance under GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under existing GAAP including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. In August 2015, the FASB issued ASU 2015-14 which defers the effective date for one year beyond the originally specified effective date. ASU 2014-09 is effective in the Company’s first quarter of fiscal 2018 and may transition to the standard using either the full retrospective approach or retrospectively with a cumulative effect of initially applying the amendments recognized at the date of initial application. The Company is currently evaluating the impact, if any, of its pending adoption of ASU 2014-09 on its consolidated financial statements.

Inventory

Inventory	9 Months Ended
	Mar. 27, 2016
Inventory
Inventory	NOTE 3 – Inventory Inventories consisted of the following (in thousands): March 27, June 30, 2016 2015 Raw materials and supplies $ $ Work-in-process Finished goods Less: Reserve for obsolescence $ $

Property and Equipment

Property and Equipment	9 Months Ended
	Mar. 27, 2016
Property and Equipment
Property and Equipment	NOTE 4 – Property and Equipment Property and equipment consisted of the following (in thousands): Depreciable Life March 27, June 30, (in years) 2016 2015 Land — $ $ Building and improvements 7 - 40 Machinery and equipment 3 - 12 Office furniture and equipment 3 - 10 Construction-in-process — Assets acquired under capital lease Less: Accumulated depreciation Less: Accumulated amortization on capital leases $ $ Depreciation expense totaled $1.6 million and $1.5 million for the three months ended March 27, 2016 and March 29, 2015, respectively, and $4.6 million and $4.5 million for the nine months ended March 27, 2016 and March 29, 2015, respectively.

Goodwill and Intangible Assets

Goodwill and Intangible Assets	9 Months Ended
	Mar. 27, 2016
Goodwill and Intangible Assets
Goodwill and Intangible Assets	NOTE 5 – Goodwill and Intangible Assets Goodwill The Company performs a goodwill impairment analysis at least annually (in the fourth quarter of each year), unless indicators of impairment exist in interim periods. The Company performed an updated interim quantitative and qualitative assessment of goodwill as of December 27, 2015 to determine if it was more likely than not that the fair value of each of our reporting units with goodwill exceeded its carrying value. In making this assessment, the Company evaluated overall business and overall economic conditions since the date of its acquisitions, as well as expectations of projected revenues and cash flows, assumptions impacting the weighted average cost of capital, and overall industry and market conditions. The Company concluded that the fair value of each reporting unit was in excess of its carrying value and goodwill was not impaired as of December 27, 2015. The Company will continue to monitor key assumptions and other factors utilized in its December 27, 2015 interim goodwill impairment analysis. There were no impairments of goodwill during the three and nine months ended March 27, 2016 and March 29, 2015. Intangible Assets The following table summarizes the Company's intangible assets (in thousands): As of March 27, 2016 As of June 30, 2015 Gross Gross Carrying Accumulated Net Carrying Carrying Accumulated Net Carrying Intangible assets: Amount Amortization Amount Amount Amortization Amount Patents and tradenames $ $ $ $ $ $ Customer relationships Non-compete agreements and other Total $ $ $ $ $ $ Intangible assets are being amortized using the straight-line method over estimated useful lives ranging from five to fifteen years. Amortization expense totaled $0.8 million and $0.9 million for identifiable intangible assets for the three months ended March 27, 2016 and March 29, 2015, respectively, and $2.5 million and $2.6 million for the nine months ended March 27, 2016 and March 29, 2015, respectively. Patents and tradenames, customer relationships, and non-compete agreements and other are amortized over their weighted average useful lives of approximately 13.5 years, 10.8 years, and 5.0 years, respectively. Estimated future amortization expense for the next five years as of March 27, 2016, is as follows (in thousands): Fiscal Years Amount Remainder of 2016 $ 2017 2018 2019 2020 Thereafter Total $ There were no impairments of long-lived assets during the three and nine months ended March 27, 2016 and March 29, 2015.

Accrued Escrow Obligations

Accrued Escrow Obligations	9 Months Ended
	Mar. 27, 2016
Accrued Escrow Obligations.
Accrued Escrow Obligations	NOTE 6 – Accrued Escrow Obligations On April 7, 2014, the Company acquired the membership interests of Advance Tooling Concepts, LLC (“ATC”) for approximately $24.3 million, of which: (i) $21.9 million was paid in cash and (ii) $2.4 million, consisting of 233,788 newly issued shares of common stock of the Company, was to be held in escrow for a period of 12 months (“ATC Escrow”) to satisfy certain working capital adjustments and/or indemnification obligations. In July 2014, the ATC Escrow was reduced by $0.7 million following the completion of a working capital adjustment. In October 2015, the Company entered into an agreement to settle and terminate the ATC Escrow in cash. The cash settlement has been accrued in current and long-term liabilities. The ATC Escrow shares were returned to the Company and retired in February 2016. On June 25, 2014, the Company acquired substantially all of the assets of Kecy Corporation and 411 Munson Holding, LLC for approximately $26.8 million, of which: (i) $24.2 million was paid in cash; and (ii) $2.6 million, consisting of 172,450 newly issued shares of common stock of the Company, was to be held in escrow for a period of 18 months (“Kecy Escrow”) to satisfy certain working capital adjustments and/or indemnification obligations. The Company has determined the common stock issued is mandatorily redeemable and has therefore recorded $2.6 million as a current liability in the accompanying balance sheets. In August 2015, and in connection with the decline in the Company’s stock price since the date of acquisition, the Company issued 499,176 additional shares for security of the escrow. The Company is in the process of finalizing the settlement of the Kecy Escrow.

Debt

Debt	9 Months Ended
	Mar. 27, 2016
Debt
Debt	NOTE 7 – Debt Long-term debt payable consists of the following (in thousands): Balance as of March 27, 2016 June 30, 2015 Senior secured revolving commitment $ $ Senior secured term loan Senior secured delayed draw term loan Subordinated term loan Total debt Less: Senior secured term loan, current portion Less: Senior secured delayed draw term loan, current portion Non-current portion $ $ Amended & Restated Credit Agreement On November 10, 2014, the Company and certain of its subsidiaries entered into a $90.0 million, five -year Amended and Restated Credit Agreement with Citizens Bank, N.A. and Capital One, National Association (“Amended & Restated Credit Agreement”), which amended and restated in its entirety the Company's prior credit facility entered into April 7, 2014 and amended June 25, 2014. Borrowings under the credit facility may be made as Base Rate Loans or Eurocurrency Rate Loans. The Base Rate Loans will bear interest at the fluctuating rate per annum equal to: (i) the highest of (a) the Federal Funds Rate plus 1/2 of 1.00%, (b) Citizens Bank’s own prime rate; and (c) the adjusted Eurodollar rate on such day for an interest period of one (1) month plus 1.00% ; and (ii) plus the Applicable Rate, as described below. Eurodollar Rate Loans will bear interest at the rate per annum equal to the ICE Benchmark Administration LIBOR Rate plus the Applicable Rate. The Applicable Rate will be adjusted quarterly, based on the Company’s total leverage ratio, in a range of 1.50% to 3.00% for Base Rate Loans and 2.50% to 4.00% for Eurodollar Rate Loans. In addition to interest payments on the credit facility loans, the Company will pay commitment fees to the lenders, ranging from 0.25% to 0.45% per quarter on undrawn revolving loans and 0.50% per annum on undrawn term loan amounts. On March 27, 2016, the interest rate on borrowings under the Amended & Restated Credit Agreement was approximately 4.4% . On December 23, 2014, the parties to the Amended & Restated Credit Agreement entered into a first amendment (“Citizens First Amendment”) to make technical corrections and to clarify, among other matters, that mandatory prepayments of the loans will not be required in connection with any issuance of equity interests of the Company, depending on the Company’s senior leverage ratio, and the proceeds are used to finance a permitted acquisition or other permitted investments or finance consolidated capital expenditures. On April 8, 2015, the Company prepaid a portion of the principal outstanding under the Amended & Restated Credit Agreement with net proceeds from a registered public offering of common stock. On May 11, 2015, as a result of the prepayment, the Company entered into the Limited Waiver and Second Amendment to the Amended & Restated Credit Agreement (“Citizens Second Amendment”). Under the terms of the Citizens Second Amendment, the lenders agreed to waive the Company’s non-compliance with certain covenants and agreed to exclude from the fixed charge coverage calculation scheduled principal payments on indebtedness for the fiscal quarters ended March 29, 2015 and June 30, 2015. On March 29, 2016, the Company entered into a third amendment to the Amended & Restated Credit Agreement, which required the Company to prepay a portion of the principal outstanding under the Amended and Restated Credit Agreement with the net proceeds received from a recent borrowing by the Company’s Hungarian subsidiary (described below under “Loan Contract”). On April 20, 2016, the Company entered into a fourth amendment to the Amended & Restated Credit Agreement (“Citizens Fourth Amendment”) to modify certain terms including: (1) Allows for the exclusion from the fixed charge coverage ratio $1.3 million of certain federal and state taxes paid related to prior years, effective March 27, 2016; (2) Modifies the minimum fixed charge coverage ratio, maximum total leverage ratio and maximum senior leverage ratio in line with the Company’s current financial expectations, effective March 27, 2016; (3) Reduces mandatory principal payments for the remainder of the Amended and Restated Credit Agreement term; (4) Adjusts mandatory prepayments that will be required upon the completion of asset sales or sale leaseback transactions, with the amount of prepayments to be determined based upon achievement of certain leverage ratios; and (5) Establishes mandatory prepayments on December 15, 2016, to be calculated and based upon a percentage of the principal outstanding as of such date. The Amended & Restated Credit Agreement requires us to comply with a number of financial and other covenants, such as maintaining debt service coverage and leverage ratios in certain situations and maintaining insurance coverage. As of March 27, 2016, the Company was in compliance with its debt covenants under the Amended & Restated Credit Agreement. Subordinated Term Loan Credit Agreement On November 10, 2014, the Company and certain of its subsidiaries entered into a $20.0 million, five -year Subordinated Term Loan Credit Agreement (“Subordinated Loan Agreement”) with McLarty Capital Partners SBIC, L.P. (“McLarty”), which bears interest at 11% annually . Upon an event of default under the Subordinated Loan Agreement, the interest rate increases automatically by 2.00% annually. The proceeds were used to repay certain outstanding loans under the Company’s previous credit facility. McLarty is indirectly a related party to one of the officers and directors of the Company; therefore, the Board of Directors appointed a special committee consisting solely of independent directors to assure that the Subordinated Loan Agreement is fair and reasonable to the Company and its shareholders. On December 29, 2014, the Company entered into an amendment to the Subordinated Loan Agreement (“McLarty First Amendment”) to clarify, among other matters, that mandatory prepayments of the subordinated loans will not be required in connection with any issuance of equity interests of the Company, depending on the Company’s senior leverage ratio, and the proceeds are used to finance a permitted acquisition or other permitted investments or finance consolidated capital expenditures. On April 20, 2016, the Company entered into a second amendment to the Subordinated Loan Agreement (“McLarty Second Amendment”) to modi fy certain terms including: (1) Allows for the exclusion from the fixed charge coverage ratio $1.3 million of certain federal and state taxes paid related to prior years, effective March 27, 2016; (2) Modifies the minimum fixed charge coverage ratio and maximum total leverage ratio in line with the Company’s current financial expectations, effective March 27, 2016; and (3) Establishes mandatory prepayments that will be required upon the completion of asset sales or sale-leaseback transactions, with the amount of the prepayments to be determined based upon achievement of certain leverage ratios. The Subordinated Loan Agreement has been subordinated to the Amended & Restated Credit Agreement pursuant to a First Lien Subordination Agreement. The Subordinated Loan Agreement contains customary representations and warranties, events of default, affirmative covenants, negative covenants, and prepayment terms that are substantially similar to those contained in the Amended and Restated Credit Agreement described above. As of March 27, 2016, the Company was in compliance with its debt covenants under the Subordinated Credit Facility. Loan Contract On March 23, 2016, AFT-Hungary Kft. (“AFT Hungary”), a wholly owned subsidiary of the Company, entered into a Loan Contract with Erste Bank Hungary Zrt. in an amount equal to €4.0 million (“Loan Contract”). The initial funding of €4.0 million drawn on the Loan Contract occurred on March 31, 2016. Approximately $3.0 million of the net proceeds from the Loan Contract were used to partially repay obligations outstanding under the Amended & Restated Credit Agreement, with the remaining net proceeds to be used for capital expenditures and other investments to facilitate the export of goods and services provided by AFT Hungary. The loan matures on March 7, 2021, and bears interest at a fixed rate of 0.98% per annum. The Company is required to make semi -annual principal payments in an amount equal to approximately €400,000 along with monthly interest payments. The Loan Contract is secured by certain of AFT Hungary’s assets, including the real estate and selected machinery and equipment located in Retsag, Hungary. Future Debt Payments The following schedule represents the Company’s future debt payments as of March 27, 2016 (in thousands): 2016 (1) $ 2017 2018 2019 (2) 2020 Total $ (1) Represents long-term debt principal payments for the three month period ending June 30, 2016. (2) Amount includes $8.6 million for the senior secured revolving commitment.

Income Taxes

Income Taxes	9 Months Ended
	Mar. 27, 2016
Income Taxes
Income Taxes	NOTE 8 – Income Taxes On March 27, 2016 and June 30, 2015, the income tax receivable was $1.9 million and $0.6 million, respectively, which is included in other current assets. The increase in the income tax receivable during the nine months ended March 27, 2016, was primarily associated with research and development tax credits and net operating loss carrybacks. The Company had unrecognized tax benefits for uncertain tax positions of $1.1 million and $0.9 million on March 27, 2016 and June 30, 2015, respectively, which are included in deferred income tax liabilities. The increase in the unrecognized tax benefits during the nine months ended March 27, 2016, was primarily associated with U.S. Federal tax credits from a completed research and development study.

Earnings Per Share

Earnings Per Share	9 Months Ended
	Mar. 27, 2016
Earnings Per Share
Earnings Per Share	NOTE 9 – Earnings Per Share Basic earnings per share is computed by dividing net income available to common stockholders by the weighted-average number of shares of common stock outstanding during each period. Diluted earnings per share is computed by dividing net income available to common stockholders by the diluted weighted-average shares of common stock outstanding during each period. In connection with the acquisitions of ATC and Kecy, the Company issued a total of 905,414 shares of common stock, which were placed in escrow to satisfy certain working capital adjustments and/or indemnification obligations. As these escrow shares are expected to be returned to the Company, the escrow shares have been excluded from the basic and diluted earnings per share computations. In February 2016, the 233,788 shares of common stock previously issued for the ATC acquisition were returned to the Company and retired. As a result of the Company’s net losses for the three and nine months ended March 27, 2016, potentially dilutive stock options of approximately 253,718 were considered anti-dilutive and were excluded from the computation of diluted earnings per share. For the three and nine months ended March 29, 2015, the Company had no outstanding equity awards or other potentially dilutive securities; therefore, there was no computation of dilutive securities.

Share-Based Compensation

Share-Based Compensation	9 Months Ended
	Mar. 27, 2016
Share-based Compensation [Abstract]
Share-Based Compensation	NOTE 10 – Share-Based Compensation In November 2015, the Company’s stockholders approved the ARC Group Worldwide, Inc. 2015 Equity Incentive Plan (“2015 Plan”), which is administered by the Compensation Committee (“Committee”) of the Board of Directors. The 2015 Plan reserves for issuance a total of 950,000 shares of common stock, which may be in the form of incentive stock options, non-qualified stock options, restricted stock, restricted stock units, or other types of awards as authorized under the plan. As of March 27, 2016, there were approximately 183,825 shares of common stock available to be granted under the 2015 Plan. In the case of stock options, the exercise price of the options granted may not be less than the fair market value of a share of common stock at the date of grant. The Committee determines the vesting conditions of awards; however, the performance period for an award subject to the satisfaction of performance measures may not exceed five years. The 2015 Plan will terminate ten years after its adoption, unless terminated earlier by the Company’s Board of Directors. A summary of stock option activity under the 2015 Plan as of March 27, 2016 is as follows: Weighted Weighted Average Average Exercise Remaining Contractual Shares Price Term (in years) Outstanding as of June 30, 2015 - - - Granted $ Outstanding as of March 27, 2016 $ Vested and exercisable as of March 27, 2016 $ Vested and expected to vest as of March 27, 2016 Options granted during the three month period ending March 27, 2016 have contractual lives of seven years. The weighted-average grant date fair value of options granted during the three months ended March 27, 2016 was $0.98 . The total fair value of shares vested during the three months ended March 27, 2016 was $0.1 million. Determining Fair Value The Company estimates the fair value of stock options granted using the Black-Scholes method. The assumptions used to determine the value of the Company’s stock options granted to employees during the three month period ended March 27, 2016 were as follows: Expected term - years Expected volatility % - % Expected dividend yield - % Risk-free interest rate % - % Expected Term – The expected term represents the period of time the options are expected to be outstanding. The Company uses the simplified method, as permitted by the SEC, to calculate the expected term, as the Company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate the expected life in years. The simplified method is calculated as the average of the time-to-vesting and the contractual life of the options. Expected Volatility – Expected volatility is based on the historical volatility of the Company’s common stock, which we believe will be indicative of future experience. Expected Dividends – The Company has never paid dividends on its common stock and currently does not intend to do so in the near term, and accordingly, the dividend yield percentage is zero . Risk-Free Interest Rate - The risk-free interest rate is based on the U.S. Treasury yield in effect at the time of grant with a term equal to the expected term of the stock option granted. Share-Based Compensation Expense Compensation expense recognized during the three and nine month periods ended March 27, 2016 was $0.1 million, and is included in selling, general and administrative expense. As of March 27, 2016, there was $0.5 million of total unrecognized compensation expense related to non-vested stock options, which is expected to be recognized over a weighted-average period of 3.8 years. The Company estimated expected forfeitures and is recognizing compensation expense only for those option grants expected to vest. The Company’s estimate of forfeitures may be adjusted throughout the requisite service period based on the extent to which actual forfeitures differ, or are likely to differ, from the Company’s previous estimates. At the end of the service period compensation cost will have been recognized only for those awards for which the employee has provided the requisite service.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Mar. 27, 2016
Commitments and Contingencies
Commitments and Contingencies	NOTE 11 – Commitments and Contingencies The Company leases land, facilities, and equipment under various non-cancellable operating lease agreements expiring through August 31, 2019, which contain various renewal options. The Company also leases equipment under non-cancellable capital lease agreements expiring through June 30, 2024. The capital leases have interest rates ranging from 3.0% to 5.8% . During the nine months ended March 27, 2016, the Company entered into several long-term equipment operating leases totaling approximately $2.3 million and expiring at various dates through fiscal year 2021 with optional renewal periods. From time to time, the Company is a party to various litigation matters incidental to the conduct of its business. As of March 27, 2016, the Company is not presently a party to any legal proceedings, the resolution of which, management believes, would have a material adverse effect on its business, operating results, financial condition, or cash flows.

Segment Information

Segment Information	9 Months Ended
	Mar. 27, 2016
Segment Information
Segment Information	NOTE 12 – Segment Information The Company’s operations are classified into four reportable business segments: Precision Components Group, 3DMT Group, Flanges and Fittings Group, and Wireless Group. · The Precision Components Group companies provide highly engineered fabricated metal components using processes consisting of metal injection molding, precision metal stamping, and the hermetic sealing of certain components. Industries served include medical and dental devices, firearms and defense, automotive, aerospace, consumer durables, and electronic devices. · The 3DMT Group was established in the second quarter of fiscal year 2014 to meet customer needs of reducing costs and accelerating the “speed-to-market” through rapid prototyping, short-run production, and rapid tooling. The segment consists of our legacy tooling product line, 3DMT (our 3D printing and additive manufacturing operations), and ATC, which was acquired in April 2014. · The Flanges and Fittings Group consists of General Flange & Forge LLC (“GF&F”). GF&F provides custom machining solutions and special flange facings. · The Wireless Group focuses on wireless broadband technology related to propagation and optimization. It designs and develops hardware, including antennas, radios, and related accessories, used in broadband, industrial, and other wireless networks. Products are sold to public and private carriers, wireless infrastructure providers, wireless equipment distributors, value added resellers, and other original equipment manufacturers. Summarized segment information for the three and nine month periods ended March 27, 2016 and March 29, 2015 is as follows (in thousands): Three months ended Nine months ended March 27, March 29, March 27, March 29, 2016 2015 2016 2015 Sales: Precision Components Group $ $ $ $ 3DMT Group Flanges and Fittings Group Wireless Group Consolidated sales $ $ $ $ Operating costs: Precision Components Group $ $ $ $ 3DMT Group Flanges and Fittings Group Wireless Group Consolidated operating costs $ $ $ $ Segment operating income (loss): Precision Components Group $ $ $ $ 3DMT Group Flanges and Fittings Group Wireless Group Corporate (1) Total segment operating income $ $ $ $ Other non-operating (expense) income Interest expense, net Non-operating expense Consolidated (loss) income before income taxes and non-controlling interest $ $ $ $ (1) Corporate expense includes compensation and benefits, insurance, legal, accounting, consulting, and board of director’s fees.

Significant Customers

Significant Customers	9 Months Ended
	Mar. 27, 2016
Significant Customers
Significant Customers	NOTE 13 – Significant Customers The concentration of the Company’s business with a relatively small number of customers may expose it to a material adverse effect if one or more of these large customers were to experience financial difficulty or were to cease being a customer for non-financial related issues. The Company’s revenue concentrations of 5% or greater are as follows: Percentage of Sales Three months ended Nine months ended March 27, March 29, March 27, March 29, Customer 2016 2015 2016 2015 1 (a) % % % % 2 (b) % * % % * % 3 (a) % % % % 4 (a) % % % % 5 (a) % % % % 6 (a) * % % * % % Total % % % % * Customer represented less than 5% of sales for the periods presented. (a) Revenue from this customer is generated through our Precision Components Group segment. (b) Revenue from this customer is generated through our 3DMT Group segment. The Company’s accounts receivable concentrations of 5% or greater for the above-listed customers are as follows: Percentage of Receivables March 27, June 30, Customer 2016 2015 1 % % 2 % % 3 ** % % 4 % ** % 5 ** % ** % 6 ** % % Total % % ** Customer represented less than 5% of accounts receivable for the periods presented.

Significant Accounting Polici19

Significant Accounting Policies (Policies)	9 Months Ended
	Mar. 27, 2016
Significant Accounting Policies
Basis of Presentation	Basis of Presentation The Company’s fiscal year begins July 1 and ends June 30, and the quarters for interim reporting consist of thirteen weeks; therefore, the quarter end will not always coincide with the date of the calendar month-end. The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial statements and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments consisting of normal recurring adjustments necessary for a fair presentation of its financial position and results of operations. Interim results of operations are not necessarily indicative of the results that may be achieved for the full year. The consolidated balance sheet as of June 30, 2015, was derived from the audited financial statements as of that date, but does not include all disclosures including notes required by GAAP. As such, this quarterly report should be read in conjunction with the consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2015. The Company follows the same accounting policies for preparing quarterly and annual reports.
Principles of Consolidation	Principles of Consolidation The Consolidated Financial Statements include the amounts of ARC and its controlled subsidiaries. All material intercompany transactions have been eliminated in consolidation.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and reported amounts of revenue and expenses during the reporting period. Estimates are used for, among other things: allowances for doubtful accounts; inventory write-downs; valuation allowances for deferred tax assets; uncertain tax positions; valuation and useful lives of long-term assets, including property, equipment, intangible assets, and goodwill; contingencies; and the fair value of assets and liabilities obtained in business combinations. Due to the inherent uncertainties in making estimates, actual results could differ from those estimates and such differences may be material to the consolidated financial statements.
Non-Controlling Interests	Non-Controlling Interests In connection with the acquisitions of FloMet LLC and TeknaSeal LLC, the Company obtained a majority interest in the subsidiaries and control of the subsidiaries' boards of directors. During the first quarter of fiscal 2016, the Company purchased approximately 1.9% of the outstanding non-controlling membership interests of Tekna Seal LLC. On March 27, 2016, third party investors owned approximately 3.8% of the outstanding membership interests of FloMet LLC and approximately 4.4% of the outstanding membership interests of TeknaSeal LLC. On March 29, 2015, third party investors owned approximately 3.8% of the outstanding membership interests of FloMet LLC and approximately 6.2% of the outstanding membership interests of Tekna Seal LLC. Accordingly, the Consolidated Financial Statements include the financial position of these subsidiaries as of March 27, 2016 and June 30, 2015 and the results of operations of these subsidiaries since the dates of acquisitions. The Company has recognized the carrying value of the non-controlling interests as a component of stockholders’ equity.
Comprehensive Income	Comprehensive Income For each of the quarters ended March 27, 2016 and March 29, 2015, there were no material differences between net income (loss) and comprehensive income (loss).
Share-Based Compensation	Share-Based Compensation The Company estimates the grant-date fair value of stock options and other equity-based compensation issued to employees and directors using the Black-Scholes valuation model. Compensation expense for equity-based awards is recognized over the requisite service period, usually the vesting period. The Company includes an estimate of forfeitures when calculating compensation expense. See Note 10, Share-Based Compensation, for further information regarding the assumptions used to calculate share-based payment expense.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-09, Compensation - Stock Compensation Topic 718: Improvements to Employee Share-Based Payment Accounting, which is intended to simplify several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The guidance will be effective for fiscal years beginning after December 15, 2016, including interim periods within that year. The Company is in the process of evaluating the impact of adopting this guidance on its consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases: Topic 842 (“ASU 2016-02”), to supersede nearly all existing lease guidance under GAAP. ASU 2016-02 requires the recognition of lease assets and lease liabilities on the balance sheet by lessees for those leases currently classified as operating leases. ASU 2016-02 also requires qualitative disclosures along with specific quantitative disclosures and is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted. Entities are required to apply the amendments at the beginning of the earliest period presented using a modified retrospective approach. The Company is evaluating the requirements of this guidance and has not yet determined the impact of the adoption on its consolidated financial position, results of operations and cash flows. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers: Topic 606 (“ASU 2014-09”), to supersede nearly all existing revenue recognition guidance under GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under existing GAAP including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. In August 2015, the FASB issued ASU 2015-14 which defers the effective date for one year beyond the originally specified effective date. ASU 2014-09 is effective in the Company’s first quarter of fiscal 2018 and may transition to the standard using either the full retrospective approach or retrospectively with a cumulative effect of initially applying the amendments recognized at the date of initial application. The Company is currently evaluating the impact, if any, of its pending adoption of ASU 2014-09 on its consolidated financial statements.

Inventory (Tables)

Inventory (Tables)	9 Months Ended
	Mar. 27, 2016
Inventory
Schedule of inventories	Inventories consisted of the following (in thousands): March 27, June 30, 2016 2015 Raw materials and supplies $ $ Work-in-process Finished goods Less: Reserve for obsolescence $ $

Property and Equipment (Tables)

Property and Equipment (Tables)	9 Months Ended
	Mar. 27, 2016
Property and Equipment
Schedule of property and equipment	Property and equipment consisted of the following (in thousands): Depreciable Life March 27, June 30, (in years) 2016 2015 Land — $ $ Building and improvements 7 - 40 Machinery and equipment 3 - 12 Office furniture and equipment 3 - 10 Construction-in-process — Assets acquired under capital lease Less: Accumulated depreciation Less: Accumulated amortization on capital leases $ $

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	9 Months Ended
	Mar. 27, 2016
Goodwill and Intangible Assets
Summary of intangible assets	The following table summarizes the Company's intangible assets (in thousands): As of March 27, 2016 As of June 30, 2015 Gross Gross Carrying Accumulated Net Carrying Carrying Accumulated Net Carrying Intangible assets: Amount Amortization Amount Amount Amortization Amount Patents and tradenames $ $ $ $ $ $ Customer relationships Non-compete agreements and other Total $ $ $ $ $ $
Schedule of estimated future amortization expense of intangible assets	Estimated future amortization expense for the next five years as of March 27, 2016, is as follows (in thousands): Fiscal Years Amount Remainder of 2016 $ 2017 2018 2019 2020 Thereafter Total $

Debt (Tables)

Debt (Tables)	9 Months Ended
	Mar. 27, 2016
Debt
Schedule of long-term debt payable	Long-term debt payable consists of the following (in thousands): Balance as of March 27, 2016 June 30, 2015 Senior secured revolving commitment $ $ Senior secured term loan Senior secured delayed draw term loan Subordinated term loan Total debt Less: Senior secured term loan, current portion Less: Senior secured delayed draw term loan, current portion Non-current portion $ $
Schedule of future debt payments	The following schedule represents the Company’s future debt payments as of March 27, 2016 (in thousands): 2016 (1) $ 2017 2018 2019 (2) 2020 Total $ (1) Represents long-term debt principal payments for the three month period ending June 30, 2016. Amount includes $8.6 million for the senior secured revolving commitment.

Share-Based Compensation (Table

Share-Based Compensation (Tables)	9 Months Ended
	Mar. 27, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Summary of stock option activity	A summary of stock option activity under the 2015 Plan as of March 27, 2016 is as follows: Weighted Weighted Average Average Exercise Remaining Contractual Shares Price Term (in years) Outstanding as of June 30, 2015 - - - Granted $ Outstanding as of March 27, 2016 $ Vested and exercisable as of March 27, 2016 $ Vested and expected to vest as of March 27, 2016
Schedule of stock options, valuation assumptions	The assumptions used to determine the value of the Company’s stock options granted to employees during the three month period ended March 27, 2016 were as follows: Expected term - years Expected volatility % - % Expected dividend yield - % Risk-free interest rate % - %

Segment Information (Tables)

Segment Information (Tables)	9 Months Ended
	Mar. 27, 2016
Segment Information
Summary of segment information	Summarized segment information for the three and nine month periods ended March 27, 2016 and March 29, 2015 is as follows (in thousands): Three months ended Nine months ended March 27, March 29, March 27, March 29, 2016 2015 2016 2015 Sales: Precision Components Group $ $ $ $ 3DMT Group Flanges and Fittings Group Wireless Group Consolidated sales $ $ $ $ Operating costs: Precision Components Group $ $ $ $ 3DMT Group Flanges and Fittings Group Wireless Group Consolidated operating costs $ $ $ $ Segment operating income (loss): Precision Components Group $ $ $ $ 3DMT Group Flanges and Fittings Group Wireless Group Corporate (1) Total segment operating income $ $ $ $ Other non-operating (expense) income Interest expense, net Non-operating expense Consolidated (loss) income before income taxes and non-controlling interest $ $ $ $ (1) Corporate expense includes compensation and benefits, insurance, legal, accounting, consulting, and board of director’s fees.

Significant Customers (Tables)

Significant Customers (Tables)	9 Months Ended
	Mar. 27, 2016
Significant Customers
Schedule of sales and accounts receivable customer concentration risk	The Company’s revenue concentrations of 5% or greater are as follows: Percentage of Sales Three months ended Nine months ended March 27, March 29, March 27, March 29, Customer 2016 2015 2016 2015 1 (a) % % % % 2 (b) % * % % * % 3 (a) % % % % 4 (a) % % % % 5 (a) % % % % 6 (a) * % % * % % Total % % % % * Customer represented less than 5% of sales for the periods presented. (a) Revenue from this customer is generated through our Precision Components Group segment. (b) Revenue from this customer is generated through our 3DMT Group segment. The Company’s accounts receivable concentrations of 5% or greater for the above-listed customers are as follows: Percentage of Receivables March 27, June 30, Customer 2016 2015 1 % % 2 % % 3 ** % % 4 % ** % 5 ** % ** % 6 ** % % Total % % ** Customer represented less than 5% of accounts receivable for the periods presented.

Nature of Operations and Basi27

Nature of Operations and Basis of Presentation (Details)	9 Months Ended
	Mar. 27, 2016
Basis of Presentation
Length of interim quarterly reporting periods	91 days

Significant Accounting Polici28

Significant Accounting Policies (Details)	3 Months Ended
	Sep. 27, 2015	Mar. 27, 2016	Mar. 29, 2015
FloMet
Non-Controlling Interest
Third party ownership percentage		3.80%	3.80%
TeknaSeal
Non-Controlling Interest
Purchase of outstanding non-controlling interest (as a percent)	1.90%
Third party ownership percentage		4.40%	6.20%

Inventory (Details)

Inventory (Details) - USD ($) $ in Thousands	Mar. 27, 2016	Jun. 30, 2015
Inventory
Raw materials and supplies	$ 5,930	$ 5,723
Work-in-process	6,790	7,335
Finished goods	3,879	4,224
Inventories, gross	16,599	17,282
Less: Reserve for obsolescence	(770)	(896)
Inventories, net	$ 15,829	$ 16,386

Property and Equipment (Details

Property and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 27, 2016	Mar. 29, 2015	Mar. 27, 2016	Mar. 29, 2015	Jun. 30, 2015
Property and equipment
Property and equipment, gross	$ 64,026		$ 64,026		$ 62,362
Assets acquired under capital lease	5,039		5,039		5,139
Less: Accumulated depreciation	(21,756)		(21,756)		(17,827)
Less: Accumulated amortization on capital leases	(1,236)		(1,236)		(722)
Property and equipment, net	41,034		41,034		43,813
Depreciation expense	1,600	$ 1,500	4,600	$ 4,500
Land
Property and equipment
Property and equipment, gross	1,264		1,264		1,264
Building and improvements
Property and equipment
Property and equipment, gross	17,450		$ 17,450		17,422
Building and improvements | Minimum
Property and equipment
Depreciable Life			7 years
Building and improvements | Maximum
Property and equipment
Depreciable Life			40 years
Machinery and equipment
Property and equipment
Property and equipment, gross	38,288		$ 38,288		35,672
Machinery and equipment | Minimum
Property and equipment
Depreciable Life			3 years
Machinery and equipment | Maximum
Property and equipment
Depreciable Life			12 years
Office furniture and equipment
Property and equipment
Property and equipment, gross	871		$ 871		931
Office furniture and equipment | Minimum
Property and equipment
Depreciable Life			3 years
Office furniture and equipment | Maximum
Property and equipment
Depreciable Life			10 years
Construction-in-process
Property and equipment
Property and equipment, gross	$ 1,114		$ 1,114		$ 1,934

Goodwill and Intangible Asset31

Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 27, 2016	Mar. 29, 2015	Mar. 27, 2016	Mar. 29, 2015	Jun. 30, 2015
Intangible assets
Gross Carrying Amount	$ 31,492		$ 31,492		$ 31,492
Accumulated Amortization	(7,582)		(7,582)		(5,051)
Net Carrying Amount	23,910		23,910		26,441
Amortization expense	800	$ 900	2,500	$ 2,600
Estimated future amortization expense
Remainder of 2016	844		844
2,017	3,375		3,375
2,018	3,375		3,375
2,019	3,191		3,191
2,020	2,643		2,643
Thereafter	10,482		10,482
Net Carrying Amount	23,910		23,910		26,441
Impairments of long-lived assets	0	$ 0	$ 0	$ 0
Minimum
Intangible assets
Estimated useful life			5 years
Maximum
Intangible assets
Estimated useful life			15 years
Patents and tradenames
Intangible assets
Gross Carrying Amount	3,773		$ 3,773		3,773
Accumulated Amortization	(706)		(706)		(527)
Net Carrying Amount	3,067		$ 3,067		3,246
Weighted average useful life			13 years 6 months
Estimated future amortization expense
Net Carrying Amount	3,067		$ 3,067		3,246
Customer relationships
Intangible assets
Gross Carrying Amount	24,077		24,077		24,077
Accumulated Amortization	(5,419)		(5,419)		(3,613)
Net Carrying Amount	18,658		$ 18,658		20,464
Weighted average useful life			10 years 9 months 18 days
Estimated future amortization expense
Net Carrying Amount	18,658		$ 18,658		20,464
Non-compete agreements and other
Intangible assets
Gross Carrying Amount	3,642		3,642		3,642
Accumulated Amortization	(1,457)		(1,457)		(911)
Net Carrying Amount	2,185		$ 2,185		2,731
Weighted average useful life			5 years
Estimated future amortization expense
Net Carrying Amount	$ 2,185		$ 2,185		$ 2,731

Accrued Escrow Obligations (Det

Accrued Escrow Obligations (Details) - USD ($) $ in Thousands	Jun. 25, 2014	Apr. 07, 2014	Aug. 31, 2015	Jul. 31, 2014	Mar. 27, 2016	Jun. 30, 2015
Purchase price for the acquisition
Accrued escrow obligations, current portion					$ 3,083	$ 4,291
Accrued escrow obligations, net of current portion					966
Advanced Tooling Concepts
Purchase price for the acquisition
Cash paid		$ 21,900
Common stock placed in escrow, value		$ 2,400
Number of shares issued and placed into escrow		233,788
Escrow period		12 months
Advanced Tooling Concepts | Previously reported
Purchase price for the acquisition
Aggregate purchase price		$ 24,300
Advanced Tooling Concepts | Working capital adjustments
Purchase price for the acquisition
Reduction in escrow due to working capital adjustments				$ 700
Kecy
Purchase price for the acquisition
Aggregate purchase price	$ 26,800
Cash paid	24,200
Common stock placed in escrow, value	$ 2,600
Number of shares issued and placed into escrow	172,450
Escrow period	18 months
Accrued escrow obligations, current portion					$ 2,600
Kecy | Adjustments for change in the Company's stock price
Purchase price for the acquisition
Number of shares issued and placed into escrow			499,176

Debt (Details)

Debt (Details) - USD ($) $ in Thousands	Mar. 27, 2016	Jun. 30, 2015
Debt
Debt	$ 54,734	$ 57,966
Less: current portion	(4,500)	(5,995)
Non-current portion	50,234	51,971
Senior secured revolving commitment
Debt
Debt	8,560	7,560
Senior secured term loan
Debt
Debt	19,549	22,924
Less: current portion	(3,373)	(4,781)
Senior secured delayed draw term loan
Debt
Debt	6,625	7,482
Less: current portion	(1,127)	(1,214)
Subordinated term loan
Debt
Debt	$ 20,000	$ 20,000

Debt (Details 2)

Debt (Details 2) - Amended & Restated Credit Agreement - USD ($) $ in Millions	Mar. 27, 2016	Nov. 10, 2014	Mar. 27, 2016
Debt
Maximum borrowing capacity		$ 90
Term of agreement		5 years
Interest rate on borrowings (as a percent)	4.40%		4.40%
Federal and state taxes excluded from fixed charge coverage ratio	$ 1.3
Senior secured revolving commitment | Minimum
Debt
Commitment fees (as a percent)			0.25%
Senior secured revolving commitment | Maximum
Debt
Commitment fees (as a percent)			0.45%
Senior secured term loan
Debt
Commitment fees (as a percent)			0.50%
Base Rate Loans | Base Rate | Minimum
Debt
Spread on variable rate basis (as a percent)			1.50%
Base Rate Loans | Base Rate | Maximum
Debt
Spread on variable rate basis (as a percent)			3.00%
Base Rate Loans | Federal Funds Rate
Debt
Spread on variable rate basis (as a percent)			0.50%
Base Rate Loans | Adjusted Eurodollar rate
Debt
Spread on variable rate basis (as a percent)			1.00%
Eurocurrency Rate Loans | ICE Benchmark Administration LIBOR Rate | Minimum
Debt
Spread on variable rate basis (as a percent)			2.50%
Eurocurrency Rate Loans | ICE Benchmark Administration LIBOR Rate | Maximum
Debt
Spread on variable rate basis (as a percent)			4.00%

Debt (Details 3)

Debt (Details 3) - Subordinated term loan - McLarty - Lender indirectly related to an officer and director $ in Millions	Mar. 27, 2016USD ($)	Nov. 10, 2014USD ($)	Nov. 04, 2014person
Debt
Note face value		$ 20
Maturity term		5 years
Interest rate (as a percent)		11.00%
Interest rate increase upon an event of default (as a percent)		2.00%
Number of officers and directors of the Company to which the lender is indirectly a related party | person			1
Federal and state taxes excluded from fixed charge coverage ratio	$ 1.3

Debt (Details 4)

Debt (Details 4) $ in Thousands	Mar. 31, 2016EUR (€)	Mar. 31, 2016USD ($)	Mar. 23, 2016EUR (€)	Mar. 27, 2016USD ($)	Mar. 29, 2015USD ($)
Debt
Initial funding | $				$ 1,000	$ 24,500
AFT Hungary | Loan Contract | Erste Bank Hungary
Debt
Loan amount			€ 4,000,000
Initial funding	€ 4,000,000
Interest rate (as a percent)			0.98%
Semi-annual payment of debt	€ 400,000
Frequency of payments			semi-annual
AFT Hungary | Loan Contract | Erste Bank Hungary | Amended & Restated Credit Agreement
Debt
Repayment of debt obligations | $		$ 3,000

Debt (Details 5)

Debt (Details 5) - USD ($) $ in Thousands	Mar. 27, 2016	Jun. 30, 2015
Future debt payments:
2,016	$ 1,000
2,017	5,000
2,018	6,000
2,019	22,734
2,020	20,000
Debt	54,734	$ 57,966
Senior secured revolving commitment
Future debt payments:
2,019	8,600
Debt	$ 8,560	$ 7,560

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Millions	Mar. 27, 2016	Jun. 30, 2015
Income Taxes
Income tax receivable	$ 1.9	$ 0.6
Uncertain tax positions	$ 1.1	$ 0.9

Earnings Per Share (Details)

Earnings Per Share (Details) - shares	1 Months Ended	3 Months Ended	9 Months Ended
	Feb. 29, 2016	Mar. 27, 2016	Mar. 27, 2016
Earnings per share
Potentially dilutive stock options		253,718	253,718
ATC and Kecy
Earnings per share
Number of shares issued in acquisitions, held in escrow and excluded from earnings per share calculations			905,414
Advanced Tooling Concepts
Earnings per share
Number of shares returned and retired	233,788

Share-Based Compensation (Detai

Share-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended	9 Months Ended
	Nov. 30, 2015	Mar. 27, 2016	Mar. 27, 2016
Fair Value
Expected volatility - minimum			84.00%
Expected volatility - maximum			85.10%
Expected dividend yield			0.00%
Risk-free interest rate - minimum			1.37%
Risk-free interest rate - maximum			1.41%
Share-Based Compensation Expense
Compensation expense			$ 138
Unrecognized compensation cost		$ 500	$ 500
Weighted-average period that cost is expected to be recognized			3 years 9 months 18 days
Selling, general and administrative costs
Share-Based Compensation Expense
Compensation expense		$ 100	$ 100
Minimum
Fair Value
Expected term			4 years 6 months
Maximum
Fair Value
Expected term			4 years 9 months
Equity Incentive Plan
Stock-based compensation
Shares reserved for issuance under equity incentive plan	950,000
Shares available for future grants		183,825	183,825
Performance period for an award subject to performance measures	5 years
Years after adoption when plan will terminate	10 years
Stock option activity rollforward
Granted			766,175
Outstanding as of March 27, 2016		766,175	766,175
Vested and exercisable as of March 27, 2016		114,950	114,950
Vested and expected to vest as of March 27, 2016		629,513	629,513
Weighted average exercise price rollforward
Granted			$ 1.51
Outstanding as of March 27, 2016		$ 1.51	1.51
Vested and exercisable as of March 27, 2016		$ 1.51	$ 1.51
Weighted Average Remaining Contractual Life
Outstanding as of March 27, 2016			6 years 9 months 18 days
Granted			6 years 9 months 18 days
Vested and exercisable as of March 27, 2016			6 years 9 months 18 days
Term of options		7 years
Weighted average grant date fair value (in USD per share)		$ 0.98
Total fair value of shares vested		$ 100

Commitments and Contingencies (

Commitments and Contingencies (Details) $ in Millions	9 Months Ended
	Mar. 27, 2016USD ($)
Commitments and contingencies
Long-term equipment operating leases	$ 2.3
Capital lease agreements
Commitments and contingencies
Interest rates, low end of range	3.00%
Interest rates, high end of range	5.80%

Segment Information (Details)

Segment Information (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Mar. 27, 2016USD ($)segment	Mar. 29, 2015USD ($)	Mar. 27, 2016USD ($)	Mar. 29, 2015USD ($)
Segment information
Reportable business segments | segment	4
Sales	$ 26,501	$ 27,864	$ 76,018	$ 83,668
Operating costs	24,516	25,351	71,874	76,159
Segment operating income (loss):	785	1,733	1,365	4,498
Other non-operating (expense) income	(23)	128	71	117
Interest expense, net	(1,107)	(1,466)	(3,374)	(3,600)
Non-operating expense	(1,130)	(1,338)	(3,303)	(3,483)
Consolidated (loss) income before income taxes and non-controlling interest	(345)	395	(1,938)	1,015
Corporate
Segment information
Segment operating income (loss):	(1,200)	(780)	(2,779)	(3,011)
Precision Components Group | Total segments
Segment information
Sales	19,059	21,348	55,291	65,124
Operating costs	16,855	18,649	51,013	56,952
Segment operating income (loss):	2,204	2,699	4,278	8,172
3DMT Group | Total segments
Segment information
Sales	5,701	4,675	15,905	12,526
Operating costs	6,142	5,034	16,643	13,695
Segment operating income (loss):	(441)	(359)	(738)	(1,169)
Flanges and Fittings Group | Total segments
Segment information
Sales	1,244	1,366	3,565	4,411
Operating costs	1,115	1,251	3,187	3,925
Segment operating income (loss):	129	115	378	486
Wireless Group | Total segments
Segment information
Sales	497	475	1,257	1,607
Operating costs	404	417	1,031	1,587
Segment operating income (loss):	$ 93	$ 58	$ 226	$ 20

Significant Customers (Details)

Significant Customers (Details) - Customers	Mar. 27, 2016	Jun. 30, 2015	Mar. 27, 2016	Mar. 29, 2015	Mar. 27, 2016	Mar. 29, 2015
Sales
Significant customers
Concentration percentage, disclosure threshold			5.00%
Concentration percentage			44.50%	37.00%	41.60%	35.40%
Receivables
Significant customers
Concentration percentage, disclosure threshold			5.00%
Concentration percentage	30.60%	27.70%
Receivables | Customer 1
Significant customers
Concentration percentage	13.30%	9.00%
Receivables | Customer 2
Significant customers
Concentration percentage	9.50%	6.20%
Receivables | Customer 3
Significant customers
Concentration percentage		7.00%
Receivables | Customer 4
Significant customers
Concentration percentage	7.80%
Receivables | Customer 6
Significant customers
Concentration percentage		5.50%
Precision Components Group | Sales | Customer 1
Significant customers
Concentration percentage			11.00%	8.10%	9.80%	8.10%
Precision Components Group | Sales | Customer 3
Significant customers
Concentration percentage			8.60%	10.20%	8.90%	9.50%
Precision Components Group | Sales | Customer 4
Significant customers
Concentration percentage			7.90%	5.90%	7.70%	7.40%
Precision Components Group | Sales | Customer 5
Significant customers
Concentration percentage			5.80%	6.50%	5.90%	5.20%
Precision Components Group | Sales | Customer 6
Significant customers
Concentration percentage				6.30%		5.20%
3DMT Group | Sales | Customer 2
Significant customers
Concentration percentage			11.20%		9.30%