Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Jun. 30, 2016 | Jul. 31, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | ESCO TECHNOLOGIES INC | |
Entity Central Index Key | 866,706 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Large Accelerated Filer | |
Trading Symbol | ESE | |
Entity Common Stock, Shares Outstanding | 25,716,828 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Net sales | $ 140,191 | $ 134,191 | $ 411,954 | $ 383,679 |
Costs and expenses: | ||||
Cost of sales | 86,602 | 82,956 | 254,769 | 235,719 |
Selling, general and administrative expenses | 31,369 | 32,786 | 97,189 | 99,221 |
Amortization of intangible assets | 2,951 | 2,285 | 8,540 | 6,378 |
Interest expense, net | 320 | 247 | 917 | 655 |
Other expenses (income), net | 1,429 | 337 | 6,436 | (238) |
Total costs and expenses | 122,671 | 118,611 | 367,851 | 341,735 |
Earnings before income taxes | 17,520 | 15,580 | 44,103 | 41,944 |
Income tax expense | 5,992 | 4,832 | 15,136 | 13,191 |
Net earnings from continuing operations | 11,528 | 10,748 | 28,967 | 28,753 |
Earnings from discontinued operations, net of tax expense | 0 | 1,148 | 0 | 776 |
Net earnings | $ 11,528 | $ 11,896 | $ 28,967 | $ 29,529 |
Earnings per share: | ||||
Basic - Continuing operations | $ 0.45 | $ 0.41 | $ 1.12 | $ 1.1 |
- Discontinued operations | 0 | 0.05 | 0 | 0.03 |
- Net earnings | 0.45 | 0.46 | 1.12 | 1.13 |
Diluted - Continuing operations | 0.44 | 0.41 | 1.12 | 1.09 |
- Discontinued operations | 0 | 0.04 | 0 | 0.03 |
- Net earnings | $ 0.44 | $ 0.45 | $ 1.12 | $ 1.12 |
CONSOLIDATED STATEMENTS OF OPE3
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Jun. 30, 2016 | Jun. 30, 2016 | |
Loss on sale from discontinued operations,net of tax expense (benefit) | $ 591 | $ 390 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Net earnings | $ 11,528 | $ 11,896 | $ 28,967 | $ 29,529 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustments | (1,930) | 953 | (1,730) | (4,972) |
Net unrealized gain (loss) on derivative instruments | (211) | 135 | (129) | (94) |
Total other comprehensive income (loss), net of tax | (2,141) | 1,088 | (1,859) | (5,066) |
Comprehensive income | $ 9,387 | $ 12,984 | $ 27,108 | $ 24,463 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 40,542 | $ 39,411 |
Accounts receivable, net | 115,158 | 102,607 |
Costs and estimated earnings on long-term contracts, less progress billings of $40,694 and $25,309, respectively | 25,781 | 28,387 |
Inventories | 105,534 | 99,786 |
Current portion of deferred tax assets | 16,657 | 15,558 |
Other current assets | 18,188 | 12,502 |
Total current assets | 321,860 | 298,251 |
Property, plant and equipment, net of accumulated depreciation of $83,154 and $76,727, respectively | 89,037 | 77,358 |
Intangible assets, net of accumulated amortization of $54,832 and $46,292, respectively | 203,871 | 190,748 |
Goodwill | 305,704 | 291,157 |
Other assets | 7,776 | 6,694 |
Total assets | 928,248 | 864,208 |
Current liabilities: | ||
Short-term borrowings and current maturities of long-term debt | 21,458 | 20,000 |
Accounts payable | 34,543 | 37,863 |
Advance payments on long-term contracts, less costs incurred of $51,069 and $49,779, respectively | 20,311 | 18,626 |
Accrued salaries | 22,533 | 23,373 |
Current portion of deferred revenue | 24,190 | 21,498 |
Accrued other expenses | 20,856 | 21,851 |
Total current liabilities | 143,891 | 143,211 |
Pension obligations | 30,838 | 30,382 |
Deferred tax liabilities | 79,339 | 74,469 |
Other liabilities | 4,923 | 1,964 |
Long-term debt | 65,000 | 30,000 |
Total liabilities | 323,991 | 280,026 |
Shareholders' equity: | ||
Preferred stock, par value $.01 per share, authorized 10,000,000 shares | 0 | 0 |
Common stock, par value $.01 per share, authorized 50,000,000 shares, issued 30,358,864 and 30,358,864 shares, respectively | 304 | 304 |
Additional paid-in capital | 289,766 | 286,485 |
Retained earnings | 456,415 | 433,632 |
Accumulated other comprehensive loss, net of tax | (34,398) | (32,538) |
Total stockholders' equity before Treasury Stock | 712,087 | 687,883 |
Less treasury stock, at cost: 4,650,922 and 4,542,214 common shares, respectively | (107,830) | (103,701) |
Total shareholders' equity | 604,257 | 584,182 |
Total liabilities and shareholders’ equity | $ 928,248 | $ 864,208 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Costs and estimated earnings on long-term contracts, progress billings | $ 40,694 | $ 25,309 |
Property, plant and equipment, net of accumulated depreciation | 83,154 | 76,727 |
Intangible assets, net of accumulated amortization | 54,832 | 46,292 |
Advance payments on long-term contracts, costs incurred | $ 51,069 | $ 49,779 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 30,358,864 | 30,358,864 |
Treasury stock, shares | 4,650,922 | 4,542,214 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net earnings | $ 28,967 | $ 29,529 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||
Net earnings from discontinued operations, net of tax | 0 | (776) |
Depreciation and amortization | 17,209 | 13,614 |
Stock compensation expense | 3,652 | 3,701 |
Changes in assets and liabilities | (21,106) | (19,132) |
Effect of deferred taxes | 1,141 | 3,370 |
Change in deferred revenue and costs, net | 3,029 | 1,837 |
Pension contributions | 0 | (650) |
Other | 350 | (1,101) |
Net cash provided by operating activities - continuing operations | 33,242 | 30,392 |
Net cash provided by operating activities - discontinued operations | 0 | 1,166 |
Net cash provided by operating activities | 33,242 | 31,558 |
Cash flows from investing activities: | ||
Acquisition of businesses, net of cash acquired | (41,308) | (20,500) |
Additions to capitalized software | (6,257) | (4,394) |
Capital expenditures | (7,812) | (10,557) |
Net cash used by investing activities | (55,377) | (35,451) |
Cash flows from financing activities: | ||
Proceeds from long-term debt | 81,458 | 97,407 |
Principal payments on long-term debt | (45,000) | (72,000) |
Dividends paid | (6,191) | (6,282) |
Purchases of common stock into treasury | (4,303) | (9,882) |
Debt issuance costs | (1,037) | 0 |
Other | (123) | 77 |
Net cash provided by financing activities | 24,804 | 9,320 |
Effect of exchange rate changes on cash and cash equivalents | (1,538) | (3,679) |
Net increase in cash and cash equivalents | 1,131 | 1,748 |
Cash and cash equivalents, beginning of period | 39,411 | 35,131 |
Cash and cash equivalents, end of period | $ 40,542 | $ 36,879 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | 1. BASIS OF PRESENTATION The accompanying consolidated financial statements, in the opinion of management, include all adjustments, consisting of normal recurring accruals, necessary for a fair presentation of the results for the interim periods presented. The consolidated financial statements are presented in accordance with the requirements of Form 10-Q and consequently do not include all the disclosures required for annual financial statements by accounting principles generally accepted in the United States of America (GAAP). For further information, refer to the consolidated financial statements and related notes included in the Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2015. The Company’s business is typically not impacted by seasonality; however, the results for the three and nine-month periods ended June 30, 2016 are not necessarily indicative of the results for the entire 2016 fiscal year. References to the third quarters of 2016 and 2015 represent the fiscal quarters ended June 30, 2016 and 2015, respectively. In preparing the financial statements, the Company uses estimates and assumptions that may affect reported amounts and disclosures. The Company regularly evaluates the estimates and assumptions related to the allowance for doubtful trade receivables, inventory obsolescence, warranty reserves, value of equity-based awards, goodwill and purchased intangible asset valuations, asset impairments, employee benefit plan liabilities, income tax liabilities and assets and related valuation allowances, uncertain tax positions, and claims, litigation and other loss contingencies. Actual results could differ from those estimates. The Company is organized based on the products and services that it offers. To enhance shareholders’ understanding of the Company’s underlying operations, beginning in the second quarter of 2016, Management expanded the presentation of its reporting segments to include “Technical Packaging”. The new Technical Packaging reporting segment was created to separately disclose Thermoform Engineered Quality LLC (TEQ) along with the recent acquisitions of Plastique Group Limited and Fremont Plastics, Inc., as it no longer met the criteria for aggregation with our Filtration/Fluid Flow (Filtration) reporting segment. |
ACQUISITIONS
ACQUISITIONS | 9 Months Ended |
Jun. 30, 2016 | |
Business Combinations [Abstract] | |
ACQUISITIONS | 2. ACQUISITIONS On January 29, 2016, the Company acquired Plastique Group Limited (Plastique) headquartered in Tunbridge Wells, England, with manufacturing locations in Nottingham, England and Poznan, Poland for a purchase price of approximately $ 31.6 2.7 35 9.6 10.2 11.9 On October 16, 2015, the Company acquired the stock of Fremont Plastics, Inc. (Fremont) for a purchase price of approximately $ 10.5 2 4.4 3.6 |
EARNINGS PER SHARE (EPS)
EARNINGS PER SHARE (EPS) | 9 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share (EPS) [Abstract] | |
EARNINGS PER SHARE (EPS) | 3. EARNINGS PER SHARE (EPS) Basic EPS is calculated using the weighted average number of common shares outstanding during the period. Diluted EPS is calculated using the weighted average number of common shares outstanding during the period plus shares issuable upon the assumed exercise of dilutive common share options and vesting of performance-accelerated restricted shares (restricted shares) by using the treasury stock method. Three Months Nine Months 2016 2015 2016 2015 Weighted Average Shares Outstanding - Basic 25,725 26,080 25,777 26,104 Dilutive Options and Restricted Shares 185 100 185 148 Adjusted Shares - Diluted 25,910 26,180 25,962 26,252 Approximately 151,000 149,000 183,000 174,000 |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 9 Months Ended |
Jun. 30, 2016 | |
Share-based Compensation [Abstract] | |
SHARE-BASED COMPENSATION | 4. SHARE-BASED COMPENSATION The Company provides compensation benefits to certain key employees under several share-based plans providing for performance-accelerated restricted shares (restricted shares), and to non-employee directors under a non-employee directors compensation plan. Performance-Accelerated Restricted Share Awards Pretax compensation expense related to the restricted share awards was $ 0.8 3.1 0.9 3.1 435,438 Non-Employee Directors Plan Pretax compensation expense related to the non-employee director grants was $ 0.2 0.6 0.2 0.6 The total share-based compensation cost that has been recognized in the results of operations and included within selling, general and administrative expenses (SG&A) was $ 1.0 3.7 1.1 3.7 0.4 1.3 0.4 1.4 5.8 1.3 |
INVENTORIES
INVENTORIES | 9 Months Ended |
Jun. 30, 2016 | |
Inventories [Abstract] | |
INVENTORIES | 5. INVENTORIES (In thousands) June 30, September 30, Finished goods $ 20,549 19,120 Work in process, including long-term contracts 34,992 33,176 Raw materials 49,993 47,490 Total inventories $ 105,534 99,786 |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 9 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | GOODWILL AND OTHER INTANGIBLE ASSETS (Dollars in thousands) June 30, 2016 September 30, 2015 Goodwill $ 305,704 291,157 Intangible assets with determinable lives: Patents Gross carrying amount $ 897 892 Less: accumulated amortization 693 657 Net $ 204 235 Capitalized software Gross carrying amount $ 51,728 45,470 Less: accumulated amortization 25,148 20,115 Net $ 26,580 25,355 Customer Relationships Gross carrying amount $ 84,740 70,527 Less: accumulated amortization 27,721 24,775 Net $ 57,019 45,752 Other Gross carrying amount $ 2,947 2,690 Less: accumulated amortization 926 401 Net $ 2,021 2,289 Intangible assets with indefinite lives: Trade names $ 118,047 117,117 |
BUSINESS SEGMENT INFORMATION
BUSINESS SEGMENT INFORMATION | 9 Months Ended |
Jun. 30, 2016 | |
Business Segment Information [Abstract] | |
BUSINESS SEGMENT INFORMATION | 7. BUSINESS SEGMENT INFORMATION The Company is organized based on the products and services that it offers. To enhance shareholders’ understanding of the Company’s underlying operations, beginning in the second quarter of 2016, Management expanded the presentation of its reporting segments to include “Technical Packaging”. The new Technical Packaging reporting segment was created to separately disclose Thermoform Engineered Quality LLC (TEQ) along with the recent acquisitions of Plastique and Fremont, as it no longer met the criteria for aggregation with our Filtration/Fluid Flow (Filtration) reporting segment. Prior year periods presented have been updated to reflect the presentation of the current reporting segment structure. Under the current organizational structure, the Company has four reporting segments: Filtration, Technical Packaging (Packaging), RF Shielding and Test (Test), and Utility Solutions Group (USG). The Filtration segment’s operations consist of PTI Technologies Inc. (PTI), VACCO Industries (VACCO), and Crissair, Inc. (Crissair). The companies within this segment primarily design and manufacture specialty filtration products, including hydraulic filter elements used in commercial aerospace applications, unique filter mechanisms used in micro-propulsion devices for satellites and custom designed filters for manned and unmanned aircraft. The Technical Packaging segment’s operations consist of Thermoform Engineered Quality LLC (TEQ) and Plastique. The companies within this segment provide innovative solutions to the medical and commercial markets for thermoformed and precision molded pulp fiber packages and specialty products using a wide variety of thin gauge plastics and pulp. The Test segment’s operations consist primarily of ETS-Lindgren Inc. (ETS-Lindgren). ETS-Lindgren is an industry leader in providing its customers with the ability to identify, measure and contain magnetic, electromagnetic and acoustic energy. The USG segment’s operations consist primarily of Doble Engineering Company (Doble). Doble provides high-end, intelligent diagnostic test solutions for the electric power delivery industry and is a leading supplier of partial discharge testing instruments used to assess the integrity of high voltage power delivery equipment. (In thousands) Three Months Nine Months 2016 2015 2016 2015 NET SALES Filtration $ 54,396 49,615 145,758 139,272 Technical Packaging 20,440 10,786 52,931 27,068 Test 36,234 42,945 119,608 124,449 USG 29,121 30,845 93,657 92,890 Consolidated totals $ 140,191 134,191 411,954 383,679 EBIT Filtration $ 12,163 10,372 29,511 28,709 Technical Packaging 2,474 1,913 7,035 2,703 Test 3,744 2,014 8,587 7,073 USG 6,124 7,357 21,581 22,189 Corporate (loss) (6,665) (5,829) (21,694) (18,075) Consolidated EBIT 17,840 15,827 45,020 42,599 Less: Interest expense (320) (247) (917) (655) Earnings before income taxes $ 17,520 15,580 44,103 41,944 Non-GAAP Financial Measures The financial measure “EBIT” is presented in the above table and elsewhere in this Report. EBIT is a non-GAAP financial measure. Management believes that EBIT is useful in assessing the operational profitability of the Company’s business segments because it excludes interest and taxes, which are generally accounted for across the entire Company on a consolidated basis. EBIT is also one of the measures used by management in determining resource allocations within the Company as well as incentive compensation. A reconciliation of EBIT to net earnings is set forth in Item 2, Management’s Discussion and Analysis of Financial Condition and Results of Operations EBIT, below. The Company believes that the presentation of EBIT provides important supplemental information to investors by facilitating comparisons with other companies, many of which use similar non-GAAP financial measures to supplement their GAAP results. However, the Company’s non-GAAP financial measures may not be comparable to other companies’ non-GAAP financial performance measures. Furthermore, the use of non-GAAP financial measures is not intended to replace any measures of performance determined in accordance with GAAP. |
DEBT
DEBT | 9 Months Ended |
Jun. 30, 2016 | |
Debt [Abstract] | |
DEBT | 8. DEBT (In thousands) June 30, September Total borrowings $ 86,458 50,000 Short-term borrowings and current portion of long-term debt (21,458) (20,000) Total long-term debt, less current portion $ 65,000 30,000 On December 21, 2015, the Company amended its existing credit facility to extend the maturity date from May 13, 2017 through December 21, 2020, and to reduce the outstanding borrowing rates and commitment fees. Consistent with the prior credit facility, the amended facility includes a $ 450 250 At June 30, 2016, the Company had approximately $ 361 250 40.5 85.0 1.5 4.4 250 The credit facility requires, as determined by certain financial ratios, a facility fee ranging from 12.5 27.5 65 1.50 1.58 1.14 1.28 |
INCOME TAX EXPENSE
INCOME TAX EXPENSE | 9 Months Ended |
Jun. 30, 2016 | |
Income Tax Expense [Abstract] | |
INCOME TAX EXPENSE | 9. INCOME TAX EXPENSE The third quarter 2016 effective income tax rate from continuing operations was 34.2 31.0 34.3 31.5 1.5 0.9 2.7 1.3 0.5 1.7 The income tax expense in the first nine months of 2015 was favorably impacted by the extension of the research credit as a result of the Tax Increase Prevention Act of 2014 reducing the year-to-date effective tax rate by 2.2 1.6 0.6 0.7 0.3 0.9 0.3 0.9 0.4 2.4 2.1 The Company estimates the fiscal 2016 effective tax rate will be approximately 34 |
RETIREMENT PLANS
RETIREMENT PLANS | 9 Months Ended |
Jun. 30, 2016 | |
Retirement Plans [Abstract] | |
RETIREMENT PLANS | 10. RETIREMENT PLANS Three Months Nine Months (In thousands) 2016 2015 2016 2015 Defined benefit plans Interest cost $ 963 951 2,888 2,852 Expected return on assets (1,093) (1,136) (3,280) (3,408) Amortization of: Prior service cost 3 3 10 10 Actuarial loss 486 442 1,459 1,326 Net periodic benefit cost $ 359 260 1,077 780 |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 9 Months Ended |
Jun. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS | 11. DERIVATIVE FINANCIAL INSTRUMENTS Market risks relating to the Company’s operations result primarily from changes in interest rates and changes in foreign currency exchange rates. The Company is exposed to market risk related to changes in interest rates and selectively uses derivative financial instruments, including forward contracts and swaps, to manage these risks. During the second quarter of 2016, the Company entered into several forward contracts to purchase pounds sterling (GBP) to hedge two deferred payments due in connection with the acquisition of the Plastique Group. During 2015, the Company entered into a forward contract to purchase Euros to hedge the foreign currency risk related to Euro denominated inventory payments. All derivative instruments are reported on the balance sheet at fair value. The derivative instruments are designated as cash flow hedges and the gain or loss on the derivative is deferred in accumulated other comprehensive income until recognized in earnings with the underlying hedged item. (In thousands) Notional Fair Forward contract 309 Euro (29) Forward contracts 1,858 GBP (195) |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | 12. FAIR VALUE MEASUREMENTS The accounting guidance establishes a three-level hierarchy for disclosure of fair value measurements, based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date, as follows: · · · Financial Assets and Liabilities The Company has estimated the fair value of its financial instruments as of June 30, 2016 and September 30, 2015 using available market information or other appropriate valuation methodologies. The carrying amounts of cash and cash equivalents, accounts receivable, inventories, accounts payable, debt and other current assets and liabilities approximate fair value because of the short maturity of those instruments. Fair Value of Financial Instruments (In thousands) Level 1 Level 2 Level 3 Total Liabilities: Forward contracts $ - 224 $ - 224 Valuation was based on third party evidence of similarly priced derivative instruments. Nonfinancial Assets and Liabilities The Company’s nonfinancial assets such as property, plant and equipment, and other intangible assets are not measured at fair value on a recurring basis; however they are subject to fair value adjustments in certain circumstances, such as when there is evidence that an impairment may exist. No impairments were recorded during the three and nine-month periods ended June 30, 2016. |
NEW ACCOUNTING PRONOUNCEMENTS
NEW ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Jun. 30, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
NEW ACCOUNTING PRONOUNCEMENTS | 13. NEW ACCOUNTING PRONOUNCEMENTS In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In July 2015, the FASB affirmed its proposed one-year deferral of ASU No. 2014-09, Revenue from Contracts with Customers |
EARNINGS PER SHARE (EPS) (Table
EARNINGS PER SHARE (EPS) (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share (EPS) [Abstract] | |
Schedule of Weighted Average Number of Shares | The number of shares used in the calculation of earnings per share for each period presented is as follows (in thousands): Three Months Nine Months 2016 2015 2016 2015 Weighted Average Shares Outstanding - Basic 25,725 26,080 25,777 26,104 Dilutive Options and Restricted Shares 185 100 185 148 Adjusted Shares - Diluted 25,910 26,180 25,962 26,252 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Inventories [Abstract] | |
Schedule Of Inventories | (In thousands) June 30, September 30, Finished goods $ 20,549 19,120 Work in process, including long-term contracts 34,992 33,176 Raw materials 49,993 47,490 Total inventories $ 105,534 99,786 |
GOODWILL AND OTHER INTANGIBLE23
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | Included on the Company’s Consolidated Balance Sheets at June 30, 2016 and September 30, 2015 are the following intangible assets gross carrying amounts and accumulated amortization: (Dollars in thousands) June 30, 2016 September 30, 2015 Goodwill $ 305,704 291,157 Intangible assets with determinable lives: Patents Gross carrying amount $ 897 892 Less: accumulated amortization 693 657 Net $ 204 235 Capitalized software Gross carrying amount $ 51,728 45,470 Less: accumulated amortization 25,148 20,115 Net $ 26,580 25,355 Customer Relationships Gross carrying amount $ 84,740 70,527 Less: accumulated amortization 27,721 24,775 Net $ 57,019 45,752 Other Gross carrying amount $ 2,947 2,690 Less: accumulated amortization 926 401 Net $ 2,021 2,289 Intangible assets with indefinite lives: Trade names $ 118,047 117,117 |
BUSINESS SEGMENT INFORMATION (T
BUSINESS SEGMENT INFORMATION (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Business Segment Information [Abstract] | |
Schedule Of Net Sales And Earnings Before Income Tax | Management evaluates and measures the performance of its reportable segments based on “Net Sales” and “EBIT”, which are detailed in the table below. EBIT is defined as earnings before interest and taxes. (In thousands) Three Months Nine Months 2016 2015 2016 2015 NET SALES Filtration $ 54,396 49,615 145,758 139,272 Technical Packaging 20,440 10,786 52,931 27,068 Test 36,234 42,945 119,608 124,449 USG 29,121 30,845 93,657 92,890 Consolidated totals $ 140,191 134,191 411,954 383,679 EBIT Filtration $ 12,163 10,372 29,511 28,709 Technical Packaging 2,474 1,913 7,035 2,703 Test 3,744 2,014 8,587 7,073 USG 6,124 7,357 21,581 22,189 Corporate (loss) (6,665) (5,829) (21,694) (18,075) Consolidated EBIT 17,840 15,827 45,020 42,599 Less: Interest expense (320) (247) (917) (655) Earnings before income taxes $ 17,520 15,580 44,103 41,944 |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Debt [Abstract] | |
Schedule Of Debt | The Company’s debt is summarized as follows: (In thousands) June 30, September Total borrowings $ 86,458 50,000 Short-term borrowings and current portion of long-term debt (21,458) (20,000) Total long-term debt, less current portion $ 65,000 30,000 |
RETIREMENT PLANS (Tables)
RETIREMENT PLANS (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Retirement Plans [Abstract] | |
Schedule Of Components Of Net Periodic Benefit Cost For Plans | A summary of net periodic benefit expense for the Company’s defined benefit plans for the three and nine-month periods ended June 30, 2016 and 2015 is shown in the following table. Net periodic benefit cost for each period presented is comprised of the following: Three Months Nine Months (In thousands) 2016 2015 2016 2015 Defined benefit plans Interest cost $ 963 951 2,888 2,852 Expected return on assets (1,093) (1,136) (3,280) (3,408) Amortization of: Prior service cost 3 3 10 10 Actuarial loss 486 442 1,459 1,326 Net periodic benefit cost $ 359 260 1,077 780 |
DERIVATIVE FINANCIAL INSTRUME27
DERIVATIVE FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Outstanding Derivative Financial Instruments | The following is a summary of the notional transaction amounts and fair values for the Company’s outstanding derivative financial instruments by risk category and instrument type as of June 30, 2016: (In thousands) Notional Fair Forward contract 309 Euro (29) Forward contracts 1,858 GBP (195) |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Instruments | The Company’s forward contracts are classified within Level 2 of the valuation hierarchy in accordance with FASB Accounting Standards Codification (ASC) 825, as presented below as of June 30, 2016: (In thousands) Level 1 Level 2 Level 3 Total Liabilities: Forward contracts $ - 224 $ - 224 |
ACQUISITIONS (Narrative) (Detai
ACQUISITIONS (Narrative) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Jan. 29, 2016 | Oct. 16, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | |
Business Acquisition [Line Items] | |||||||
Goodwill | $ 305,704 | $ 305,704 | $ 291,157 | ||||
Business Combination, Contingent Consideration, Liability | $ 2,700 | ||||||
Revenue, Net | $ 140,191 | $ 134,191 | $ 411,954 | $ 383,679 | |||
Fremont Plastics, Inc [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Payments to Acquire Businesses, Gross | $ 10,500 | ||||||
Goodwill | 4,400 | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill, Total | 3,600 | ||||||
Business Acquisition Purchase Price Allocation Real Property | $ 2,000 | ||||||
Plastique Group Limited [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Payments to Acquire Businesses, Gross | 31,600 | ||||||
Goodwill | 10,200 | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill, Total | 11,900 | ||||||
Revenue, Net | 35,000 | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment, Total | $ 9,600 |
EARNINGS PER SHARE (EPS) (Numbe
EARNINGS PER SHARE (EPS) (Number Of Shares Used In The Calculation Of Earnings Per Share) (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Earning Per Share [Line Items] | ||||
Weighted Average Shares Outstanding - Basic | 25,725 | 26,080 | 25,777 | 26,104 |
Dilutive Options and Restricted Shares | 185 | 100 | 185 | 148 |
Adjusted Shares - Diluted | 25,910 | 26,180 | 25,962 | 26,252 |
EARNINGS PER SHARE (EPS) (Narra
EARNINGS PER SHARE (EPS) (Narrative) (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Restricted Shares [Member] | ||||
Earning Per Share [Line Items] | ||||
Common Stock outstanding, but were not included in the computation of diluted EPS | 151,000 | 149,000 | 183,000 | 174,000 |
SHARE-BASED COMPENSATION (Narra
SHARE-BASED COMPENSATION (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Performance-Accelerated Restricted Share Awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Pretax compensation expense | $ 0.8 | $ 0.9 | $ 3.1 | $ 3.1 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares, Beginning Balance | 435,438 | 435,438 | ||
Non-Employee Directors Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total income tax benefit recognized | $ 0.4 | 0.4 | $ 1.3 | 1.4 |
Pretax compensation expense | 0.2 | 0.2 | 0.6 | 0.6 |
Total unrecognized compensation cost related to share-based compensation arrangements | 5.8 | $ 5.8 | ||
Remaining weighted-average period for recognition of total unrecognized compensation cost | 1 year 3 months 18 days | |||
Non-Employee Directors Plan [Member] | Selling, General and Administrative Expenses [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation cost | $ 1 | $ 1.1 | $ 3.7 | $ 3.7 |
INVENTORIES (Schedule Of Invent
INVENTORIES (Schedule Of Inventories) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Inventory [Line Items] | ||
Finished goods | $ 20,549 | $ 19,120 |
Work in process, including long-term contracts | 34,992 | 33,176 |
Raw materials | 49,993 | 47,490 |
Total inventories | $ 105,534 | $ 99,786 |
GOODWILL AND OTHER INTANGIBLE34
GOODWILL AND OTHER INTANGIBLE ASSETS (Schedule Of Intangible Assets Gross Carrying Amounts And Accumulated Amortization) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Goodwill and Other Intangible Assets [Line Items] | ||
Goodwill | $ 305,704 | $ 291,157 |
Less: accumulated amortization | 54,832 | 46,292 |
Patents [Member] | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Gross carrying amount | 897 | 892 |
Less: accumulated amortization | 693 | 657 |
Net | 204 | 235 |
Capitalized Software [Member] | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Gross carrying amount | 51,728 | 45,470 |
Less: accumulated amortization | 25,148 | 20,115 |
Net | 26,580 | 25,355 |
Customer Relationships [Member] | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Gross carrying amount | 84,740 | 70,527 |
Less: accumulated amortization | 27,721 | 24,775 |
Net | 57,019 | 45,752 |
Other [Member] | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Gross carrying amount | 2,947 | 2,690 |
Less: accumulated amortization | 926 | 401 |
Net | 2,021 | 2,289 |
Trade names [Member] | ||
Goodwill and Other Intangible Assets [Line Items] | ||
Trade names | $ 118,047 | $ 117,117 |
BUSINESS SEGMENT INFORMATION (S
BUSINESS SEGMENT INFORMATION (Schedule Of Net Sales And Earnings Before Income Tax) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Segment Reporting Information [Line Items] | ||||
Net sales | $ 140,191 | $ 134,191 | $ 411,954 | $ 383,679 |
Consolidated EBIT | 17,840 | 15,827 | 45,020 | 42,599 |
Less: Interest expense | (320) | (247) | (917) | (655) |
Earnings before income taxes | 17,520 | 15,580 | 44,103 | 41,944 |
Filtration [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 54,396 | 49,615 | 145,758 | 139,272 |
Consolidated EBIT | 12,163 | 10,372 | 29,511 | 28,709 |
Technical Packaging [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 20,440 | 10,786 | 52,931 | 27,068 |
Consolidated EBIT | 2,474 | 1,913 | 7,035 | 2,703 |
Test [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 36,234 | 42,945 | 119,608 | 124,449 |
Consolidated EBIT | 3,744 | 2,014 | 8,587 | 7,073 |
Utility Solutions [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 29,121 | 30,845 | 93,657 | 92,890 |
Consolidated EBIT | 6,124 | 7,357 | 21,581 | 22,189 |
Corporate (loss) [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Consolidated EBIT | $ (6,665) | $ (5,829) | $ (21,694) | $ (18,075) |
DEBT (Schedule Of Debt) (Detail
DEBT (Schedule Of Debt) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Sep. 30, 2015 |
Debt Instrument [Line Items] | ||
Total borrowings | $ 86,458 | $ 50,000 |
Short-term borrowings and current portion of long-term debt | (21,458) | (20,000) |
Total long-term debt, less current portion | $ 65,000 | $ 30,000 |
DEBT (Narrative) (Details)
DEBT (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | |
Debt Instrument [Line Items] | ||||||
Available to borrow under the credit facility | $ 361,000 | $ 361,000 | ||||
Cash on hand | 40,542 | $ 36,879 | 40,542 | $ 36,879 | $ 39,411 | $ 35,131 |
Incremental term loan | 250,000 | $ 250,000 | ||||
Percentage of foreign subsidiaries' share equity | 65.00% | |||||
Letters of Credit Outstanding, Amount | 4,400 | $ 4,400 | ||||
Line of Credit Facility, Amount Outstanding | 85,000 | 85,000 | ||||
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of Credit Facility, Amount Outstanding | $ 450,000 | $ 450,000 | ||||
Weighted average interest rates | 1.50% | 1.14% | 1.58% | 1.28% | ||
Line of Credit Facility, Commitment Fee Amount | $ 250,000 | |||||
Other Short-term Borrowings | $ 1,500 | $ 1,500 | ||||
Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility fees | 12.50% | |||||
Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Incremental term loan | $ 250,000 | $ 250,000 | ||||
Credit facility fees | 27.50% |
INCOME TAX EXPENSE (Narrative)
INCOME TAX EXPENSE (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2016 | |
Income Tax Expense [Line Items] | |||||
Decrease in effective tax rate | 0.70% | 0.30% | |||
Increase in effective tax rate | 1.50% | ||||
Unrecognized Tax Benefits, Period Increase (Decrease) | $ (0.1) | ||||
Effective Income Tax Rate Reconciliation, Tax Credit, Research, Percent | 0.90% | 2.70% | 2.20% | ||
Effective Income Tax Rate Reconciliation Foreign Deferred Tax Liability | 0.90% | 0.30% | |||
Effective Income Tax Rate Reconciliation, Percent | 34.20% | 31.00% | 34.30% | 31.50% | |
Scenario, Forecast [Member] | |||||
Income Tax Expense [Line Items] | |||||
Effective Income Tax Rate Reconciliation, Percent | 34.00% | ||||
Foreign Tax Authority [Member] | |||||
Income Tax Expense [Line Items] | |||||
Decrease in effective tax rate | 1.60% | 0.60% | |||
Increase in effective tax rate | 1.30% | 2.40% | 0.50% | 2.10% | |
Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Percent | 1.70% | ||||
German Valuation Allowance [Member] | |||||
Income Tax Expense [Line Items] | |||||
Decrease in effective tax rate | 0.90% | 0.40% |
RETIREMENT PLANS (Schedule Of C
RETIREMENT PLANS (Schedule Of Components Of Net Periodic Benefit Cost For Plans) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Defined benefit plans | ||||
Interest cost | $ 963 | $ 951 | $ 2,888 | $ 2,852 |
Expected return on assets | (1,093) | (1,136) | (3,280) | (3,408) |
Amortization of Prior service cost | 3 | 3 | 10 | 10 |
Amortization of Actuarial loss | 486 | 442 | 1,459 | 1,326 |
Net periodic benefit cost | $ 359 | $ 260 | $ 1,077 | $ 780 |
DERIVATIVE FINANCIAL INSTRUME40
DERIVATIVE FINANCIAL INSTRUMENTS (Schedule of Outstanding Derivative Financial Instruments) (Details) - Jun. 30, 2016 € in Thousands, £ in Thousands, $ in Thousands | USD ($) | EUR (€) | GBP (£) |
Forward Contracts [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative, Notional Amount | € | € 309 | ||
Derivative, Fair Value | $ (29) | ||
Forward Contracts One [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Derivative, Notional Amount | £ | £ 1,858 | ||
Derivative, Fair Value | $ (195) |
FAIR VALUE MEASUREMENTS (Schedu
FAIR VALUE MEASUREMENTS (Schedule of Fair Value of Financial Instruments) (Details) - Forward Contracts [Member] $ in Thousands | Jun. 30, 2016USD ($) |
Derivative [Line Items] | |
Fair Value of Financial Instruments | $ 224 |
Fair Value, Inputs, Level 1 [Member] | |
Derivative [Line Items] | |
Fair Value of Financial Instruments | 0 |
Fair Value, Inputs, Level 2 [Member] | |
Derivative [Line Items] | |
Fair Value of Financial Instruments | 224 |
Fair Value, Inputs, Level 3 [Member] | |
Derivative [Line Items] | |
Fair Value of Financial Instruments | $ 0 |