Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Oct. 01, 2016 | Oct. 28, 2016 | |
Document and Entity Information | ||
Entity Registrant Name | SPX CORP | |
Entity Central Index Key | 88,205 | |
Document Type | 10-Q | |
Document Period End Date | Oct. 1, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 41,887,206 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 01, 2016 | Sep. 26, 2015 | Oct. 01, 2016 | Sep. 26, 2015 | ||
Income Statement [Abstract] | |||||
Revenues | [1] | $ 385.2 | $ 374.1 | $ 1,187.4 | $ 1,209.8 |
Costs and expenses: | |||||
Cost of products sold | 301.2 | 371.2 | 918.8 | 1,036.4 | |
Selling, general and administrative | 76.3 | 106.8 | 239.5 | 322.4 | |
Intangible amortization | 0.8 | 1.3 | 2.6 | 3.9 | |
Special charges, net | 1.5 | 8.4 | 3.8 | 14 | |
Impairment of intangible assets | 0 | 0 | 4 | 0 | |
Gain on sale of dry cooling business | 1.7 | 0 | 18.4 | 0 | |
Operating income (loss) | 7.1 | (113.6) | 37.1 | (166.9) | |
Other income (expense), net | 0.3 | (4.6) | 0.6 | (7.5) | |
Interest expense | (3.8) | (6.3) | (11.1) | (18.5) | |
Interest income | 0 | 0.4 | 0.4 | 1.3 | |
Loss on early extinguishment of debt | (1.3) | (1.4) | (1.3) | (1.4) | |
Equity earnings in joint ventures | 0.3 | 0.3 | 1.1 | 0.8 | |
Income (loss) from continuing operations before income taxes | 2.6 | (125.2) | 26.8 | (192.2) | |
Income tax (provision) benefit | 0 | (5.5) | (6.1) | 8.6 | |
Income (loss) from continuing operations | 2.6 | (130.7) | 20.7 | (183.6) | |
Income from discontinued operations, net of tax | 0 | 0.7 | 0 | 80.8 | |
Loss on disposition of discontinued operations, net of tax | (0.7) | (0.6) | (2.2) | (1.5) | |
Income (loss) from discontinued operations, net of tax | (0.7) | 0.1 | (2.2) | 79.3 | |
Net income (loss) | 1.9 | (130.6) | 18.5 | (104.3) | |
Less: Net loss attributable to redeemable noncontrolling interests | 0 | (25.6) | (0.4) | (31.1) | |
Net income (loss) attributable to SPX Corporation common shareholders | 1.9 | (105) | 18.9 | (73.2) | |
Adjustment related to redeemable noncontrolling interest (Note 13) | 0 | 0 | (18.1) | 0 | |
Net income (loss) attributable to SPX Corporation common shareholders after adjustment related to redeemable noncontrolling interest | 1.9 | (105) | 0.8 | (73.2) | |
Amounts attributable to SPX Corporation common shareholders after adjustment related to redeemable noncontrolling interest: | |||||
Income (loss) from continuing operations, net of tax | 2.6 | (105.1) | 3 | (153.4) | |
Income (loss) from discontinued operations, net of tax | (0.7) | 0.1 | (2.2) | 80.2 | |
Net income (loss) attributable to SPX Corporation common shareholders after adjustment related to redeemable noncontrolling interest | $ 1.9 | $ (105) | $ 0.8 | $ (73.2) | |
Basic income (loss) per share of common stock: | |||||
Income (loss) from continuing operations attributable to SPX Corporation common shareholders after adjustment related to redeemable noncontrolling interest (in dollars per share) | $ 0.06 | $ (2.58) | $ 0.07 | $ (3.78) | |
Income (loss) from discontinued operations attributable to SPX Corporation common shareholders (in dollars per share) | (0.02) | 0 | (0.05) | 1.98 | |
Net income (loss) per share attributable to SPX Corporation common shareholders after adjustment related to redeemable noncontrolling interest (in dollars per share) | $ 0.04 | $ (2.58) | $ 0.02 | $ (1.80) | |
Weighted-average number of common shares outstanding — basic | 41,721 | 40,663 | 41,537 | 40,590 | |
Diluted income (loss) per share of common stock: | |||||
Income (loss) from continuing operations attributable to SPX Corporation common shareholders after adjustment related to redeemable noncontrolling interest (in dollars per share) | $ 0.06 | $ (2.58) | $ 0.07 | $ (3.78) | |
Income (loss) from discontinued operations attributable to SPX Corporation common shareholders (in dollars per share) | (0.02) | 0 | (0.05) | 1.98 | |
Net income (loss) per share attributable to SPX Corporation common shareholders after adjustment related to redeemable noncontrolling interest (in dollars per share) | $ 0.04 | $ (2.58) | $ 0.02 | $ (1.80) | |
Weighted-average number of common shares outstanding — diluted | 42,475 | 40,663 | 41,884 | 40,590 | |
Comprehensive loss | $ (4.9) | $ (170.5) | $ (30.6) | $ (233.7) | |
[1] | Under the percentage-of-completion method, we recognized revenues of $111.0 and $78.8 in the three months ended October 1, 2016 and September 26, 2015, respectively. For the nine months ended October 1, 2016 and September 26, 2015, revenues under the percentage-of-completion method were $347.6 and $325.1, respectively. Costs and estimated earnings in excess of billings on uncompleted contracts accounted for under the percentage-of-completion method were $91.3 and $106.3 as of October 1, 2016 and December 31, 2015, respectively, and are reported as a component of ‘‘Accounts receivable, net’’ in the condensed consolidated balance sheets. Billings in excess of costs and estimated earnings on uncompleted contracts accounted for under the percentage-of-completion method were $75.8 and $116.3 as of October 1, 2016 and December 31, 2015, respectively, and are reported as a component of ‘‘Accrued expenses’’ in the condensed consolidated balance sheets. |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Millions | Oct. 01, 2016 | Dec. 31, 2015 | |
Current assets: | |||
Cash and equivalents | $ 83.4 | $ 101.4 | |
Accounts receivable, net | 318 | 367 | |
Inventories, net | 176.7 | [1] | 170.7 |
Other current assets | 50.7 | 36.1 | |
Assets held for sale | 0 | 107.1 | |
Total current assets | 628.8 | 782.3 | |
Property, plant and equipment: | |||
Land | 16.4 | 16.3 | |
Buildings and leasehold improvements | 125.2 | 120.4 | |
Machinery and equipment | 359.8 | 357.2 | |
Property, plant and equipment, gross | 501.4 | 493.9 | |
Accumulated depreciation | (291.3) | (274.4) | |
Property, plant and equipment, net | 210.1 | 219.5 | |
Goodwill | 343.7 | 342.8 | |
Intangibles, net | 145.1 | [2] | 154.2 |
Other assets | 615.9 | 629.6 | |
Deferred income taxes | 45.9 | 50.9 | |
TOTAL ASSETS | 1,989.5 | 2,179.3 | |
Current liabilities: | |||
Accounts payable | 143.3 | 176.9 | |
Accrued expenses | 356.4 | 403.7 | |
Income taxes payable | 2 | 1.7 | |
Short-term debt | 14.9 | 22.1 | |
Current maturities of long-term debt | 17.9 | 9.1 | |
Liabilities held for sale | 0 | 41.3 | |
Total current liabilities | 534.5 | 654.8 | |
Long-term debt | 331.2 | 340.6 | |
Deferred and other income taxes | 46.4 | 55.2 | |
Other long-term liabilities | 804 | 820.4 | |
Total long-term liabilities | 1,181.6 | 1,216.2 | |
Commitments and contingent liabilities (Note 13) | |||
SPX Corporation shareholders’ equity: | |||
Common stock (100,665,453 and 41,853,173 issued and outstanding at October 1, 2016, respectively, 100,525,876 and 41,415,909 issued and outstanding at December 31, 2015, respectively) | 1 | 1 | |
Paid-in capital | 2,588 | 2,649.6 | |
Retained earnings | 916.7 | 897.8 | |
Accumulated other comprehensive income | 235.4 | 283.3 | |
Common stock in treasury (58,812,280 and 59,109,967 shares at October 1, 2016 and December 31, 2015, respectively) | (3,467.7) | (3,486.3) | |
Total SPX Corporation shareholders’ equity | 273.4 | 345.4 | |
Noncontrolling interests | 0 | (37.1) | |
Total equity | 273.4 | 308.3 | |
TOTAL LIABILITIES AND EQUITY | $ 1,989.5 | $ 2,179.3 | |
[1] | The balance at December 31, 2015 includes $12.9 related to our dry cooling business. As previously noted, the assets and liabilities of the dry cooling business have been classified as “held for sale” in the accompanying condensed consolidated balance sheet as of December 31, 2015. See Note 3 for information on the assets and liabilities of the dry cooling business as of December 31, 2015. | ||
[2] | Changes in the gross carrying values of “Other Intangibles, Net” during the nine months ended October 1, 2016 related to the sale of our dry cooling business, the impairment charge related to the Heat Transfer trademarks noted above, and, to a lesser extent, foreign currency translation. |
CONDENSED CONSOLIDATED BALANCE4
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - shares | Oct. 01, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Common stock, shares issued | 100,665,453 | 100,525,876 |
Common stock, shares outstanding | 41,853,173 | 41,415,909 |
Common stock in treasury, shares | 58,812,280 | 59,109,967 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Millions | 9 Months Ended | |
Oct. 01, 2016 | Sep. 26, 2015 | |
Cash flows used in operating activities: | ||
Net income (loss) | $ 18.5 | $ (104.3) |
Less: Income (loss) from discontinued operations, net of tax | (2.2) | 79.3 |
Income (loss) from continuing operations | 20.7 | (183.6) |
Adjustments to reconcile income (loss) from continuing operations to net cash used in operating activities: | ||
Special charges, net | 3.8 | 14 |
Gain on asset sales | 0 | (1.2) |
Gain on sale of dry cooling business | (18.4) | 0 |
Impairment of intangible assets | 4 | 0 |
Loss on early extinguishment of debt | 1.3 | 1.4 |
Deferred and other income taxes | 6.8 | (1.8) |
Depreciation and amortization | 21.7 | 31.2 |
Pension and other employee benefits | 12 | 22.9 |
Long-term incentive compensation | 10.5 | 30.5 |
Other, net | 0.2 | 0 |
Changes in operating assets and liabilities, net of effects from divestiture: | ||
Accounts receivable and other assets | 45.9 | (55.3) |
Inventories | (11.9) | (47.4) |
Accounts payable, accrued expenses and other | (133.9) | 27 |
Cash spending on restructuring actions | (6.7) | (6) |
Net cash used in continuing operations | (44) | (168.3) |
Net cash from (used in) discontinued operations | (1.6) | 54.3 |
Net cash used in operating activities | (45.6) | (114) |
Cash flows from (used in) investing activities: | ||
Net proceeds from sale of dry cooling business | 47.6 | 0 |
Proceeds from asset sales | 0.1 | 2 |
Increase in restricted cash | (1.7) | 0 |
Capital expenditures | (8.4) | (12.8) |
Net cash from (used in) continuing operations | 37.6 | (10.8) |
Net cash used in discontinued operations | 0 | (38.3) |
Net cash from (used in) investing activities | 37.6 | (49.1) |
Cash flows used in financing activities: | ||
Borrowings under senior credit facilities | 56.2 | 1,235 |
Repayments under senior credit facilities | (60.6) | (1,138) |
Borrowings under trade receivables financing arrangement | 44 | 154 |
Repayments under trade receivables financing arrangement | (44) | (122) |
Net borrowings (repayments) under other financing arrangements | (7.1) | 4.5 |
Minimum withholdings paid on behalf of employees for net share settlements, net of proceeds from the exercise of employee stock options and other | (1.6) | (5.9) |
Financing fees paid | 0 | (12.2) |
Dividends paid | 0 | (30.6) |
Cash divested in connection with spin-off of FLOW Business | 0 | (207.1) |
Net cash used in continuing operations | (13.1) | (122.3) |
Net cash used in discontinued operations | 0 | (1.9) |
Net cash used in financing activities | (13.1) | (124.2) |
Change in cash and equivalents due to changes in foreign currency exchange rates | 3.1 | (57.8) |
Net change in cash and equivalents | (18) | (345.1) |
Consolidated cash and equivalents, beginning of period | 101.4 | 427.6 |
Consolidated cash and equivalents, end of period | $ 83.4 | $ 82.5 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Oct. 01, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION Unless otherwise indicated, “we,” “us” and “our” mean SPX Corporation and its consolidated subsidiaries (“SPX”). We prepared the condensed consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules and regulations, certain footnotes or other financial information normally required by accounting principles generally accepted in the United States (“GAAP”) can be condensed or omitted. The financial statements represent our accounts after the elimination of intercompany transactions and, in our opinion, include the adjustments (consisting only of normal and recurring items) necessary for their fair presentation. Spin-Off of FLOW Business On September 26, 2015 (the “Distribution Date”), we completed the spin-off to our stockholders (the “Spin-Off”) of all the outstanding shares of SPX FLOW, Inc. (“SPX FLOW”), a wholly-owned subsidiary of SPX prior to the Spin-Off, which at the time of the Spin-Off held the businesses comprising our Flow Technology reportable segment, our Hydraulic Technologies business, and certain of our corporate subsidiaries (collectively, the “FLOW Business”). On the Distribution Date, each of our stockholders of record as of the close of business on September 16, 2015 (the “Record Date”) received one share of common stock of SPX FLOW for every share of SPX common stock held as of the Record Date. SPX FLOW is now an independent public company trading under the symbol “FLOW” on the New York Stock Exchange. Following the Spin-Off, SPX’s common stock continues to be listed on the New York Stock Exchange, but trades under the new ticker symbol “SPXC”. The financial results of SPX FLOW for the three and nine months ended September 26, 2015 have been classified as discontinued operations within the accompanying condensed consolidated financial statements. See Note 3 for additional information regarding discontinued operations. In connection with the Spin-Off, SPX and SPX FLOW entered into several administrative agreements covering various services, such as information technology, human resources and finance, to be provided by each party for a period of up to 12 months following the Distribution Date. These services ceased during the third quarter of 2016. The financial activity associated with these agreements was not material to our condensed consolidated financial results for the three and nine months ended October 1, 2016 . Sale of Dry Cooling Business On March 30, 2016, we completed the sale of our dry cooling business, a business within our Power reportable segment, to Paharpur Cooling Towers Limited (“Paharpur”) for cash proceeds of $45.9 (net of cash transferred with the business of $3.0 ). During the third quarter of 2016, we reached an agreement with Paharpur regarding the final working capital of the dry cooling business, resulting in additional cash proceeds during the quarter of $1.7 . In connection with the sale, we recorded a gain of $18.4 , including $1.7 recorded during the third quarter of 2016 associated with the aforementioned working capital settlement. The gain includes a reclassification from “Equity” of other comprehensive income totaling $40.4 related to foreign currency translation. We provided customary indemnifications to Paharpur in connection with the sale. Accordingly, it is possible that the sales price and resulting gain for this divestiture may be materially adjusted in subsequent periods. The assets and liabilities of the dry cooling business, as of December 31, 2015, have been classified as “held for sale” within the accompanying condensed consolidated balance sheet. See Note 3 for information on such assets and liabilities. Other Preparing financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Actual results could differ from these estimates. The unaudited information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements contained in our 2015 Annual Report on Form 10-K. Interim results are not necessarily indicative of full year results. Unless otherwise indicated, amounts provided in these Notes pertain to continuing operations only. See Note 3 for information on discontinued operations. We establish actual interim closing dates using a fiscal calendar, which requires our businesses to close their books on the Saturday closest to the end of the first calendar quarter, with the second and third quarters being 91 days in length. Our fourth quarter ends on December 31. The interim closing dates for the first, second and third quarters of 2016 are April 2, July 2 and October 1, compared to the respective March 28, June 27 and September 26, 2015 dates. We had six more days in the first quarter of 2016 and will have five fewer days in the fourth quarter of 2016 than in the respective 2015 periods. We do not believe the six additional days during the first quarter of 2016 had a material impact on our consolidated operating results for the first nine months of 2016, when compared to the consolidated operating results for the respective 2015 period. |
NEW ACCOUNTING PRONOUNCEMENTS
NEW ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Oct. 01, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
NEW ACCOUNTING PRONOUNCEMENTS | NEW ACCOUNTING PRONOUNCEMENTS The following is a summary of new accounting pronouncements that apply or may apply to our business. In May 2014, the Financial Accounting Standards Board (“FASB”) issued a new standard on revenue recognition that outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The new standard contains a five-step approach that entities will apply to determine the measurement of revenue and timing of when it is recognized, including (i) identifying the contract(s) with a customer, (ii) identifying the separate performance obligations in the contract, (iii) determining the transaction price, (iv) allocating the transaction price to separate performance obligations, and (v) recognizing revenue when (or as) each performance obligation is satisfied. The new standard requires a number of disclosures intended to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue, and the related cash flows. The disclosures include qualitative and quantitative information about contracts with customers, significant judgments made in applying the revenue guidance, and assets recognized from the costs to obtain or fulfill a contract. The standard is effective for interim and annual reporting periods beginning after December 15, 2017. We are currently evaluating the effect this new standard will have on our condensed consolidated financial statements. In April 2015, the FASB issued a new standard that requires debt issuance costs related to a recognized debt liability to be reported in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. An amendment to this standard was issued in August 2015 that permits entities to present debt issuance costs related to line-of-credit arrangements as an asset and subsequently amortize such debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The standard was effective for interim and annual reporting periods beginning after December 15, 2015, and shall be applied retrospectively. We adopted this guidance on January 1, 2016 and, thus, the debt issuance costs associated with the term loan under our senior credit facilities have been presented as a direct deduction from the carrying amount of the term loan in the accompanying condensed consolidated balance sheets. See Note 10 for additional details. In February 2016, the FASB issued an amendment to existing guidance that requires lessees to recognize assets and liabilities for the rights and obligations created by long-term leases. In addition, this amendment requires new qualitative and quantitative disclosures about leasing arrangements. This standard is effective for annual periods beginning on or after December 15, 2018 for public business entities, and interim periods within those fiscal years. Early adoption is permitted, and adoption must be applied on a modified retrospective basis. We are currently evaluating the effect this amendment will have on our condensed consolidated financial statements. In March 2016, the FASB issued an amendment to existing guidance that simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. This standard is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those annual reporting periods. Early adoption is permitted. We are currently evaluating the effect this amendment will have on our condensed consolidated financial statements. In August 2016, the FASB issued an amendment to existing guidance to reduce diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This amendment provides clarification on eight specific cash flow presentation issues. The issues include, but are not limited to, debt prepayment or extinguishment costs, settlement of zero-coupon debt, proceeds from the settlement of insurance claims, and cash receipts from payments on beneficial interests in securitization transactions. This amendment is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those annual reporting periods. Early adoption is permitted. We are currently evaluating the effect this amendment will have on our condensed consolidated financial statements. |
DISCONTINUED OPERATIONS AND SAL
DISCONTINUED OPERATIONS AND SALE OF DRY COOLING BUSINESS | 9 Months Ended |
Oct. 01, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS AND SALE OF DRY COOLING BUSINESS | DISCONTINUED OPERATIONS AND SALE OF DRY COOLING BUSINESS Spin-Off of SPX FLOW As indicated in Note 1, we completed the spin-off of SPX FLOW on September 26, 2015. The results of SPX FLOW are presented as a discontinued operation within the accompanying condensed consolidated statements of operations for the three and nine months ended September 26, 2015 and the condensed consolidated statement of cash flows for the nine months ended September 26, 2015 . Major classes of line items constituting pre-tax income and after-tax income of SPX FLOW are shown below: Three months ended Nine months ended September 26, September 26, Revenues $ 589.5 $ 1,775.1 Costs and expenses: Cost of products sold 391.5 1,179.3 Selling, general and administrative (1) 121.7 368.2 Intangible amortization 5.8 17.7 Impairment of intangible assets 15.0 15.0 Special charges 34.0 41.2 Other income (expense), net (2.4 ) 1.3 Interest expense, net (11.0 ) (32.6 ) Income before taxes 8.1 122.4 Income tax provision (7.4 ) (41.6 ) Income from discontinued operations, net of tax 0.7 80.8 Less: Net loss attributable to noncontrolling interest — (0.9 ) Income from discontinued operations attributable to SPX Corporation common shareholders, net of tax $ 0.7 $ 81.7 ___________________________ (1) Includes $16.8 and $30.8 for the three and nine months ended September 26, 2015 , respectively, of professional fees and other costs that were incurred in connection with the Spin-Off. The following table presents selected financial information regarding cash flows of SPX FLOW that are included within discontinued operations in the condensed consolidated statement of cash flows for the nine months ended September 26, 2015 : Non-cash items included in income from discontinued operations: Depreciation and amortization $ 44.3 Impairment of intangible assets 15.0 Capital expenditures 43.1 Other Discontinued Operations Activity In addition to the Spin-Off of SPX FLOW, we recognized net losses of $0.7 and $2.2 during the three and nine months ended October 1, 2016 , respectively, and net losses of $0.6 and $1.5 during the three and nine months ended September 26, 2015 , respectively, resulting primarily from revisions to liabilities retained from businesses discontinued prior to 2015. For the three and nine months ended October 1, 2016 and September 26, 2015 , the table below presents a reconciliation of discontinued operations activity to the related amounts in the condensed consolidated statements of operations: Three months ended Nine months ended October 1, September 26, October 1, September 26, SPX FLOW Income from discontinued operations $ — $ 8.1 $ — $ 122.4 Income tax provision — (7.4 ) — (41.6 ) Income from discontinued operations, net — 0.7 — 80.8 All other Loss from discontinued operations (0.5 ) (1.1 ) (2.3 ) (3.6 ) Income tax (provision) benefit (0.2 ) 0.5 0.1 2.1 Loss from discontinued operations, net (0.7 ) (0.6 ) (2.2 ) (1.5 ) Total Income (loss) from discontinued operations (0.5 ) 7.0 (2.3 ) 118.8 Income tax (provision) benefit (0.2 ) (6.9 ) 0.1 (39.5 ) Income (loss) from discontinued operations, net $ (0.7 ) $ 0.1 $ (2.2 ) $ 79.3 Sale of Dry Cooling Business On November 20, 2015, we entered into an agreement for the sale of our dry cooling business. The assets and liabilities of our dry cooling business are presented as “held for sale” within the accompanying condensed consolidated balance sheet as of December 31, 2015. The major classes of assets and liabilities held for sale as of December 31, 2015 are shown below: Assets: Accounts receivable, net $ 49.2 Inventories, net 12.9 Other current assets 13.9 Property, plant and equipment, net 3.3 Goodwill 10.7 Intangibles, net 8.3 Other assets 8.8 Assets held for sale $ 107.1 Liabilities: Accounts payable $ 13.7 Accrued expenses 25.3 Other long-term liabilities 2.3 Liabilities held for sale $ 41.3 As indicated in Note 1, on March 30, 2016, we completed the sale of our dry cooling business to Paharpur for cash proceeds of $45.9 (net of cash transferred with the business of $3.0 ). During the third quarter of 2016, we reached an agreement with Paharpur regarding the final working capital of the dry cooling business, resulting in additional cash proceeds during the quarter of $1.7 . In connection with the sale, we recorded a gain of $18.4 , including $1.7 recorded during the third quarter of 2016 associated with the aforementioned working capital settlement. The gain includes a reclassification from “Equity” of other comprehensive income totaling $40.4 related to foreign currency translation. |
INFORMATION ON REPORTABLE SEGME
INFORMATION ON REPORTABLE SEGMENTS | 9 Months Ended |
Oct. 01, 2016 | |
Segment Reporting [Abstract] | |
INFORMATION ON REPORTABLE SEGMENTS | INFORMATION ON REPORTABLE SEGMENTS We are a global supplier of highly specialized, engineered solutions with operations in over 20 countries and sales in over 100 countries around the world. We have aggregated our operating segments into the following three reportable segments: HVAC, Detection and Measurement, and Power. The factors considered in determining our aggregated segments are the economic similarity of the businesses, the nature of products sold or services provided, production processes, types of customers, distribution methods, and regulatory environment. In determining our segments, we apply the threshold criteria of the Segment Reporting Topic of the Codification to operating income or loss of each segment before considering gains/losses on sales of businesses, impairment and special charges, pension and postretirement expense/income, long-term incentive compensation and other indirect corporate expenses. This is consistent with the way our CODM evaluates the results of each segment. HVAC Reportable Segment Our HVAC reportable segment engineers, designs, manufactures, installs and services cooling products for the HVAC and industrial markets, as well as boilers, comfort heating and ventilation products for the residential and commercial markets. The primary distribution channels for the segment’s products are direct to customers, independent manufacturing representatives, third-party distributors, and retailers. The segment primarily serves a North American customer base. Detection and Measurement Reportable Segment Our Detection and Measurement reportable segment engineers, designs, manufactures and installs underground pipe and cable locators and inspection equipment, bus fare collection systems, communication technologies, and specialty lighting. The primary distribution channels for the segment’s products are direct to customers and third-party distributors. The segment serves a global customer base, with a strong presence in North America, Europe and Asia. Power Reportable Segment Our Power reportable segment engineers, designs, manufactures, installs and services evaporative and hybrid cooling systems, rotating and stationary heat exchangers, and pollution control systems for the power generation market, and transformers for the power transmission and distribution market. The primary distribution channels for the segment’s products are direct to customers and third-party representatives. The segment serves a global customer base, with a strong presence in North America, Europe, Asia Pacific, and South Africa. Corporate Expense Corporate expense generally relates to the cost of our Charlotte, NC corporate headquarters. Corporate expense for the three and nine months ended September 26, 2015 also included costs related to our former Asia Pacific center in Shanghai, China, which was part of the Spin-Off, costs that were previously allocated to the FLOW Business that do not meet the requirements to be presented within discontinued operations, and the cost of corporate employees who became employees of SPX FLOW at the time of the Spin-Off. Financial data for our reportable segments for the three and nine months ended October 1, 2016 and September 26, 2015 are presented below: Three months ended Nine months ended October 1, September 26, October 1, September 26, Revenues: (1) HVAC segment $ 116.9 $ 142.7 $ 350.4 $ 368.7 Detection and Measurement segment 52.3 55.9 167.8 166.0 Power segment (2) 216.0 175.5 669.2 675.1 Consolidated revenues $ 385.2 $ 374.1 $ 1,187.4 $ 1,209.8 Income (Loss): HVAC segment $ 15.6 $ 23.5 $ 48.6 $ 49.4 Detection and Measurement segment 7.8 8.3 30.9 27.4 Power segment (2) (2.2 ) (96.5 ) (9.5 ) (106.3 ) Total income (loss) for segments 21.2 (64.7 ) 70.0 (29.5 ) Corporate expense (9.2 ) (27.6 ) (28.3 ) (84.5 ) Long-term incentive compensation expense (4.2 ) (5.5 ) (10.5 ) (30.5 ) Pension and postretirement expense (0.9 ) (7.4 ) (4.7 ) (8.4 ) Special charges, net (1.5 ) (8.4 ) (3.8 ) (14.0 ) Impairment of intangible assets — — (4.0 ) — Gain on sale of dry cooling business 1.7 — 18.4 — Consolidated operating income (loss) $ 7.1 $ (113.6 ) $ 37.1 $ (166.9 ) ___________________________ (1) Under the percentage-of-completion method, we recognized revenues of $111.0 and $78.8 in the three months ended October 1, 2016 and September 26, 2015 , respectively. For the nine months ended October 1, 2016 and September 26, 2015 , revenues under the percentage-of-completion method were $347.6 and $325.1 , respectively. Costs and estimated earnings in excess of billings on uncompleted contracts accounted for under the percentage-of-completion method were $91.3 and $106.3 as of October 1, 2016 and December 31, 2015 , respectively, and are reported as a component of ‘‘Accounts receivable, net’’ in the condensed consolidated balance sheets. Billings in excess of costs and estimated earnings on uncompleted contracts accounted for under the percentage-of-completion method were $75.8 and $116.3 as of October 1, 2016 and December 31, 2015 , respectively, and are reported as a component of ‘‘Accrued expenses’’ in the condensed consolidated balance sheets. (2) As further discussed in Note 13, during the three months ended September 26, 2015 , we made revisions to our estimates of expected revenues and profits on our large power projects in South Africa. As a result of these revisions, we reduced revenue and segment income by $57.2 and $95.0 , respectively, during the three and nine months ended September 26, 2015 . |
SPECIAL CHARGES, NET
SPECIAL CHARGES, NET | 9 Months Ended |
Oct. 01, 2016 | |
Restructuring and Related Activities [Abstract] | |
SPECIAL CHARGES, NET | SPECIAL CHARGES, NET Special charges, net, for the three and nine months ended October 1, 2016 and September 26, 2015 are described in more detail below: Three months ended Nine months ended October 1, September 26, October 1, September 26, HVAC segment $ — $ (0.1 ) $ — $ 1.1 Detection and Measurement segment 0.3 (0.1 ) 0.5 0.5 Power segment 1.3 7.6 3.4 11.4 Corporate (0.1 ) 1.0 (0.1 ) 1.0 Total $ 1.5 $ 8.4 $ 3.8 $ 14.0 HVAC Segment — The benefit for the three months ended September 26, 2015 related primarily to the reversal of previously accrued costs associated with our boiler products business, while the charges for the nine months ended September 26, 2015 related primarily to costs associated with facility consolidation efforts in Asia Pacific. Detection and Measurement Segment — Charges for the three and nine months ended October 1, 2016 related to severance and other costs associated with our bus fare collection systems business. The benefit for the three months ended September 26, 2015 related primarily to the reversal of previously accrued costs associated with our bus fare collection systems business, while charges for the nine months ended September 26, 2015 related primarily to severance and other costs associated with restructuring initiatives at our specialty lighting business. Power Segment — Charges for the three and nine months ended October 1, 2016 related primarily to costs incurred in connection with restructuring actions at our SPX Heat Transfer (“Heat Transfer”) business in order to reduce the cost base of the business in response to reduced demand, partially offset by a reduction in the expected cost of the restructuring actions at our Balcke Duerr business. The costs incurred for the Heat Transfer business restructuring actions included asset impairment charges associated with the discontinuance of a product line and outsourcing initiatives of $0.7 and $3.3 for the three and nine months ended October 1, 2016 , respectively, as well as severance costs. Charges for the three and nine months ended September 26, 2015 related primarily to severance and other costs associated with restructuring actions at our Balcke Duerr and dry cooling businesses. Corporate — The benefits for the three and nine months ended October 1, 2016 related to a reduction of severance costs accrued in connection with the Spin-Off. Charges for the three and nine months ended September 26, 2015 related primarily to severance costs incurred in connection with the Spin-Off. Expected charges still to be incurred under actions approved as of October 1, 2016 were approximately $0.4 . The following is an analysis of our restructuring liabilities for the nine months ended October 1, 2016 and September 26, 2015 : Nine months ended October 1, September 26, Balance at beginning of year $ 11.3 $ 5.1 Special charges (1) 0.2 13.7 Utilization — cash (6.7 ) (6.0 ) Currency translation adjustment and other (0.1 ) (0.1 ) Balance at end of period $ 4.7 $ 12.7 ___________________________ (1) The nine months ended October 1, 2016 and September 26, 2015 included $3.6 and $0.3 of non-cash charges, respectively, that did not impact the restructuring liability. |
INVENTORIES, NET
INVENTORIES, NET | 9 Months Ended |
Oct. 01, 2016 | |
Inventory Disclosure [Abstract] | |
INVENTORIES, NET | INVENTORIES, NET Inventories at October 1, 2016 and December 31, 2015 comprised the following: October 1, December 31, Finished goods $ 56.6 $ 58.4 Work in process 58.4 58.2 Raw materials and purchased parts 74.7 79.4 Total FIFO cost 189.7 196.0 Excess of FIFO cost over LIFO inventory value (13.0 ) (12.4 ) Total inventories, net (1) $ 176.7 $ 183.6 ___________________________ (1) The balance at December 31, 2015 includes $12.9 related to our dry cooling business. As previously noted, the assets and liabilities of the dry cooling business have been classified as “held for sale” in the accompanying condensed consolidated balance sheet as of December 31, 2015. See Note 3 for information on the assets and liabilities of the dry cooling business as of December 31, 2015. Inventories include material, labor and factory overhead costs and are reduced, when necessary, to estimated net realizable values. Certain domestic inventories are valued using the last-in, first-out (“LIFO”) method. These inventories were approximately 52% and 46% of total inventory at October 1, 2016 and December 31, 2015 , respectively. Other inventories are valued using the first-in, first-out (“FIFO”) method. |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 9 Months Ended |
Oct. 01, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill The changes in the carrying amount of goodwill, by reportable segment, were as follows: December 31, Goodwill Resulting from Business Combinations Impairments Disposition of Business (2) Foreign Currency Translation and Other October 1, HVAC segment Gross goodwill $ 261.3 $ — $ — $ — $ (0.1 ) $ 261.2 Accumulated impairments (145.2 ) — — — 0.7 (144.5 ) Goodwill 116.1 — — — 0.6 116.7 Detection and Measurement segment Gross goodwill 219.1 — — — (3.3 ) 215.8 Accumulated impairments (138.0 ) — — — 2.7 (135.3 ) Goodwill 81.1 — — — (0.6 ) 80.5 Power segment Gross goodwill 405.3 — — (36.1 ) 2.3 371.5 Accumulated impairments (249.0 ) — — 25.9 (1.9 ) (225.0 ) Goodwill (1) 156.3 — — (10.2 ) 0.4 146.5 Total Gross goodwill 885.7 — — (36.1 ) (1.1 ) 848.5 Accumulated impairments (532.2 ) — — 25.9 1.5 (504.8 ) Goodwill (1) $ 353.5 $ — $ — $ (10.2 ) $ 0.4 $ 343.7 ___________________________ (1) The net carrying value at December 31, 2015 includes $10.7 related to our dry cooling business. As previously noted, the assets and liabilities of the dry cooling business have been classified as “held for sale” in the accompanying condensed consolidated balance sheet as of December 31, 2015. See Note 3 for information on the assets and liabilities of the dry cooling business as of December 31, 2015. (2) Represents goodwill allocated to our dry cooling business upon its disposition. Other Intangibles, Net Identifiable intangible assets at October 1, 2016 and December 31, 2015 comprised the following: October 1, 2016 December 31, 2015 Gross Carrying Value Accumulated Amortization Net Carrying Value Gross Carrying Value Accumulated Amortization Net Carrying Value Intangible assets with determinable lives: Customer relationships $ 25.4 $ (10.5 ) $ 14.9 $ 25.4 $ (9.5 ) $ 15.9 Technology (1) 20.8 (10.1 ) 10.7 40.7 (25.2 ) 15.5 Patents 4.6 (4.6 ) — 4.6 (4.6 ) — Other 13.3 (7.8 ) 5.5 14.2 (8.1 ) 6.1 64.1 (33.0 ) 31.1 84.9 (47.4 ) 37.5 Trademarks with indefinite lives (1) (2) 114.0 — 114.0 125.0 — 125.0 Total (3) $ 178.1 $ (33.0 ) $ 145.1 $ 209.9 $ (47.4 ) $ 162.5 ___________________________ (1) The net carrying value at December 31, 2015 includes $2.4 and $5.9 of technology and trademarks, respectively, related to our dry cooling business. As previously noted, the assets and liabilities of the dry cooling business have been classified as “held for sale” in the accompanying condensed consolidated balance sheet as of December 31, 2015. See Note 3 for information on the assets and liabilities of the dry cooling business as of December 31, 2015. (2) As noted below, we recorded an impairment charge of $4.0 during the first quarter of 2016 related to the trademarks of our Heat Transfer business. (3) Changes in the gross carrying values of “Other Intangibles, Net” during the nine months ended October 1, 2016 related to the sale of our dry cooling business, the impairment charge related to the Heat Transfer trademarks noted above, and, to a lesser extent, foreign currency translation. At October 1, 2016 , the net carrying value of intangible assets with determinable lives consisted of $4.4 in the HVAC segment and $26.7 in the Power segment. At October 1, 2016 , trademarks with indefinite lives consisted of $89.2 in the HVAC segment, $10.2 in the Detection and Measurement segment and $14.6 in the Power segment. We perform our annual goodwill impairment testing during the fourth quarter in conjunction with our annual financial planning process, with such testing based primarily on events and circumstances existing as of the end of the third quarter. In addition, we test goodwill for impairment on a more frequent basis if there are indications of potential impairment. A significant amount of judgment is involved in determining if an indication of impairment has occurred between annual testing dates. Such indication may include: a significant decline in expected future cash flows; a significant adverse change in legal factors or the business climate; unanticipated competition; and a more likely than not expectation of selling or disposing all, or a portion, of a reporting unit. We perform our annual trademarks impairment testing during the fourth quarter, or on a more frequent basis if there are indications of potential impairment. The fair values of our trademarks are determined by applying estimated royalty rates to projected revenues, with the resulting cash flows discounted at a rate of return that reflects current market conditions (fair value based on unobservable inputs - Level 3, as defined in Note 15). The primary basis for these projected revenues is the annual operating plan for each of the related businesses, which is prepared in the fourth quarter of each year. Based on our annual impairment testing during the fourth quarter of 2015, the estimated fair value of the trademarks for Heat Transfer was comparable to their carrying value of $9.5 . The revenue projections used in the 2015 annual impairment analysis were based on the most recent historical trends for Heat Transfer. At the end of the first quarter of 2016, we concluded that the more recent trends were indicating that Heat Transfer’s revenues for the foreseeable future would be significantly less than the projected amounts included in the 2015 annual analysis. In response to this new information, we performed an impairment analysis of Heat Transfer’s trademarks as of April 2, 2016. Based on such analysis, we recorded an impairment charge of $4.0 to our consolidated results of operations during the first quarter of 2016. In addition to its trademarks, Heat Transfer has definite-lived intangible assets with an aggregate carrying value at October 1, 2016 of $26.7 . Although there are no current indications of impairment associated with Heat Transfer’s intangible assets, further deterioration in the business’s financial results could lead to impairment charges in subsequent periods. No impairment charges were recorded in the first nine months of 2015. |
WARRANTY
WARRANTY | 9 Months Ended |
Oct. 01, 2016 | |
Product Warranties Disclosures [Abstract] | |
WARRANTY | WARRANTY The following is an analysis of our product warranty accrual for the periods presented: Nine months ended October 1, September 26, Balance at beginning of year $ 39.6 $ 37.5 Provisions 10.7 13.1 Usage (11.9 ) (11.9 ) Currency translation adjustment (0.3 ) (0.4 ) Balance at end of period 38.1 38.3 Less: Current portion of warranty 18.7 20.3 Non-current portion of warranty $ 19.4 $ 18.0 |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 9 Months Ended |
Oct. 01, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS In connection with the Spin-Off, participants in the SPX U.S. Pension Plan (the “U.S. Plan”) that were transferred to SPX FLOW became eligible to elect a lump-sum payment option in lieu of a future pension benefit under the U.S. Plan. During the second quarter of 2016, approximately 9% , or $25.2 , of the projected benefit obligation of the U.S. Plan was settled as a result of lump-sum payments. In connection with these lump-sum payments, we remeasured the assets and liabilities of the U.S. Plan as of May 31, 2016, which resulted in a charge to net periodic pension benefit expense of $1.0 during the second quarter. During the second quarter of 2016, we made lump-sum payments to certain participants of the Supplemental Individual Account Retirement Plan (“SIARP”), settling approximately 22% , or $2.7 , of the SIARP's projected benefit obligation. In connection with these lump-sum payments, we remeasured the liabilities of the SIARP as of June 30, 2016, which resulted in a charge to net periodic pension benefit expense of $0.8 during the second quarter. On July 14, 2015, we amended the U.S. Plan and SIARP to freeze all benefits for active non-union participants. The amendments resulted in a curtailment gain of $5.1 during the third quarter of 2015. In connection with the amendments, we remeasured the assets and liabilities of the U.S. Plan and the SIARP as of June 30, 2015, which resulted in a charge to net periodic pension benefit expense of $11.4 during the third quarter of 2015. Net periodic benefit expense (income) for our pension and postretirement plans included the following components: Domestic Pension Plans Three months ended Nine months ended October 1, September 26, October 1, September 26, Service cost $ 0.1 $ 0.4 $ 0.3 $ 2.2 Interest cost 3.3 4.3 10.4 12.9 Expected return on plan assets (3.2 ) (4.5 ) (9.6 ) (14.3 ) Curtailment gain (1) — (5.1 ) — (5.1 ) Recognized net actuarial loss (2) — 11.4 1.8 11.4 Amortization of unrecognized prior service credits (0.1 ) — (0.1 ) — Total net periodic pension benefit expense $ 0.1 $ 6.5 $ 2.8 $ 7.1 ___________________________ (1) Represents a curtailment gain recorded during the third quarter of 2015 in connection with the amendments of the U.S. Plan and SIARP noted above. (2) Represents actuarial losses resulting from the remeasurement of the assets and obligations of the U.S. Plan and the SIARP during the second quarter of 2016 and third quarter of 2015, which was required in connection with the lump-sum payments and plan amendments noted above. Foreign Pension Plans Three months ended Nine months ended October 1, September 26, October 1, September 26, Service cost $ — $ 0.4 $ — $ 1.2 Interest cost 1.4 2.0 4.3 6.0 Expected return on plan assets (1.5 ) (2.4 ) (5.0 ) (7.3 ) Recognized net actuarial loss — 0.7 — 0.7 Total net periodic pension benefit (income) expense (0.1 ) 0.7 (0.7 ) 0.6 Less: Net periodic pension benefit expense of discontinued operations — 0.7 — 2.0 Net periodic pension benefit income of continuing operations $ (0.1 ) $ — $ (0.7 ) $ (1.4 ) Postretirement Plans Three months ended Nine months ended October 1, September 26, October 1, September 26, Service cost $ — $ — $ — $ — Interest cost 1.1 1.1 3.2 3.3 Amortization of unrecognized prior service credits (0.2 ) (0.2 ) (0.6 ) (0.6 ) Net periodic postretirement benefit expense $ 0.9 $ 0.9 $ 2.6 $ 2.7 |
INDEBTEDNESS
INDEBTEDNESS | 9 Months Ended |
Oct. 01, 2016 | |
Debt Disclosure [Abstract] | |
INDEBTEDNESS | INDEBTEDNESS The following summarizes our debt activity (both current and non-current) for the nine months ended October 1, 2016 : December 31, Borrowings Repayments Other (4) October 1, Revolving loans $ — $ 56.2 $ (56.2 ) $ — $ — Term loan (1) 348.0 — (4.4 ) 0.3 343.9 Trade receivables financing arrangement (2) — 44.0 (44.0 ) — — Other indebtedness (3) 23.8 19.5 (26.6 ) 3.4 20.1 Total debt 371.8 $ 119.7 $ (131.2 ) $ 3.7 364.0 Less: short-term debt 22.1 14.9 Less: current maturities of long-term debt 9.1 17.9 Total long-term debt $ 340.6 $ 331.2 ___________________________ (1) The term loan is repayable in quarterly installments of 5.0% annually, beginning in the third fiscal quarter of 2016. The remaining balance is repayable in full on September 24, 2020. Balances are net of unamortized debt issuance costs of $1.7 and $2.0 at October 1, 2016 and December 31, 2015 , respectively. See Note 2 for additional details. (2) Under this arrangement, we can borrow, on a continuous basis, up to $50.0 , as available. At October 1, 2016 , we had $26.4 of available borrowing capacity under this facility. (3) Primarily includes balances under a purchase card program of $3.7 and $4.8 , capital lease obligations of $5.2 and $1.7 , and borrowings under a line of credit in China of $ 9.7 and $ 17.3 at October 1, 2016 and December 31, 2015 , respectively. The purchase card program allows for payment beyond the normal payment terms for goods and services acquired under the program. As this arrangement extends the payment of these purchases beyond their normal payment terms through third-party lending institutions, we have classified these amounts as short-term debt. (4) “Other” primarily includes $3.8 of capital lease obligations and the impact of amortization of debt issuance costs associated with the term loan, partially offset by foreign currency translation on any debt instruments denominated in currencies other than the U.S. dollar. Senior Credit Facilities A detailed description of our senior credit facilities is included in our 2015 Annual Report on Form 10-K. On September 29, 2016, we elected to reduce our participation foreign credit instrument facility commitment and our bilateral foreign credit instrument facility commitment by $125.0 , to $175.0 , and by $75.0 , to $125.0 , respectively. In connection with the reduction of our foreign credit instrument facility commitments, we recorded a charge of $1.3 to "Loss on early extinguishment of debt" during the third quarter of 2016 associated with the write-off of the deferred financing costs related to this previously available issuance capacity of $200.0 . At October 1, 2016 , we had $46.5 and $207.6 of outstanding letters of credit issued under our revolving credit and our foreign credit instrument facilities of our senior credit agreement, respectively. The weighted-average interest rate of outstanding borrowings under our senior credit agreement was approximately 2.3% at October 1, 2016 . At October 1, 2016 , we were in compliance with all covenants of our senior credit agreement. |
DERIVATIVE FINANCIAL INSTRUMENT
DERIVATIVE FINANCIAL INSTRUMENTS | 9 Months Ended |
Oct. 01, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE FINANCIAL INSTRUMENTS | DERIVATIVE FINANCIAL INSTRUMENTS Interest Rate Swaps During the second quarter of 2016, we entered into interest rate swap agreements (“Swaps”) to hedge the interest rate risk on our variable rate term loan. These Swaps, which we designate and account for as cash flow hedges, have effective dates beginning in January 2017 and maturities through September 2020 and effectively converted 50% of the borrowing under the variable rate term loan to a fixed rate of 1.2895% plus the applicable margin. These are amortizing Swaps; therefore, the outstanding notional value is scheduled to decline commensurate with the scheduled maturities of the term loan. As of October 1, 2016 , the aggregate notional amounts of the Swaps was $170.8 and the unrealized loss, net of tax, recorded in accumulated other comprehensive income (“AOCI”) was $1.2 . In addition, we have recorded a long-term liability of $1.9 to recognize the fair value of these Swaps. Currency Forward Contracts From time to time, we enter into forward contracts to manage the exposure on contracts with forecasted transactions denominated in non-functional currencies and to manage the risk of transaction gains and losses associated with assets/liabilities denominated in currencies other than the functional currency of certain subsidiaries (“FX forward contracts”). In addition, some of our contracts contain currency forward embedded derivatives (“FX embedded derivatives”), because the currency of exchange is not “clearly and closely” related to the functional currency of either party to the transaction. Certain of our FX forward contracts are designated as cash flow hedges. To the extent these derivatives are effective in offsetting the variability of the hedged cash flows, changes in the derivatives’ fair value are not included in current earnings, but are included in AOCI. These changes in fair value are reclassified into earnings as a component of revenues or cost of products sold, as applicable, when the forecasted transaction impacts earnings. We had FX forward contracts with an aggregate notional amount of $63.7 and $139.8 outstanding as of October 1, 2016 and December 31, 2015 , respectively, with all of the $63.7 scheduled to mature within one year. We also had FX embedded derivatives with an aggregate notional amount of $18.7 and $120.8 at October 1, 2016 and December 31, 2015 , respectively, with notional amounts of $17.9 and $0.8 scheduled to mature within one and two years thereafter, respectively. The decline in the notional amount of FX forward contracts and FX embedded derivatives was due primarily to the sale of our dry cooling business. The unrealized losses, net of tax, recorded in AOCI related to FX forward contracts were $0.0 and $0.6 as of October 1, 2016 and December 31, 2015 , respectively. With regard to our FX forward contacts, these arrangements are designed to provide the right of setoff in the event of counterparty default or insolvency, and, thus, we have elected to offset the fair values of these instruments in our condensed consolidated balance sheets. The gross fair values of our FX forward contracts were $0.0 and $0.1 (gross assets) and $0.5 and $1.5 (gross liabilities) at October 1, 2016 and December 31, 2015 , respectively. The fair values of our embedded derivative instruments were not material in relation to our condensed consolidated balance sheets as of October 1, 2016 and December 31, 2015. Commodity Contracts From time to time, we enter into commodity contracts to manage the exposure on forecasted purchases of commodity raw materials. At October 1, 2016 and December 31, 2015 , the outstanding notional amount of commodity contracts was 4.0 and 4.2 pounds of copper, respectively. We designate and account for these contracts as cash flow hedges and, to the extent these commodity contracts are effective in offsetting the variability of the forecasted purchases, the change in fair value is included in AOCI. We reclassify AOCI associated with our commodity contracts to cost of products sold when the forecasted transaction impacts earnings. As of October 1, 2016 and December 31, 2015 , the fair value of these contracts was $0.2 (current asset) and $1.7 (current liability), respectively. The unrealized gains (losses), net of tax, recorded in AOCI were $0.1 and $(1.2) as of October 1, 2016 and December 31, 2015 , respectively. We anticipate reclassifying the unrealized losses as of October 1, 2016 to income over the next 12 months . |
SHAREHOLDERS' EQUITY AND LONG-T
SHAREHOLDERS' EQUITY AND LONG-TERM INCENTIVE COMPENSATION | 9 Months Ended |
Oct. 01, 2016 | |
SHAREHOLDERS' EQUITY AND STOCK-BASED COMPENSATION | |
SHAREHOLDERS' EQUITY AND LONG-TERM INCENTIVE COMPENSATION | SHAREHOLDERS’ EQUITY AND LONG-TERM INCENTIVE COMPENSATION Income (Loss) Per Share The following table sets forth the number of weighted-average shares outstanding used in the computation of basic and diluted income (loss) per share: Three months ended Nine months ended October 1, September 26, October 1, September 26, Weighted-average number of common shares used in basic income (loss) per share 41.721 40.663 41.537 40.590 Dilutive securities — Restricted stock shares, restricted stock units, and stock options 0.754 — 0.347 — Weighted-average number of common shares and dilutive securities used in diluted income (loss) per share 42.475 40.663 41.884 40.590 The weighted-average number of restricted stock shares/units and stock options excluded from the computation of diluted income per share because the assumed proceeds for these instruments exceed the average market value of the underlying common stock for the related periods was 0.992 and 1.542 , respectively, for the three months ended October 1, 2016 , and 1.134 and 1.346 , respectively, for the nine months ended October 1, 2016 . For the three and nine months ended September 26, 2015 , 0.342 and 0.315 of unvested restricted stock shares/units, respectively, and 0.323 of outstanding stock options were excluded from the computation of diluted income (loss) per share as we incurred losses from continuing operations during the periods. In addition, 0.536 and 0.541 of unvested restricted stock shares/units, respectively, did not meet the required market thresholds for vesting (as discussed in our 2015 Annual Report on Form 10-K). Long-Term Incentive Compensation Long-term incentive compensation awards may be granted to certain eligible employees or non-employee directors. A detailed description of the awards granted prior to 2016 is included in our 2015 Annual Report on Form 10-K. Awards granted on March 2, 2016 to executive officers and other members of senior management were comprised of performance stock units (“PSU’s”), stock options, time-based restricted stock units (“RSU’s”), and long-term cash awards, while other eligible employees were granted RSU’s and long-term cash awards. The PSU’s are eligible to vest at the end of a three -year performance period, with performance based on the total return of our stock over the three -year performance period against the S&P 600 Capital Goods Index. Stock options and RSU’s vest ratably over the three -year period subsequent to the date of grant. Long-term cash awards are eligible to vest at the end of a three -year performance measurement period, with performance based on our achieving a target segment income amount over the three -year measurement period. Effective May 24, 2016, we granted 0.049 RSU’s to our non-employee directors, which vest in their entirety immediately prior to the annual meeting of stockholders in May 2017. Compensation expense within income from continuing operations related to long-term incentive awards totaled $4.2 and $5.5 for the three months ended October 1, 2016 and September 26, 2015 , respectively, and $10.5 and $30.5 for the nine months ended October 1, 2016 and September 26, 2015 , respectively. The related tax benefit was $1.6 and $2.1 for the three months ended October 1, 2016 and September 26, 2015 , respectively, and $4.0 and $11.4 for the nine months ended October 1, 2016 and September 26, 2015 , respectively. Accumulated Other Comprehensive Income (Loss) The changes in the components of accumulated other comprehensive income, net of tax, for the three months ended October 1, 2016 were as follows: Foreign Currency Translation Adjustment Net Unrealized Losses on Qualifying Cash Flow Hedges (1) Pension and Postretirement Liability Adjustment (2) Total Balance at beginning of period $ 239.6 $ (1.6 ) $ 4.2 $ 242.2 Other comprehensive income (loss) before reclassifications (7.2 ) 0.3 — (6.9 ) Amounts reclassified from accumulated other comprehensive income (loss) — 0.2 (0.1 ) 0.1 Current-period other comprehensive income (loss) (7.2 ) 0.5 (0.1 ) (6.8 ) Balance at end of period $ 232.4 $ (1.1 ) $ 4.1 $ 235.4 __________________________ (1) Net of tax benefit of $0.7 and $1.0 as of October 1, 2016 and July 2, 2016 , respectively. (2) Net of tax provision of $2.8 and $3.0 as of October 1, 2016 and July 2, 2016 , respectively. The balances as of October 1, 2016 and July 2, 2016 represent net unamortized prior service credits. The changes in the components of accumulated other comprehensive income, net of tax, for the nine months ended October 1, 2016 were as follows: Foreign Net Unrealized Losses (2) Pension and (3) Total Balance at beginning of period $ 280.6 $ (1.8 ) $ 4.5 $ 283.3 Other comprehensive loss before reclassifications (7.8 ) (1.4 ) — (9.2 ) Amounts reclassified from accumulated other comprehensive income (loss) (1) (40.4 ) 2.1 (0.4 ) (38.7 ) Current-period other comprehensive income (loss) (48.2 ) 0.7 (0.4 ) (47.9 ) Balance at end of period $ 232.4 $ (1.1 ) $ 4.1 $ 235.4 __________________________ (1) In connection with the sale of our dry cooling business, we reclassified $40.4 of other comprehensive income related to foreign currency translation to “Gain (loss) on sale of dry cooling business.” (2) Net of tax benefit of $0.7 and $0.8 as of October 1, 2016 and December 31, 2015 , respectively. (3) Net of tax provision of $2.8 and $3.1 as of October 1, 2016 and December 31, 2015 . The balances as of October 1, 2016 and December 31, 2015 represent net unamortized prior service credits. The changes in the components of accumulated other comprehensive loss, net of tax, for the three months ended September 26, 2015 were as follows: Foreign Currency Translation Adjustment Net Unrealized Losses on Qualifying Cash Flow Hedges (1) Pension and Postretirement Liability Adjustment (2) Total Balance at beginning of period $ (30.4 ) $ (1.4 ) $ 4.6 $ (27.2 ) Other comprehensive income (loss) before reclassifications (41.5 ) (0.5 ) 0.5 (41.5 ) Amounts reclassified from accumulated other comprehensive income (loss) — 0.8 (0.1 ) 0.7 Current-period other comprehensive income (loss) (41.5 ) 0.3 0.4 (40.8 ) Spin-Off of FLOW Business 354.5 0.1 — 354.6 Balance at end of period $ 282.6 $ (1.0 ) $ 5.0 $ 286.6 ___________________________ (1) Net of tax benefit of $0.8 and $0.4 as of September 26, 2015 and June 27, 2015 , respectively. (2) Net of tax provision of $3.2 and $2.9 as of September 26, 2015 and June 27, 2015 , respectively. The balances as of September 26, 2015 and June 27, 2015 include net unamortized prior service credits. The changes in the components of accumulated other comprehensive income (loss), net of tax, for the nine months ended September 26, 2015 were as follows: Foreign Net Unrealized Losses (1) Pension and (2) Total Balance at beginning of period $ 59.0 $ (1.3 ) $ 4.9 $ 62.6 Other comprehensive income (loss) before reclassifications (130.9 ) (0.4 ) 0.5 (130.8 ) Amounts reclassified from accumulated other comprehensive income (loss) — 0.6 (0.4 ) 0.2 Current-period other comprehensive income (loss) (130.9 ) 0.2 0.1 (130.6 ) Spin-Off of FLOW Business 354.5 0.1 — 354.6 Balance at end of period $ 282.6 $ (1.0 ) $ 5.0 $ 286.6 __________________________ (1) Net of tax benefit of $0.8 and $1.1 as of September 26, 2015 and December 31, 2014 , respectively. (2) Net of tax provision of $3.2 and $3.0 as of September 26, 2015 and December 31, 2014 , respectively. The balances as of September 26, 2015 and December 31, 2014 include net unamortized prior service credits. The following summarizes amounts reclassified from each component of accumulated comprehensive income (loss) for the three months ended October 1, 2016 and September 26, 2015 : Amount Reclassified from AOCI Three months ended October 1, 2016 September 26, 2015 Affected Line Item in the Condensed Consolidated Statements of Operations Losses on qualifying cash flow hedges: FX forward contracts $ — $ 0.2 Revenues Commodity contracts 0.3 0.9 Cost of products sold Pre-tax 0.3 1.1 Income taxes (0.1 ) (0.3 ) $ 0.2 $ 0.8 Gains on pension and postretirement items: Amortization of unrecognized prior service credits $ (0.3 ) $ (0.2 ) Selling, general and administrative Pre-tax (0.3 ) (0.2 ) Income taxes 0.2 0.1 $ (0.1 ) $ (0.1 ) The following summarizes amounts reclassified from each component of accumulated comprehensive income (loss) for the nine months ended October 1, 2016 and September 26, 2015 : Amount Reclassified from AOCI Nine months ended October 1, 2016 September 26, 2015 Affected Line Item in the Condensed (Gains) losses on qualifying cash flow hedges: FX forward contracts $ 1.0 $ (0.9 ) Revenues Commodity contracts 1.9 2.1 Cost of products sold Pre-tax 2.9 1.2 Income taxes (0.8 ) (0.6 ) $ 2.1 $ 0.6 Gains on pension and postretirement items: Amortization of unrecognized prior service credits $ (0.7 ) $ (0.6 ) Selling, general and administrative Pre-tax (0.7 ) (0.6 ) Income taxes 0.3 0.2 $ (0.4 ) $ (0.4 ) Gain on sale of dry cooling business: Recognition of foreign currency translation adjustment $ (40.4 ) $ — Gain on sale of dry cooling business Common Stock in Treasury During the nine months ended October 1, 2016 and September 26, 2015 , “Common stock in treasury” was decreased by the settlement of restricted stock units issued from treasury stock of $18.6 and $6.6 , respectively, and increased by $0.0 and $1.2 , respectively, for common stock that was surrendered by recipients of restricted stock as a means of funding the related minimum income tax withholding requirements. Dividends In connection with the Spin-Off, we discontinued dividend payments immediately following the second quarter dividend payment for 2015, which occurred on July 1, 2015. Dividends declared and paid for the first nine months of 2015 totaled $30.9 and $30.6 , respectively. Changes in Equity A summary of the changes in equity for the three months ended October 1, 2016 and September 26, 2015 is provided below: October 1, 2016 September 26, 2015 SPX Corporation Shareholders’ Equity Noncontrolling Interests Total Equity SPX Corporation Shareholders’ Equity Noncontrolling Interests Total Equity Equity, beginning of period $ 272.6 $ — $ 272.6 $ 1,752.1 $ (2.2 ) $ 1,749.9 Net income (loss) 1.9 — 1.9 (105.0 ) (25.6 ) (130.6 ) Net unrealized gains on qualifying cash flow hedges, net of tax provision of $0.3 and $0.4 for the three months ended October 1, 2016 and September 26, 2015, respectively 0.5 — 0.5 0.3 — 0.3 Pension and postretirement liability adjustment, net of tax benefit (provision) of $0.2 and $(0.3) for the three months ended October 1, 2016 and September 26, 2015, respectively (0.1 ) — (0.1 ) 0.4 — 0.4 Foreign currency translation adjustments (7.2 ) — (7.2 ) (41.5 ) 0.9 (40.6 ) Total comprehensive loss, net (4.9 ) — (4.9 ) (145.8 ) (24.7 ) (170.5 ) Dividends declared — — — — — — Incentive plan activity 2.2 — 2.2 3.8 — 3.8 Stock-based long-term incentive compensation expense (includes amounts recorded to discontinued operations of $1.3 for the three months ended September 26, 2015) 3.5 — 3.5 6.8 — 6.8 Restricted stock and restricted stock unit vesting, net of tax withholdings, and related tax benefit of $0.0 for the three months ended September 26, 2015 — — — (0.4 ) — (0.4 ) Spin-Off of FLOW Business — — — (1,259.8 ) (10.7 ) (1,270.5 ) Equity, end of period $ 273.4 $ — $ 273.4 $ 356.7 $ (37.6 ) $ 319.1 A summary of the changes in equity for the nine months ended October 1, 2016 and September 26, 2015 is provided below: October 1, 2016 September 26, 2015 SPX Noncontrolling Total SPX Noncontrolling Total Equity, beginning of period $ 345.4 $ (37.1 ) $ 308.3 $ 1,808.7 $ 3.2 $ 1,811.9 Net income (loss) 18.9 (0.4 ) 18.5 (73.2 ) (31.1 ) (104.3 ) Net unrealized gains on qualifying cash flow hedges, net of tax provision of $0.1 and $0.3 for the nine months ended October 1, 2016 and September 26, 2015, respectively 0.7 — 0.7 0.2 — 0.2 Pension and postretirement liability adjustment, net of tax benefit (provision) of $0.3 and $(0.2) for the nine months ended October 1, 2016 and September 26, 2015, respectively (0.4 ) — (0.4 ) 0.1 — 0.1 Foreign currency translation adjustments (48.2 ) (1.2 ) (49.4 ) (130.9 ) 1.2 (129.7 ) Total comprehensive loss, net (29.0 ) (1.6 ) (30.6 ) (203.8 ) (29.9 ) (233.7 ) Dividends declared — — — (30.9 ) — (30.9 ) Incentive plan activity 6.8 — 6.8 12.8 — 12.8 Stock-based long-term incentive compensation expense (includes amounts recorded to discontinued operations of $5.4 for the nine months ended September 26, 2015) 9.4 — 9.4 35.9 — 35.9 Restricted stock and restricted stock unit vesting, net of tax withholdings, and related tax (provision) benefit of $(1.5) and $0.3 for the nine months ended October 1, 2016 and September 26, 2015, respectively (3.2 ) — (3.2 ) (6.2 ) — (6.2 ) Adjustment related to redeemable noncontrolling interest (see Note 13) (56.0 ) 38.7 (17.3 ) — — — Other changes in noncontrolling interests — — — — (0.2 ) (0.2 ) Spin-Off of FLOW Business — — — (1,259.8 ) (10.7 ) (1,270.5 ) Equity, end of period $ 273.4 $ — $ 273.4 $ 356.7 $ (37.6 ) $ 319.1 |
CONTINGENT LIABILITIES AND OTHE
CONTINGENT LIABILITIES AND OTHER MATTERS | 9 Months Ended |
Oct. 01, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENT LIABILITIES AND OTHER MATTERS | CONTINGENT LIABILITIES AND OTHER MATTERS General Numerous claims, complaints and proceedings arising in the ordinary course of business have been asserted or are pending against us or certain of our subsidiaries (collectively, “claims”). These claims relate to litigation matters (e.g., class actions, derivative lawsuits and contracts, intellectual property and competitive claims), environmental matters, product liability matters (predominately associated with alleged exposure to asbestos-containing materials), and other risk management matters (e.g., general liability, automobile, and workers’ compensation claims). Additionally, we may become subject to other claims of which we are currently unaware, which may be significant, or the claims of which we are aware may result in our incurring significantly greater loss than we anticipate. While we (and our subsidiaries) maintain property, cargo, auto, product, general liability, environmental, and directors’ and officers’ liability insurance and have acquired rights under similar policies in connection with acquisitions that we believe cover a significant portion of these claims, this insurance may be insufficient or unavailable (e.g., in the case of insurer insolvency) to protect us against potential loss exposures. Also, while we believe we are entitled to indemnification from third parties for some of these claims, these rights may be insufficient or unavailable to protect us against potential loss exposures. Our recorded liabilities related to these matters totaled $584.4 (including $531.3 for asbestos product liability matters) and $591.1 (including $534.4 for asbestos product liability matters) at October 1, 2016 and December 31, 2015 , respectively. Of these amounts, $548.2 and $552.8 are included in “Other long-term liabilities” within our condensed consolidated balance sheets at October 1, 2016 and December 31, 2015 , respectively, with the remainder included in “Accrued expenses.” The liabilities we record for these claims are based on a number of assumptions, including historical claims and payment experience and, with respect to asbestos claims, actuarial estimates of the future period during which additional claims are reasonably foreseeable. While we base our assumptions on facts currently known to us, they entail inherently subjective judgments and uncertainties. As a result, our current assumptions for estimating these liabilities may not prove accurate, and we may be required to adjust these liabilities in the future, which could result in charges to earnings. These variances relative to current expectations could have a material impact on our financial position and results of operations. Our asbestos-related claims are typical in certain of the industries in which we operate or pertain to legacy businesses we no longer operate. It is not unusual in these cases for fifty or more corporate entities to be named as defendants. We vigorously defend these claims, many of which are dismissed without payment, and the significant majority of costs related to these claims have historically been paid pursuant to our insurance arrangements. During the three months ended October 1, 2016 and September 26, 2015 , our payments for asbestos-related matters, net of insurance recoveries, were $0.0 and $2.3 , respectively. During the nine months ended October 1, 2016 and September 26, 2015 , our payments for asbestos-related matters, net of insurance recoveries, were $3.0 and $6.2 , respectively. A significant increase in claims, costs and/or issues with existing insurance coverage (e.g., dispute with or insolvency of insurer(s)) could have a material adverse impact on our share of future payments related to these matters, and, as such, have a material impact on our financial position, results of operations and cash flows. We have recorded insurance recovery assets associated with the asbestos product liability matters, with such amounts totaling $493.5 and $493.3 at October 1, 2016 and December 31, 2015 , respectively, and included in “Other assets” within our condensed consolidated balance sheets. These assets represent amounts that we believe we are or will be entitled to recover under agreements we have with insurance companies. The assets we record for these insurance recoveries are based on a number of assumptions, including the continued solvency of the insurers. Our current assumptions for estimating these assets may not prove accurate, and we may be required to adjust these assets in the future, which could result in additional charges to earnings. These variances relative to current expectations could have a material impact on our financial position and results of operations. During the nine months ended October 1, 2016 and September 26, 2015 , there were no changes in estimates associated with the liabilities and assets related to our asbestos product liability matters. Large Power Projects in South Africa The business environment surrounding our large power projects in South Africa remains difficult, as we have experienced delays, cost over-runs, and various other challenges associated with a complex set of contractual relationships among the end customer, prime contractors, various subcontractors (including us and our subcontractors), and various suppliers. We currently are involved in a number of claim disputes relating to these challenges. We are pursuing various commercial alternatives for addressing these challenges, in an attempt to mitigate our overall financial exposure. During the third quarter of 2015, we gained considerable insight into the path forward for completing these projects, including our remaining scope, the estimated costs for completing such scope, and our expected recoverability of costs from the prime contractors and our subcontractors. In response to this information, we revised our estimates of revenues, costs and profits associated with the projects. These revisions resulted in an increase in our “Loss from continuing operations before income taxes” for the three and nine months ended September 26, 2015 of $95.0 , which was comprised of a reduction in revenue of $57.2 and an increase in cost of products sold of $37.8 . In addition, these revisions resulted in an increase in our “Net loss” of $71.2 for the three and nine months ended September 26, 2015 and an increase in our “Loss per share of common stock” of $1.75 for the same periods. We recognize revenue associated with unapproved change orders and claims to the extent the related costs have been incurred and the amount expected of recovery is probable and reasonably estimable. At October 1, 2016 , the projected revenues related to our large power projects in South Africa included approximately $27.0 related to claims and unapproved change orders. We believe these amounts are recoverable under the provisions of the related contracts and reflect our best estimate of recoverable amounts. Although we believe that our current estimates of revenues, costs and profits relating to these projects are reasonable, it is possible that future revisions of such estimates could have a material effect on our condensed consolidated financial statements. Noncontrolling Interest in South African Subsidiary Our South African subsidiary, DBT Technologies (PTY) LTD (“DBT”), has a Black Economic Empowerment shareholder (the “BEE Partner”) that holds a 25.1% noncontrolling interest in DBT. Under the terms of the shareholder agreement between the BEE Partner and SPX Technologies (PTY) LTD (“SPX Technologies”), the majority shareholder of DBT, the BEE Partner had the option to put its ownership interest in DBT to SPX Technologies at a redemption amount determined in accordance with the terms of the shareholder agreement (the “Put Option”). The BEE Partner notified SPX Technologies of its intention to exercise the Put Option and, on July 6, 2016, an Arbitration Tribunal declared that the BEE Partner was entitled to South African Rand 287.3 in connection with the exercise of the Put Option, having not considered an amount due from the BEE Partner under a promissory note of South African Rand 30.3 held by SPX Technologies. As a result, we have reflected the net redemption amount of South African Rand 257.0 (or $18.8 ) within “Accrued expenses” on our condensed consolidated balance sheet as of October 1, 2016 , with the related offset recorded to “Paid-in-capital” and “Accumulated other comprehensive income.” In addition, we reclassified $38.7 from “Noncontrolling Interests” to “Paid-in capital” (see Note 12). Lastly, under the two-class method of calculating earnings per share, we have reflected an adjustment of $18.1 to “Net income (loss) attributable to SPX Corporation common shareholders” for the excess redemption amount of the Put Option (i.e., the increase in the redemption amount during the nine months ended October 1, 2016 in excess of fair value) in our calculations of basic and diluted earnings per share for the nine months ended October 1, 2016 . SPX Technologies disagrees with the arbitration determination and will continue to pursue all available legal recourse in this matter. Beginning in the third quarter of 2016, in connection with our accounting for the redemption of the BEE Partner's ownership interest in DBT, we discontinued allocating earnings/losses of DBT to the BEE Partner within our condensed consolidated financial statements. Patent Infringement Lawsuit Our subsidiary, SPX Cooling Technologies, Inc. (“SPXCT”), is a defendant in a legal action brought by Baltimore Aircoil Company (“BAC”) alleging that a SPXCT product (the “product”) infringes United States Patent No. 7,107,782 (the “’782 Patent”), entitled “Evaporative Heat Exchanger and Method.” BAC filed suit on July 16, 2013 in the United States District Court for the District of Maryland seeking monetary damages and injunctive relief. On August 22, 2016, the trial court rendered its decision on several summary judgment issues; some rulings were favorable to SPXCT’s defense while others were favorable to BAC’s claims. SPXCT continues to dispute that the product at issue infringes upon any valid claim of BAC’s ‘782 patent. The trial for this matter began on October 24, 2016 and the District Court proceedings are ongoing. At this time, we do not believe that we have a probable liability associated with BAC’s claims, nor can we reasonably estimate the range of potential liability, if any, given the stage of proceedings, potential appeals, and nature of the damages and relief sought. However, there can be no assurance that we will be successful in the litigation and, if we are not successful, the ultimate outcome could have a material adverse effect on our financial position, results of operations, or cash flows. In the event the court finds in favor of BAC, SPXCT will consider appealing such adverse decision. Other Legal Matters We are subject to other legal matters that arise in the normal course of business. We believe these matters are either without merit or of a kind that should not have a material effect, individually or in the aggregate, on our financial position, results of operations or cash flows; however, we cannot assure you that these proceedings or claims will not have a material effect on our financial position, results of operations or cash flows. Environmental Matters Our operations and properties are subject to federal, state, local and foreign regulatory requirements relating to environmental protection. It is our policy to comply fully with all applicable requirements. As part of our effort to comply, we have a comprehensive environmental compliance program that includes environmental audits conducted by internal and external independent professionals, as well as regular communications with our operating units regarding environmental compliance requirements and anticipated regulations. Based on current information, we believe that our operations are in substantial compliance with applicable environmental laws and regulations, and we are not aware of any violations that could have a material effect, individually or in the aggregate, on our business, financial condition, and results of operations or cash flows. As of October 1, 2016 , we had liabilities for site investigation and/or remediation at 34 sites ( 35 sites at December 31, 2015) that we own or control. In addition, while we believe that we maintain adequate accruals to cover the costs of site investigation and/or remediation, we cannot provide assurance that new matters, developments, laws and regulations, or stricter interpretations of existing laws and regulations will not materially affect our business or operations in the future. Our environmental accruals cover anticipated costs, including investigation, remediation, and operation and maintenance of clean-up sites. Our estimates are based primarily on investigations and remediation plans established by independent consultants, regulatory agencies and potentially responsible third parties. Accordingly, our estimates may change based on future developments, including new or changes in existing environmental laws or policies, differences in costs required to complete anticipated actions from estimates provided, future findings of investigation or remediation actions, or alteration to the expected remediation plans. It is our policy to revise an estimate once it becomes probable and the amount of change can be reasonably estimated. We do not discount our environmental accruals and do not reduce them by anticipated insurance recoveries. We take into account third-party indemnification from financially viable parties in determining our accruals where there is no dispute regarding the right to indemnification. In the case of contamination at offsite, third-party disposal sites, as of October 1, 2016 , we have been notified that we are potentially responsible and have received other notices of potential liability pursuant to various environmental laws at 24 sites at which the liability has not been settled, of which 7 sites have been active in the past few years. These laws may impose liability on certain persons that are considered jointly and severally liable for the costs of investigation and remediation of hazardous substances present at these sites, regardless of fault or legality of the original disposal. These persons include the present or former owners or operators of the site and companies that generated, disposed of or arranged for the disposal of hazardous substances at the site. We are considered a “de minimis” potentially responsible party at most of the sites, and we estimate that our aggregate liability, if any, related to these sites is not material to our condensed consolidated financial statements. We conduct extensive environmental due diligence with respect to potential acquisitions, including environmental site assessments and such further testing as we may deem warranted. If an environmental matter is identified, we estimate the cost and either establish a liability, purchase insurance or obtain an indemnity from a financially sound seller; however, in connection with our acquisitions or dispositions, we may assume or retain significant environmental liabilities, some of which we may be unaware. The potential costs related to these environmental matters and the possible impact on future operations are uncertain due in part to the complexity of government laws and regulations and their interpretations, the varying costs and effectiveness of various clean-up technologies, the uncertain level of insurance or other types of recovery, and the questionable level of our responsibility. We record a liability when it is both probable and the amount can be reasonably estimated. In our opinion, after considering accruals established for such purposes, the cost of remedial actions for compliance with the present laws and regulations governing the protection of the environment are not expected to have a material impact, individually or in the aggregate, on our financial position, results of operations or cash flows. Self-insured Risk Management Matters We are self-insured for certain of our workers’ compensation, automobile, product and general liability, disability and health costs, and we believe that we maintain adequate accruals to cover our retained liability. Our accruals for risk management matters are determined by us, are based on claims filed and estimates of claims incurred but not yet reported, and generally are not discounted. We consider a number of factors, including third-party actuarial valuations, when making these determinations. We maintain third-party stop-loss insurance policies to cover certain liability costs in excess of predetermined retained amounts. The insurance may be insufficient or unavailable (e.g., because of insurer insolvency) to protect us against loss exposure. Collaborative Arrangements Collaborative arrangements are defined as a contractual arrangement in which the parties are (1) active participants to the arrangements and (2) exposed to significant risks and rewards that depend on the commercial success of the endeavor. Costs incurred and revenues generated from transactions with third parties are required to be reported by the collaborators on the appropriate line item in their respective statements of operations. We enter into consortium arrangements for certain projects within our Power segment. Under such arrangements, each consortium member is responsible for performing certain discrete items of work within the total scope of the contracted work and the consortium expires when all contractual obligations are completed. The revenues for these discrete items of work are defined in the contract with the project owner and each consortium member bearing the profitability risk associated with its own work. Our consortium arrangements typically provide that each consortium member assumes responsibility for its share of any damages or losses associated with the project; however, the use of a consortium arrangement typically results in joint and several liability for the consortium members. If responsibility cannot be determined or a consortium member defaults, then the consortium members are responsible according to their share of the contract value. Within our condensed consolidated financial statements, we account for our share of the revenues and profits under the consortium arrangements. As of October 1, 2016 , our share of the aggregate contract value on open consortium arrangements was $44.1 (of which approximately 57% had been recognized as revenue), and the aggregate contract value on open consortium arrangements was $90.3 . As of December 31, 2015 , our share of the aggregate contract value on open consortium arrangements was $100.2 (of which approximately 68% had been recognized as revenue), and the aggregate contract value on open consortium arrangements was $371.7 . At October 1, 2016 and December 31, 2015 , we recorded liabilities of $0.4 and $0.6 , respectively, representing the estimated fair value of our potential obligation under the joint and several liability provisions associated with the consortium arrangements. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Oct. 01, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Uncertain Tax Benefits As of October 1, 2016 , we had gross and net unrecognized tax benefits of $44.0 and $26.7 , respectively. Of these net unrecognized tax benefits, $25.4 , if recognized, would impact our effective tax rate from continuing operations. We classify interest and penalties related to unrecognized tax benefits as a component of our income tax provision. As of October 1, 2016 , gross accrued interest totaled $3.7 (net accrued interest of $2.4 ). As of October 1, 2016 , we had no accrual for penalties included in our unrecognized tax benefits. Based on the outcome of certain examinations or as a result of the expiration of statutes of limitations for certain jurisdictions, we believe that within the next 12 months it is reasonably possible that our gross unrecognized tax benefits could decrease by approximately $6.0 to $10.0 . The gross unrecognized tax benefits relate to a variety of tax matters relating to deemed income inclusions, transfer pricing and various state matters. Other Tax Matters For the three months ended October 1, 2016 , we recorded an income tax provision of $0.0 on $2.6 of pre-tax income from continuing operations. This compares to an income tax provision for the three months ended September 26, 2015 of $5.5 on $125.2 of a pre-tax loss from continuing operations. The most significant item impacting the income tax provision for the third quarter of 2016 was the $1.7 of additional gain that was recorded during the quarter on the sale of the dry cooling business, for which no income taxes were required to be provided. The most significant item impacting the effective tax rate for the third quarter of 2015 was the effects of approximately $102.0 of pre-tax losses generated during the period (the majority of which relate to our large projects in South Africa) for which no tax benefit was recognized, as future realization of any such tax benefit is considered unlikely. For the nine months ended October 1, 2016 , we recorded an income tax provision of $6.1 on $26.8 of pre-tax income from continuing operations. This compares to an income tax benefit for the nine months ended September 26, 2015 of $8.6 on $192.2 of a pre-tax loss from continuing operations. The most significant items impacting the income tax provision for the first nine months of 2016 were $0.3 of income taxes that were provided in connection with the $18.4 gain that was recorded on the sale of the dry cooling business and $10.5 of foreign losses generated during the period for which no tax benefit was recognized, as future realization of any such tax benefit is considered unlikely. The most significant items impacting the effective tax rate for the first nine months of 2015 were (i) the effects of approximately $130.0 of pre-tax losses generated during the period (the majority of which relate to our large projects in South Africa) for which no tax benefit was recognized, as future realization of any such tax benefit is considered unlikely, and (ii) $3.6 of taxes incurred during the first quarter of 2015 related to the Spin-Off, including $3.4 of foreign income taxes related to reorganization actions undertaken to facilitate the separation. We perform reviews of our income tax positions on a continuous basis and accrue for potential uncertain positions when we determine that an uncertain position meets the criteria of the Income Taxes Topic of the Codification. Accruals for these uncertain tax positions are recorded in “Income taxes payable” and “Deferred and other income taxes” in the accompanying condensed consolidated balance sheets based on the expectation as to the timing of when the matters will be resolved. As events change and resolutions occur, these accruals are adjusted, such as in the case of audit settlements with taxing authorities. We have filed our federal income tax returns for the 2013 through 2015 tax years and those returns are subject to examination. With regard to all open tax years, we believe any contingencies are adequately provided for. State income tax returns generally are subject to examination for a period of three to five years after filing the respective tax returns. The impact on such tax returns of any federal return changes remains subject to examination by various states for a period of up to one year after formal notification to the states. We have various state income tax returns in the process of examination or administrative appeal. We believe any uncertain tax positions related to these examinations have been adequately provided for. We have various foreign income tax returns under examination. The most significant of these is in Germany for the 2010 through 2014 tax years. We believe that any uncertain tax positions related to these examinations have been adequately provided for. An unfavorable resolution of one or more of the above matters could have a material adverse effect on our results of operations or cash flows in the quarter and year in which an adjustment is recorded or the tax is due or paid. As audits and examinations are still in process or we have not yet reached the final stages of the appeals process, the timing of the ultimate resolution and any payments that may be required for the above matters cannot be determined at this time. |
FAIR VALUE
FAIR VALUE | 9 Months Ended |
Oct. 01, 2016 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE | FAIR VALUE Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In the absence of active markets for the identical assets or liabilities, such measurements involve developing assumptions based on market observable data and, in the absence of such data, internal information consistent with what market participants would use in a hypothetical transaction that occurs at the measurement date. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect our market assumptions. Preference is given to observable inputs. These two types of inputs create the following fair value hierarchy: • Level 1 — Quoted prices for identical instruments in active markets. • Level 2 — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. • Level 3 — Significant inputs to the valuation model are unobservable. There were no changes during the periods presented to the valuation techniques we use to measure asset and liability fair values on a recurring basis. The following section describes the valuation methodologies we use to measure different financial instruments at fair value on a recurring basis. Derivative Financial Instruments Our derivative financial assets and liabilities include FX forward contracts, FX embedded derivatives, commodity contracts and interest rate swaps, valued using valuation models based on observable market inputs such as forward rates, interest rates, our own credit risk and the credit risk of our counterparties, which comprise investment-grade financial institutions. Based on these inputs, the derivative assets and liabilities are classified within Level 2 of the valuation hierarchy. We have not made any adjustments to the inputs obtained from the independent sources. Based on our continued ability to enter into forward contracts, we consider the markets for our fair value instruments active. We primarily use the income approach, which uses valuation techniques to convert future amounts to a single present amount. As of October 1, 2016 , there has been no significant impact to the fair value of our derivative liabilities due to our own credit risk, as the related instruments are collateralized under our senior credit facilities. Similarly, there has been no significant impact to the fair value of our derivative assets based on our evaluation of our counterparties’ credit risks. Goodwill, Indefinite-Lived Intangible and Other Long-Lived Assets Certain of our non-financial assets are subject to impairment analysis, including long-lived assets, indefinite-lived intangible assets and goodwill. We review the carrying amounts of such assets whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable or at least annually for indefinite-lived intangible assets and goodwill. Any resulting asset impairment would require that the instrument be recorded at its fair value. Indebtedness The estimated fair value of our debt instruments as of October 1, 2016 and December 31, 2015 approximated the related carrying values due primarily to the variable market-based interest rates for such instruments. See Note 10 for further details. |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Oct. 01, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | We prepared the condensed consolidated financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules and regulations, certain footnotes or other financial information normally required by accounting principles generally accepted in the United States (“GAAP”) can be condensed or omitted. The financial statements represent our accounts after the elimination of intercompany transactions and, in our opinion, include the adjustments (consisting only of normal and recurring items) necessary for their fair presentation. |
Spin-Off of FLOW Business and Sale of Dry Cooling Business | Spin-Off of FLOW Business On September 26, 2015 (the “Distribution Date”), we completed the spin-off to our stockholders (the “Spin-Off”) of all the outstanding shares of SPX FLOW, Inc. (“SPX FLOW”), a wholly-owned subsidiary of SPX prior to the Spin-Off, which at the time of the Spin-Off held the businesses comprising our Flow Technology reportable segment, our Hydraulic Technologies business, and certain of our corporate subsidiaries (collectively, the “FLOW Business”). On the Distribution Date, each of our stockholders of record as of the close of business on September 16, 2015 (the “Record Date”) received one share of common stock of SPX FLOW for every share of SPX common stock held as of the Record Date. SPX FLOW is now an independent public company trading under the symbol “FLOW” on the New York Stock Exchange. Following the Spin-Off, SPX’s common stock continues to be listed on the New York Stock Exchange, but trades under the new ticker symbol “SPXC”. The financial results of SPX FLOW for the three and nine months ended September 26, 2015 have been classified as discontinued operations within the accompanying condensed consolidated financial statements. See Note 3 for additional information regarding discontinued operations. In connection with the Spin-Off, SPX and SPX FLOW entered into several administrative agreements covering various services, such as information technology, human resources and finance, to be provided by each party for a period of up to 12 months following the Distribution Date. These services ceased during the third quarter of 2016. The financial activity associated with these agreements was not material to our condensed consolidated financial results for the three and nine months ended October 1, 2016 . Sale of Dry Cooling Business On March 30, 2016, we completed the sale of our dry cooling business, a business within our Power reportable segment, to Paharpur Cooling Towers Limited (“Paharpur”) for cash proceeds of $45.9 (net of cash transferred with the business of $3.0 ). During the third quarter of 2016, we reached an agreement with Paharpur regarding the final working capital of the dry cooling business, resulting in additional cash proceeds during the quarter of $1.7 . In connection with the sale, we recorded a gain of $18.4 , including $1.7 recorded during the third quarter of 2016 associated with the aforementioned working capital settlement. The gain includes a reclassification from “Equity” of other comprehensive income totaling $40.4 related to foreign currency translation. We provided customary indemnifications to Paharpur in connection with the sale. Accordingly, it is possible that the sales price and resulting gain for this divestiture may be materially adjusted in subsequent periods. The assets and liabilities of the dry cooling business, as of December 31, 2015, have been classified as “held for sale” within the accompanying condensed consolidated balance sheet. |
Use of Estimates | Preparing financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Actual results could differ from these estimates. The unaudited information included in this Quarterly Report on Form 10-Q should be read in conjunction with the consolidated financial statements contained in our 2015 Annual Report on Form 10-K. Interim results are not necessarily indicative of full year results. Unless otherwise indicated, amounts provided in these Notes pertain to continuing operations only. See Note 3 for information on discontinued operations. |
Fiscal Period | We establish actual interim closing dates using a fiscal calendar, which requires our businesses to close their books on the Saturday closest to the end of the first calendar quarter, with the second and third quarters being 91 days in length. Our fourth quarter ends on December 31. The interim closing dates for the first, second and third quarters of 2016 are April 2, July 2 and October 1, compared to the respective March 28, June 27 and September 26, 2015 dates. We had six more days in the first quarter of 2016 and will have five fewer days in the fourth quarter of 2016 than in the respective 2015 periods. We do not believe the six additional days during the first quarter of 2016 had a material impact on our consolidated operating results for the first nine months of 2016, when compared to the consolidated operating results for the respective 2015 period. |
New Accounting Pronouncements | NEW ACCOUNTING PRONOUNCEMENTS The following is a summary of new accounting pronouncements that apply or may apply to our business. In May 2014, the Financial Accounting Standards Board (“FASB”) issued a new standard on revenue recognition that outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. The new standard contains a five-step approach that entities will apply to determine the measurement of revenue and timing of when it is recognized, including (i) identifying the contract(s) with a customer, (ii) identifying the separate performance obligations in the contract, (iii) determining the transaction price, (iv) allocating the transaction price to separate performance obligations, and (v) recognizing revenue when (or as) each performance obligation is satisfied. The new standard requires a number of disclosures intended to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue, and the related cash flows. The disclosures include qualitative and quantitative information about contracts with customers, significant judgments made in applying the revenue guidance, and assets recognized from the costs to obtain or fulfill a contract. The standard is effective for interim and annual reporting periods beginning after December 15, 2017. We are currently evaluating the effect this new standard will have on our condensed consolidated financial statements. In April 2015, the FASB issued a new standard that requires debt issuance costs related to a recognized debt liability to be reported in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. An amendment to this standard was issued in August 2015 that permits entities to present debt issuance costs related to line-of-credit arrangements as an asset and subsequently amortize such debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The standard was effective for interim and annual reporting periods beginning after December 15, 2015, and shall be applied retrospectively. We adopted this guidance on January 1, 2016 and, thus, the debt issuance costs associated with the term loan under our senior credit facilities have been presented as a direct deduction from the carrying amount of the term loan in the accompanying condensed consolidated balance sheets. See Note 10 for additional details. In February 2016, the FASB issued an amendment to existing guidance that requires lessees to recognize assets and liabilities for the rights and obligations created by long-term leases. In addition, this amendment requires new qualitative and quantitative disclosures about leasing arrangements. This standard is effective for annual periods beginning on or after December 15, 2018 for public business entities, and interim periods within those fiscal years. Early adoption is permitted, and adoption must be applied on a modified retrospective basis. We are currently evaluating the effect this amendment will have on our condensed consolidated financial statements. In March 2016, the FASB issued an amendment to existing guidance that simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. This standard is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those annual reporting periods. Early adoption is permitted. We are currently evaluating the effect this amendment will have on our condensed consolidated financial statements. In August 2016, the FASB issued an amendment to existing guidance to reduce diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This amendment provides clarification on eight specific cash flow presentation issues. The issues include, but are not limited to, debt prepayment or extinguishment costs, settlement of zero-coupon debt, proceeds from the settlement of insurance claims, and cash receipts from payments on beneficial interests in securitization transactions. This amendment is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those annual reporting periods. Early adoption is permitted. We are currently evaluating the effect this amendment will have on our condensed consolidated financial statements. |
DISCONTINUED OPERATIONS AND S22
DISCONTINUED OPERATIONS AND SALE OF DRY COOLING BUSINESS (Tables) | 9 Months Ended |
Oct. 01, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of income (loss) from discontinued operations and related income taxes | Major classes of line items constituting pre-tax income and after-tax income of SPX FLOW are shown below: Three months ended Nine months ended September 26, September 26, Revenues $ 589.5 $ 1,775.1 Costs and expenses: Cost of products sold 391.5 1,179.3 Selling, general and administrative (1) 121.7 368.2 Intangible amortization 5.8 17.7 Impairment of intangible assets 15.0 15.0 Special charges 34.0 41.2 Other income (expense), net (2.4 ) 1.3 Interest expense, net (11.0 ) (32.6 ) Income before taxes 8.1 122.4 Income tax provision (7.4 ) (41.6 ) Income from discontinued operations, net of tax 0.7 80.8 Less: Net loss attributable to noncontrolling interest — (0.9 ) Income from discontinued operations attributable to SPX Corporation common shareholders, net of tax $ 0.7 $ 81.7 ___________________________ (1) Includes $16.8 and $30.8 for the three and nine months ended September 26, 2015 , respectively, of professional fees and other costs that were incurred in connection with the Spin-Off. |
Schedule of disposal groups, including discontinued operations, income statement, balance sheet and additional disclosures | The major classes of assets and liabilities held for sale as of December 31, 2015 are shown below: Assets: Accounts receivable, net $ 49.2 Inventories, net 12.9 Other current assets 13.9 Property, plant and equipment, net 3.3 Goodwill 10.7 Intangibles, net 8.3 Other assets 8.8 Assets held for sale $ 107.1 Liabilities: Accounts payable $ 13.7 Accrued expenses 25.3 Other long-term liabilities 2.3 Liabilities held for sale $ 41.3 For the three and nine months ended October 1, 2016 and September 26, 2015 , the table below presents a reconciliation of discontinued operations activity to the related amounts in the condensed consolidated statements of operations: Three months ended Nine months ended October 1, September 26, October 1, September 26, SPX FLOW Income from discontinued operations $ — $ 8.1 $ — $ 122.4 Income tax provision — (7.4 ) — (41.6 ) Income from discontinued operations, net — 0.7 — 80.8 All other Loss from discontinued operations (0.5 ) (1.1 ) (2.3 ) (3.6 ) Income tax (provision) benefit (0.2 ) 0.5 0.1 2.1 Loss from discontinued operations, net (0.7 ) (0.6 ) (2.2 ) (1.5 ) Total Income (loss) from discontinued operations (0.5 ) 7.0 (2.3 ) 118.8 Income tax (provision) benefit (0.2 ) (6.9 ) 0.1 (39.5 ) Income (loss) from discontinued operations, net $ (0.7 ) $ 0.1 $ (2.2 ) $ 79.3 The following table presents selected financial information regarding cash flows of SPX FLOW that are included within discontinued operations in the condensed consolidated statement of cash flows for the nine months ended September 26, 2015 : Non-cash items included in income from discontinued operations: Depreciation and amortization $ 44.3 Impairment of intangible assets 15.0 Capital expenditures 43.1 |
INFORMATION ON REPORTABLE SEG23
INFORMATION ON REPORTABLE SEGMENTS (Tables) | 9 Months Ended |
Oct. 01, 2016 | |
Segment Reporting [Abstract] | |
Schedule of financial data for reportable segments and other operating segments | Financial data for our reportable segments for the three and nine months ended October 1, 2016 and September 26, 2015 are presented below: Three months ended Nine months ended October 1, September 26, October 1, September 26, Revenues: (1) HVAC segment $ 116.9 $ 142.7 $ 350.4 $ 368.7 Detection and Measurement segment 52.3 55.9 167.8 166.0 Power segment (2) 216.0 175.5 669.2 675.1 Consolidated revenues $ 385.2 $ 374.1 $ 1,187.4 $ 1,209.8 Income (Loss): HVAC segment $ 15.6 $ 23.5 $ 48.6 $ 49.4 Detection and Measurement segment 7.8 8.3 30.9 27.4 Power segment (2) (2.2 ) (96.5 ) (9.5 ) (106.3 ) Total income (loss) for segments 21.2 (64.7 ) 70.0 (29.5 ) Corporate expense (9.2 ) (27.6 ) (28.3 ) (84.5 ) Long-term incentive compensation expense (4.2 ) (5.5 ) (10.5 ) (30.5 ) Pension and postretirement expense (0.9 ) (7.4 ) (4.7 ) (8.4 ) Special charges, net (1.5 ) (8.4 ) (3.8 ) (14.0 ) Impairment of intangible assets — — (4.0 ) — Gain on sale of dry cooling business 1.7 — 18.4 — Consolidated operating income (loss) $ 7.1 $ (113.6 ) $ 37.1 $ (166.9 ) ___________________________ (1) Under the percentage-of-completion method, we recognized revenues of $111.0 and $78.8 in the three months ended October 1, 2016 and September 26, 2015 , respectively. For the nine months ended October 1, 2016 and September 26, 2015 , revenues under the percentage-of-completion method were $347.6 and $325.1 , respectively. Costs and estimated earnings in excess of billings on uncompleted contracts accounted for under the percentage-of-completion method were $91.3 and $106.3 as of October 1, 2016 and December 31, 2015 , respectively, and are reported as a component of ‘‘Accounts receivable, net’’ in the condensed consolidated balance sheets. Billings in excess of costs and estimated earnings on uncompleted contracts accounted for under the percentage-of-completion method were $75.8 and $116.3 as of October 1, 2016 and December 31, 2015 , respectively, and are reported as a component of ‘‘Accrued expenses’’ in the condensed consolidated balance sheets. (2) As further discussed in Note 13, during the three months ended September 26, 2015 , we made revisions to our estimates of expected revenues and profits on our large power projects in South Africa. As a result of these revisions, we reduced revenue and segment income by $57.2 and $95.0 , respectively, during the three and nine months ended September 26, 2015 . |
SPECIAL CHARGES, NET (Tables)
SPECIAL CHARGES, NET (Tables) | 9 Months Ended |
Oct. 01, 2016 | |
Restructuring and Related Activities [Abstract] | |
Schedule of special charges, net | Special charges, net, for the three and nine months ended October 1, 2016 and September 26, 2015 are described in more detail below: Three months ended Nine months ended October 1, September 26, October 1, September 26, HVAC segment $ — $ (0.1 ) $ — $ 1.1 Detection and Measurement segment 0.3 (0.1 ) 0.5 0.5 Power segment 1.3 7.6 3.4 11.4 Corporate (0.1 ) 1.0 (0.1 ) 1.0 Total $ 1.5 $ 8.4 $ 3.8 $ 14.0 |
Schedule of the analysis of the entity's restructuring liabilities | The following is an analysis of our restructuring liabilities for the nine months ended October 1, 2016 and September 26, 2015 : Nine months ended October 1, September 26, Balance at beginning of year $ 11.3 $ 5.1 Special charges (1) 0.2 13.7 Utilization — cash (6.7 ) (6.0 ) Currency translation adjustment and other (0.1 ) (0.1 ) Balance at end of period $ 4.7 $ 12.7 ___________________________ (1) The nine months ended October 1, 2016 and September 26, 2015 included $3.6 and $0.3 of non-cash charges, respectively, that did not impact the restructuring liability. |
INVENTORIES, NET (Tables)
INVENTORIES, NET (Tables) | 9 Months Ended |
Oct. 01, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | Inventories at October 1, 2016 and December 31, 2015 comprised the following: October 1, December 31, Finished goods $ 56.6 $ 58.4 Work in process 58.4 58.2 Raw materials and purchased parts 74.7 79.4 Total FIFO cost 189.7 196.0 Excess of FIFO cost over LIFO inventory value (13.0 ) (12.4 ) Total inventories, net (1) $ 176.7 $ 183.6 ___________________________ (1) The balance at December 31, 2015 includes $12.9 related to our dry cooling business. As previously noted, the assets and liabilities of the dry cooling business have been classified as “held for sale” in the accompanying condensed consolidated balance sheet as of December 31, 2015. See Note 3 for information on the assets and liabilities of the dry cooling business as of December 31, 2015. |
GOODWILL AND OTHER INTANGIBLE26
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Oct. 01, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in the carrying amount of goodwill, by reportable segment and other operating segments | The changes in the carrying amount of goodwill, by reportable segment, were as follows: December 31, Goodwill Resulting from Business Combinations Impairments Disposition of Business (2) Foreign Currency Translation and Other October 1, HVAC segment Gross goodwill $ 261.3 $ — $ — $ — $ (0.1 ) $ 261.2 Accumulated impairments (145.2 ) — — — 0.7 (144.5 ) Goodwill 116.1 — — — 0.6 116.7 Detection and Measurement segment Gross goodwill 219.1 — — — (3.3 ) 215.8 Accumulated impairments (138.0 ) — — — 2.7 (135.3 ) Goodwill 81.1 — — — (0.6 ) 80.5 Power segment Gross goodwill 405.3 — — (36.1 ) 2.3 371.5 Accumulated impairments (249.0 ) — — 25.9 (1.9 ) (225.0 ) Goodwill (1) 156.3 — — (10.2 ) 0.4 146.5 Total Gross goodwill 885.7 — — (36.1 ) (1.1 ) 848.5 Accumulated impairments (532.2 ) — — 25.9 1.5 (504.8 ) Goodwill (1) $ 353.5 $ — $ — $ (10.2 ) $ 0.4 $ 343.7 ___________________________ (1) The net carrying value at December 31, 2015 includes $10.7 related to our dry cooling business. As previously noted, the assets and liabilities of the dry cooling business have been classified as “held for sale” in the accompanying condensed consolidated balance sheet as of December 31, 2015. See Note 3 for information on the assets and liabilities of the dry cooling business as of December 31, 2015. (2) Represents goodwill allocated to our dry cooling business upon its disposition. |
Schedule of identifiable intangible assets | Identifiable intangible assets at October 1, 2016 and December 31, 2015 comprised the following: October 1, 2016 December 31, 2015 Gross Carrying Value Accumulated Amortization Net Carrying Value Gross Carrying Value Accumulated Amortization Net Carrying Value Intangible assets with determinable lives: Customer relationships $ 25.4 $ (10.5 ) $ 14.9 $ 25.4 $ (9.5 ) $ 15.9 Technology (1) 20.8 (10.1 ) 10.7 40.7 (25.2 ) 15.5 Patents 4.6 (4.6 ) — 4.6 (4.6 ) — Other 13.3 (7.8 ) 5.5 14.2 (8.1 ) 6.1 64.1 (33.0 ) 31.1 84.9 (47.4 ) 37.5 Trademarks with indefinite lives (1) (2) 114.0 — 114.0 125.0 — 125.0 Total (3) $ 178.1 $ (33.0 ) $ 145.1 $ 209.9 $ (47.4 ) $ 162.5 ___________________________ (1) The net carrying value at December 31, 2015 includes $2.4 and $5.9 of technology and trademarks, respectively, related to our dry cooling business. As previously noted, the assets and liabilities of the dry cooling business have been classified as “held for sale” in the accompanying condensed consolidated balance sheet as of December 31, 2015. See Note 3 for information on the assets and liabilities of the dry cooling business as of December 31, 2015. (2) As noted below, we recorded an impairment charge of $4.0 during the first quarter of 2016 related to the trademarks of our Heat Transfer business. (3) Changes in the gross carrying values of “Other Intangibles, Net” during the nine months ended October 1, 2016 related to the sale of our dry cooling business, the impairment charge related to the Heat Transfer trademarks noted above, and, to a lesser extent, foreign currency translation. |
WARRANTY (Tables)
WARRANTY (Tables) | 9 Months Ended |
Oct. 01, 2016 | |
Product Warranties Disclosures [Abstract] | |
Schedule of product warranty accrual | The following is an analysis of our product warranty accrual for the periods presented: Nine months ended October 1, September 26, Balance at beginning of year $ 39.6 $ 37.5 Provisions 10.7 13.1 Usage (11.9 ) (11.9 ) Currency translation adjustment (0.3 ) (0.4 ) Balance at end of period 38.1 38.3 Less: Current portion of warranty 18.7 20.3 Non-current portion of warranty $ 19.4 $ 18.0 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 9 Months Ended |
Oct. 01, 2016 | |
Domestic Pension Plans | |
Employee Benefit Plans | |
Schedule of net periodic benefit (income) expense | Net periodic benefit expense (income) for our pension and postretirement plans included the following components: Domestic Pension Plans Three months ended Nine months ended October 1, September 26, October 1, September 26, Service cost $ 0.1 $ 0.4 $ 0.3 $ 2.2 Interest cost 3.3 4.3 10.4 12.9 Expected return on plan assets (3.2 ) (4.5 ) (9.6 ) (14.3 ) Curtailment gain (1) — (5.1 ) — (5.1 ) Recognized net actuarial loss (2) — 11.4 1.8 11.4 Amortization of unrecognized prior service credits (0.1 ) — (0.1 ) — Total net periodic pension benefit expense $ 0.1 $ 6.5 $ 2.8 $ 7.1 ___________________________ (1) Represents a curtailment gain recorded during the third quarter of 2015 in connection with the amendments of the U.S. Plan and SIARP noted above. (2) Represents actuarial losses resulting from the remeasurement of the assets and obligations of the U.S. Plan and the SIARP during the second quarter of 2016 and third quarter of 2015, which was required in connection with the lump-sum payments and plan amendments noted above. |
Foreign Pension Plans | |
Employee Benefit Plans | |
Schedule of net periodic benefit (income) expense | Foreign Pension Plans Three months ended Nine months ended October 1, September 26, October 1, September 26, Service cost $ — $ 0.4 $ — $ 1.2 Interest cost 1.4 2.0 4.3 6.0 Expected return on plan assets (1.5 ) (2.4 ) (5.0 ) (7.3 ) Recognized net actuarial loss — 0.7 — 0.7 Total net periodic pension benefit (income) expense (0.1 ) 0.7 (0.7 ) 0.6 Less: Net periodic pension benefit expense of discontinued operations — 0.7 — 2.0 Net periodic pension benefit income of continuing operations $ (0.1 ) $ — $ (0.7 ) $ (1.4 ) |
Postretirement Plans | |
Employee Benefit Plans | |
Schedule of net periodic benefit (income) expense | Postretirement Plans Three months ended Nine months ended October 1, September 26, October 1, September 26, Service cost $ — $ — $ — $ — Interest cost 1.1 1.1 3.2 3.3 Amortization of unrecognized prior service credits (0.2 ) (0.2 ) (0.6 ) (0.6 ) Net periodic postretirement benefit expense $ 0.9 $ 0.9 $ 2.6 $ 2.7 |
INDEBTEDNESS (Tables)
INDEBTEDNESS (Tables) | 9 Months Ended |
Oct. 01, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of debt activity (both current and non-current) | The following summarizes our debt activity (both current and non-current) for the nine months ended October 1, 2016 : December 31, Borrowings Repayments Other (4) October 1, Revolving loans $ — $ 56.2 $ (56.2 ) $ — $ — Term loan (1) 348.0 — (4.4 ) 0.3 343.9 Trade receivables financing arrangement (2) — 44.0 (44.0 ) — — Other indebtedness (3) 23.8 19.5 (26.6 ) 3.4 20.1 Total debt 371.8 $ 119.7 $ (131.2 ) $ 3.7 364.0 Less: short-term debt 22.1 14.9 Less: current maturities of long-term debt 9.1 17.9 Total long-term debt $ 340.6 $ 331.2 ___________________________ (1) The term loan is repayable in quarterly installments of 5.0% annually, beginning in the third fiscal quarter of 2016. The remaining balance is repayable in full on September 24, 2020. Balances are net of unamortized debt issuance costs of $1.7 and $2.0 at October 1, 2016 and December 31, 2015 , respectively. See Note 2 for additional details. (2) Under this arrangement, we can borrow, on a continuous basis, up to $50.0 , as available. At October 1, 2016 , we had $26.4 of available borrowing capacity under this facility. (3) Primarily includes balances under a purchase card program of $3.7 and $4.8 , capital lease obligations of $5.2 and $1.7 , and borrowings under a line of credit in China of $ 9.7 and $ 17.3 at October 1, 2016 and December 31, 2015 , respectively. The purchase card program allows for payment beyond the normal payment terms for goods and services acquired under the program. As this arrangement extends the payment of these purchases beyond their normal payment terms through third-party lending institutions, we have classified these amounts as short-term debt. (4) “Other” primarily includes $3.8 of capital lease obligations and the impact of amortization of debt issuance costs associated with the term loan, partially offset by foreign currency translation on any debt instruments denominated in currencies other than the U.S. dollar. |
SHAREHOLDERS' EQUITY AND LONG30
SHAREHOLDERS' EQUITY AND LONG-TERM INCENTIVE COMPENSATION (Tables) | 9 Months Ended |
Oct. 01, 2016 | |
SHAREHOLDERS' EQUITY AND STOCK-BASED COMPENSATION | |
Schedule of weighted-average shares outstanding used in the computation of basic and diluted income per share | The following table sets forth the number of weighted-average shares outstanding used in the computation of basic and diluted income (loss) per share: Three months ended Nine months ended October 1, September 26, October 1, September 26, Weighted-average number of common shares used in basic income (loss) per share 41.721 40.663 41.537 40.590 Dilutive securities — Restricted stock shares, restricted stock units, and stock options 0.754 — 0.347 — Weighted-average number of common shares and dilutive securities used in diluted income (loss) per share 42.475 40.663 41.884 40.590 |
Schedule of changes in the components of accumulated other comprehensive income (loss) | The changes in the components of accumulated other comprehensive income, net of tax, for the three months ended October 1, 2016 were as follows: Foreign Currency Translation Adjustment Net Unrealized Losses on Qualifying Cash Flow Hedges (1) Pension and Postretirement Liability Adjustment (2) Total Balance at beginning of period $ 239.6 $ (1.6 ) $ 4.2 $ 242.2 Other comprehensive income (loss) before reclassifications (7.2 ) 0.3 — (6.9 ) Amounts reclassified from accumulated other comprehensive income (loss) — 0.2 (0.1 ) 0.1 Current-period other comprehensive income (loss) (7.2 ) 0.5 (0.1 ) (6.8 ) Balance at end of period $ 232.4 $ (1.1 ) $ 4.1 $ 235.4 __________________________ (1) Net of tax benefit of $0.7 and $1.0 as of October 1, 2016 and July 2, 2016 , respectively. (2) Net of tax provision of $2.8 and $3.0 as of October 1, 2016 and July 2, 2016 , respectively. The balances as of October 1, 2016 and July 2, 2016 represent net unamortized prior service credits. The changes in the components of accumulated other comprehensive income, net of tax, for the nine months ended October 1, 2016 were as follows: Foreign Net Unrealized Losses (2) Pension and (3) Total Balance at beginning of period $ 280.6 $ (1.8 ) $ 4.5 $ 283.3 Other comprehensive loss before reclassifications (7.8 ) (1.4 ) — (9.2 ) Amounts reclassified from accumulated other comprehensive income (loss) (1) (40.4 ) 2.1 (0.4 ) (38.7 ) Current-period other comprehensive income (loss) (48.2 ) 0.7 (0.4 ) (47.9 ) Balance at end of period $ 232.4 $ (1.1 ) $ 4.1 $ 235.4 __________________________ (1) In connection with the sale of our dry cooling business, we reclassified $40.4 of other comprehensive income related to foreign currency translation to “Gain (loss) on sale of dry cooling business.” (2) Net of tax benefit of $0.7 and $0.8 as of October 1, 2016 and December 31, 2015 , respectively. (3) Net of tax provision of $2.8 and $3.1 as of October 1, 2016 and December 31, 2015 . The balances as of October 1, 2016 and December 31, 2015 represent net unamortized prior service credits. The changes in the components of accumulated other comprehensive loss, net of tax, for the three months ended September 26, 2015 were as follows: Foreign Currency Translation Adjustment Net Unrealized Losses on Qualifying Cash Flow Hedges (1) Pension and Postretirement Liability Adjustment (2) Total Balance at beginning of period $ (30.4 ) $ (1.4 ) $ 4.6 $ (27.2 ) Other comprehensive income (loss) before reclassifications (41.5 ) (0.5 ) 0.5 (41.5 ) Amounts reclassified from accumulated other comprehensive income (loss) — 0.8 (0.1 ) 0.7 Current-period other comprehensive income (loss) (41.5 ) 0.3 0.4 (40.8 ) Spin-Off of FLOW Business 354.5 0.1 — 354.6 Balance at end of period $ 282.6 $ (1.0 ) $ 5.0 $ 286.6 ___________________________ (1) Net of tax benefit of $0.8 and $0.4 as of September 26, 2015 and June 27, 2015 , respectively. (2) Net of tax provision of $3.2 and $2.9 as of September 26, 2015 and June 27, 2015 , respectively. The balances as of September 26, 2015 and June 27, 2015 include net unamortized prior service credits. The changes in the components of accumulated other comprehensive income (loss), net of tax, for the nine months ended September 26, 2015 were as follows: Foreign Net Unrealized Losses (1) Pension and (2) Total Balance at beginning of period $ 59.0 $ (1.3 ) $ 4.9 $ 62.6 Other comprehensive income (loss) before reclassifications (130.9 ) (0.4 ) 0.5 (130.8 ) Amounts reclassified from accumulated other comprehensive income (loss) — 0.6 (0.4 ) 0.2 Current-period other comprehensive income (loss) (130.9 ) 0.2 0.1 (130.6 ) Spin-Off of FLOW Business 354.5 0.1 — 354.6 Balance at end of period $ 282.6 $ (1.0 ) $ 5.0 $ 286.6 __________________________ (1) Net of tax benefit of $0.8 and $1.1 as of September 26, 2015 and December 31, 2014 , respectively. (2) Net of tax provision of $3.2 and $3.0 as of September 26, 2015 and December 31, 2014 , respectively. The balances as of September 26, 2015 and December 31, 2014 include net unamortized prior service credits. |
Schedule of amounts reclassified from each component of accumulated comprehensive income (loss) | The following summarizes amounts reclassified from each component of accumulated comprehensive income (loss) for the three months ended October 1, 2016 and September 26, 2015 : Amount Reclassified from AOCI Three months ended October 1, 2016 September 26, 2015 Affected Line Item in the Condensed Consolidated Statements of Operations Losses on qualifying cash flow hedges: FX forward contracts $ — $ 0.2 Revenues Commodity contracts 0.3 0.9 Cost of products sold Pre-tax 0.3 1.1 Income taxes (0.1 ) (0.3 ) $ 0.2 $ 0.8 Gains on pension and postretirement items: Amortization of unrecognized prior service credits $ (0.3 ) $ (0.2 ) Selling, general and administrative Pre-tax (0.3 ) (0.2 ) Income taxes 0.2 0.1 $ (0.1 ) $ (0.1 ) The following summarizes amounts reclassified from each component of accumulated comprehensive income (loss) for the nine months ended October 1, 2016 and September 26, 2015 : Amount Reclassified from AOCI Nine months ended October 1, 2016 September 26, 2015 Affected Line Item in the Condensed (Gains) losses on qualifying cash flow hedges: FX forward contracts $ 1.0 $ (0.9 ) Revenues Commodity contracts 1.9 2.1 Cost of products sold Pre-tax 2.9 1.2 Income taxes (0.8 ) (0.6 ) $ 2.1 $ 0.6 Gains on pension and postretirement items: Amortization of unrecognized prior service credits $ (0.7 ) $ (0.6 ) Selling, general and administrative Pre-tax (0.7 ) (0.6 ) Income taxes 0.3 0.2 $ (0.4 ) $ (0.4 ) Gain on sale of dry cooling business: Recognition of foreign currency translation adjustment $ (40.4 ) $ — Gain on sale of dry cooling business |
Schedule of changes in equity | A summary of the changes in equity for the three months ended October 1, 2016 and September 26, 2015 is provided below: October 1, 2016 September 26, 2015 SPX Corporation Shareholders’ Equity Noncontrolling Interests Total Equity SPX Corporation Shareholders’ Equity Noncontrolling Interests Total Equity Equity, beginning of period $ 272.6 $ — $ 272.6 $ 1,752.1 $ (2.2 ) $ 1,749.9 Net income (loss) 1.9 — 1.9 (105.0 ) (25.6 ) (130.6 ) Net unrealized gains on qualifying cash flow hedges, net of tax provision of $0.3 and $0.4 for the three months ended October 1, 2016 and September 26, 2015, respectively 0.5 — 0.5 0.3 — 0.3 Pension and postretirement liability adjustment, net of tax benefit (provision) of $0.2 and $(0.3) for the three months ended October 1, 2016 and September 26, 2015, respectively (0.1 ) — (0.1 ) 0.4 — 0.4 Foreign currency translation adjustments (7.2 ) — (7.2 ) (41.5 ) 0.9 (40.6 ) Total comprehensive loss, net (4.9 ) — (4.9 ) (145.8 ) (24.7 ) (170.5 ) Dividends declared — — — — — — Incentive plan activity 2.2 — 2.2 3.8 — 3.8 Stock-based long-term incentive compensation expense (includes amounts recorded to discontinued operations of $1.3 for the three months ended September 26, 2015) 3.5 — 3.5 6.8 — 6.8 Restricted stock and restricted stock unit vesting, net of tax withholdings, and related tax benefit of $0.0 for the three months ended September 26, 2015 — — — (0.4 ) — (0.4 ) Spin-Off of FLOW Business — — — (1,259.8 ) (10.7 ) (1,270.5 ) Equity, end of period $ 273.4 $ — $ 273.4 $ 356.7 $ (37.6 ) $ 319.1 A summary of the changes in equity for the nine months ended October 1, 2016 and September 26, 2015 is provided below: October 1, 2016 September 26, 2015 SPX Noncontrolling Total SPX Noncontrolling Total Equity, beginning of period $ 345.4 $ (37.1 ) $ 308.3 $ 1,808.7 $ 3.2 $ 1,811.9 Net income (loss) 18.9 (0.4 ) 18.5 (73.2 ) (31.1 ) (104.3 ) Net unrealized gains on qualifying cash flow hedges, net of tax provision of $0.1 and $0.3 for the nine months ended October 1, 2016 and September 26, 2015, respectively 0.7 — 0.7 0.2 — 0.2 Pension and postretirement liability adjustment, net of tax benefit (provision) of $0.3 and $(0.2) for the nine months ended October 1, 2016 and September 26, 2015, respectively (0.4 ) — (0.4 ) 0.1 — 0.1 Foreign currency translation adjustments (48.2 ) (1.2 ) (49.4 ) (130.9 ) 1.2 (129.7 ) Total comprehensive loss, net (29.0 ) (1.6 ) (30.6 ) (203.8 ) (29.9 ) (233.7 ) Dividends declared — — — (30.9 ) — (30.9 ) Incentive plan activity 6.8 — 6.8 12.8 — 12.8 Stock-based long-term incentive compensation expense (includes amounts recorded to discontinued operations of $5.4 for the nine months ended September 26, 2015) 9.4 — 9.4 35.9 — 35.9 Restricted stock and restricted stock unit vesting, net of tax withholdings, and related tax (provision) benefit of $(1.5) and $0.3 for the nine months ended October 1, 2016 and September 26, 2015, respectively (3.2 ) — (3.2 ) (6.2 ) — (6.2 ) Adjustment related to redeemable noncontrolling interest (see Note 13) (56.0 ) 38.7 (17.3 ) — — — Other changes in noncontrolling interests — — — — (0.2 ) (0.2 ) Spin-Off of FLOW Business — — — (1,259.8 ) (10.7 ) (1,270.5 ) Equity, end of period $ 273.4 $ — $ 273.4 $ 356.7 $ (37.6 ) $ 319.1 |
BASIS OF PRESENTATION (Details)
BASIS OF PRESENTATION (Details) $ in Millions | Mar. 30, 2016USD ($) | Oct. 01, 2016USD ($) | Sep. 26, 2015USD ($) | Oct. 01, 2016USD ($) | Sep. 26, 2015USD ($) | Sep. 16, 2015 |
Discontinued Operations | ||||||
Net proceeds from sale of dry cooling business | $ 47.6 | $ 0 | ||||
Net cash transferred with the business | 0 | 207.1 | ||||
Gain on sale of dry cooling business | $ 1.7 | $ 0 | $ 18.4 | 0 | ||
Length of second and third quarter | 91 days | |||||
SPX Flow, Inc | Discontinued Operations, Disposed of by Means Other than Sale, Spinoff | ||||||
Discontinued Operations | ||||||
Pro rata distribution ratio of common stock received by shareholders as of record date | 1 | |||||
Dry Cooling Business | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||||
Discontinued Operations | ||||||
Net proceeds from sale of dry cooling business | $ 45.9 | |||||
Net cash transferred with the business | $ 3 | |||||
Additional cash proceeds as a result of the final agreement regarding working capital | 1.7 | |||||
Gain on sale of dry cooling business | $ 1.7 | $ 18.4 | ||||
Dry Cooling Business | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Amount Reclassified from AOCI | Foreign Currency Translation Adjustment | ||||||
Discontinued Operations | ||||||
Gain on sale of dry cooling business | $ 40.4 | $ 0 |
DISCONTINUED OPERATIONS AND S32
DISCONTINUED OPERATIONS AND SALE OF DRY COOLING BUSINESS (Details) - USD ($) $ in Millions | Mar. 30, 2016 | Oct. 01, 2016 | Sep. 26, 2015 | Oct. 01, 2016 | Sep. 26, 2015 | Dec. 31, 2015 | |
Results of operations for discontinued operations | |||||||
Income before taxes | $ (0.5) | $ 7 | $ (2.3) | $ 118.8 | |||
Income tax provision | (0.2) | (6.9) | 0.1 | (39.5) | |||
Income (loss) from discontinued operations, net of tax | (0.7) | 0.1 | (2.2) | 79.3 | |||
Income from discontinued operations attributable to SPX Corporation common shareholders, net of tax | (0.7) | 0.1 | (2.2) | 80.2 | |||
Income (loss) from discontinued operations and related income taxes | |||||||
Income from discontinued operations | (0.5) | 7 | (2.3) | 118.8 | |||
Income tax (provision) benefit | (0.2) | (6.9) | 0.1 | (39.5) | |||
Income (loss) from discontinued operations, net of tax | (0.7) | 0.1 | (2.2) | 79.3 | |||
Assets: | |||||||
Assets held for sale | 0 | 0 | $ 107.1 | ||||
Liabilities: | |||||||
Liabilities held for sale | 0 | 0 | 41.3 | ||||
Net proceeds from sale of dry cooling business | 47.6 | 0 | |||||
Net cash transferred with the business | 0 | 207.1 | |||||
Gain on sale of dry cooling business | 1.7 | 0 | 18.4 | 0 | |||
SPX Flow, Inc | Discontinued Operations, Disposed of by Means Other than Sale, Spinoff | |||||||
Results of operations for discontinued operations | |||||||
Revenues | 589.5 | 1,775.1 | |||||
Costs of products sold | 391.5 | 1,179.3 | |||||
Selling, general and administrative | [1] | 121.7 | 368.2 | ||||
Intangible amortization | 5.8 | 17.7 | |||||
Impairment of intangible assets | 15 | 15 | |||||
Special charges | 34 | 41.2 | |||||
Other income (expense), net | (2.4) | 1.3 | |||||
Interest expense, net | (11) | (32.6) | |||||
Income before taxes | 0 | 8.1 | 0 | 122.4 | |||
Income tax provision | 0 | (7.4) | 0 | (41.6) | |||
Income (loss) from discontinued operations, net of tax | 0 | 0.7 | 0 | 80.8 | |||
Less: Net loss attributable to noncontrolling interest | 0 | (0.9) | |||||
Income from discontinued operations attributable to SPX Corporation common shareholders, net of tax | 0.7 | 81.7 | |||||
Professional fees and other costs incurred in connection with the Spin Off | 16.8 | 30.8 | |||||
Non-cash items included in income from discontinued operations: | |||||||
Depreciation and amortization | 44.3 | ||||||
Impairment of intangible assets | 15 | 15 | |||||
Capital expenditures | 43.1 | ||||||
Income (loss) from discontinued operations and related income taxes | |||||||
Income from discontinued operations | 0 | 8.1 | 0 | 122.4 | |||
Income tax (provision) benefit | 0 | (7.4) | 0 | (41.6) | |||
Income (loss) from discontinued operations, net of tax | 0 | 0.7 | 0 | 80.8 | |||
Other businesses sold prior to the earliest date presented in the financial statements | Discontinued Operations, Disposed of by Sale | |||||||
Non-cash items included in income from discontinued operations: | |||||||
Adjustment to gain or loss on sale of discontinued operations, net of tax | 0.7 | 0.6 | 2.2 | 1.5 | |||
All other | Discontinued Operations, Disposed of by Sale | |||||||
Results of operations for discontinued operations | |||||||
Income before taxes | (0.5) | (1.1) | (2.3) | (3.6) | |||
Income tax provision | (0.2) | 0.5 | 0.1 | 2.1 | |||
Income (loss) from discontinued operations, net of tax | (0.7) | (0.6) | (2.2) | (1.5) | |||
Income (loss) from discontinued operations and related income taxes | |||||||
Income from discontinued operations | (0.5) | (1.1) | (2.3) | (3.6) | |||
Income tax (provision) benefit | (0.2) | 0.5 | 0.1 | 2.1 | |||
Income (loss) from discontinued operations, net of tax | (0.7) | $ (0.6) | (2.2) | (1.5) | |||
Dry Cooling Business | Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||||||
Assets: | |||||||
Accounts receivable, net | 49.2 | ||||||
Inventories, net | 12.9 | ||||||
Other current assets | 13.9 | ||||||
Property, plant and equipment, net | 3.3 | ||||||
Goodwill | 10.7 | ||||||
Intangibles, net | 8.3 | ||||||
Other assets | 8.8 | ||||||
Assets held for sale | 107.1 | ||||||
Liabilities: | |||||||
Accounts payable | 13.7 | ||||||
Accrued expenses | 25.3 | ||||||
Other long-term liabilities | 2.3 | ||||||
Liabilities held for sale | $ 41.3 | ||||||
Net proceeds from sale of dry cooling business | $ 45.9 | ||||||
Net cash transferred with the business | $ 3 | ||||||
Additional cash proceeds as a result of the final agreement regarding working capital | 1.7 | ||||||
Gain on sale of dry cooling business | $ 1.7 | 18.4 | |||||
Dry Cooling Business | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Amount Reclassified from AOCI | Foreign Currency Translation Adjustment | |||||||
Liabilities: | |||||||
Gain on sale of dry cooling business | $ 40.4 | $ 0 | |||||
[1] | Includes $16.8 and $30.8 for the three and nine months ended September 26, 2015, respectively, of professional fees and other costs that were incurred in connection with the Spin-Off. |
INFORMATION ON REPORTABLE SEG33
INFORMATION ON REPORTABLE SEGMENTS (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Oct. 01, 2016USD ($)country | Sep. 26, 2015USD ($) | Oct. 01, 2016USD ($)countrysegment | Sep. 26, 2015USD ($) | Dec. 31, 2015USD ($) | ||
Information on reportable segments and other operating segments | ||||||
Number of reportable segments | segment | 3 | |||||
Revenues: | ||||||
Revenues | [1] | $ 385.2 | $ 374.1 | $ 1,187.4 | $ 1,209.8 | |
Revenues recognized under percentage of completion method | 111 | 78.8 | 347.6 | 325.1 | ||
Income | ||||||
Pension and postretirement expense | (12) | (22.9) | ||||
Special charges, net | (1.5) | (8.4) | (3.8) | (14) | ||
Impairment of intangible assets | 0 | 0 | (4) | 0 | ||
Gain on sale of dry cooling business | 1.7 | 0 | 18.4 | 0 | ||
Consolidated operating income (loss) | 7.1 | (113.6) | 37.1 | (166.9) | ||
Assets | ||||||
Costs and estimated earnings in excess of billings | 91.3 | 91.3 | $ 106.3 | |||
Liabilities | ||||||
Billings in excess of costs and estimated earnings on uncompleted contracts reported as a component of accrued expenses | 75.8 | 75.8 | $ 116.3 | |||
Reportable and other operating segments | ||||||
Income | ||||||
Consolidated operating income (loss) | 21.2 | (64.7) | 70 | (29.5) | ||
Corporate | ||||||
Income | ||||||
Corporate expense | (9.2) | (27.6) | (28.3) | (84.5) | ||
Special charges, net | 0.1 | (1) | 0.1 | (1) | ||
Segment Reconciling Items | ||||||
Income | ||||||
Long-term incentive compensation expense | (4.2) | (5.5) | (10.5) | (30.5) | ||
Pension and postretirement expense | (0.9) | (7.4) | (4.7) | (8.4) | ||
Special charges, net | (1.5) | (8.4) | (3.8) | (14) | ||
Impairment of intangible assets | 0 | 0 | (4) | 0 | ||
Gain on sale of dry cooling business | 1.7 | 0 | 18.4 | 0 | ||
HVAC segment | ||||||
Revenues: | ||||||
Revenues | [1] | 116.9 | 142.7 | 350.4 | 368.7 | |
Income | ||||||
Special charges, net | 0 | 0.1 | 0 | (1.1) | ||
HVAC segment | Reportable and other operating segments | ||||||
Income | ||||||
Consolidated operating income (loss) | 15.6 | 23.5 | 48.6 | 49.4 | ||
Detection and Measurement segment | ||||||
Revenues: | ||||||
Revenues | [1] | 52.3 | 55.9 | 167.8 | 166 | |
Income | ||||||
Special charges, net | (0.3) | 0.1 | (0.5) | (0.5) | ||
Detection and Measurement segment | Reportable and other operating segments | ||||||
Income | ||||||
Consolidated operating income (loss) | 7.8 | 8.3 | 30.9 | 27.4 | ||
Power segment | ||||||
Revenues: | ||||||
Revenues | [1],[2] | 216 | 175.5 | 669.2 | 675.1 | |
Income | ||||||
Special charges, net | (1.3) | (7.6) | (3.4) | (11.4) | ||
Power segment | Reportable and other operating segments | ||||||
Income | ||||||
Consolidated operating income (loss) | [2] | $ (2.2) | (96.5) | $ (9.5) | (106.3) | |
Power segment | Reportable and other operating segments | South Africa | Scenario, Adjustment | ||||||
Revenues: | ||||||
Revenues | (57.2) | (95) | ||||
Income | ||||||
Consolidated operating income (loss) | $ (57.2) | $ (95) | ||||
Minimum | ||||||
Information on reportable segments and other operating segments | ||||||
Number of countries in which entity operates | country | 20 | 20 | ||||
Number of countries in which entity sells its products and services | country | 100 | 100 | ||||
[1] | Under the percentage-of-completion method, we recognized revenues of $111.0 and $78.8 in the three months ended October 1, 2016 and September 26, 2015, respectively. For the nine months ended October 1, 2016 and September 26, 2015, revenues under the percentage-of-completion method were $347.6 and $325.1, respectively. Costs and estimated earnings in excess of billings on uncompleted contracts accounted for under the percentage-of-completion method were $91.3 and $106.3 as of October 1, 2016 and December 31, 2015, respectively, and are reported as a component of ‘‘Accounts receivable, net’’ in the condensed consolidated balance sheets. Billings in excess of costs and estimated earnings on uncompleted contracts accounted for under the percentage-of-completion method were $75.8 and $116.3 as of October 1, 2016 and December 31, 2015, respectively, and are reported as a component of ‘‘Accrued expenses’’ in the condensed consolidated balance sheets. | |||||
[2] | As further discussed in Note 13, during the three months ended September 26, 2015, we made revisions to our estimates of expected revenues and profits on our large power projects in South Africa. As a result of these revisions, we reduced revenue and segment income by $57.2 and $95.0, respectively, during the three and nine months ended September 26, 2015. |
SPECIAL CHARGES, NET (Details)
SPECIAL CHARGES, NET (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 01, 2016 | Sep. 26, 2015 | Oct. 01, 2016 | Sep. 26, 2015 | ||
Special Charges, Net | |||||
Special charges, net | $ 1.5 | $ 8.4 | $ 3.8 | $ 14 | |
Expected charges to be incurred | 0.4 | 0.4 | |||
Restructuring liabilities | |||||
Balance at beginning of year | 11.3 | 5.1 | |||
Special charges | [1] | 0.2 | 13.7 | ||
Utilization — cash | (6.7) | (6) | |||
Currency translation adjustment and other | (0.1) | (0.1) | |||
Balance at end of period | 4.7 | 12.7 | 4.7 | 12.7 | |
Non-cash special charges | 3.6 | 0.3 | |||
Corporate | |||||
Special Charges, Net | |||||
Special charges, net | (0.1) | 1 | (0.1) | 1 | |
HVAC segment | |||||
Special Charges, Net | |||||
Special charges, net | 0 | (0.1) | 0 | 1.1 | |
Detection and Measurement segment | |||||
Special Charges, Net | |||||
Special charges, net | 0.3 | (0.1) | 0.5 | 0.5 | |
Power segment | |||||
Special Charges, Net | |||||
Special charges, net | 1.3 | $ 7.6 | 3.4 | $ 11.4 | |
Power segment | SPX Heat Transfer Business | |||||
Special Charges, Net | |||||
Asset impairment charges | $ 0.7 | $ 3.3 | |||
[1] | The nine months ended October 1, 2016 and September 26, 2015 included $3.6 and $0.3 of non-cash charges, respectively, that did not impact the restructuring liability. |
INVENTORIES, NET (Details)
INVENTORIES, NET (Details) - USD ($) $ in Millions | Oct. 01, 2016 | Dec. 31, 2015 | ||
Inventory [Line Items] | ||||
Finished goods | $ 56.6 | $ 58.4 | ||
Work in process | 58.4 | 58.2 | ||
Raw materials and purchased parts | 74.7 | 79.4 | ||
Total FIFO cost | 189.7 | 196 | ||
Excess of FIFO cost over LIFO inventory value | (13) | (12.4) | ||
Total inventories, net | $ 176.7 | [1] | $ 170.7 | |
Domestic inventories, valued using the last-in, first-out ("LIFO") method, as a percentage of total inventory | 52.00% | 46.00% | ||
Assets from Continuing Operations and Disposal Group, Held-for-sale, Not Discontinued Operations | ||||
Inventory [Line Items] | ||||
Total inventories, net | [1] | $ 183.6 | ||
Disposal Group, Held-for-sale, Not Discontinued Operations | Assets Held For Sale, Current | Dry Cooling Business | ||||
Inventory [Line Items] | ||||
Total inventories, net | $ 12.9 | |||
[1] | The balance at December 31, 2015 includes $12.9 related to our dry cooling business. As previously noted, the assets and liabilities of the dry cooling business have been classified as “held for sale” in the accompanying condensed consolidated balance sheet as of December 31, 2015. See Note 3 for information on the assets and liabilities of the dry cooling business as of December 31, 2015. |
GOODWILL AND OTHER INTANGIBLE36
GOODWILL AND OTHER INTANGIBLE ASSETS (Details) $ in Millions | 9 Months Ended | |
Oct. 01, 2016USD ($) | ||
Changes in the carrying amount of goodwill | ||
Gross goodwill, beginning of the period | $ 885.7 | |
Accumulated impairments, balance at the beginning of the period | (532.2) | |
Goodwill, balance at the beginning of the period | 342.8 | |
Gross goodwill, Foreign Currency Translation and Other | (1.1) | |
Accumulated impairments, Foreign Currency Translation and Other | 1.5 | |
Goodwill, Foreign Currency Translation and Other | 0.4 | |
Gross goodwill, end of the period | 848.5 | |
Accumulated impairments, balance at the end of the period | (504.8) | |
Goodwill, balance at the end of the period | 343.7 | |
Assets from Continuing Operations and Disposal Group, Held-for-sale, Not Discontinued Operations | ||
Changes in the carrying amount of goodwill | ||
Goodwill, balance at the beginning of the period | 353.5 | [1] |
Dry Cooling Business | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||
Changes in the carrying amount of goodwill | ||
Gross goodwill, Disposition of Business | (36.1) | [2] |
Accumulated impairments, Disposition of Business | 25.9 | [2] |
Goodwill, Disposition of Business | (10.2) | [2] |
Dry Cooling Business | Disposal Group, Held-for-sale, Not Discontinued Operations | Assets Held For Sale, Current | ||
Changes in the carrying amount of goodwill | ||
Goodwill, balance at the beginning of the period | 10.7 | |
HVAC segment | ||
Changes in the carrying amount of goodwill | ||
Gross goodwill, beginning of the period | 261.3 | |
Accumulated impairments, balance at the beginning of the period | (145.2) | |
Goodwill, balance at the beginning of the period | 116.1 | |
Gross goodwill, Foreign Currency Translation and Other | (0.1) | |
Accumulated impairments, Foreign Currency Translation and Other | 0.7 | |
Goodwill, Foreign Currency Translation and Other | 0.6 | |
Gross goodwill, end of the period | 261.2 | |
Accumulated impairments, balance at the end of the period | (144.5) | |
Goodwill, balance at the end of the period | 116.7 | |
Detection and Measurement segment | ||
Changes in the carrying amount of goodwill | ||
Gross goodwill, beginning of the period | 219.1 | |
Accumulated impairments, balance at the beginning of the period | (138) | |
Goodwill, balance at the beginning of the period | 81.1 | |
Gross goodwill, Foreign Currency Translation and Other | (3.3) | |
Accumulated impairments, Foreign Currency Translation and Other | 2.7 | |
Goodwill, Foreign Currency Translation and Other | (0.6) | |
Gross goodwill, end of the period | 215.8 | |
Accumulated impairments, balance at the end of the period | (135.3) | |
Goodwill, balance at the end of the period | 80.5 | |
Power segment | ||
Changes in the carrying amount of goodwill | ||
Gross goodwill, beginning of the period | 405.3 | |
Accumulated impairments, balance at the beginning of the period | (249) | |
Goodwill, balance at the beginning of the period | 156.3 | [1] |
Gross goodwill, Foreign Currency Translation and Other | 2.3 | |
Accumulated impairments, Foreign Currency Translation and Other | (1.9) | |
Goodwill, Foreign Currency Translation and Other | 0.4 | |
Gross goodwill, end of the period | 371.5 | |
Accumulated impairments, balance at the end of the period | (225) | |
Goodwill, balance at the end of the period | 146.5 | |
Power segment | Dry Cooling Business | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||
Changes in the carrying amount of goodwill | ||
Gross goodwill, Disposition of Business | (36.1) | [2] |
Accumulated impairments, Disposition of Business | 25.9 | [2] |
Goodwill, Disposition of Business | $ (10.2) | [2] |
[1] | The net carrying value at December 31, 2015 includes $10.7 related to our dry cooling business. As previously noted, the assets and liabilities of the dry cooling business have been classified as “held for sale” in the accompanying condensed consolidated balance sheet as of December 31, 2015. See Note 3 for information on the assets and liabilities of the dry cooling business as of December 31, 2015. | |
[2] | Represents goodwill allocated to our dry cooling business upon its disposition. |
GOODWILL AND OTHER INTANGIBLE37
GOODWILL AND OTHER INTANGIBLE ASSETS (Details 2) - USD ($) | 3 Months Ended | 9 Months Ended | |||||||
Oct. 01, 2016 | Apr. 02, 2016 | Sep. 26, 2015 | Oct. 01, 2016 | Sep. 26, 2015 | Dec. 31, 2015 | ||||
Intangible assets with determinable lives | |||||||||
Gross Carrying Value | $ 64,100,000 | $ 64,100,000 | $ 84,900,000 | ||||||
Accumulated Amortization | (33,000,000) | [1] | (33,000,000) | [1] | (47,400,000) | ||||
Net Carrying Value | 31,100,000 | 31,100,000 | 37,500,000 | ||||||
Intangible assets with indefinite lives | |||||||||
Gross carrying value, Total | [1] | 178,100,000 | 178,100,000 | ||||||
Net Carrying Value, Total | 145,100,000 | [1] | 145,100,000 | [1] | 154,200,000 | ||||
Impairment of intangible assets | 0 | $ 0 | 4,000,000 | $ 0 | |||||
Impairment charges | $ 0 | ||||||||
SPX Heat Transfer Business | |||||||||
Intangible assets with determinable lives | |||||||||
Net Carrying Value | 26,700,000 | 26,700,000 | |||||||
Assets from Continuing Operations and Disposal Group, Held-for-sale, Not Discontinued Operations | |||||||||
Intangible assets with determinable lives | |||||||||
Accumulated Amortization | [1] | (47,400,000) | |||||||
Intangible assets with indefinite lives | |||||||||
Gross carrying value, Total | [1] | 209,900,000 | |||||||
Net Carrying Value, Total | [1] | 162,500,000 | |||||||
HVAC segment | |||||||||
Intangible assets with determinable lives | |||||||||
Net Carrying Value | 4,400,000 | 4,400,000 | |||||||
Intangible assets with indefinite lives | |||||||||
Trademarks | 89,200,000 | 89,200,000 | |||||||
Detection and Measurement segment | |||||||||
Intangible assets with indefinite lives | |||||||||
Trademarks | 10,200,000 | 10,200,000 | |||||||
Power segment | |||||||||
Intangible assets with determinable lives | |||||||||
Net Carrying Value | 26,700,000 | 26,700,000 | |||||||
Intangible assets with indefinite lives | |||||||||
Trademarks | 14,600,000 | 14,600,000 | |||||||
Trademarks with indefinite lives | |||||||||
Intangible assets with indefinite lives | |||||||||
Trademarks | [2],[3] | 114,000,000 | 114,000,000 | 125,000,000 | |||||
Trademarks with indefinite lives | SPX Heat Transfer Business | |||||||||
Intangible assets with indefinite lives | |||||||||
Trademarks | 9,500,000 | ||||||||
Impairment of intangible assets | $ 4,000,000 | ||||||||
Trademarks with indefinite lives | Assets Held For Sale, Current | Disposal Group, Held-for-sale, Not Discontinued Operations | |||||||||
Intangible assets with indefinite lives | |||||||||
Trademarks | 5,900,000 | ||||||||
Customer relationships | |||||||||
Intangible assets with determinable lives | |||||||||
Gross Carrying Value | 25,400,000 | 25,400,000 | 25,400,000 | ||||||
Accumulated Amortization | (10,500,000) | (10,500,000) | (9,500,000) | ||||||
Net Carrying Value | 14,900,000 | 14,900,000 | 15,900,000 | ||||||
Technology | |||||||||
Intangible assets with determinable lives | |||||||||
Gross Carrying Value | [3] | 20,800,000 | 20,800,000 | 40,700,000 | |||||
Accumulated Amortization | [3] | (10,100,000) | (10,100,000) | (25,200,000) | |||||
Net Carrying Value | [3] | 10,700,000 | 10,700,000 | 15,500,000 | |||||
Technology | Assets Held For Sale, Current | Disposal Group, Held-for-sale, Not Discontinued Operations | |||||||||
Intangible assets with determinable lives | |||||||||
Net Carrying Value | 2,400,000 | ||||||||
Patents | |||||||||
Intangible assets with determinable lives | |||||||||
Gross Carrying Value | 4,600,000 | 4,600,000 | 4,600,000 | ||||||
Accumulated Amortization | (4,600,000) | (4,600,000) | (4,600,000) | ||||||
Net Carrying Value | 0 | 0 | 0 | ||||||
Other | |||||||||
Intangible assets with determinable lives | |||||||||
Gross Carrying Value | 13,300,000 | 13,300,000 | 14,200,000 | ||||||
Accumulated Amortization | (7,800,000) | (7,800,000) | (8,100,000) | ||||||
Net Carrying Value | $ 5,500,000 | $ 5,500,000 | $ 6,100,000 | ||||||
[1] | Changes in the gross carrying values of “Other Intangibles, Net” during the nine months ended October 1, 2016 related to the sale of our dry cooling business, the impairment charge related to the Heat Transfer trademarks noted above, and, to a lesser extent, foreign currency translation. | ||||||||
[2] | As noted below, we recorded an impairment charge of $4.0 during the first quarter of 2016 related to the trademarks of our Heat Transfer business. | ||||||||
[3] | The net carrying value at December 31, 2015 includes $2.4 and $5.9 of technology and trademarks, respectively, related to our dry cooling business. As previously noted, the assets and liabilities of the dry cooling business have been classified as “held for sale” in the accompanying condensed consolidated balance sheet as of December 31, 2015. See Note 3 for information on the assets and liabilities of the dry cooling business as of December 31, 2015. |
WARRANTY (Details)
WARRANTY (Details) - USD ($) $ in Millions | 9 Months Ended | |
Oct. 01, 2016 | Sep. 26, 2015 | |
Analysis of product warranty accrual | ||
Balance at beginning of year | $ 39.6 | $ 37.5 |
Provisions | 10.7 | 13.1 |
Usage | (11.9) | (11.9) |
Currency translation adjustment | (0.3) | (0.4) |
Balance at end of period | 38.1 | 38.3 |
Less: Current portion of warranty | 18.7 | 20.3 |
Non-current portion of warranty | $ 19.4 | $ 18 |
EMPLOYEE BENEFIT PLANS (Details
EMPLOYEE BENEFIT PLANS (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Oct. 01, 2016 | Jul. 02, 2016 | Sep. 26, 2015 | Oct. 01, 2016 | Sep. 26, 2015 | ||
Domestic Pension Plans | ||||||
Net periodic pension/postretirement benefit expense | ||||||
Service cost | $ 0.1 | $ 0.4 | $ 0.3 | $ 2.2 | ||
Interest cost | 3.3 | 4.3 | 10.4 | 12.9 | ||
Expected return on plan assets | (3.2) | (4.5) | (9.6) | (14.3) | ||
Curtailment gain | [1] | 0 | (5.1) | 0 | (5.1) | |
Recognized net actuarial loss | [2] | 0 | 11.4 | 1.8 | 11.4 | |
Amortization of unrecognized prior service credits | (0.1) | 0 | (0.1) | 0 | ||
Total net periodic pension benefit (income) expense | 0.1 | 6.5 | 2.8 | 7.1 | ||
Domestic Pension Plans | Discontinued Operations, Disposed of by Means Other than Sale, Spinoff | SPX Flow, Inc | ||||||
Employee Benefit Plans | ||||||
Percentage of projected benefit obligation | 9.00% | |||||
Lump sum payment in lieu of future pension benefit | $ 25.2 | |||||
Charge to net periodic pension benefit expense | $ 1 | |||||
SIARP | ||||||
Employee Benefit Plans | ||||||
Percentage of projected benefit obligation | 22.00% | |||||
Lump sum payment in lieu of future pension benefit | $ 2.7 | |||||
Charge to net periodic pension benefit expense | $ 0.8 | |||||
Foreign Pension Plans | ||||||
Net periodic pension/postretirement benefit expense | ||||||
Service cost | 0 | 0.4 | 0 | 1.2 | ||
Interest cost | 1.4 | 2 | 4.3 | 6 | ||
Expected return on plan assets | (1.5) | (2.4) | (5) | (7.3) | ||
Recognized net actuarial loss | 0 | 0.7 | 0 | 0.7 | ||
Total net periodic pension benefit (income) expense | (0.1) | 0.7 | (0.7) | 0.6 | ||
Less: Net periodic pension benefit expense of discontinued operations | 0 | 0.7 | 0 | 2 | ||
Net periodic pension benefit income of continuing operations | (0.1) | 0 | (0.7) | (1.4) | ||
Postretirement Plans | ||||||
Net periodic pension/postretirement benefit expense | ||||||
Service cost | 0 | 0 | 0 | 0 | ||
Interest cost | 1.1 | 1.1 | 3.2 | 3.3 | ||
Amortization of unrecognized prior service credits | (0.2) | (0.2) | (0.6) | (0.6) | ||
Total net periodic pension benefit (income) expense | $ 0.9 | $ 0.9 | $ 2.6 | $ 2.7 | ||
[1] | Represents a curtailment gain recorded during the third quarter of 2015 in connection with the amendments of the U.S. Plan and SIARP noted above. | |||||
[2] | Represents actuarial losses resulting from the remeasurement of the assets and obligations of the U.S. Plan and the SIARP during the second quarter of 2016 and third quarter of 2015, which was required in connection with the lump-sum payments and plan amendments noted above. |
INDEBTEDNESS (Details)
INDEBTEDNESS (Details) - USD ($) | 9 Months Ended | ||
Oct. 01, 2016 | Dec. 31, 2015 | ||
Debt | |||
Balance at the beginning of the period | $ 371,800,000 | ||
Borrowings | 119,700,000 | ||
Repayments | (131,200,000) | ||
Other | [1] | 3,700,000 | |
Balance at the end of the period | 364,000,000 | ||
Less: short-term debt | 14,900,000 | $ 22,100,000 | |
Less: current maturities of long-term debt | 17,900,000 | 9,100,000 | |
Total long-term debt | 331,200,000 | 340,600,000 | |
Debt issuance costs | 1,700,000 | 2,000,000 | |
Capital lease obligations | 3,800,000 | ||
Trade receivables financing arrangement | |||
Debt | |||
Balance at the beginning of the period | [2] | 0 | |
Borrowings | [2] | 44,000,000 | |
Repayments | [2] | (44,000,000) | |
Other | [1],[2] | 0 | |
Balance at the end of the period | [2] | 0 | |
Maximum borrowing capacity | 50,000,000 | ||
Amount of available borrowing capacity | 26,400,000 | ||
Other indebtedness | |||
Debt | |||
Balance at the beginning of the period | [3] | 23,800,000 | |
Borrowings | [3] | 19,500,000 | |
Repayments | [3] | (26,600,000) | |
Other | [1],[3] | 3,400,000 | |
Balance at the end of the period | [3] | 20,100,000 | |
Purchase card programs | 3,700,000 | 4,800,000 | |
Capital lease obligations included in other indebtedness | $ 5,200,000 | 1,700,000 | |
Term loan | |||
Debt | |||
Initial principal amount of the term loan to be repaid annually in quarterly installments (as a percent) | 5.00% | ||
Revolving loans | Current Revolving SPX Facilities | |||
Debt | |||
Balance at the beginning of the period | $ 0 | ||
Borrowings | 56,200,000 | ||
Repayments | (56,200,000) | ||
Other | [1] | 0 | |
Balance at the end of the period | 0 | ||
Term loans | Current SPX Term Loan Facilities | |||
Debt | |||
Balance at the beginning of the period | [4] | 348,000,000 | |
Borrowings | [4] | 0 | |
Repayments | [4] | (4,400,000) | |
Other | [1],[4] | 300,000 | |
Balance at the end of the period | [4] | 343,900,000 | |
Foreign credit instrument facility | Other indebtedness | China | |||
Debt | |||
Borrowings under line of credit | $ 9,700,000 | $ 17,300,000 | |
[1] | “Other” primarily includes $3.8 of capital lease obligations and the impact of amortization of debt issuance costs associated with the term loan, partially offset by foreign currency translation on any debt instruments denominated in currencies other than the U.S. dollar. | ||
[2] | Under this arrangement, we can borrow, on a continuous basis, up to $50.0, as available. At October 1, 2016, we had $26.4 of available borrowing capacity under this facility. | ||
[3] | Primarily includes balances under a purchase card program of $3.7 and $4.8, capital lease obligations of $5.2 and $1.7, and borrowings under a line of credit in China of $9.7 and $17.3 at October 1, 2016 and December 31, 2015, respectively. The purchase card program allows for payment beyond the normal payment terms for goods and services acquired under the program. As this arrangement extends the payment of these purchases beyond their normal payment terms through third-party lending institutions, we have classified these amounts as short-term debt. | ||
[4] | The term loan is repayable in quarterly installments of 5.0% annually, beginning in the third fiscal quarter of 2016. The remaining balance is repayable in full on September 24, 2020. Balances are net of unamortized debt issuance costs of $1.7 and $2.0 at October 1, 2016 and December 31, 2015, respectively. See Note 2 for additional details. |
INDEBTEDNESS (Details 2)
INDEBTEDNESS (Details 2) - USD ($) | Sep. 29, 2016 | Oct. 01, 2016 | Sep. 28, 2016 |
Letters of credit and guarantees | |||
Credit Facilities | |||
Amount of write-off of deferred financing costs related to the prior commitments | $ 1,300,000 | ||
Senior Credit Facilities | Senior credit facility | |||
Credit Facilities | |||
Weighted-average interest rate of senior credit facilities (as a percent) | 2.30% | ||
Senior Credit Facilities | Domestic revolving credit facility | |||
Credit Facilities | |||
Letters of credit issued, amount outstanding | $ 46,500,000 | ||
Senior Credit Facilities | Foreign credit instrument facility | |||
Credit Facilities | |||
Letters of credit issued, amount outstanding | $ 207,600,000 | ||
Participation Foreign Credit Instrument Facility and Bilateral Foreign Credit Instrument Facility | Letters of credit and guarantees | |||
Credit Facilities | |||
Maximum borrowing capacity | $ 200,000,000 | ||
Participation Foreign Credit Instrument Facility | Letters of credit and guarantees | |||
Credit Facilities | |||
Reduction in participation foreign credit instrument facility and bilateral foreign credit instrument facility | $ 125,000,000 | ||
Maximum borrowing capacity | 175,000,000 | ||
Bilateral Foreign Credit Instrument Facility | Letters of credit and guarantees | |||
Credit Facilities | |||
Reduction in participation foreign credit instrument facility and bilateral foreign credit instrument facility | 75,000,000 | ||
Maximum borrowing capacity | $ 125,000,000 |
DERIVATIVE FINANCIAL INSTRUME42
DERIVATIVE FINANCIAL INSTRUMENTS (Details) lb in Millions, $ in Millions | 9 Months Ended | 12 Months Ended |
Oct. 01, 2016USD ($)lb | Dec. 31, 2015USD ($)lb | |
Interest Rate Swaps | ||
Derivative Financial Instruments | ||
Unrealized gains (losses), net of tax, recorded in AOCI | $ (1.2) | |
Interest Rate Swaps | Derivative contracts designated as hedging instruments | ||
Derivative Financial Instruments | ||
Aggregate notional amount | 170.8 | |
Long term liability to recognize fair value of swaps | $ 1.9 | |
Interest Rate Swaps | Derivative contracts designated as hedging instruments | Term loan | ||
Derivative Financial Instruments | ||
Percentage of borrowings converted from variable rate term loan to fixed rates under interest rate swap agreements | 50.00% | |
Fixed rate percentage plus applicable margin | 1.2895% | |
FX Forward Contracts | ||
Derivative Financial Instruments | ||
Aggregate notional amount | $ 63.7 | $ 139.8 |
Unrealized gains (losses), net of tax, recorded in AOCI | 0 | (0.6) |
Gross assets | 0 | 0.1 |
Gross liabilities | 0.5 | 1.5 |
FX embedded derivatives | ||
Derivative Financial Instruments | ||
Derivative contracts maturities within one year | 17.9 | |
Derivative contracts maturities within two years | 0.8 | |
FX embedded derivatives | Derivative contracts not designated as hedging instruments | ||
Derivative Financial Instruments | ||
Aggregate notional amount | 18.7 | 120.8 |
Commodity Contracts | ||
Derivative Financial Instruments | ||
Unrealized gains (losses), net of tax, recorded in AOCI | 0.1 | (1.2) |
Fair value of derivative contract - current asset | $ 0.2 | |
Fair value of derivative contract - current liability | $ 1.7 | |
Commodity Contracts | Derivative contracts designated as hedging instruments | ||
Derivative Financial Instruments | ||
Notional amount of commodity contracts (in pounds of copper) | lb | 4 | 4.2 |
SHAREHOLDERS' EQUITY AND LONG43
SHAREHOLDERS' EQUITY AND LONG-TERM INCENTIVE COMPENSATION (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2016 | Sep. 26, 2015 | Oct. 01, 2016 | Sep. 26, 2015 | |
Income Per Share | ||||
Weighted-average number of common shares used in basic income (loss) per share | 41,721 | 40,663 | 41,537 | 40,590 |
Dilutive securities — Restricted stock shares and restricted stock units (in shares) | 754 | 0 | 347 | 0 |
Weighted-average number of common shares and dilutive securities used in diluted income (loss) per share | 42,475 | 40,663 | 41,884 | 40,590 |
Restricted stock shares/units | ||||
Stock-based Compensation | ||||
Number of options or units that were excluded from the computation of diluted income per share | 992 | 342 | 1,134 | 315 |
Stock options | ||||
Stock-based Compensation | ||||
Number of options or units that were excluded from the computation of diluted income per share | 1,542 | 1,346 | 323 | |
Unvested Restricted Stock and Restricted Stock Units that did not Meet Required Market Thresholds for Vesting | ||||
Stock-based Compensation | ||||
Number of options or units that were excluded from the computation of diluted income per share | 536 | 541 |
SHAREHOLDERS' EQUITY AND LONG44
SHAREHOLDERS' EQUITY AND LONG-TERM INCENTIVE COMPENSATION (Details 2) - USD ($) shares in Thousands, $ in Millions | May 24, 2016 | Mar. 02, 2016 | Oct. 01, 2016 | Sep. 26, 2015 | Oct. 01, 2016 | Sep. 26, 2015 |
Performance Shares | ||||||
Stock-based Compensation | ||||||
Period over which the fair value of awards are amortized | 3 years | |||||
Employee Stock Option and Restricted Stock Units | ||||||
Stock-based Compensation | ||||||
Period over which the fair value of awards are amortized | 3 years | |||||
Long Term Cash Awards | ||||||
Stock-based Compensation | ||||||
Period over which the fair value of awards are amortized | 3 years | |||||
Restricted Stock Units (RSUs) | Director | ||||||
Stock-based Compensation | ||||||
RSU's granted to non-employee directors (in shares) | 49 | |||||
Restricted stock shares, restricted stock units, and stock options | ||||||
Stock-based Compensation | ||||||
Compensation expense | $ 4.2 | $ 5.5 | $ 10.5 | $ 30.5 | ||
Related tax benefit | $ 1.6 | $ 2.1 | $ 4 | $ 11.4 |
SHAREHOLDERS' EQUITY AND LONG45
SHAREHOLDERS' EQUITY AND LONG-TERM INCENTIVE COMPENSATION (Details 3) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||||||
Oct. 01, 2016 | Sep. 26, 2015 | Oct. 01, 2016 | Sep. 26, 2015 | Jul. 02, 2016 | Dec. 31, 2015 | Jun. 27, 2015 | Dec. 31, 2014 | |||||
Components of accumulated other comprehensive income (loss) | ||||||||||||
Balance at beginning of period | $ 345.4 | |||||||||||
Balance at end of period | $ 273.4 | 273.4 | ||||||||||
Total | ||||||||||||
Components of accumulated other comprehensive income (loss) | ||||||||||||
Balance at beginning of period | 242.2 | $ (27.2) | 283.3 | $ 62.6 | ||||||||
Other comprehensive income (loss) before reclassifications | (6.9) | (41.5) | (9.2) | (130.8) | ||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | 0.1 | 0.7 | (38.7) | [1] | 0.2 | |||||||
Current-period other comprehensive income (loss) | (6.8) | (40.8) | (47.9) | (130.6) | ||||||||
Balance at end of period | 235.4 | 286.6 | 235.4 | 286.6 | ||||||||
Total | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Dry Cooling Business | ||||||||||||
Components of accumulated other comprehensive income (loss) | ||||||||||||
Current-period other comprehensive income (loss) | 354.6 | 354.6 | ||||||||||
Foreign Currency Translation Adjustment | ||||||||||||
Components of accumulated other comprehensive income (loss) | ||||||||||||
Balance at beginning of period | 239.6 | (30.4) | 280.6 | 59 | ||||||||
Other comprehensive income (loss) before reclassifications | (7.2) | (41.5) | (7.8) | (130.9) | ||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 | (40.4) | [1] | 0 | |||||||
Current-period other comprehensive income (loss) | (7.2) | (41.5) | (48.2) | (130.9) | ||||||||
Balance at end of period | 232.4 | 282.6 | 232.4 | 282.6 | ||||||||
Foreign Currency Translation Adjustment | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Dry Cooling Business | ||||||||||||
Components of accumulated other comprehensive income (loss) | ||||||||||||
Current-period other comprehensive income (loss) | 354.5 | 354.5 | ||||||||||
Foreign Currency Translation Adjustment | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Dry Cooling Business | Gain on Sale of Dry Cooling Business | ||||||||||||
Components of accumulated other comprehensive income (loss) | ||||||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | (40.4) | |||||||||||
Net Unrealized Losses on Qualifying Cash Flow Hedges | ||||||||||||
Components of accumulated other comprehensive income (loss) | ||||||||||||
Balance at beginning of period | (1.6) | [2] | (1.4) | [3] | (1.8) | [4] | (1.3) | [5] | ||||
Other comprehensive income (loss) before reclassifications | 0.3 | [2] | (0.5) | [3] | (1.4) | [4] | (0.4) | [5] | ||||
Amounts reclassified from accumulated other comprehensive income (loss) | 0.2 | [2] | 0.8 | [3] | 2.1 | [1],[4] | 0.6 | [5] | ||||
Current-period other comprehensive income (loss) | 0.5 | [2] | 0.3 | [3] | 0.7 | [4] | 0.2 | [5] | ||||
Balance at end of period | (1.1) | [2],[4] | (1) | [3],[5] | (1.1) | [2],[4] | (1) | [3],[5] | ||||
Tax (benefit) provision | (0.7) | (0.8) | (0.7) | (0.8) | $ (1) | $ (0.8) | $ (0.4) | $ (1.1) | ||||
Net Unrealized Losses on Qualifying Cash Flow Hedges | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Dry Cooling Business | ||||||||||||
Components of accumulated other comprehensive income (loss) | ||||||||||||
Current-period other comprehensive income (loss) | 0.1 | [3] | 0.1 | [5] | ||||||||
Pension and Postretirement Liability Adjustment | ||||||||||||
Components of accumulated other comprehensive income (loss) | ||||||||||||
Balance at beginning of period | 4.2 | [6] | 4.6 | [7] | 4.5 | [8] | 4.9 | [9] | ||||
Other comprehensive income (loss) before reclassifications | 0 | [6] | 0.5 | [7] | 0 | [8] | 0.5 | [9] | ||||
Amounts reclassified from accumulated other comprehensive income (loss) | (0.1) | [6] | (0.1) | [7] | (0.4) | [1],[8] | (0.4) | [9] | ||||
Current-period other comprehensive income (loss) | (0.1) | [6] | 0.4 | [7] | (0.4) | [8] | 0.1 | [9] | ||||
Balance at end of period | 4.1 | [6],[8] | 5 | [7],[9] | 4.1 | [6],[8] | 5 | [7],[9] | ||||
Tax (benefit) provision | $ 2.8 | 3.2 | $ 2.8 | 3.2 | $ 3 | $ 3.1 | $ 2.9 | $ 3 | ||||
Pension and Postretirement Liability Adjustment | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Dry Cooling Business | ||||||||||||
Components of accumulated other comprehensive income (loss) | ||||||||||||
Current-period other comprehensive income (loss) | $ 0 | [7] | $ 0 | [9] | ||||||||
[1] | In connection with the sale of our dry cooling business, we reclassified $40.4 of other comprehensive income related to foreign currency translation to “Gain (loss) on sale of dry cooling business.” | |||||||||||
[2] | Net of tax benefit of $0.7 and $1.0 as of October 1, 2016 and July 2, 2016, respectively. | |||||||||||
[3] | Net of tax benefit of $0.8 and $0.4 as of September 26, 2015 and June 27, 2015, respectively. | |||||||||||
[4] | Net of tax benefit of $0.7 and $0.8 as of October 1, 2016 and December 31, 2015, respectively. | |||||||||||
[5] | Net of tax benefit of $0.8 and $1.1 as of September 26, 2015 and December 31, 2014, respectively. | |||||||||||
[6] | Net of tax provision of $2.8 and $3.0 as of October 1, 2016 and July 2, 2016, respectively. The balances as of October 1, 2016 and July 2, 2016 represent net unamortized prior service credits. | |||||||||||
[7] | Net of tax provision of $3.2 and $2.9 as of September 26, 2015 and June 27, 2015, respectively. The balances as of September 26, 2015 and June 27, 2015 include net unamortized prior service credits. | |||||||||||
[8] | Net of tax provision of $2.8 and $3.1 as of October 1, 2016 and December 31, 2015. The balances as of October 1, 2016 and December 31, 2015 represent net unamortized prior service credits. | |||||||||||
[9] | Net of tax provision of $3.2 and $3.0 as of September 26, 2015 and December 31, 2014, respectively. The balances as of September 26, 2015 and December 31, 2014 include net unamortized prior service credits. |
SHAREHOLDERS' EQUITY AND LONG46
SHAREHOLDERS' EQUITY AND LONG-TERM INCENTIVE COMPENSATION (Details 4) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 01, 2016 | Sep. 26, 2015 | Oct. 01, 2016 | Sep. 26, 2015 | ||
Amounts reclassified from each component of accumulated comprehensive income | |||||
Revenues | [1] | $ (385.2) | $ (374.1) | $ (1,187.4) | $ (1,209.8) |
Cost of products sold | 301.2 | 371.2 | 918.8 | 1,036.4 | |
Pre-tax | (2.6) | 125.2 | (26.8) | 192.2 | |
Income taxes | 0 | 5.5 | 6.1 | (8.6) | |
Net loss (income) | (1.9) | 130.6 | (18.5) | 104.3 | |
Selling, general and administrative | 76.3 | 106.8 | 239.5 | 322.4 | |
Recognition of foreign currency translation adjustment associated with the sale of our dry cooling business | (1.7) | 0 | (18.4) | 0 | |
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Dry Cooling Business | |||||
Amounts reclassified from each component of accumulated comprehensive income | |||||
Recognition of foreign currency translation adjustment associated with the sale of our dry cooling business | (1.7) | (18.4) | |||
Net Unrealized Gains (Losses) on Qualifying Cash Flow Hedges | Amount Reclassified from AOCI | |||||
Amounts reclassified from each component of accumulated comprehensive income | |||||
Pre-tax | 0.3 | 1.1 | 2.9 | 1.2 | |
Income taxes | (0.1) | (0.3) | (0.8) | (0.6) | |
Net loss (income) | 0.2 | 0.8 | 2.1 | 0.6 | |
Net Unrealized Gains (Losses) on Qualifying Cash Flow Hedges | FX Forward Contracts | Amount Reclassified from AOCI | |||||
Amounts reclassified from each component of accumulated comprehensive income | |||||
Revenues | 0 | 0.2 | 1 | (0.9) | |
Net Unrealized Gains (Losses) on Qualifying Cash Flow Hedges | Commodity Contracts | Amount Reclassified from AOCI | |||||
Amounts reclassified from each component of accumulated comprehensive income | |||||
Cost of products sold | 0.3 | 0.9 | 1.9 | 2.1 | |
Pension and Postretirement Liability Adjustment | |||||
Amounts reclassified from each component of accumulated comprehensive income | |||||
Amortization of unrecognized prior service credits, pre-tax | (0.3) | (0.2) | (0.7) | (0.6) | |
Income taxes | 0.2 | 0.1 | 0.3 | 0.2 | |
Gains on pension and postretirement items, net of tax | (0.1) | (0.1) | (0.4) | (0.4) | |
Pension and Postretirement Liability Adjustment | Amount Reclassified from AOCI | |||||
Amounts reclassified from each component of accumulated comprehensive income | |||||
Selling, general and administrative | $ (0.3) | $ (0.2) | (0.7) | (0.6) | |
Foreign Currency Translation Adjustment | Amount Reclassified from AOCI | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Dry Cooling Business | |||||
Amounts reclassified from each component of accumulated comprehensive income | |||||
Recognition of foreign currency translation adjustment associated with the sale of our dry cooling business | $ (40.4) | $ 0 | |||
[1] | Under the percentage-of-completion method, we recognized revenues of $111.0 and $78.8 in the three months ended October 1, 2016 and September 26, 2015, respectively. For the nine months ended October 1, 2016 and September 26, 2015, revenues under the percentage-of-completion method were $347.6 and $325.1, respectively. Costs and estimated earnings in excess of billings on uncompleted contracts accounted for under the percentage-of-completion method were $91.3 and $106.3 as of October 1, 2016 and December 31, 2015, respectively, and are reported as a component of ‘‘Accounts receivable, net’’ in the condensed consolidated balance sheets. Billings in excess of costs and estimated earnings on uncompleted contracts accounted for under the percentage-of-completion method were $75.8 and $116.3 as of October 1, 2016 and December 31, 2015, respectively, and are reported as a component of ‘‘Accrued expenses’’ in the condensed consolidated balance sheets. |
SHAREHOLDERS' EQUITY AND LONG47
SHAREHOLDERS' EQUITY AND LONG-TERM INCENTIVE COMPENSATION (Details 5) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2016 | Sep. 26, 2015 | Oct. 01, 2016 | Sep. 26, 2015 | |
Dividends | ||||
Dividends declared | $ 0 | $ 0 | $ 0 | $ 30.9 |
Dividends paid | 30.6 | |||
Common Stock In Treasury | ||||
Common Stock in Treasury | ||||
Decrease in stock by the settlement of restricted stock units | 18.6 | 6.6 | ||
Increase in the stock for common stock surrendered by recipients of restricted stock as a means of funding minimum income tax withholding | $ 0 | $ 1.2 |
SHAREHOLDERS' EQUITY AND LONG48
SHAREHOLDERS' EQUITY AND LONG-TERM INCENTIVE COMPENSATION (Details 6) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Oct. 01, 2016 | Sep. 26, 2015 | Oct. 01, 2016 | Sep. 26, 2015 | |
Changes in Equity | ||||
Equity, beginning of period | $ 272.6 | $ 1,749.9 | $ 308.3 | $ 1,811.9 |
Net income (loss) | 1.9 | (130.6) | 18.5 | (104.3) |
Net unrealized gains on qualifying cash flow hedges, net of tax provision | 0.5 | 0.3 | 0.7 | 0.2 |
Net unrealized gains on qualifying cash flow hedges, tax provision | 0.3 | 0.4 | 0.1 | 0.3 |
Pension and postretirement liability adjustment, net of tax benefit (provision) | (0.1) | 0.4 | (0.4) | 0.1 |
Pension and postretirement liability adjustment, tax benefit (provision) | 0.2 | (0.3) | 0.3 | (0.2) |
Foreign currency translation adjustments | (7.2) | (40.6) | (49.4) | (129.7) |
Total comprehensive loss, net | (4.9) | (170.5) | (30.6) | (233.7) |
Dividends declared | 0 | 0 | 0 | (30.9) |
Incentive plan activity | 2.2 | 3.8 | 6.8 | 12.8 |
Stock-based long-term incentive compensation expense (includes amounts recorded to discontinued operations) | 3.5 | 6.8 | 9.4 | 35.9 |
Restricted stock and restricted stock unit vesting, net of tax withholdings, and related tax (provision) benefit | 0 | (0.4) | (3.2) | (6.2) |
Restricted stock and restricted stock unit vesting, net of tax withholdings, tax (provision) benefit | 0 | (1.5) | 0.3 | |
Adjustment related to redeemable noncontrolling interest (see Note 13) | (17.3) | 0 | ||
Other changes in noncontrolling interests | 0 | (0.2) | ||
Spin-Off of FLOW Business | 0 | (1,270.5) | 0 | (1,270.5) |
Equity, end of period | 273.4 | 319.1 | 273.4 | 319.1 |
Discontinued operations | ||||
Changes in Equity | ||||
Stock-based long-term incentive compensation expense (includes amounts recorded to discontinued operations) | 1.3 | 5.4 | ||
SPX Corporation Shareholders' Equity | ||||
Changes in Equity | ||||
Equity, beginning of period | 272.6 | 1,752.1 | 345.4 | 1,808.7 |
Net income (loss) | 1.9 | (105) | 18.9 | (73.2) |
Net unrealized gains on qualifying cash flow hedges, net of tax provision | 0.5 | 0.3 | 0.7 | 0.2 |
Pension and postretirement liability adjustment, net of tax benefit (provision) | (0.1) | 0.4 | (0.4) | 0.1 |
Foreign currency translation adjustments | (7.2) | (41.5) | (48.2) | (130.9) |
Total comprehensive loss, net | (4.9) | (145.8) | (29) | (203.8) |
Dividends declared | 0 | 0 | 0 | (30.9) |
Incentive plan activity | 2.2 | 3.8 | 6.8 | 12.8 |
Stock-based long-term incentive compensation expense (includes amounts recorded to discontinued operations) | 3.5 | 6.8 | 9.4 | 35.9 |
Restricted stock and restricted stock unit vesting, net of tax withholdings, and related tax (provision) benefit | 0 | (0.4) | (3.2) | (6.2) |
Adjustment related to redeemable noncontrolling interest (see Note 13) | (56) | 0 | ||
Spin-Off of FLOW Business | 0 | (1,259.8) | 0 | (1,259.8) |
Equity, end of period | 273.4 | 356.7 | 273.4 | 356.7 |
Noncontrolling Interests | ||||
Changes in Equity | ||||
Equity, beginning of period | 0 | (2.2) | (37.1) | 3.2 |
Net income (loss) | 0 | (25.6) | (0.4) | (31.1) |
Foreign currency translation adjustments | 0 | 0.9 | (1.2) | 1.2 |
Total comprehensive loss, net | 0 | (24.7) | (1.6) | (29.9) |
Adjustment related to redeemable noncontrolling interest (see Note 13) | 38.7 | 0 | ||
Other changes in noncontrolling interests | 0 | (0.2) | ||
Spin-Off of FLOW Business | (10.7) | 0 | (10.7) | |
Equity, end of period | $ 0 | $ (37.6) | $ 0 | $ (37.6) |
CONTINGENT LIABILITIES AND OT49
CONTINGENT LIABILITIES AND OTHER MATTERS (Details) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 01, 2016USD ($) | Sep. 26, 2015USD ($) | Oct. 01, 2016USD ($)corporate_entity | Sep. 26, 2015USD ($) | Dec. 31, 2015USD ($) | |
Contingent Liabilities and Other Matters | |||||
Carrying values of accruals | $ 584.4 | $ 584.4 | $ 591.1 | ||
Liability for asbestos product liability matters | 531.3 | 531.3 | 534.4 | ||
Payments for asbestos-related matters, net of insurance recoveries | 0 | $ 2.3 | $ 3 | $ 6.2 | |
Asbestos Issue | Minimum | |||||
Contingent Liabilities and Other Matters | |||||
Number of defendants | corporate_entity | 50 | ||||
Other long-term liabilities | |||||
Contingent Liabilities and Other Matters | |||||
Accruals included in other long-term liabilities | 548.2 | $ 548.2 | 552.8 | ||
Other assets | Asbestos Issue | |||||
Contingent Liabilities and Other Matters | |||||
Insurance recovery assets | $ 493.5 | $ 493.5 | $ 493.3 |
CONTINGENT LIABILITIES AND OT50
CONTINGENT LIABILITIES AND OTHER MATTERS (Details 2) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 01, 2016 | Sep. 26, 2015 | Oct. 01, 2016 | Sep. 26, 2015 | ||
Contingent Liabilities and Other Matters | |||||
Increase in loss from continuing operations before income taxes | $ (2.6) | $ 125.2 | $ (26.8) | $ 192.2 | |
Reduction in revenue | [1] | (385.2) | (374.1) | (1,187.4) | (1,209.8) |
Increase in cost of products sold | 301.2 | 371.2 | 918.8 | 1,036.4 | |
Increase in net loss | (1.9) | 130.6 | (18.5) | 104.3 | |
Large Power Projects | South Africa | |||||
Contingent Liabilities and Other Matters | |||||
Revenue recognized | $ 27 | $ 27 | |||
Large Power Projects | Revisions in estimates for large power projects | South Africa | |||||
Contingent Liabilities and Other Matters | |||||
Increase in loss from continuing operations before income taxes | 95 | 95 | |||
Reduction in revenue | 57.2 | 57.2 | |||
Increase in cost of products sold | 37.8 | 37.8 | |||
Increase in net loss | $ 71.2 | $ 71.2 | |||
Increase in loss per share of common stock | $ 1.75 | $ 1.75 | |||
[1] | Under the percentage-of-completion method, we recognized revenues of $111.0 and $78.8 in the three months ended October 1, 2016 and September 26, 2015, respectively. For the nine months ended October 1, 2016 and September 26, 2015, revenues under the percentage-of-completion method were $347.6 and $325.1, respectively. Costs and estimated earnings in excess of billings on uncompleted contracts accounted for under the percentage-of-completion method were $91.3 and $106.3 as of October 1, 2016 and December 31, 2015, respectively, and are reported as a component of ‘‘Accounts receivable, net’’ in the condensed consolidated balance sheets. Billings in excess of costs and estimated earnings on uncompleted contracts accounted for under the percentage-of-completion method were $75.8 and $116.3 as of October 1, 2016 and December 31, 2015, respectively, and are reported as a component of ‘‘Accrued expenses’’ in the condensed consolidated balance sheets. |
CONTINGENT LIABILITIES AND OT51
CONTINGENT LIABILITIES AND OTHER MATTERS (Details 3) ZAR in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Oct. 01, 2016USD ($) | Sep. 26, 2015USD ($) | Oct. 01, 2016USD ($) | Sep. 26, 2015USD ($) | Oct. 01, 2016ZAR | Jul. 06, 2016ZAR | |
Noncontrolling Interest [Line Items] | ||||||
Adjustment related to redeemable noncontrolling interest | $ 0 | $ 0 | $ 18.1 | $ 0 | ||
SPX Technologies | BEE Partner | South Africa | ||||||
Noncontrolling Interest [Line Items] | ||||||
Amount due from BEE Partner under promissory note | ZAR | ZAR 30.3 | |||||
SPX Technologies | BEE Partner | South Africa | Put Option | ||||||
Noncontrolling Interest [Line Items] | ||||||
Non-controlling interest percentage | 25.10% | 25.10% | 25.10% | |||
Amount entitled for Put Option exercise | ZAR | ZAR 287.3 | |||||
Net redemption value | $ 18.8 | $ 18.8 | ZAR 257 | |||
Amount reclassified from noncontrolling interests to paid in capital | 38.7 | |||||
Adjustment related to redeemable noncontrolling interest | $ 18.1 |
CONTINGENT LIABILITIES AND OT52
CONTINGENT LIABILITIES AND OTHER MATTERS (Details 4) - Site investigation and remediation - site | Oct. 01, 2016 | Dec. 31, 2015 |
Environmental Matters | ||
Number of sites | 34 | 35 |
Number of third-party disposal sites for which entity is potentially responsible | 24 | |
Number of active sites | 7 |
CONTINGENT LIABILITIES AND OT53
CONTINGENT LIABILITIES AND OTHER MATTERS (Details 5) - Consortium arrangements - Power segment - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended |
Oct. 01, 2016 | Dec. 31, 2015 | |
Collaborative Arrangements | ||
Entity's share of the aggregate contract value on open consortium arrangements | $ 44.1 | $ 100.2 |
Percentage of entity's share of the aggregate contract value, recognized as revenue | 57.00% | 68.00% |
Aggregate contract value on open consortium arrangements | $ 90.3 | $ 371.7 |
Estimated fair value of potential obligation recorded as a liabilities | $ 0.4 | $ 0.6 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Oct. 01, 2016 | Sep. 26, 2015 | Mar. 28, 2015 | Oct. 01, 2016 | Sep. 26, 2015 | |
Uncertain Tax Benefits | |||||
Gross unrecognized tax benefits | $ 44 | $ 44 | |||
Net unrecognized tax benefits | 26.7 | 26.7 | |||
Unrecognized tax benefits that would impact effective tax rate if recognized | 25.4 | 25.4 | |||
Gross accrued interest | 3.7 | 3.7 | |||
Net accrued interest | 2.4 | 2.4 | |||
Penalties recorded | 0 | ||||
Other Tax Matters | |||||
Income tax (provision) benefit | 0 | $ (5.5) | (6.1) | $ 8.6 | |
Pre-tax income (loss) from continuing operations | 2.6 | (125.2) | 26.8 | (192.2) | |
Gain on sale of dry cooling business | 1.7 | 0 | 18.4 | 0 | |
Pre-tax losses generated for which no tax benefit was recognized | $ 102 | $ 130 | |||
Income tax expense related to spin-off transaction | $ 3.6 | ||||
Dry Cooling Business | Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||||
Other Tax Matters | |||||
Gain on sale of dry cooling business | 1.7 | 18.4 | |||
Taxes provided in connection with sale of dry cooling business | 0.3 | ||||
Foreign | |||||
Other Tax Matters | |||||
Foreign losses generated during the period for which no tax benefit was recognized | 10.5 | ||||
Income tax expense related to reorganization actions to facilitate separation | $ 3.4 | ||||
Minimum | |||||
Uncertain Tax Benefits | |||||
Reasonably possible amount that unrecognized tax benefits could decrease within next 12 months | 6 | 6 | |||
Maximum | |||||
Uncertain Tax Benefits | |||||
Reasonably possible amount that unrecognized tax benefits could decrease within next 12 months | $ 10 | $ 10 |